grepcent / static financial knowledge base

FIRST BANCORP /NC/ (FBNC)

CIK: 0000811589. 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=811589. Latest filing source: 0000811589-26-000051.

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

Business

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

Risk Factors

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

Selected Fundamentals

MetricValueUnitFYFiled
Revenue557,235,000USD20252026-02-25
Net income111,048,000USD20252026-02-25
Assets12,668,339,000USD20252026-02-25

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-25. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000811589.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.

Metric20122016201720182019202020212022202320242025
Revenue130,987,000177,382,000231,207,000250,107,000237,684,000255,918,000341,118,000488,944,000519,240,000557,235,000
Net income27,509,00045,972,00089,289,00092,046,00081,477,00095,644,000146,936,000104,131,00076,215,000111,048,000
Diluted EPS1.331.823.013.102.813.194.122.531.842.68
Operating cash flow41,271,00026,838,00046,410,00051,238,00058,333,000142,335,000230,654,000131,396,000174,781,000203,131,000
Capital expenditures8,689,0004,659,00010,723,0003,534,00012,363,0009,402,0005,287,0004,421,0002,657,0004,245,000
Dividends paid6,399,0007,596,00011,281,00013,662,00020,936,00022,228,00030,660,00034,940,00036,249,00037,284,000
Share buybacks2,0000.000.0010,000,00031,868,0004,036,0000.000.000.00991,000
Assets3,614,862,0005,547,037,0005,864,116,0006,143,639,0007,289,751,00010,508,901,00010,625,049,00012,114,942,00012,147,694,00012,668,339,000
Liabilities3,246,761,0004,854,058,0005,099,886,0005,291,238,0006,396,330,0009,278,326,0009,593,453,00010,742,562,00010,702,083,00011,014,171,000
Stockholders' equity368,101,000692,979,000764,230,000852,401,000893,421,0001,230,575,0001,031,596,0001,372,380,0001,445,611,0001,654,168,000
Free cash flow32,582,00022,179,00035,687,00047,704,00045,970,000132,933,000225,367,000126,975,000172,124,000198,886,000

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.

Metric20122016201720182019202020212022202320242025
Net margin21.00%25.92%38.62%36.80%34.28%37.37%43.07%21.30%14.68%19.93%
Return on equity7.47%6.63%11.68%10.80%9.12%7.77%14.24%7.59%5.27%6.71%
Return on assets0.76%0.83%1.52%1.50%1.12%0.91%1.38%0.86%0.63%0.88%
Liabilities / equity8.827.006.676.217.167.549.307.837.406.66

Industry Peer Context

Each number-line places FBNC 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

FBNC Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.FBNC 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%FBNC 19.9%

ROE peer context

FBNC ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.FBNC 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%FBNC 6.7%

ROA peer context

FBNC ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.FBNC 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%FBNC 0.9%

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

FBNC FY2025 free cash flow bridge from reported figures.FBNC FY2025 free cash flow bridge from reported figures.FBNC free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$125.0M$250.0M$203.1MOperating cash flow-$4.2MCapex$198.9MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0000811589-26-000051; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0000811589-26-000051; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0000811589-26-000051; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment

Financial Charts

FBNC revenue, last 5 periods. Source: SEC companyfacts FY2025.FBNC revenue, last 5 periods. Source: SEC companyfacts FY2025.FBNC RevenueLatest point: FY2025 = $557.2MSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$375.0M$750.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000811589-26-000051; filed 2026-02-25. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

FBNC net income, last 5 periods. Source: SEC companyfacts FY2025.FBNC net income, last 5 periods. Source: SEC companyfacts FY2025.FBNC Net incomeLatest point: FY2025 = $111.0MSource: 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 0000811589-26-000051; filed 2026-02-25. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

FBNC diluted eps, last 5 periods. Source: SEC companyfacts FY2025.FBNC diluted eps, last 5 periods. Source: SEC companyfacts FY2025.FBNC Diluted EPSLatest point: FY2025 = $2.68/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)$0.00/share$3.00/share$6.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000811589-26-000051; filed 2026-02-25. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

FBNC operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.FBNC operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.FBNC Operating cash flowLatest point: FY2025 = $203.1MSource: 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 0000811589-26-000051; filed 2026-02-25. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

FBNC capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.FBNC capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.FBNC Capital expendituresLatest point: FY2025 = $4.2MSource: SEC companyfacts FY2025.Fiscal yearCapital expenditures$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000811589-26-000051; filed 2026-02-25. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

FBNC dividends paid, last 5 periods. Source: SEC companyfacts FY2025.FBNC dividends paid, last 5 periods. Source: SEC companyfacts FY2025.FBNC Dividends paidLatest point: FY2025 = $37.3MSource: 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 0000811589-26-000051; filed 2026-02-25. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.

FBNC share buybacks, last 5 periods. Source: SEC companyfacts FY2025.FBNC share buybacks, last 5 periods. Source: SEC companyfacts FY2025.FBNC Share buybacksLatest point: FY2025 = $991.0KSource: 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 0000811589-26-000051; filed 2026-02-25. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

FBNC assets, last 5 periods. Source: SEC companyfacts FY2025.FBNC assets, last 5 periods. Source: SEC companyfacts FY2025.FBNC AssetsLatest point: FY2025 = $12.7BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$10.0B$20.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000811589-26-000051; filed 2026-02-25. Concept: Assets. Source concepts: us-gaap:Assets.

FBNC liabilities, last 5 periods. Source: SEC companyfacts FY2025.FBNC liabilities, last 5 periods. Source: SEC companyfacts FY2025.FBNC LiabilitiesLatest point: FY2025 = $11.0BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$10.0B$20.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000811589-26-000051; filed 2026-02-25. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

FBNC stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.FBNC stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.FBNC Stockholders' equityLatest point: FY2025 = $1.7BSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000811589-26-000051; filed 2026-02-25. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

FBNC free cash flow, last 5 periods. Source: SEC companyfacts FY2025.FBNC free cash flow, last 5 periods. Source: SEC companyfacts FY2025.FBNC Free cash flowLatest point: FY2025 = $198.9MSource: SEC companyfacts FY2025.Fiscal yearFree cash flow$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000811589-26-000051; 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 2026-05-07. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000811589.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-Q22022-06-301.03reported discrete quarter
2022-Q32022-09-301.06reported discrete quarter
2023-Q12023-03-310.37reported discrete quarter
2023-Q22023-06-30121,161,00029,403,0000.71reported discrete quarter
2023-Q32023-09-30123,851,00029,893,0000.73reported discrete quarter
2023-Q42023-12-31126,573,00029,674,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-31126,572,00025,272,0000.61reported discrete quarter
2024-Q22024-06-30128,775,00028,712,0000.70reported discrete quarter
2024-Q32024-09-30131,409,00018,680,0000.45reported discrete quarter
2024-Q42024-12-31132,395,0003,551,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31132,660,00036,406,0000.88reported discrete quarter
2025-Q22025-06-30136,741,00038,566,0000.93reported discrete quarter
2025-Q32025-09-30144,200,00020,363,0000.49reported discrete quarter
2025-Q42025-12-31143,634,00015,713,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-31142,390,00046,659,0001.13reported discrete quarter

Quarterly Charts

FBNC quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.FBNC quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.FBNC Quarterly RevenueLatest point: 2026-Q1 = $142.4MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Revenue$0.0B$125.0M$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000811589-26-000073; filed 2026-05-07. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

FBNC quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.FBNC quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.FBNC Quarterly Net incomeLatest point: 2026-Q1 = $46.7MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Net income$0.0B$125.0M$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000811589-26-000073; filed 2026-05-07. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

FBNC quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.FBNC quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.FBNC Quarterly Diluted EPSLatest point: 2026-Q1 = $1.13/shareSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Diluted EPS (USD/share)$0.00/share$0.75/share$1.50/share2022-Q22022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000811589-26-000073; filed 2026-05-07. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0000811589-26-000073.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-05-07. Report date: 2026-03-31.

Item 2 - Management's Discussion and Analysis of Consolidated Results of Operations and Financial Condition

Highlights of the results for the first quarter of 2026 are presented below. Refer also to additional discussion in the "Results of Operations" and "Financial Condition" sections following.

Overview and Highlights for the Three Months Ended March 31, 2026

We earned net income of $46.7 million, or $1.13 diluted EPS, during the first quarter of 2026 compared to net income of $36.4 million, or $0.88 diluted EPS, for the first quarter of 2025. Our increased earnings was driven by a $14.3 million increase in net interest income in the first quarter of 2026 from the like quarter, resulting primarily by a combination of higher yield on interest earning assets and a lower cost of funds, both of which were driven by the overall interest rate environment throughout the past year.

•Net interest income for the first quarter of 2026 was $107.1 million, a 15.4% increase from the $92.8 million recorded in the first quarter of 2025. There was a shift in the mix of interest-earning assets between periods, with average loans growing $674.3 million, while average taxable securities contracted $186.9 million and short-term investments contracted $226.9 million.

•Net interest margin ("NIM") increased 42 basis points to 3.67% in the first quarter of 2026 from 3.25% in the first quarter of 2025 as a result of the higher average balance of loans, yields on securities and lower cost of funds, notably money market deposits.

•We remained well-capitalized by all regulatory standards. Risk-based capital ratios contracted slightly during the quarter with a total common equity Tier 1 ratio of 14.13%, Tier 1 risk-based capital ratio of 14.87% and total risk-based capital ratio of 16.12% at March 31, 2026, all down from March 31, 2025.

•The provision for credit losses for the first quarter of 2026 was $3.1 million, driven by loan growth and $1.4 million of net charge-offs.

•Noninterest income for the quarter ended March 31, 2026 totaled $15.2 million, reflecting an increase from the $13.0 million for the comparable prior year period, primarily from a $0.9 million increase in SBA loan sale gains and a $0.7 million increase in Other income.

•Noninterest expense of $60.2 million increased $2.3 million, or 4.0%, for the quarter ended March 31, 2026 from the prior year. The increase is attributable to a $1.7 million increase in Total personnel expenses and a $0.8 million increase in Other operating expenses.

Total assets were $12.9 billion at March 31, 2026, a 2.2% increase from December 31, 2025. The increase was driven primarily by deposit growth generating investable funds that were deployed in interest-bearing cash and loan balances. The primary balance sheet changes are presented below.

•Total cash and cash equivalents amounted to $598.0 million at March 31, 2026, representing a $288.4 million increase from December 31, 2025. Interest-bearing cash increased $300.0 million and was partially offset by an $11.6 million decrease in noninterest-bearing cash.

•AFS securities increased $69.0 million, or 3.4%, during the three months ended March 31, 2026.

•Total loans amounted to $8.8 billion at March 31, 2026, reflecting an increase of $71.4 million, or 0.8%, from December 31, 2025.

•Total deposits were $11.0 billion at March 31, 2026, an increase of $264.1 million, or 2.46%, from December 31, 2025. Deposit growth during the period was split between noninterest-bearing deposits, which increased $109.6 million, and interest-bearing deposits, which increased $154.4 million.

•Credit quality continued to be strong at March 31, 2026, with NPAs of 0.32% of total assets as of March 31, 2026, up 2 basis points from 0.30% at December 31, 2025.

•Our on-balance sheet liquidity ratio was 16.7% at March 31, 2026. Available off-balance sheet sources totaled $2.5 billion at quarter end, resulting in a total liquidity ratio of 34.0%.

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Index

Critical Accounting Estimates

The accounting principles we follow and our methods of applying these principles conform with GAAP and with general practices followed by the banking industry. Certain policies inherently have a greater reliance on the use of estimates, assumptions, or judgments and as such, have a greater possibility of producing results that could be materially different than originally reported. We have identified the determination of our ACL and related Allowance for Unfunded Commitments, as well as business combinations, related fair value measurements and goodwill determination to be the accounting areas that require the most subjective or complex judgments, estimates, and assumptions, and where changes in those judgments, estimates, and assumptions (based on new or additional information, changes in the economic climate and/or market interest rates, etc.) could have a significant effect on our financial statements. See the "Allowance for Credit Losses, Allowance for Unfunded Commitments, and Loan Loss Experience" discussion in the Financial Condition section of Management's Discussion and Analysis.

There have been no material changes to the Company's significant accounting policies as discussed in Note 1 of the Company's Annual Report on Form 10-K for the year ended December 31, 2025.

Current Accounting Matters

See Note 1 to the consolidated financial statements for information about recently announced or adopted accounting standards.

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RESULTS OF OPERATIONS

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (primarily loans and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (deposits and borrowed funds). Changes in the net interest income are the result of changes in volume and the net interest spread which affects NIM. Volume refers to the average dollar levels of interest-earning assets and interest-bearing liabilities. Net interest spread refers to the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. NIM refers to net interest income divided by average interest-earning assets and is influenced by the level and relative mix of interest-earning assets and interest-bearing liabilities. Net interest income is also influenced by external factors such as local economic conditions, competition for loans and deposits, and market interest rates.

Net Interest Income for the Three Months Ended March 31, 2026

Net interest income for the first quarter of 2026 amounted to $107.1 million, an increase of $14.3 million, or 15.4%, from the $92.8 million recorded in the first quarter of 2025. The increase was primarily driven by higher yields on interest-earning assets and lower cost of funds.

For the first quarter of 2026, average interest-earning assets increased $256.3 million, or 2.2%, from the comparable period of the prior year, with average loans growing $674.3 million, while average securities and short term investments declined by $191.1 million and $226.9 million respectively.

The cost of interest bearing deposits decreased 25 basis points from the first quarter of 2025, with the biggest decrease coming from the cost of Money market deposits, which decreased 38 basis points and the cost of Time deposits $250,000, which decreased 29 basis points.

These changes resulted in the 42 basis point improvement in our NIM (see discussion below) from the like quarter to 3.67% for the first quarter of 2026.

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The following table presents an analysis of net interest income for the first quarter of 2026 and 2025:

Average Balances and Net Interest Income Analysis
Three Months Ended March 31,
20262025
($ in thousands)Average VolumeInterest Earned or PaidAverage RateAverage VolumeInterest Earned or PaidAverage Rate
Assets
Loans (1) (2)$8,781,728$120,7475.58%$8,107,394$110,4975.52%
Taxable securities2,442,14017,5562.88%2,629,06615,5242.36%
Non-taxable securities284,7121,1151.57%288,9051,1161.55%
Short-term investments, primarily interest-bearing cash276,4712,9724.36%503,3775,4874.42%
Total interest-earning assets11,785,051142,3904.89%11,528,742132,6244.65%
Cash and due from banks147,124133,756
Premises and equipment139,775143,064
Other assets690,864421,248
Total assets$12,762,814$12,226,810
Liabilities
Interest-bearing checking$1,416,600$2,2300.64%$1,431,556$2,4970.71%
Money market deposits4,566,40926,5162.35%4,337,56029,1802.73%
Savings deposits524,1232410.19%539,1042400.18%
Other time deposits495,1152,8192.31%558,6483,3532.43%
Time deposits $250,000304,0892,2402.99%352,1742,8493.28%
Total interest-bearing deposits7,306,33634,0461.89%7,219,04238,1192.14%
Short-term borrowings74510.61%79410.60%
Long-term borrowings73,8581,2276.74%91,1661,6577.37%
Total interest-bearing liabilities7,380,93935,2741.94%7,311,00239,7772.21%
Noninterest-bearing checking3,515,3593,375,098
Other liabilities179,75372,839
Shareholders’ equity1,686,7631,467,871
Total liabilities and shareholders’ equity$12,762,814$12,226,810
Net yield on interest-earning assets and net interest income$107,1163.67%$92,8473.25%
Net yield on interest-earning assets and net interest income – tax-equivalent (3)$107,5953.69%$93,2843.27%
Interest rate spread2.95%2.44%
Average prime rate6.75%7.50%

(1)   Average loans include nonaccruing loans, the effect of which is to lower the average rate shown.

(2)   Includes accretion of discount on acquired loans of $1.1 million and $1.8 million for three months ended March 31, 2026 and 2025, respectively.

(3)   Includes tax-equivalent adjustments to reflect the tax benefit that we receive related to tax-exempt securities and loans as reduced by the related nondeductible portion of interest expense.

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Overall, as demonstrated in the table above, the growth in earning assets, a shift in the mix of those earning assets from lower-yielding assets to higher-yielding assets, increased yield on assets and a decrease in the cost of liabilities drove the expansion in NIM and net interest income.

•Net interest income for the first quarter of 2026 was $107.1 million, an increase of $14.3 million from the like quarter. The increase in net interest income was primarily driven by our focused efforts to increase interest-earning assets, to improve the mix of earning assets and to manage deposit costs after the rate cuts by the Federal Reserve between September and December of 2024, which saw the federal funds rate fall 50 basis points and additional rate cuts totaling 75 basis points in the second ha

[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 Results of Operations and Financial Condition

This MD&A is intended to assist readers in understanding our results of operations and changes in financial position for the past three years. It should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Report. This discussion may contain forward-looking statements that involve risks and uncertainties. Our actual results could differ significantly from those anticipated in forward-looking statements as a result of various factors.

Overview and 2025 Highlights

The Company is a bank holding company headquartered in Southern Pines, North Carolina. We provide diversified financial services primarily though the Bank, our principal subsidiary, including commercial and consumer banking services, mortgage lending, SBA lending, accounts receivable financing, and investment advisory services. As of December 31, 2025, the Bank had 113 branches in North Carolina and South Carolina and 1,353 full-time equivalent employees. We have grown organically as well as through strategic acquisitions as discussed previously in "Recent Developments and Acquisitions".

2025 Financial Highlights:

•Return on average assets was 0.89% for the year ended December 31, 2025, as compared to 0.63% for the prior year. Return on average common equity was 7.16% for the year ended December 31, 2025, as compared to 5.38% for the prior year. As discussed below, the returns for 2025 and 2024 were impacted by securities loss transactions as well as Hurricane Helene provisions.

•Total assets at December 31, 2025 were $12.7 billion, a 4.3% increase from a year earlier.

•Total loans outstanding expanded by $0.6 billion, or 7.8%, during the year. Loans totaled $8.7 billion at December 31, 2025.

•Credit quality continued to be strong with the NPA to total assets ratio at 0.30% as of December 31, 2025, consistent with December 31, 2024. Net charge offs as a percentage of average loans were 0.10% for 2025, as compared to 0.07% for the prior year.

•Capital remained strong with a total CET1 ratio of 14.10%, down from 14.35% for the prior year, and total risk-based capital ratio of 16.12% as of December 31, 2025, a decrease from 16.63% for the prior year. The decrease during 2025 in risk-based capital ratios was driven by loan growth, which carries a higher risk weight than short term investments, along with the repayment of $18.0 million of subordinated debt.

•Net income was $111.0 million, or $2.68 diluted EPS, for 2025 compared to net income of $76.2 million, or $1.84 diluted EPS, for 2024. As noted below, 2025 results were impacted by $71.6 million of securities loss from transactions that took place during the third and fourth quarter of 2025 and the $11.1 million reversal of provision related to Hurricane Helene throughout the year. See the following for discussion of changes to net income:

•Net interest income for 2025 increased $66.0 million, or 19.9%, driven by increased interest income and lower interest expense. The NIM was 3.40% for 2025, an increase of 51 basis points from the prior year.

•Total interest income increased $38.0 million in 2025 as compared to 2024, driven by higher interest income on loans of $21.1 million related to a combination of higher volumes of average balances and increased yields. Interest income on securities increased $20.5 million, primarily the result of increased yields driven by the securities loss-earnback transactions in late 2024 and the second half of 2025.

•Interest income on other interest-earning assets, primarily overnight funds, decreased $3.7 million, primarily the result of lower volumes along with the decrease in the federal funds rate.

•The 2025 decrease in interest expense of $28.0 million was driven by lower money market rates in late 2025, which resulted in repricing of our deposits and a corresponding $19.6 million decrease in

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deposit interest expense, especially in money market accounts which accounted for $7.4 million of the decrease. Additionally, interest expense on borrowings fell $8.4 million, primarily the result of average balances on outstanding borrowings.

•Provision for credit losses for 2025 of $11.5 million was down from $16.4 million in 2024 due primarily to the $13.0 million provision related to potential exposure from Hurricane Helene in 2024. Offsetting this was higher net charge offs in 2025, provisions for higher loan growth in 2025 and an increase in the level of unfunded commitments. See the "Provision for Loan Losses" section below.

•Noninterest income declined $25.8 million in 2025, which resulted primarily from the $71.6 million securities loss related to securities loss-earnback transactions that took place in the third and fourth quarter of 2025. Noninterest income in 2024 included a securities loss of $38.0 million related to a securities loss-earnback transactions that took place in the fourth quarter of 2024. Refer to "Noninterest Income" section below for further discussion.

•Noninterest expense increased $3.7 million in 2025, primarily related to the $4.2 million increase in Total personnel expense driven by increased incentives expense arising from the Company's performance. In 2024 and 2025, the Company actively managed headcount and continued to apply additional expense controls. Refer to "Noninterest Expense" section below for further discussion.

•Income tax expense increased $6.6 million from the prior year primarily resulting from higher pre-tax income. The 2025 effective tax rate of 20.4% was lower than the prior year as the result of net discrete tax benefits, primarily arising from state taxes, including the continued North Carolina graduated tax rate reductions.

Current Economic Conditions

Economic conditions during 2025 continued to show resilience, supported by generally positive domestic results, relatively low unemployment and sustained demand for goods and services. Inflationary pressures moderated further compared to prior periods, reflecting the impact of monetary policy actions taken by the Federal Reserve in recent years. However, a combination of positive and negative economic indicators persisted throughout 2025 and there continues to be some uncertainty in economic conditions and outlook. As such, we could be exposed to ongoing risks, which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations.

Our financial position and results of operations are susceptible, among other factors, to the ability of our loan customers to meet their loan obligations to us, the availability of our workforce, the availability of our vendors, and the volatility in the value of assets held by us or securing our loans. We have not realized significant negative impact on our loan portfolio or asset quality to date as a result of the current economic conditions. However, the economic pressures and uncertainties, increased consumer demand and recent volatility in both short-term and long-term interest rates have resulted in, and may continue to result in, specific changes in consumer and business spending and borrowing habits, given the current and expected interest rate environment, which could make it difficult to grow assets and income.

The extent to which the current economic conditions have a further impact on our business, results of operations, and financial condition, as well as our regulatory capital and liquidity ratios, will depend on future developments, which are highly uncertain and cannot be predicted, including actions taken by governmental authorities in response to inflationary trends and recessionary risks.

Critical Accounting Estimates

The accounting principles we follow and our methods of applying these principles conform with GAAP and with general practices followed by the banking industry. Certain policies inherently have a greater reliance on the use of estimates, assumptions, or judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. We have identified the determination of our ACL and related Allowance for Unfunded Commitments, as well as business combinations, related fair value measurements and goodwill determination to be the accounting areas that require the most subjective or complex judgments, estimates, and assumptions, and where changes in those judgments, estimates, and assumptions (based on new or additional information, changes in the economic climate and/or market interest rates, etc.) could have a significant effect on

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our financial statements. See the "Allowance for Credit Losses, Allowance for Unfunded Commitments, and Loan Loss Experience" discussion in the Financial Condition section of Management's Discussion and Analysis.

Our most significant accounting policies are presented in Note 1 to the accompanying consolidated financial statements. These policies, along with the disclosures presented in the other notes to the consolidated financial statements and in this MD&A, provide information on how significant assets and liabilities are valued in the financial statements and how those values are determined.

Allowance for Credit Losses on Loans and Allowance for Unfunded Commitments

While management uses the best information available to establish the ACL, future adjustments to the ACL and methodology may be necessary if economic or other conditions differ substantially from the assumptions used in making the estimates. We perform periodic and systematic detailed reviews of the loan portfolio to identify trends and to assess the overall collectability of the portfolio. We believe the accounting estimate related to the ACL is a “critical accounting estimate” as: (1) changes in it can materially affect the provision for loan losses and net income; (2) it requires management to predict borrowers’ likelihood or capacity to repay, including evaluation of inherently uncertain future economic conditions; (3) the value of underlying collateral must be estimated on collateral-dependent loans; (4) prepayment activity must be projected to estimate the life of loans that often are shorter than contractual terms; and (5) it requires estimation of a reasonable and supportable forecast period for credit losses. Accordingly, this is a highly subjective process and requires significant judgment since it is difficult to evaluate current and future economic conditions in relation to an overall credit cycle and estimate the timing and extent of loss events that are expected to occur prior to end of a loan’s estimated life.

Our ACL is assessed at each quarterly balance sheet date and adjustments are recorded in the provision for loan losses on the consolidated statements of income. There are many factors affecting the ACL, some of which are quantitative, while others require qualitative judgment. There are both internal factors (i.e., loan balances, historical loss rates, credit quality, the contractual lives of loans), external factors (i.e., economic conditions such as trends in housing prices, interest rates, GDP, inflation, and unemployment), and assumptions of probability of default and loss given default by loan category, that can impact the ACL estimate. One of the most significant assumptions is the macroeconomic scenario forecasts that determine the economic variables utilized in the ACL model. Due to the inherent uncertainty in the macroeconomic forecasts, we evaluate a baseline scenario quarterly, as well as upside or downside macroeconomic scenarios to assess the most reasonable scenario based on review of the variable forecasts for each scenario, comparison to expectations, and sensitivity of variations in each scenario.

The most significant variable in the economic forecasts is the national unemployment rate (which has remained relatively stable), and changes in unemployment forecasts can have significant impact to the estimated ACL. Other economic variables include national GDP, the national commercial real estate pricing index and the national home price index. We use the national unemployment rate in all of our models regardless of the loan portfolio type, and we use a second economic variable in each cohort model depending on the loan portfolio type. The ACL quantitative estimate is sensitive to changes in the economic variable forecasts during the twelve-month reasonable and supportable forecast period with a straight-line reversion over the next three years to long-term average loss factors. There have been no changes to the reasonable and supportable period or reversion period in any year presented.

Although management believes its process for determining the ACL adequately considers all the factors that could potentially result in credit losses, the process includes subjective elements and is susceptible to significant change. To the extent actual outcomes differ from management estimates, additional provision for loan losses could be required that could adversely affect our earnings or financial position in future periods.

Under the range of macroeconomic forecast scenarios considered as of December 31, 2025, use of a "downside"/ more pessimistic scenario would have resulted in an increase to the modeled allowance results of approximately $32 million. This estimate reflects the sensitivity of the modeled allowance estimate to macroeconomic forecast data but does not consider other qualitative adjustments that could increase or decrease modeled loss estimates calculated using this alternative economic scenario.

PCD loans represent assets that are acquired with evidence of more than insignificant credit quality deterioration since origination at the acquisition date. At acquisition, the allowance on PCD assets is booked directly to the ACL. Any subsequent changes in the ACL on PCD assets is recorded through the provision for loan losses on the consolidated statements of income.

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We believe that the ACL is adequate to absorb the expected life of loan credit losses on the portfolio of loans as of the balance sheet date. Actual losses incurred may differ materially from our estimates. For example, inflationary pressures and recessionary concerns leading to macroeconomic economic deterioration, higher unemployment and declines in real estate and other asset valuations could affect our loss experience and assumptions utilized in our model.

We estimate expected credit losses on unfunded commitments to extend credit over the contractual period in which we are exposed to credit risk on the underlying commitments, unless the obligation is unconditionally cancellable. The allowance for off-balance sheet credit exposures, which is included in "Other liabilities" on the consolidated balance sheets, is adjusted for as an increase or decrease to the provision for unfunded commitments. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. The methodology is based on a loss rate approach that starts with the probability of funding based on historical experience. Similar to the methodology discussed above related to the loans receivable portfolio, adjustments are made to the historical losses for current conditions and reasonable and supportable forecasts.

Additional information on the loan portfolio and ACL can be found in the sections of this Item 7 titled “Nonperforming Assets” and “Allowance for Credit Losses and Loan Loss Experience” below.

Business Combinations and Goodwill

We believe that the accounting for business combinations, goodwill, and other intangible assets also involves a higher degree of judgment than most other significant accounting policies. Pursuant to applicable accounting guidance, we recognize assets acquired, including identified intangible assets, and the liabilities assumed in acquisitions at their fair values as of the acquisition date, with the related transaction costs expensed in the period incurred. Specified items such as acquired operating lease assets and liabilities as lessee, employee benefit plans, and income-tax related balances are recognized in accordance with accounting guidance that results in measurements that may differ from fair value. Determining the fair value of assets acquired and liabilities assumed often involves estimates based on internal or third-party valuations which include appraisals, discounted cash flow analysis, or other valuation techniques that may include estimates of attrition, inflation, asset growth rates, discount rates, credit risk, multiples of earnings, or other relevant factors. The determination of fair value may require us to make point-in-time estimates about discount rates, future expected cash flows, market conditions, and other future events that can be volatile in nature and challenging to assess. While we use the best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement.

The primary identifiable intangible asset we typically record in connection with a whole bank or bank branch acquisition is the value of the core deposit intangibles which represents the estimated value of the long-term deposit relationships acquired in the transaction. Determining the amount of identifiable intangible assets and their average lives involves multiple assumptions and estimates and is typically determined by performing a discounted cash flow analysis, which involves a combination of any or all of the following assumptions: customer attrition/runoff, alternative funding costs, deposit servicing costs, and discount rates. The core deposit intangibles are amortized over the estimated useful lives of the deposit accounts based on a method that we believe reasonably approximates the anticipated benefit stream from this intangible. The estimated useful lives are periodically reviewed for reasonableness and have generally been estimated to have a life ranging from seven to ten years, with an accelerated rate of amortization. We review identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Our policy is that an impairment loss is recognized, equal to the difference between the asset’s carrying amount and its fair value, if the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset. Estimating future cash flows involves the use of multiple estimates and assumptions, such as those listed above.

The ACL for PCD assets is recognized within business combination accounting with no initial impact to net income. Changes in estimates of expected credit losses on PCD loans after acquisition are recognized as provision expense (or reversal of provision expense) in subsequent periods as they arise. The ACL for non-PCD assets is recognized as provision expense in the same reporting period as the business combination. Estimated loan losses for acquired loans are determined using methodologies and applying estimates and assumptions that were described previously in the Allowance for Credit Losses on Loans and Allowance for Unfunded Commitments section above.

Non-PCD loans acquired are generally estimated at fair value using a discounted cash flow approach with assumptions of discount rate, remaining life, prepayments, probability of default, and loss given default. The actual

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cash flows on these loans could differ materially from the fair value estimates. The amount we record as the fair values for the loans is generally less than the contractual unpaid principal balance due from the borrowers, with the difference being referred to as the “discount” on the acquired loans. Discounts on acquired non-PCD loans are accreted to interest income over their estimated remaining lives, which may include prepayment estimates in certain circumstances.

Similarly, premiums or discounts on acquired debt are accreted or amortized to interest expense over their remaining lives. Actual accretion or amortization of premiums and discounts from a business acquisition may differ materially from our estimates impacting our operating results.

We believe that the accounting for goodwill also involves a higher degree of judgment than most other significant accounting policies. Goodwill arising from business combinations represents the excess of the purchase price over the sum of the estimated fair values of the tangible and identifiable intangible assets acquired less the estimated fair value of the liabilities assumed. Goodwill has an indefinite useful life and is evaluated for impairment annually or more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value.

ASC 350-10 establishes standards for an impairment assessment of goodwill. At each reporting date between annual goodwill impairment tests, we consider potential indicators of impairment. Generally, absent potential impairment indicators, we perform an annual assessment of whether the events and circumstances resulted in it being more likely than not that the fair value of any reporting unit was less than its carrying value. Impairment indicators considered include the condition of the economy and banking industry; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting unit; performance of the Company's stock, and other relevant events. During 2025 there were no triggers warranting interim impairment assessments and for the 2025 annual assessment, we concluded that it was more likely than not that the fair value exceeded its carrying value. At December 31, 2025, we had $478.8 million of goodwill.

Recent Accounting Standards and Pronouncements

For information relating to recent accounting standards and pronouncements, see Note 1 to our consolidated financial statements entitled “Summary of Significant Accounting Policies.”

RESULTS OF OPERATIONS

The following discussion reviews the results of operations and key drivers to change in the results of 2025 as compared to 2024. For a description of our results of operations for 2024 as compared to 2023, refer to the "Overview and 2024 Highlights," Results of Operations," and "Analysis of Financial Condition and Changes in Financial Condition" sections of Item 7 in our 2024 Form 10-K.

Net Interest Income

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). Changes in the net interest income are the result of changes in volume and the net interest spread which affects NIM. Volume refers to the average dollar levels of interest-earning assets and interest-bearing liabilities. Net interest spread refers to the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. NIM refers to net interest income divided by average interest-earning assets and is influenced by the level and relative mix of interest-earning assets and interest-bearing liabilities. Net interest income is also influenced by external factors such as local economic conditions, competition for loans and deposits, and market interest rates.

Net interest income amounted to $398.2 million in 2025, an increase of $66.0 million, or 19.9%, from $332.3 million in 2024. The increase was primarily due to the increase in yields on securities, partially a result of the securities loss-earnback transactions in 2025 and 2024, and the higher volume and yields of average loans outstanding. Additionally, interest expense decreased, primarily due the lower rates on interest-bearing deposits, specifically money market accounts, partially offset by the higher volume of average money market account balances. The average rate on borrowings decreased due to the payoff of borrowings with higher interest rates as well as borrowings with variable interest rates decreasing after the FOMC actions in 2024 and 2025.

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As a result of the higher net interest income related to the increase in the yield on interest-bearing assets and the decrease in the cost of interest-bearing liabilities, NIM expanded 51 basis points to 3.40% in 2025 from 2.89% in 2024. For internal purposes, we evaluate our NIM on a tax-equivalent basis, which is a non-GAAP financial measure, by adding the tax benefit realized from tax-exempt loans and securities to reported interest income, then dividing by total average earning assets. We believe that analysis of NIM on a tax-equivalent basis is useful and appropriate because it allows a comparison of net interest in different periods without taking into account the different mix of taxable versus non-taxable loans and investments that may have existed during those periods. The following is a reconciliation of reported net interest income to tax-equivalent net interest income and the resulting NIM as reported and on a tax-equivalent basis.

($ in thousands)Year ended December 31,
202520242023
Net interest income, as reported$398,247$332,273$346,843
Tax-equivalent adjustment1,3892,9832,694
Net interest income, tax-equivalent$399,636$335,256$349,537
Net interest margin, as reported3.40%2.89%3.03%
Net interest margin, tax-equivalent3.42%2.93%3.06%

Our total cost of deposits has been more impacted by the FOMC's changes in short term rates than the yield on our interest-earning assets. The target federal funds rate began 2024 at 5.50% and remained there until September 2024, when it was reduced a total of 100 basis points by the end of 2024, helping to increase our NIM to 3.05% in the fourth quarter of 2024. In the second half of 2025, after a pause in rate changes, the FOMC made further rate changes, resulting in an additional 75 basis point decrease.

As shown in the chart below, our NIM has grown consistently since the first quarter of 2024. This NIM expansion is the result of our yield on interest-earning assets continuing to earn at higher rates, increasing 41 basis points during the same period, while our total cost of deposits peaked in the third quarter of 2024, then declined 44 basis points to 1.32% for the fourth quarter of 2025.

First Bancorp Comparison of Net Interest Margin,

Yield on Earning Assets and Total Cost of Deposits

Eight Quarters Ended December 31, 2025

Our NIM for all periods presented below benefited from the net accretion income arising from purchase accounting

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premiums/discounts associated with acquisitions. Presented in the table below is the amount of accretion which increased net interest income in each year presented.

Year ended December 31,
($ in thousands)202520242023
Interest income – increased by accretion of loan discount on acquired loans$6,128$8,938$11,507
Total interest income impact6,1288,93811,507
Interest expense – (increased) reduced by (discount accretion) premium amortization of deposits(344)(826)(3,101)
Interest expense – increased by discount accretion of borrowings(743)(767)(842)
Total net interest expense impact(1,087)(1,593)(3,943)
Impact on net interest income$5,041$7,345$7,564

The most significant component of the purchase accounting adjustments in each year was loan discount accretion on purchased loans. Generally, the level of loan discount accretion will decline each year after an acquisition due to the natural reduction in the outstanding balance of acquired loans. Alternately, levels of accretion will increase as a result of future acquisitions and related additions to loan discounts on acquired portfolios which are accreted to income as experienced since 2023 with the GrandSouth acquisition.

At December 31, 2025 and 2024, unaccreted loan discount on purchased loans amounted to $8.8 million and $15.1 million, respectively. The GrandSouth acquired portfolio comprised the majority of the remaining unaccreted loan discount at December 31, 2025.

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The following table presents the major components of net interest income and NIM.

Average Balances and Net Interest Income Analysis
Year Ended December 31,
202520242023
($ in thousands)Average VolumeInterest Earned or PaidAvg. RateAverage VolumeInterest Earned or PaidAvg. RateAverage VolumeInterest Earned or PaidAvg. Rate
Assets
Loans (1) (2)$8,283,246$462,3065.58%$8,046,681$441,1815.48%$7,902,628$418,8535.30%
Taxable securities2,632,41268,0552.59%2,608,49447,5101.82%2,920,04052,2761.79%
Non-taxable securities287,2984,4611.55%291,5204,4661.53%296,2874,4851.51%
Short-term investments, primarily interest-bearing cash496,40422,4134.52%561,88626,0834.64%314,53713,3304.24%
Total interest-earning assets11,699,360557,2354.76%11,508,581519,2404.51%11,433,492488,9444.28%
Cash and due from banks146,13684,99793,182
Premises and equipment141,884147,916151,980
Other assets524,650393,001354,379
Total assets$12,512,030$12,134,495$12,033,033
Liabilities and Equity
Interest-bearing checking$1,412,605$9,4430.67%$1,395,856$9,9100.71%$1,457,272$6,1920.42%
Money market deposits4,437,314119,1582.69%4,039,999126,5313.13%3,355,99278,6432.34%
Savings deposits535,8631,0090.19%564,4731,2090.21%668,7301,0240.15%
Other time deposits527,35712,4062.35%666,86820,4293.06%737,33019,0232.58%
Time deposits $250,000332,89510,5023.15%373,85114,0063.75%343,6699,9842.90%
Total interest-bearing deposits7,246,034152,5182.10%7,041,047172,0852.44%6,562,993114,8661.75%
Short-term borrowings%137,6927,1165.17%374,25419,2895.15%
Long-term borrowings89,8896,4707.20%95,2757,7668.15%99,8587,9467.96%
Total interest-bearing liabilities7,335,923158,9882.17%7,274,014186,9672.57%7,037,105142,1012.02%
Noninterest-bearing checking3,506,4293,367,0353,613,973
Total sources of funds10,842,3521.47%10,641,0491.76%10,651,0781.33%
Other liabilities119,80576,98588,870
Shareholders’ equity1,549,8731,416,4611,293,085
Total liabilities and shareholders’ equity$12,512,030$12,134,495$12,033,033
Net yield on interest-earning assets and net interest income$398,2473.40%$332,2732.89%$346,8433.03%
Net yield on interest-earning assets and net interest income – tax-equivalent (3)$399,6363.42%$335,2562.93%$349,5373.06%
Interest rate spread2.59%1.94%2.26%
Average prime rate7.37%8.31%8.20%

(1)Average loans include nonaccruing loans, the effect of which is to lower the average rate shown. Interest earned includes recognized net loan fees, including late fees, prepayment fees, and deferred loan (cost)/fee amortization in the amounts of $(0.8) million, $(1.1) million, and $0.5 million for 2025, 2024, and 2023, respectively.

(2)Includes accretion of discount on acquired loans of $6.1 million, $8.9 million, and $11.5 million in 2025, 2024, and 2023, respectively.

(3)Includes tax-equivalent adjustments to reflect the tax benefit that we receive related to tax-exempt securities and loans as reduced by the related nondeductible portion of interest expense.

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The following table presents additional detail regarding the estimated impact that changes in interest-earning asset and interest-bearing liability volumes and changes in the interest rates we earned/paid had on our net interest income in 2025 and 2024.

Volume and Rate Variance Analysis
Year Ended December 31, 2025Year Ended December 31, 2024
Change Attributable toChange Attributable to
($ in thousands)Changes in VolumeChanges in RatesTotal Increase (Decrease)Changes in VolumeChanges in RatesTotal Increase (Decrease)
Interest income:
Loans$13,217$7,908$21,125$7,767$14,561$22,328
Taxable securities61819,92720,545(5,626)860(4,766)
Non-taxable securities(66)61(5)(73)54(19)
Other interest-earning assets, primarily overnight funds(2,957)(713)(3,670)10,9821,77112,753
Total interest income10,81227,18337,99513,05017,24630,296
Interest expense:
Interest bearing checking accounts112(579)(467)(348)4,0663,718
Money market accounts10,669(18,042)(7,373)18,72629,16247,888
Savings accounts(54)(146)(200)(192)377185
Other time(2,350)(5,673)(8,023)(2,479)3,8851,406
Time deposits $250,000(1,292)(2,212)(3,504)1,0043,0184,022
Total interest-bearing deposits7,085(26,652)(19,567)16,71140,50857,219
Short-term borrowings(7,116)(7,116)(12,208)35(12,173)
Long-term borrowings(3,183)1,887(1,296)(369)189(180)
Total interest expense(3,214)(24,765)(27,979)4,13440,73244,866
Net interest income$14,026$51,948$65,974$8,916$(23,486)$(14,570)

Note - Changes attributable to both volume and rate are allocated equally between rate and volume variances.

As demonstrated in the above table, net interest income expanded $66.0 million in 2025. Higher rates and volumes on interest-bearing assets and lower rates on interest-bearing liabilities were partially offset by higher money market volume.

•For 2025, higher loan volume resulted in a $13.2 million increase in interest income while increased market rates contributed to an additional $7.9 million of loan interest income. Variable rate loans comprised approximately 29% of the loan portfolio at December 31, 2025, and, accordingly, the magnitude of the immediate yield impact we experience from each federal funds rate change is limited.

•Increases in the overall yield on average investment securities, along with somewhat higher volumes, resulted in increased interest income of $20.5 million in 2025. During 2025, $585.1 million of AFS securities were purchased with a weighted average yield of 4.13%.

•Lower volumes of other interest-earning assets (primarily interest-bearing cash balances) along with lower yields resulted in a decrease in interest income of $3.7 million for the year.

•The decrease of $19.6 million in interest expense on deposits was driven by lower rates on accounts as we repriced deposits in response to the market decreases, partially offset with higher volumes, primarily in money market deposit accounts.

•Lower balances on short-term borrowings, historically comprised of short-term FHLB and Federal Reserve advances to fund loan demand in excess of deposit growth, contributed $7.1 million to the decrease in borrowings interest expense, which, in total, decreased $8.4 million in 2025.

Provision for Credit Losses and Provision for Unfunded Commitments

The provision for credit losses is comprised of the provision for loan losses and the provision for unfunded commitments. The provision recorded in each period represents the amount required such that the total ACL reflects

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the current estimate of life of loan credit losses in the loan portfolio and the allowance for unfunded commitments reflects the current expected losses on unfunded loan commitments that are expected to result in outstanding loan balances. Our estimate of credit losses is determined using a complex model that relies on reasonable and supportable forecasts and historical loss information to determine the balance of the ACL and allowance for unfunded commitments. The allowance for unfunded commitments is included in "Other liabilities" in the consolidated balance sheets.

The provision for loan losses was $9.6 million in 2025 and $18.8 million in 2024. The amount of provision recorded in each period was the amount required such that the total ACL reflected the appropriate balance as determined under the CECL model. The primary contributor to the reduction in provision expense was the $13.0 million related to potential credit exposure from Hurricane Helene recognized in 2024.

We subscribe to a third-party service which provides quarterly macroeconomic scenarios for the United States economy. For 2025, we continue to utilize the baseline forecast, which incorporates an equal probability of the United States economy performing better or worse than the projection. The economic forecasts throughout the year have exhibited general stability of the economy demonstrated in relatively low unemployment rates, healthy GDP levels, and mixed results for real estate price indices for commercial and residential properties.

During 2025 we recorded a provision for unfunded commitments of $1.9 million compared to a reduction of $2.3 million for 2024. Changes in the level of provision each year are generally related to fluctuations in the level of available credit lines and updated loss drivers.

In the portions of Western North and South Carolina that were significantly impacted by Hurricane Helene in third quarter of 2024, the Company identified borrowers who were potentially impacted. During 2025, the Company evaluated the commercial loan portfolio and adjusted risk ratings and nonaccrual status as applicable. Therefore, for those relationships, the normal reserving process was applied for December 31, 2025. For the potentially impacted consumer loans, the Company applied increased reserve rates based upon severe economic factors to the approximately $268 million of loans (primarily Residential 1-4 family real estate) in the most impacted path of Hurricane Helene. Due to the potential exposure from Hurricane Helene, the ACL on these impacted consumer loans was $1.9 million as of December 31, 2025, adding 2 basis points to the overall ACL as a percent of total loans, which was 1.42% as of December 31, 2025.

Additional discussion of the CECL method and our asset quality and credit metrics, which impact our provision for credit losses, is provided in the "Nonperforming Assets" and "Allowance for Credit Losses and Loan Loss Experience" sections following.

Noninterest Income

Our noninterest income amounted to $7.9 million in 2025, $17.9 million in 2024, and $57.3 million in 2023.

The decreased noninterest income for the year ended December 31, 2025 as compared to the same period in 2024 is a result of increased "Securities losses, net," partially offset by increased "Other gains, net." Details of the more significant components of noninterest income are presented in the table below.

Noninterest Income
Year Ended December 31,
($ in thousands)202520242023
Service charges on deposit accounts$16,237$16,620$16,800
Other service charges and fees - bankcard and interchange income, net9,4649,3069,319
Other service charges - other15,02212,96112,766
Presold mortgage loan fees and gains on sale1,8192,2921,613
Commissions from sales of financial products6,2745,2705,503
SBA loan sale gains1,0723,6302,489
Bank-owned life insurance ("BOLI") income5,1134,7734,350
Securities losses, net(71,627)(37,981)
Other gains, net8,6911,0284,465
Total noninterest income$(7,935)$17,899$57,305

Service charges on deposit accounts decreased $0.4 million, or 2.3%, in 2025 as compared to 2024.

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Other service charges and fees - bankcard interchange income, net represents interchange income from debit and credit card transactions, net of associated interchange expense and amounted to $9.5 million in 2025, a 1.7% increase from the $9.3 million in 2024.

Other service charges - other includes items such as ATM charges, wire transfer fees, safety deposit box rentals, fees from sales of personalized checks, and check cashing fees. Also included in this category are SBA guarantee servicing fees and related servicing rights amortization which fluctuate based on the volume of and prepayment speeds on SBA loans serviced for others. The increase in this category in 2025 was $2.1 million, or 15.9%.

Securities losses, net was $71.6 million in 2025. $27.9 million of this loss relates to a securities loss-earnback transaction from the third quarter in which the Company sold $194.3 million of AFS securities bearing 1.63% at a loss. Additionally, $43.7 million of this loss relates to a securities loss-earnback transaction from the fourth quarter in which the Company sold $342.0 million of AFS securities bearing 1.67% at a loss.

Other gains, net amounted to a net gain of $8.7 million for 2025. The majority of the increase from the prior year related to a pretax gain of $4.6 million realized upon the sale of an office building during the fourth quarter.

Noninterest Expenses

Total noninterest expenses totaled $239.3 million, $235.6 million, and $254.4 million, for 2025, 2024, and 2023, respectively.

The primary contributors to the $3.7 million, or 1.6%, increase for the year ended December 31, 2025 as compared to 2024 was the $4.2 million increase in Total personnel expense arising from increased incentives due to the Company's financial performance, partially offset by the $0.9 million decrease in Amortization of intangible assets. For the year ended December 31, 2025, there was a continued overall effort by management to actively control headcount and expenses.

The following table presents the primary components of noninterest expense.

Noninterest Expenses
Year Ended December 31,
($ in thousands)202520242023
Salaries incentives and commissions expense$119,478$113,853$114,415
Employee benefit expense24,70626,16925,436
Total personnel expense144,184140,022139,851
Occupancy and equipment expense20,43520,53521,554
Credit card rewards and other bankcard expenses6,0116,5725,288
Telephone and data lines3,4973,3903,960
Software licenses and other software costs8,0967,6918,717
Data processing expense9,7678,9168,733
Professional fees5,5766,2075,409
Advertising and marketing3,3753,7044,401
Non-credit losses3,5902,8594,784
FDIC insurance costs6,4496,5596,982
Corporate insurance costs2,1892,3022,275
Merger and acquisition expenses13,695
Intangibles amortization expense5,6726,6048,003
Foreclosed real estate (gains) losses, net261(245)(150)
Other operating expenses20,20820,49120,877
Total noninterest expense$239,310$235,607$254,379

Income Taxes

We recorded income tax expense of $28.5 million in 2025, $21.9 million in 2024, and $27.8 million in 2023. Our effective tax rates were 20.4% for 2025, 22.3% for 2024, and 21.1% for 2023. The effective tax rate for 2025 included approximately $2.1 million of net discrete tax benefits, primarily arising from state taxes, including the continued North Carolina graduated tax rate reductions. The effective tax rate for 2024 included incremental state tax-related expense related to prior years, changes in state tax income apportionment, and the negative impact of

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decreasing deferred tax assets related to the North Carolina corporate income tax reduction effective January 1, 2025 and for future years.

ANALYSIS OF FINANCIAL CONDITION AND CHANGES IN FINANCIAL CONDITION

Loans

The loan portfolio is the largest category of our earning assets and is comprised of commercial loans, real estate mortgage loans, real estate construction loans, and consumer loans. The majority of our loan portfolio is within our North Carolina and South Carolina market areas. We also have a portfolio of SBA loans that have been made on a more dispersed geographic basis. The diversity of the economic bases of our market areas has historically provided a stable lending environment.

Total loans amounted to $8.7 billion at December 31, 2025, an increase of $627.7 million, or 7.8%, from December 31, 2024. The following table provides a summary of the loan portfolio composition at each of the past five year ends.

Loan Portfolio Composition
As of December 31,
20252024202320222021
($ in thousands)Amount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total Loans
Commercial and industrial$1,046,43812%$919,69011%$905,86211%$641,9419%$648,99711%
Construction, development & other land loans753,1999%647,1678%992,98012%934,17614%828,54913%
Commercial real estate - owner occupied1,353,91215%1,248,81216%1,259,02216%1,036,27016%991,77516%
Commercial real estate - non owner occupied2,843,55533%2,625,55433%2,528,06031%2,123,81132%1,813,84931%
Multi-family real estate537,0156%506,4076%421,3765%350,1805%389,1136%
Residential 1-4 family real estate1,736,45320%1,729,32221%1,639,46920%1,195,78518%1,021,96617%
Home equity loans/lines of credit383,6524%345,8834%335,0684%323,7265%331,9325%
Consumer loans67,4581%70,6531%68,4431%60,6591%57,2381%
Loans, gross8,721,682100%8,093,488100%8,150,280100%6,666,548100%6,083,419100%
Unamortized net deferred loan (fees) costs7371,188(178)(1,403)(1,704)
Total loans$8,722,419$8,094,676$8,150,102$6,665,145$6,081,715

The majority of our loan portfolio over the years has been real estate mortgage loans, including commercial and residential mortgages. Except for construction, land development, and other land loans, the majority of our real estate loans are primarily supported by cash flows from the borrower’s occupation or business, with the real estate pledged providing a secondary repayment source.

The largest component of our portfolio is non-owner occupied commercial real estate loans, followed by residential 1-4 family real estate and owner occupied commercial real estate loans. As demonstrated in the table above, while there have been some variations in the relative percentage of each loan category to the total portfolio over the years, the nature of our portfolio has not changed drastically from the prior year or the historical averages.

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A summary of scheduled loan maturities, based on contractual maturity dates, over certain time periods is presented below, with fixed rate loans and adjustable rate loans shown separately.

Loan Maturities
As of December 31, 2025
Due within one yearDue after one year but within five yearsDue after five years but within fifteen yearsDue after fifteen yearsTotal
($ in thousands)AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
Variable Rate Loans:
Commercial and industrial$144,1146.52%$195,0205.24%$67,4129.24%$3438.85%$406,8896.36%
Construction, development & other land loans155,8977.27%216,0426.49%67,2916.20%3,3198.42%442,5496.74%
Commercial real estate - owner occupied17,2236.49%120,2326.23%41,6916.42%66,8168.71%245,9626.95%
Commercial real estate - non owner occupied32,1556.22%298,8706.01%144,9105.99%9,4648.18%485,3996.06%
Multi-family real estate2,2586.77%21,2926.11%45,7135.82%%69,2635.94%
Residential 1-4 family real estate7,8037.45%58,7796.28%27,7486.57%374,3334.98%468,6635.28%
Home equity loans/lines of credit11,7877.20%47,4416.62%311,5986.83%%370,8266.81%
Consumer loans2,2978.27%9,5189.21%529.16%8798.79%12,7469.01%
Total at variable rates373,5346.86%967,1946.05%706,4156.72%455,1545.63%2,502,2976.29%
Fixed Rate Loans:
Commercial and industrial144,97417.18%245,3185.65%182,1113.55%58,7223.47%631,1257.49%
Construction, development & other land loans78,7356.53%165,2146.04%66,3725.19%1276.00%310,4485.98%
Commercial real estate - owner occupied92,4984.21%644,8955.28%356,3844.53%7098.06%1,094,4864.95%
Commercial real estate - non owner occupied295,7114.08%1,558,8584.85%498,7814.24%1676.50%2,353,5174.62%
Multi-family real estate37,9003.72%263,2194.48%166,6334.47%%467,7524.42%
Residential 1-4 family real estate53,3384.03%288,2365.62%124,0224.75%795,9784.02%1,261,5744.45%
Home equity loans/lines of credit1,6616.93%6,6196.68%1,7014.96%4385.50%10,4196.39%
Consumer loans1,0698.27%45,4549.22%5,9668.86%1,99717.05%54,4869.45%
Total at fixed rates705,8867.04%3,217,8135.13%1,401,9704.36%858,1384.01%6,183,8075.04%
Subtotal1,079,4206.98%4,185,0075.34%2,108,3855.15%1,313,2924.57%8,686,1045.40%
Nonaccrual loans36,31536,315
Total loans$1,115,735$4,185,007$2,108,385$1,313,292$8,722,419

Note: The above table is based on contractual scheduled maturities. Early repayment of loans or renewals at maturity are not considered in this table.

Approximately 12% of our accruing loans outstanding at December 31, 2025 mature within one year and 61% of total loans mature within five years. During 2025, the Company continued to focus on shifting more loans to variable rates. As of December 31, 2025, the percentages of variable rate loans and fixed rate loans as compared to total performing loans were 29% and 71%, respectively, compared to 23% variable and 77% fixed at December 31, 2024. While fixed rate loans present market interest rate risk, we monitor our interest rate risk closely. Refer to additional discussion in the section “Interest Rate Risk” below.

The Company’s loan portfolio is not concentrated in loans to any single borrower or to a relatively small number of borrowers. Additionally, management is not aware of any concentrations of loans to classes of borrowers or industries that would be similarly affected by economic conditions.

In addition to monitoring potential concentrations of loans to particular borrowers or groups of borrowers, industries, and geographic regions, the Company monitors exposure to credit risk that could arise from potential concentrations of lending products and practices such as loans that subject borrowers to substantial payment increases (e.g. principal deferral periods, loans with initial interest-only periods, etc.), and loans with high loan-to-value ratios. Additionally, there are industry practices that could subject the Company to increased credit risk should economic conditions change over the course of a loan’s life. For example, the Bank makes variable rate loans and fixed rate principal-amortizing loans with maturities prior to the loan being fully paid (i.e. balloon payment loans). These loans are underwritten and monitored to manage the associated risks. The Company has determined that there is no concentration of credit risk associated with its lending policies or practices.

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Most of our business activity is with customers located within the markets where we have banking operations. Therefore, our exposure to credit risk is significantly affected by changes in the economy within our markets. Approximately 87% of our loan portfolio is secured by real estate and is therefore susceptible to changes in real estate valuations.

The following tables provides a summary of the outstanding balances of the commercial real estate-owner occupied, commercial real estate-non owner occupied and multi-family real estate loan portfolio compositions at December 31, 2025 by geographic region.

Region
($ in thousands)Commercial real estate - owner occupiedCommercial real estate - non owner occupiedMulti-family real estateTotal
Charlotte, NC$60,478$422,971$41,065$524,514
Piedmont Triad, NC120,592270,11923,227413,938
Research Triangle, NC113,933413,76847,627575,328
Wilmington, NC171,967251,777109,192532,936
Asheville, NC75,897217,52720,271313,695
Other areas in NC517,571632,919162,8811,313,371
Greenville-Spartanburg, SC84,841123,44432,457240,742
Columbia, SC11,35532,2337,67651,264
Charleston, SC61,015174,50257,618293,135
Other areas in SC72,588223,97034,345330,903
Other states63,67580,325656144,656
Total$1,353,912$2,843,555$537,015$4,734,482

As noted above and described in the Item 1. Business section, we do not have concentrations geographically or by CRE category.

Nonperforming Assets

NPAs include nonaccrual loans, loans past due 90 days or more and still accruing interest, foreclosed real estate and, prior to the adoption of ASU 2022-02, accruing TDRs.

Nonaccrual loans are loans on which interest income is no longer being recognized or accrued because management has determined that the collection of interest is doubtful. Placing loans on nonaccrual status negatively impacts earnings because (1) interest accrued but unpaid as of the date a loan is placed on nonaccrual status is reversed and deducted from interest income; (2) future accruals of interest income are not recognized until it becomes probable that both principal and interest will be paid; and (3) principal charged-off, if appropriate, may necessitate additional provisions for loan losses that are charged against earnings. As a matter of policy, we generally place all loans that are past due 90 or more days on nonaccrual basis. There were no accruing loans that were past due 90 days or more at December 31, 2025 and December 31, 2024.

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The following table summarizes our NPAs at the dates indicated.

Nonperforming Assets
As of December 31,
($ in thousands)20252024202320222021
Nonperforming assets
Nonaccrual loans$36,315$31,779$32,208$28,514$34,696
TDRs - accruing9,12113,866
Accruing loans 90 days past due1,004
Total nonperforming loans36,31531,77932,20837,63549,566
Foreclosed real estate1,4254,9658626583,071
Total nonperforming assets$37,740$36,744$33,070$38,293$52,637
Allowance for credit losses$123,581$122,572$109,853$90,967$78,789
Total Loans8,722,4198,094,6768,150,1026,665,1456,081,715
Asset Quality Ratios
Nonaccrual loans to total loans0.42%0.39%0.40%0.43%0.57%
Nonperforming loans to total loans0.42%0.39%0.40%0.56%0.82%
Nonperforming assets to total loans and foreclosed real estate0.43%0.45%0.41%0.57%0.87%
Nonperforming assets to total assets0.30%0.30%0.27%0.36%0.50%
Allowance for credit losses to total loans1.42%1.51%1.35%1.36%1.30%
Allowance for credit losses to nonaccrual loans340.30%385.70%341.07%319.03%227.08%
Allowance for credit losses to nonperforming loans340.30%385.70%341.07%241.71%158.96%

Our asset quality continues to be strong as demonstrated by stable or improving trends in all ratios as presented in the table above. Our total nonperforming loans to total loans was 0.42% at December 31, 2025, while our total NPA ratio was 0.30% at that date. Additional discussion of the credit quality classification status of our loans is contained in Note 4 to our consolidated financial statements.

"Commercial real estate - owner occupied" is the largest category of nonaccrual loans, at $13.5 million, or 37.1% of total nonaccrual loans, followed by "Commercial and industrial" at $9.1 million, or 25.1% of total nonaccrual loans, and "Residential 1-4 family real estate" at $5.9 million, or 16.3% of total nonaccrual loans.

As of December 31, 2025, SBA loans accounted for approximately $14.8 million of our nonaccrual loans, or 9.1%, of the total SBA portfolio, and carried guarantees from the SBA totaling $7.3 million. This is compared to $15.5 million, or 11.4%, of the SBA portfolio at December 31, 2024. We continue to closely monitor the SBA loan portfolio and give it appropriate consideration when evaluating the adequacy of the ACL as those loans are generally considered inherently more risky than other loans in our portfolio. Refer to additional discussion of the ACL below.

As shown in Note 4 to the consolidated financial statements, our accruing past due loans (30 or more days) totaled $18.5 million at December 31, 2025, with the majority (55.4%) being in the Residential 1-4 family real estate category.

We classify loans as “special mention” when there is a defined weakness or weaknesses that jeopardize the repayment by the borrower and there is a distinct possibility that we could sustain some loss if the deficiency is not corrected. Performing special mention loans, which are still accruing interest, totaled $29.3 million and $37.1 million as of December 31, 2025 and 2024, respectively. In addition, loans that are in the risk category of "classified" which are still accruing interest totaled $22.2 million at December 31, 2025 and $34.0 million at December 31, 2024. These loans have a risk of further deterioration and potential loss to the Bank.

Total foreclosed real estate amounted to $1.4 million at December 31, 2025, compared to $5.0 million in 2024. Six properties were added to foreclosed real estate during 2025 and we completed the sale of nine properties during the year.

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Allowance for Credit Losses, Allowance for Unfunded Commitments, and Loan Loss Experience

The total ACL amounted to $123.6 million at December 31, 2025 compared to $122.6 million at December 31, 2024. Fluctuations in the ACL are based on loan mix and growth, changes in the levels of nonperforming loans, economic forecasts impacting loss drivers, other assumptions and inputs to the CECL model, and as occurred in 2023, adjustments for acquired loan portfolios.

In the portions of Western North and South Carolina that were significantly impacted by Hurricane Helene in third quarter of 2024, the Company identified borrowers who were potentially impacted. During 2025, the Company evaluated the commercial loan portfolio and adjusted risk ratings and nonaccrual status as applicable. Therefore, for those relationships, for December 31, 2025, the normal reserving process was applied. For the potentially impacted consumer loans, the Company applied increased reserve rates based upon severe economic factors to the approximately $268 million of loans (primarily Residential 1-4 family real estate) in the most impacted path of Hurricane Helene. This compares to consumer and commercial loans totaling $744 million at December 31, 2024. Due to the potential exposure from Hurricane Helene, the ACL on these impacted consumer loans was $1.9 million as of December 31, 2025, adding 2 basis points to the overall ACL as a percent of total loans, which was 1.42% as of December 31, 2025. As of December 31, 2024, the ACL on these loans was $13.0 million, adding 16 basis points to the overall ACL as a percent of total loans, which was 1.51%.

The ACL reflects the best estimate of life of loan expected credit losses that will result from the inability of borrowers to make required loan payments. Systematic methodologies are used to determine the ACL for loans and the allowance for certain off-balance-sheet credit exposures. The ACL is a valuation account that is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loan portfolio.

We consider the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the loan portfolio. Our estimate of the ACL involves a high degree of judgment. Therefore, the process for determining expected credit losses may result in a range of expected credit losses. The ACL is calculated using collectively evaluated pools for loans with similar risk characteristics applying the DCF method. When a loan no longer shares similar risk characteristics with its segment, the loan is evaluated on an individual basis applying a DCF or asset approach for collateral-dependent loans. Refer also to the discussion of the critical estimates utilized in the ACL in the prior section, Critical Accounting Estimates, and refer to Note 1 of the consolidated financial statements for a discussion of our CECL methodology used to determine the ACL.

Our assessment of the ACL involves uncertainty and judgment and is subject to change in future periods. The amount of any changes could be significant if the assessment of loan quality or collateral values changes substantially with respect to one or more loan relationships or portfolios or if there is a significant change in the reasonable and supportable forecast used to model our expected credit losses. The allocation of the ACL as presented in the following table is based on reasonable and supportable forecasts, historical data, subjective judgment, and estimates and therefore, may not be predictive of the specific amounts or loan categories in which charge-offs may ultimately occur. In addition, bank regulatory authorities, as part of their periodic examination of the Bank, may require adjustments to the provision for loan losses in future periods if, in their opinion, the results of their review warrant such additions.

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The following table sets forth the allocation of the ACL by loan category at the dates indicated. However, the ACL is available to absorb losses in any and all categories.

Allocation of the Allowance for Credit Losses
As of December 31,
($ in thousands)2025% of Loan Category2024% of Loan Category2023% of Loan Category2022% of Loan Category2021% of Loan Category
Commercial and industrial$20,0441.92%$19,4742.12%$21,2272.34%$17,7182.76%$16,2492.50%
Construction, development & other land loans11,4651.52%9,3141.44%13,9401.40%15,1281.62%16,5191.99%
Commercial real estate - owner occupied20,2981.50%19,3801.55%18,2181.45%14,9721.44%12,3171.24%
Commercial real estate - non owner occupied25,0170.88%27,7681.06%24,9160.99%22,7801.07%16,7890.93%
Multi-family real estate5,2050.97%5,4761.08%3,8250.91%2,9570.84%1,2360.32%
Residential 1-4 family real estate34,0681.96%33,5521.94%21,3961.31%11,3540.95%8,6860.85%
Home equity loans/lines of credit3,5190.92%4,1111.19%3,3391.00%3,1580.98%4,3371.31%
Consumer loans3,9655.88%3,4974.95%2,9924.37%2,9004.78%2,6564.64%
Total$123,5811.42%$122,5721.51%$109,8531.35%$90,9671.36%$78,7891.30%
Note: "% of Loan Category" represents the ACL as a percent of the respective total loan categories presented previously in the Loan Portfolio Composition table.

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For the years indicated, the following table summarized the net loss experience by loan category and key ratios demonstrating the asset quality trends over the most recent five years.

Loan Ratios, Loss and Recovery Experience
As of December 31,
($ in thousands)20252024202320222021
Loans outstanding at end of year$8,722,419$8,094,676$8,150,102$6,665,145$6,081,715
Average amount of loans outstanding8,283,2468,046,6817,902,6286,293,2805,018,391
Allowance for credit losses, at end of year123,581122,572109,85390,96778,789
Net loan (charge-offs) recoveries
Commercial and industrial$(5,724)$(4,915)$(6,965)$(1,763)$(1,978)
Construction, development & other land loans168150250480703
Commercial real estate - owner occupied(1,182)(187)321477(212)
Commercial real estate - non owner occupied(900)(355)502432(1,562)
Multi-family real estate131112
Residential 1-4 family real estate32029237317488
Home equity loans/lines of credit14270(211)557178
Consumer loans(1,251)(1,287)(757)(633)(309)
Total net charge-offs$(8,555)$(6,032)$(6,474)$(422)$(2,680)
Average loans
Commercial and industrial$928,407$877,989$865,043$619,480$700,557
Construction, development & other land loans671,208810,5641,053,422857,880619,928
Commercial real estate - owner occupied1,281,6331,239,4111,224,2841,012,275812,764
Commercial real estate - non owner occupied2,732,4142,552,1462,464,3891,968,9441,322,685
Multi-family real estate518,659466,588402,814357,491256,396
Residential 1-4 family real estate1,724,5661,696,4491,482,9411,091,788951,573
Home equity loans/lines of credit357,299331,995341,778326,592300,291
Consumer loans69,06071,53967,95758,83054,197
Total average loans$8,283,246$8,046,681$7,902,628$6,293,280$5,018,391
Ratios
Allowance for credit losses as a percent of loans at end of year1.42%1.51%1.35%1.36%1.30%
Allowance for credit losses as a multiple of net charge-offs14.4520.3216.97215.5629.40
Provision for loan losses as a percent of net charge-offs111.79%310.86%305.07%2,985.78%358.62%
Recoveries of loans previously charged-off as a percent of loans charged-off26.43%37.08%36.37%90.55%64.75%
Total net charge-offs as a percent of average loans(0.10%)(0.07%)(0.08%)(0.01%)(0.05%)
Net (charge-offs) recoveries by loan category as a percent of average loans:
Commercial and industrial(0.62%)(0.56%)(0.81%)(0.28%)(0.28%)
Construction, development & other land loans0.03%0.02%0.02%0.06%0.11%
Commercial real estate - owner occupied(0.09%)(0.02%)0.03%0.05%(0.03%)
Commercial real estate - non owner occupied(0.03%)(0.01%)0.02%0.02%(0.12%)
Multi-family real estate%%%%%
Residential 1-4 family real estate0.02%0.02%0.03%%0.05%
Home equity loans/lines of credit%0.08%(0.06%)0.17%0.06%
Consumer loans(1.81%)(1.80%)(1.11%)(1.08%)(0.57%)

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Securities

Our securities portfolio and the breakout of AFS and HTM securities is presented in the following table.

Securities Portfolio Composition
As of December 31,
($ in thousands)202520242023
Securities available for sale:
US Treasury securities$168,095$120,581$172,570
Government-sponsored enterprise securities1,7589,61460,266
Mortgage-backed securities1,860,3571,897,1751,937,784
Corporate bonds18,34615,69218,759
Total securities available for sale2,048,5562,043,0622,189,379
Securities held to maturity:
Mortgage-backed securities6,7359,19812,085
State and local governments506,364510,800521,593
Total securities held to maturity513,099519,998533,678
Total securities$2,561,655$2,563,060$2,723,057
Average total securities during year, at amortized cost$2,919,710$2,900,014$3,216,327

During 2025, we sold $536.3 million of securities, with a weighted average yield of 1.66%, at a loss of $71.6 million and we purchased $585.1 million of securities, with a weighted average yield of 4.35%. Also impacting the change in balances of AFS securities was the improvement in unrealized loss on AFS securities which was $194.1 million at December 31, 2025 as compared to $368.1 million at December 31, 2024. Generally, we invested cash flows from amortizing investments in interest bearing cash deposits. As a result of the securities loss-earnback transactions during 2025, the composition of the securities portfolio has shifted to having a higher percentage of variable rate securities as of December 31, 2025 compared to the prior year.

The composition of the investment securities portfolio reflects our investment strategy of maintaining an appropriate level of liquidity while providing a relatively stable source of income. The investment portfolio also provides a balance to interest rate risk and credit risk in other categories of the balance sheet while providing a vehicle for the investment of available funds, furnishing liquidity, and supplying securities to pledge as required collateral for certain deposits. Essentially all of our mortgage-backed securities, which include both AFS and HTM securities, are issued by GSEs or GNMA, and are traded in liquid secondary markets. These securities are recorded on the balance sheet at fair value for the AFS portfolio and at amortized cost for the HTM portfolio.

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The table below presents the composition, tax equivalent yields, and remaining maturities of our securities as of December 31, 2025. For more information about these securities, including gross unrealized gains and losses by type of security and securities pledged, see Note 3 to the consolidated financial statements.

Securities Portfolio Maturity Schedule
($ in thousands)US Treasury securitiesGovernment & govt.-sponsored enterprise securitiesMortgage-backed securities (1)Corporate debt securitiesTotalWeighted Average Yield (2)
Securities available for sale
Remaining maturity:
One year or less$$$594$$5943.01%
After one through five years148,136686,6074,711839,4544.04%
After five through ten years19,9591,7581,060,97913,6351,096,3312.46%
After ten years112,177112,1772.63%
Fair Value$168,095$1,758$1,860,357$18,346$2,048,556
Amortized cost$165,137$1,968$2,057,381$18,192$2,242,6783.01%
Weighted-average yield (2)4.15%1.75%2.90%6.06%3.01%
Weighted average maturity years4.175.085.974.155.82
Mortgage-backed securities (1)State and local governmentsTotalWeighted Average Yield (2)
Securities held to maturity
Remaining maturity:
One year or less$$$%
After one through five years6,7358,87215,6072.67%
After five through ten years243,080243,0801.98%
After ten years254,412254,4122.12%
Amortized cost$6,735$506,364$513,099
Fair value$6,536$441,916$448,4522.10%
Weighted-average yield (2)2.57%2.09%2.10%
Weighted average maturity years2.268.508.44

(1)Mortgage-backed securities are shown maturing in the periods consistent with their estimated lives based on expected prepayment speeds.

(2)Yields have been computed using coupon interest, adding discount accretion or subtracting premium amortization, as appropriate, on a ratable basis over the life of each security. Weighted average yield for each maturity range has been computed on a fully taxable-equivalent basis using the amortized cost of each security in that range. Yields on tax-exempt investments have been adjusted to a taxable equivalent basis using a 23.05% tax rate.

Nearly all of our $1.9 billion in AFS mortgage-backed securities at December 31, 2025 were issued by the FHLMC, FNMA, GNMA, or the SBA, each of which is a GSE and guarantees the repayment of the securities. Included in this total are private-label commercial mortgage-backed securities of $0.7 million. Mortgage-backed securities vary in their repayment in correlation with the underlying pools of mortgage loans.

At December 31, 2025, we held $513.1 million in securities classified as HTM, which are carried at amortized cost. These securities had fair values that were lower than their carrying values by $64.6 million at December 31, 2025. Approximately $6.7 million of the HTM securities were mortgage-backed securities that have been issued by either the FHLMC or FNMA. The remaining $506.4 million in HTM securities were comprised almost entirely of highly-rated municipal bonds issued by state and local governments throughout the nation. We have no significant concentration of bond holdings from one state or local government entity, with the single largest exposure to any one entity being $9.3 million. We have evaluated any unrealized losses on individual securities at each year end and determined them to be of a temporary nature and caused by fluctuations in market interest rates, not by concerns about the ability of the issuers to meet their obligations.

Deposits

Deposits represent the primary funding source for our loans and investments. Total deposits amounted to $10.7 billion at December 31, 2025, an increase of $217.9 million, or 2.1%, from December 31, 2024. Deposit growth for the year was entirely organic as there were no acquisitions during 2025. During 2025, retail deposits grew $222.6 million, or 2.1%, from the prior year end. Brokered deposits ended 2025 at $4.9 million. We continue

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to have a diversified and granular deposit base which has remained a stable source of funding. At December 31, 2025, noninterest-bearing deposits accounted for 32% of total deposits. This contributes to our low cost of funds.

The table below presents our historical deposit mix which continues to be predominately transaction and non-time deposit accounts. As demonstrated in the below table, total time deposits have declined to 8% of total deposits at December 31, 2025 from 10% at December 31, 2021. Such a shift in mix is beneficial for us, as non-time deposit accounts generally carry lower interest rates compared to time deposits and we are able to reprice these deposit categories as market rates move over time. Approximately 98% of our time deposits mature within one year.

Deposit Composition
As of December 31,
20252024202320222021
($ in thousands)Amount% of TotalAmount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Noninterest-bearing checking accounts$3,486,98532%$3,367,62432%$3,379,87634%$3,566,00339%$3,348,62237%
Interest-bearing checking accounts1,420,79513%1,398,39513%1,411,14214%1,514,16616%1,593,23117%
Money market accounts4,510,35642%4,285,40541%3,653,50636%2,416,14626%2,562,28328%
Savings accounts526,6435%542,1335%608,3806%728,6418%708,0548%
Other time deposits493,2825%566,5145%610,8876%464,3435%547,6696%
Time deposits $250,000305,4733%360,8544%355,2094%276,3193%357,3554%
Total customer deposits10,743,534100%10,520,925100%10,019,000100%8,965,61897%9,117,214100%
Brokered Deposits4,887%9,600%12,599%261,9113%7,415%
Total deposits$10,748,421100%$10,530,525100%$10,031,599100%$9,227,529100%$9,124,629100%

While our customer deposits have remained fairly stable, there continues to be competition for deposits by both in-market and out-of-market competitors. We routinely engage in activities designed to grow and retain deposits, including emphasizing relationship banking to new and existing customers where borrowers are encouraged to maintain deposit accounts with us; pricing deposits at rate levels that will attract and/or retain deposits; and continually working to identify and introduce new products that will attract customers or enhance our appeal as a primary provider of financial services.

The table below presents maturities of time deposits which are individually greater than the FDIC insurance limit of $250,000 as of December 31, 2025.

As of December 31, 2025
($ in thousands)3 Months or LessOver 3 to 6 MonthsOver 6 to 12 MonthsOver 12 MonthsTotal
Time deposits greater than the FDIC insurance limit of $250,000$148,111$108,618$41,879$6,865$305,473

As shown above, time deposits in excess of $250,000 totaled $305.5 million at December 31, 2025. On an individual account basis, there was a total of $159.9 million which was in excess of $250,000. This presentation of time deposit accounts does not evaluate total deposit relationships, account ownership types or other factors for determining the actual uninsured balances by customer.

As of December 31, 2025 and December 31, 2024, the estimated uninsured deposits we held totaled approximately $4.3 billion and $4.1 billion, respectively. As of December 31, 2025 and December 31, 2024, respectively, our insured deposits were estimated to be $6.5 billion, or 60.2% of total deposits, and $6.4 billion or 61.0% of total deposits. When coupled with deposits collateralized by investment securities with balances totaling $730.4 million and $690.5 million as of December 31, 2025 and December 31, 2024, respectively, approximately 67.0% and 67.6% of our total deposits were insured or collateralized at December 31, 2025 and December 31, 2024, respectively.

We do not take deposits through foreign offices. Deposits at December 31, 2025 from foreign depositors were nominal.

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Borrowings

Although none were outstanding as of December 31, 2025, short-term borrowings can be utilized to provide balance sheet liquidity and to fund imbalances in our loan growth compared to our deposit growth. In addition, we have long-term debt in the form of trust preferred securities and have the availability to borrow from the FHLB or FRB.

Total borrowings at December 31, 2025 decreased $17.3 million from the prior year end. During the year, the Company redeemed $18.0 million of subordinated debentures.

Our borrowings outstanding as of the dates presented were as follows:

($ in thousands)December 31, 2025December 31, 2024
FHLB advances$753$802
Trust preferred capital issuances77,32477,324
Subordinated debentures18,000
78,07796,126
Unamortized discounts on acquired borrowings(3,508)(4,250)
$74,569$91,876

As noted in the table above, at December 31, 2025, we had $77.3 million of borrowings structured as trust preferred capital securities which qualify as Tier I capital for regulatory capital adequacy requirements. The Company issued $46.4 million of these securities with the balance assumed from acquisitions.

At December 31, 2025, the Company had several sources of readily available borrowing capacity:

•Borrowing capacity with the FHLB of approximately $1.4 billion which can be structured as either short-term or long-term borrowings, depending on the particular funding or liquidity need, and is secured by a blanket lien on most of our real estate loan portfolio, select investment securities, and our FHLB stock (of which $0.8 million were outstanding at December 31, 2025 and December 31, 2024).

•Federal funds lines with several correspondent banks totaling $265.0 million which provide for overnight unsecured federal funds purchased (of which none were outstanding at December 31, 2025 and December 31, 2024); and,

•A line of credit with the Federal Reserve through its discount window borrowing program of approximately $763.8 million which is secured by a blanket lien on a portion of our commercial and consumer loan portfolio (excluding real estate loans) and specific investment securities. All of this line was available at both December 31, 2025 and December 31, 2024.

Refer to Note 9 to the consolidated financial statements for additional discussion of our borrowings.

Liquidity, Commitments, and Contingencies

Our liquidity is determined by our ability to convert assets to cash or to acquire alternative sources of funds to meet the needs of our customers who are withdrawing or borrowing funds, and our ability to maintain required reserve levels, pay expenses, and operate the Company on an ongoing basis. Our primary liquidity sources are net income from operations, cash and due from banks, federal funds sold, and other short-term investments. Our securities portfolio has a high percentage of amortizing mortgage-backed securities generating monthly cash flows. In addition, the portfolio is comprised almost entirely of readily marketable securities, which could also be sold to provide cash. We also maintain available lines of credit from the FHLB and the Federal Reserve, as well as federal funds lines from several correspondent banks which are summarized below.

At December 31, 2025, the Company had several sources of readily available borrowing capacity as described above in the Borrowings section.

Liquidity is evaluated as both on-balance sheet (primarily cash and cash-equivalents, unpledged securities, and other marketable assets) and off-balance sheet (readily available lines of credit or other funding sources). Our overall on-balance sheet liquidity ratio was 14.9% at December 31, 2025. Our total liquidity ratio, including the $2.5 billion in available lines of credit, was 32.8% as of that date. The increase in available lines of credit during 2025

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was a result of additional loan and security collateral being transferred to the FHLB to enhance the levels of off-balance sheet liquidity.

We continue to manage liquidity sources and believe our liquidity sources, including unused lines of credit, are at an acceptable level and remain adequate to meet our operating needs in the foreseeable future. We will continue to monitor our liquidity position carefully and will explore and implement strategies to increase liquidity if deemed appropriate.

In the normal course of business we have various outstanding contractual obligations that will require future cash outflows. In addition, there are commitments and contingent liabilities, such as commitments to extend credit, that may or may not require future cash outflows. Certain of the outstanding commitments and contingent liabilities, such as commitments to extend credit, are not reflected in the financial statements.

Presented below is a summary of our contractual obligations and other commercial commitments outstanding as of December 31, 2025.

Contractual Obligations and Other Commercial Commitments
Payments Due Per Period ($ in thousands)
Contractual Obligation as of December 31, 2025Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal
Borrowings$51$702$$77,324$78,077
Operating leases1,6162,5892,11914,80221,126
Time deposits, including brokered deposits772,75225,0956,584144804,575
Non-qualified postretirement plan liabilities5751,1791,1483,8836,785
Committed LIHTC investment obligations36,36370,4731,7752,245110,856
Estimated interest expense on borrowings and time deposits (1)24,70210,67210,44522,11467,933
Total contractual cash obligations$836,059$110,710$22,071$120,512$1,089,352
(1) Represents forecasted interest expense on borrowings and time deposits based on interest rates and balances at December 31, 2025. Forecasts are based on the contractual maturity of each liability.
Amount of Commitment Expiration Per Period ($ in thousands)
Other Commercial Commitments as of December 31, 2025Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal Amounts Committed
Lines of credit and loan commitments481,630646,349241,310971,0342,340,323
Standby letters of credit25,2885,4449130,823
Total commercial commitments$506,918$651,793$241,401$971,034$2,371,146

As presented in the table above, at December 31, 2025, we had $30.8 million in standby letters of credit outstanding. We had no carrying amount for these standby letters of credit. The nature of standby letters of credit is that of a stand-alone obligation made on behalf of our customers to suppliers of the customers to guarantee payments owed to the suppliers by the customers. The standby letters of credit are generally for terms of one year, at which time they may be renewed for another year if both parties agree. The payment of the guarantees would generally be triggered by a continued nonpayment of an obligation owed by the customer to the supplier. In the event that we are required to honor a standby letter of credit, a note, already executed by the customer, becomes effective providing repayment terms and any collateral.

It has been our experience that deposit withdrawals are generally able to be replaced with new deposits when needed or through short-term advances from the FHLB. We believe that the Bank can meet its contractual cash obligations and existing commitments from normal operations.

Capital Resources and Shareholders’ Equity

Shareholders’ equity at December 31, 2025 amounted to $1.7 billion, a $208.6 million, or 14.4%, increase from December 31, 2024. The two basic components that typically have the largest impact on our shareholders’ equity are net income, which increases shareholders’ equity, and dividends declared, which decreases shareholders’ equity. Additionally, any stock issuances can significantly increase shareholders’ equity, including those associated with acquisitions such as in 2023, and any stock repurchases reduce shareholders’ equity. Finally, fluctuations in the

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amount of AOCI, generally driven by market interest rate changes resulting in increases or decreases in unrealized gains/losses on AFS securities, can have a significant impact on total equity. In 2025, the most significant factors that impacted our shareholders' equity were (1) $111.0 million net income reported for 2025, which increased equity, (2) common stock dividends declared of $37.7 million, which reduced equity; and (3) $132.7 million increase in equity related to changes in AOCI driven by lower unrealized losses on AFS securities.

As discussed in “Borrowings” above, we also currently have $77.3 million in trust preferred securities outstanding, all of which qualify as Tier I capital under regulatory standards. We are not aware of any recommendations of regulatory authorities or otherwise which, if they were to be implemented, would have a material effect on our liquidity, capital resources, or operations.

The Company and the Bank must comply with regulatory capital requirements established by the Federal Reserve and the Commissioner. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on our financial statements. The primary source of funds for the payment of dividends by the Company is dividends received from its subsidiary, the Bank. The Bank, as a North Carolina banking corporation, may declare dividends so long as such dividends do not reduce its capital below its applicable required capital (typically, the level of capital required to be deemed “adequately capitalized”). As of December 31, 2025, approximately $1.1 billion of the Company’s investment in the Bank is restricted as to transfer to the Company without obtaining prior regulatory approval.

Our regulatory capital ratios as of December 31, 2025, 2024 and 2023 are presented in the table below. All of our capital ratios significantly exceeded the minimum regulatory thresholds for all periods presented.

Risk-Based and Leverage Capital Ratios
As of December 31,
($ in thousands)202520242023
Risk-Based and Leverage Capital
Common Equity Tier I capital:
Shareholders’ equity$1,654,168$1,445,611$1,372,380
Intangible assets, net of deferred tax liability(483,644)(487,660)(493,383)
Accumulated other comprehensive income adjustments149,375282,029308,030
Total Common Equity Tier I capital1,319,8991,239,9801,187,027
Add: Trust preferred securities eligible for Tier I capital treatment71,49371,14870,807
Total Tier I leverage capital1,391,3921,311,1281,257,834
Tier II capital:
Add: Allowable allowance for credit losses and unfunded commitments117,202108,320112,491
Add: Subordinated debentures eligible for Tier II capital treatment17,60227,177
Tier II capital additions117,202125,922139,668
Total capital$1,508,594$1,437,050$1,397,502
Total risk weighted assets$9,358,794$8,642,315$8,991,087
Adjusted fourth quarter average tangible assets$12,407,330$11,756,111$11,532,812
Risk-based and Leverage capital ratios:
Common equity Tier I capital to Tier I risk adjusted assets14.10%14.35%13.20%
Tier I capital to Tier I risk adjusted assets14.87%15.17%13.99%
Total risk-based capital to Tier II risk-adjusted assets16.12%16.63%15.54%
Tier I leverage capital to adjusted fourth quarter average assets11.21%11.15%10.91%

Our goal is to maintain our capital ratios at levels at least 200 basis points higher than the regulatory “well capitalized” thresholds set for banks. At December 31, 2025, our leverage ratio was 11.21% compared to the regulatory well capitalized bank-level threshold of 4.00% and our total risk-based capital ratio was 16.12% compared to the 10.50% regulatory well capitalized threshold.

The decrease in regulatory capital ratios in 2025 was related to the increase in risk weighted assets and the redemption of $18 million of subordinated debentures, partially offset by retained net income.

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In addition to regulatory capital ratios, we also closely monitor our ratio of TCE to tangible assets, which is a non-GAAP financial measure. The TCE ratio was 9.61% at December 31, 2025 compared to 8.22% at December 31, 2024, with the increase of 139 basis points related primarily to the improvement in our AOCI unrealized loss on AFS securities included in equity, partially a result of the securities loss-earnback transaction along with market improvements.

The following table reconciles common equity to tangible common equity and provides the calculation of the TCE ratio:

($ in thousands)December 31, 2025December 31, 2024
Reconciliation of Common Equity to TCE
Total shareholders' common equity$1,654,168$1,445,611
Less: Goodwill and other intangibles(483,644)(487,660)
Tangible common equity$1,170,524$957,951
Reconciliation of Total Assets to Tangible Assets
Total assets$12,668,339$12,147,694
Less: Goodwill and other intangibles(483,644)(487,660)
Tangible assets$12,184,695$11,660,034
TCE divided by Tangible Assets9.61%8.22%

See “Supervision and Regulation” under “Business” in Item 1. and Note 19 to the consolidated financial statements for discussion of other matters that may affect our capital resources.

Off-Balance Sheet Arrangements and Derivative Financial Instruments

Off-balance sheet arrangements include transactions, agreements, or other contractual arrangements pursuant to which we have obligations or provide guarantees on behalf of an unconsolidated entity. We have no off-balance sheet arrangements of this kind other than letters of credit and repayment guarantees associated with our trust preferred securities and subordinated debentures.

In the normal course of business, we are exposed to certain risks arising from both our business operations and economic conditions. As an element of our risk management strategies, we may enter into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Derivative financial instruments include futures, forwards, interest rate swaps, options contracts, and other financial instruments with similar characteristics.

We do not engage in significant derivatives activities, however, in 2023 to accommodate customers, we implemented a program whereby we enter into interest rate swaps with certain commercial loan customers, with offsetting positions to dealers under a back-to-back swap program. At December 31, 2025, the Company's derivative financial instruments consist entirely of customer back-to-back interest rate swaps which are not designated as hedges. Under this program, the Company executes interest rate swaps with commercial banking customers to facilitate their risk management strategies. Those interest rate swaps are simultaneously economically hedged by offsetting derivatives that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. As the interest rate derivatives associated with this program are not designated as hedging instruments, changes in the fair value of both the customer derivatives and the offsetting derivatives are recognized directly in earnings. Refer to Note 13 of the consolidated financial statements for additional discussion of our derivative positions.

Current Accounting Matters

We prepare our consolidated financial statements and related disclosures in conformity with standards established by, among others, the FASB. Because the information needed by users of financial reports is dynamic, the FASB frequently issues new rules and proposes new rules for companies to apply in reporting their activities. See Note 1 to our consolidated financial statements for a discussion of recent rule proposals and changes.

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Selected Financial Information

Year Ended December 31,
($ in thousands, except per share data)20252024202320222021
Income Statement Data
Interest income$557,235$519,240$488,944$341,118$255,918
Interest expense158,988186,967142,10116,1039,523
Net interest income398,247332,273346,843325,015246,395
Provision for credit losses11,50216,44817,81312,40015,031
Net interest income after provision386,745315,825329,030312,615231,364
Noninterest income(7,935)17,89957,30567,82473,611
Noninterest expense239,310235,607254,379195,220184,656
Income before income taxes139,50098,117131,956185,219120,319
Income tax expense28,45221,90227,82538,28324,675
Net income111,04876,215104,131146,93695,644
Per Common Share Data
Earnings per common share – basic$2.68$1.85$2.54$4.12$3.19
Earnings per common share – diluted2.681.842.534.123.19
Cash dividends declared0.910.880.880.880.80
Market Price
High55.5549.2043.2449.0050.92
Low36.0229.7926.4832.9032.47
Close50.7943.9737.0142.8445.72
Stated book value – common39.8934.9633.3828.8934.54
Common shares outstanding at year end41,466,22741,347,41841,109,98735,704,15435,629,177
Selected Balance Sheet Data (at year end)
Total assets$12,668,339$12,147,694$12,114,942$10,625,049$10,508,901
Loans8,722,4198,094,6768,150,1026,665,1456,081,715
Allowance for credit losses(123,581)(122,572)(109,853)90,96778,789
Intangible assets495,982501,654508,257372,933376,618
Deposits10,748,42110,530,52510,031,5999,227,5299,124,629
Borrowings74,56991,876630,158287,50767,386
Total shareholders’ equity1,654,1681,445,6111,372,3801,031,5961,230,575
Selected Average Balances
Total assets12,512,03012,134,49512,033,03310,556,7728,495,645
Loans8,283,2468,046,6817,902,6286,293,3195,018,391
Earning assets11,699,36011,508,58111,433,4929,989,2427,871,319
Deposits10,752,46310,408,08210,176,9669,283,5277,401,910
Interest-bearing liabilities7,335,9237,274,0147,037,1055,758,0014,736,343
Total shareholders’ equity1,549,8731,416,4611,293,0851,097,385969,775
Ratios
Return on average assets0.89%0.63%0.87%1.39%1.13%
Return on average common equity7.16%5.38%8.05%13.40%9.86%
Total risk-based capital ratio16.12%16.63%15.54%15.09%14.67%
Net interest margin3.40%2.89%3.03%3.25%3.13%
Net interest margin (taxable-equivalent basis)3.42%2.93%3.06%3.28%3.16%
Loans to deposits at year end81.15%76.87%81.24%72.23%66.65%
Allowance for loan losses to total loans1.42%1.51%1.35%1.36%1.30%
Nonperforming assets to total assets at year end0.30%0.30%0.27%0.36%0.50%
Net (charge-offs) recoveries to average total loans(0.10%)(0.07%)(0.08%)(0.01%)(0.05%)
Note - During both 2023 and 2021, the Company completed significant acquisitions impacting the comparisons for each of those years. See additional discussion under "Recent Developments and Acquisitions" in Item 1.

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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: 0000811589-25-000008.

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 Results of Operations and Financial Condition

This MD&A is intended to assist readers in understanding our results of operations and changes in financial position for the past three years. It should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Report. This discussion may contain forward-looking statements that involve risks and uncertainties. Our actual results could differ significantly from those anticipated in forward-looking statements as a result of various factors.

Overview and 2024 Highlights

The Company is a bank holding company headquartered in Southern Pines, North Carolina. We provide diversified financial services primarily though the Bank, our principal subsidiary, including commercial and consumer banking services, mortgage lending, SBA lending, accounts receivable financing, and investment advisory services. As of December 31, 2024, the Bank had a 113 branch network in North Carolina and South Carolina and 1,371 full-time equivalent employees. We have grown organically as well as through strategic acquisitions as discussed previously in "Recent Developments and Acquisitions".

2024 Financial Highlights:

•Return on average assets was 0.63% for the year ended December 31, 2024, as compared to 0.87% for the prior year. Return on average common equity of 5.38% was reported for the year ended December 31, 2024, as compared to 8.05% for the prior year.

•Our total assets at December 31, 2024 were $12.1 billion, a 0.3% increase from a year earlier.

•Total loans outstanding contracted by $0.1 billion, or 0.7%, during the year. Loans totaled $8.1 billion at December 31, 2024.

•Credit quality continued to be strong with the NPA to total assets ratio at 0.39% as of December 31, 2024, as compared to 0.37% at December 31, 2023. Net charge offs as a percentage of average loans were 0.07% for 2024, as compared to 0.08% for the prior year.

•Capital remained strong with a total CET1 ratio of 14.35%, up from 13.20% for the prior year, and total risk-based capital ratio of 16.63% as of December 31, 2024, an increase from 15.54% for the prior year.

•We earned net income of $76.2 million, or $1.84 diluted EPS, during 2024 compared to net income of $104.1 million, or $2.53 diluted EPS, in 2023. As noted below, 2024 results were dampened by a $13 million provision related to potential exposures from Hurricane Helene and a $36.8 million securities loss transaction that took place during the fourth quarter of 2024. See the following for discussion of changes to net income:

•Net interest income for 2024 decreased $14.6 million, or 4.2%, driven by increased interest expense offset by higher interest income. The NIM on a tax-equivalent basis was 2.91% for 2024, a decrease of 15 basis points from the prior year. Despite the growth in average earning assets, the market-driven increase in rates on liabilities in the first half of 2024 occurred at a more rapid pace than the increase in yields on assets which resulted in the reduction in NIM for 2024.

•Total interest income increased $30.3 million in 2024 as compared to 2023, driven by higher interest income on loans of $22.3 million related to a combination of higher volumes of average balances and increased yields. Interest income on other interest-earning assets, primarily overnight funds, increased $12.8 million, primarily the result of higher volumes.

•The 2024 increase in interest expense of $44.9 million was driven by higher market rates in late 2023 and the first half of 2024 which resulted in repricing of our deposits and a corresponding $57.2 million increase in interest expense, especially in money market accounts which accounted for $47.9 million of the increase. Offsetting the increase in interest expense on deposits was a reduction in interest expense on borrowings, which fell $12.4 million, primarily a result of lower average balances of borrowings outstanding.

•Provision for credit losses for 2024 of $16.4 million was down from $17.8 million in 2023 due primarily to the initial provision established for acquired non-PCD loans of $12.2 million in 2023,

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lower organic loan growth in 2024 and generally positive updated economic forecasts, which are a key driver in the Company's CECL model as discussed further in the "Provision for Loan Losses" section below, and a reduction in the level of unfunded commitments. This was partially offset by the $13 million provision related to potential exposure from Hurricane Helene in 2024.

•Noninterest income declined $39.4 million in 2024, which resulted primarily from the $38.0 million securities loss, $36.8 million of which was related to a securities loss-earnback transaction that took place in the fourth quarter of 2024. Refer to "Noninterest Income" section below for further discussion.

•Noninterest expense decreased $18.8 million in 2024, primarily related to the GrandSouth acquisition completed January 1, 2023, which resulted in merger and acquisition expense of $13.7 million in 2023. In 2024, the Company actively managed headcount and applied additional expense controls. Refer to "Noninterest Expense" section below for further discussion.

•Income tax expense was down $5.9 million from the prior year relative to lower pre-tax income. The 2024 effective tax rate of 22.3% was up from the prior year as the result of incremental state tax-related expenses recorded in 2024 relating to prior years.

Current Economic Conditions

Recent economic activity has shown resilience with generally positive domestic results, low unemployment and increased demand for goods and services. While inflationary pressures continue, monetary policy actions taken by the Federal Reserve over the last three years have resulted in a lower inflation rate in 2024. A mix of positive and negative economic indicators remained present at the end of 2024 and there continues to be some uncertainty in economic conditions, and as such, we could be subject to ongoing risks, which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations.

Our financial position and results of operations are susceptible, among other factors, to the ability of our loan customers to meet their loan obligations to us, the availability of our workforce, the availability of our vendors, and the volatility in the value of assets held by us or securing our loans. We have not realized significant negative impact on our loan portfolio or asset quality to date as a result of the current economic conditions. However, the economic pressures and uncertainties, increased consumer demand and recent volatility in both short-term and long-term interest rates have resulted in, and may continue to result in, specific changes in consumer and business spending and borrowing habits, given the current and expected interest rate environment, which could make it difficult to grow assets and income.

The extent to which the current economic conditions have a further impact on our business, results of operations, and financial condition, as well as our regulatory capital and liquidity ratios, will depend on future developments, which are highly uncertain and cannot be predicted, including actions taken by governmental authorities in response to inflationary trends and recessionary risks.

Critical Accounting Estimates

The accounting principles we follow and our methods of applying these principles conform with GAAP and with general practices followed by the banking industry. Certain policies inherently have a greater reliance on the use of estimates, assumptions, or judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported. We have identified the determination of our ACL and related Allowance for Unfunded Commitments, as well as business combinations, related fair value measurements and goodwill determination to be the accounting areas that require the most subjective or complex judgments, estimates, and assumptions, and where changes in those judgments, estimates, and assumptions (based on new or additional information, changes in the economic climate and/or market interest rates, etc.) could have a significant effect on our financial statements. See the "Allowance for Credit Losses, Allowance for Unfunded Commitments, and Loan Loss Experience" discussion in the Financial Condition section of Management's Discussion and Analysis.

Our most significant accounting policies are presented in Note 1 to the accompanying consolidated financial statements. These policies, along with the disclosures presented in the other notes to the consolidated financial statements and in this MD&A, provide information on how significant assets and liabilities are valued in the financial statements and how those values are determined.

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Allowance for Credit Losses on Loans and Allowance for Unfunded Commitments

While management uses the best information available to establish the ACL, future adjustments to the ACL and methodology may be necessary if economic or other conditions differ substantially from the assumptions used in making the estimates. We perform periodic and systematic detailed reviews of the loan portfolio to identify trends and to assess the overall collectability of the portfolio. We believe the accounting estimate related to the ACL is a “critical accounting estimate” as: (1) changes in it can materially affect the provision for loan losses and net income; (2) it requires management to predict borrowers’ likelihood or capacity to repay, including evaluation of inherently uncertain future economic conditions; (3) the value of underlying collateral must be estimated on collateral-dependent loans; (4) prepayment activity must be projected to estimate the life of loans that often are shorter than contractual terms; and (5) it requires estimation of a reasonable and supportable forecast period for credit losses. Accordingly, this is a highly subjective process and requires significant judgment since it is difficult to evaluate current and future economic conditions in relation to an overall credit cycle and estimate the timing and extent of loss events that are expected to occur prior to end of a loan’s estimated life.

Our ACL is assessed at each quarterly balance sheet date and adjustments are recorded in the provision for loan losses on the consolidated statements of income. There are many factors affecting the ACL, some of which are quantitative, while others require qualitative judgment. There are both internal factors (i.e., loan balances, historical loss rates, credit quality, the contractual lives of loans), external factors (i.e., economic conditions such as trends in housing prices, interest rates, GDP, inflation, and unemployment), and assumptions of probability of default and loss given default by loan category, that can impact the ACL estimate. One of the most significant assumptions is the macroeconomic scenario forecasts that determine the economic variables utilized in the ACL model. Due to the inherent uncertainty in the macroeconomic forecasts, we evaluate a baseline scenario quarterly, as well as upside or downside macroeconomic scenarios to assess the most reasonable scenario based on review of the variable forecasts for each scenario, comparison to expectations, and sensitivity of variations in each scenario.

The most significant variable in the economic forecasts is the national unemployment rate (which has remained relatively stable), and changes in unemployment forecasts can have significant impact to the estimated ACL. Other economic variables include national GDP, the national commercial real estate pricing index and the national home price index. We use the national unemployment rate in all of our models regardless of the loan portfolio type, and we use a second economic variable in each cohort model depending on the loan portfolio type. The ACL quantitative estimate is sensitive to changes in the economic variable forecasts during the twelve-month reasonable and supportable forecast period with a straight-line reversion over the next three years to long-term average loss factors. There have been no changes to the reasonable and supportable period or reversion period in any year presented.

Although management believes its process for determining the ACL adequately considers all the factors that could potentially result in credit losses, the process includes subjective elements and is susceptible to significant change. To the extent actual outcomes differ from management estimates, additional provision for loan losses could be required that could adversely affect our earnings or financial position in future periods.

PCD loans represent assets that are acquired with evidence of more than insignificant credit quality deterioration since origination at the acquisition date. At acquisition, the allowance on PCD assets is booked directly to the ACL. Any subsequent changes in the ACL on PCD assets is recorded through the provision for loan losses on the consolidated statements of income.

We believe that the ACL is adequate to absorb the expected life of loan credit losses on the portfolio of loans as of the balance sheet date. Actual losses incurred may differ materially from our estimates. For example, inflationary pressures and recessionary concerns leading to macroeconomic economic deterioration, higher unemployment and declines in real estate and other asset valuations could affect our loss experience and assumptions utilized in our model.

We estimate expected credit losses on unfunded commitments to extend credit over the contractual period in which we are exposed to credit risk on the underlying commitments, unless the obligation is unconditionally cancellable. The allowance for off-balance sheet credit exposures, which is included in "Other liabilities" on the consolidated balance sheets, is adjusted for as an increase or decrease to the provision for unfunded commitments. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. The methodology is based on a loss rate approach that starts with the probability of funding based on historical experience. Similar to the methodology discussed above

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related to the loans receivable portfolio, adjustments are made to the historical losses for current conditions and reasonable and supportable forecasts.

Additional information on the loan portfolio and ACL can be found in the sections of this Item 7 titled “Nonperforming Assets” and “Allowance for Credit Losses and Loan Loss Experience” below.

Business Combinations and Goodwill

We believe that the accounting for business combinations, goodwill, and other intangible assets also involves a higher degree of judgment than most other significant accounting policies. Pursuant to applicable accounting guidance, we recognize assets acquired, including identified intangible assets, and the liabilities assumed in acquisitions at their fair values as of the acquisition date, with the related transaction costs expensed in the period incurred. Specified items such as acquired operating lease assets and liabilities as lessee, employee benefit plans, and income-tax related balances are recognized in accordance with accounting guidance that results in measurements that may differ from fair value. Determining the fair value of assets acquired and liabilities assumed often involves estimates based on internal or third-party valuations which include appraisals, discounted cash flow analysis, or other valuation techniques that may include estimates of attrition, inflation, asset growth rates, discount rates, credit risk, multiples of earnings, or other relevant factors. The determination of fair value may require us to make point-in-time estimates about discount rates, future expected cash flows, market conditions, and other future events that can be volatile in nature and challenging to assess. While we use the best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement.

The primary identifiable intangible asset we typically record in connection with a whole bank or bank branch acquisition is the value of the core deposit intangibles which represents the estimated value of the long-term deposit relationships acquired in the transaction. Determining the amount of identifiable intangible assets and their average lives involves multiple assumptions and estimates and is typically determined by performing a discounted cash flow analysis, which involves a combination of any or all of the following assumptions: customer attrition/runoff, alternative funding costs, deposit servicing costs, and discount rates. The core deposit intangibles are amortized over the estimated useful lives of the deposit accounts based on a method that we believe reasonably approximates the anticipated benefit stream from this intangible. The estimated useful lives are periodically reviewed for reasonableness and have generally been estimated to have a life ranging from seven to ten years, with an accelerated rate of amortization. We review identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Our policy is that an impairment loss is recognized, equal to the difference between the asset’s carrying amount and its fair value, if the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset. Estimating future cash flows involves the use of multiple estimates and assumptions, such as those listed above.

The ACL for PCD assets is recognized within business combination accounting with no initial impact to net income. Changes in estimates of expected credit losses on PCD loans after acquisition are recognized as provision expense (or reversal of provision expense) in subsequent periods as they arise. The ACL for non-PCD assets is recognized as provision expense in the same reporting period as the business combination. Estimated loan losses for acquired loans are determined using methodologies and applying estimates and assumptions that were described previously in the Allowance for Credit Losses on Loans and Allowance for Unfunded Commitments section above.

Non-PCD loans acquired are generally estimated at fair value using a discounted cash flow approach with assumptions of discount rate, remaining life, prepayments, probability of default, and loss given default. The actual cash flows on these loans could differ materially from the fair value estimates. The amount we record as the fair values for the loans is generally less than the contractual unpaid principal balance due from the borrowers, with the difference being referred to as the “discount” on the acquired loans. Discounts on acquired non-PCD loans are accreted to interest income over their estimated remaining lives, which may include prepayment estimates in certain circumstances.

Similarly, premiums or discounts on acquired debt are accreted or amortized to interest expense over their remaining lives. Actual accretion or amortization of premiums and discounts from a business acquisition may differ materially from our estimates impacting our operating results.

We believe that the accounting for goodwill also involves a higher degree of judgment than most other significant accounting policies. Goodwill arising from business combinations represents the excess of the purchase price over the sum of the estimated fair values of the tangible and identifiable intangible assets acquired less the estimated fair

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value of the liabilities assumed. Goodwill has an indefinite useful life and is evaluated for impairment annually or more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value.

ASC 350-10 establishes standards for an impairment assessment of goodwill. At each reporting date between annual goodwill impairment tests, we consider potential indicators of impairment. Generally, absent potential impairment indicators, we perform an annual assessment of whether the events and circumstances resulted in it being more likely than not that the fair value of any reporting unit was less than its carrying value. Impairment indicators considered include the condition of the economy and banking industry; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting unit; performance of the Company's stock, and other relevant events. During 2024 there were no triggers warranting interim impairment assessments and for the 2024 annual assessment, we concluded that it was more likely than not that the fair value exceeded its carrying value. At December 31, 2024, we had $478.8 million of goodwill.

Recent Accounting Standards and Pronouncements

For information relating to recent accounting standards and pronouncements, see Note 1 to our consolidated financial statements entitled “Summary of Significant Accounting Policies.”

RESULTS OF OPERATIONS

The following discussion reviews the results of operations and key drivers to change in the results of 2024 as compared to 2023. For a description of our results of operations for 2023 as compared to 2022, refer to the "Overview and 2023 Highlights," Results of Operations," and "Analysis of Financial Condition and Changes in Financial Condition" sections of Item 7 in our 2023 Form 10-K.

Net Interest Income

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). Changes in the net interest income are the result of changes in volume and the net interest spread which affects NIM. Volume refers to the average dollar levels of interest-earning assets and interest-bearing liabilities. Net interest spread refers to the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. NIM refers to net interest income divided by average interest-earning assets and is influenced by the level and relative mix of interest-earning assets and interest-bearing liabilities. Net interest income is also influenced by external factors such as local economic conditions, competition for loans and deposits, and market interest rates.

Net interest income amounted to $332.3 million in 2024, a decrease of $14.6 million, or 4.2%, from $346.8 million in 2023. The decrease was primarily due to the increase in rates on interest-bearing deposits, specifically money market accounts, partially offset by lower interest expense on borrowings, a result of lower average balances on borrowings. Partially offsetting the increased interest expense was increased interest income, primarily the result of higher average balances on interest-bearing assets. Within interest-bearing assets, interest income was positively impacted by growth in the average balances of loans and other interest-earning assets, primarily overnight funds, partially offset by lower average balances on taxable securities.

In line with the lower net interest income related to the increase in the cost of interest-bearing liabilities was the compression of our NIM which, on a tax-equivalent basis, declined to 2.91% in 2024 from 3.06% in 2023. For internal purposes, we evaluate our NIM on a tax-equivalent basis by adding the tax benefit realized from tax-exempt loans and securities to reported interest income, then dividing by total average earning assets. We believe that analysis of NIM on a tax-equivalent basis is useful and appropriate because it allows a comparison of net interest in different periods without taking into account the different mix of taxable versus non-taxable loans and investments that may have existed during those periods. The following is a reconciliation of reported net interest income to tax-

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equivalent net interest income and the resulting NIM as reported and on a tax-equivalent basis.

($ in thousands)Year ended December 31,
202420232022
Net interest income, as reported$332,273$346,843$325,015
Tax-equivalent adjustment2,9832,6942,780
Net interest income, tax-equivalent$335,256$349,537$327,795
Net interest margin, as reported2.89%3.03%3.25%
Net interest margin, tax-equivalent2.91%3.06%3.28%

Our total cost of deposits has been more impacted by the FOMC's changes in short term rates than the yield on our interest-earning assets. The target federal funds rate peaked at 5.50% in July 2023 and remained there until beginning to decrease in September 2024, falling a total of 100 basis points by the end of 2024, helping to increase our NIM (tax-equivalent) to 3.07% in the fourth quarter of 2024. As shown in the chart below, our NIM (tax-equivalent) has grown 27 basis points since its recent low for the first quarter of 2024. This NIM (tax-equivalent) expansion is the result of our yield on interest-earning assets continuing to earn at higher rates, increasing 11 basis points during the same period, while our total cost of deposits peaked in the third quarter of 2024, declining to 1.57% for the fourth quarter of 2024.

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First Bancorp Comparison of Net Interest Margin (Tax-Equivalent),

Yield on Earning Assets and Total Cost of Deposits

Eight Quarters Ended December 31, 2024

Our NIM for all periods presented below benefited from the net accretion income arising from purchase accounting premiums/discounts associated with acquisitions. Presented in the table below is the amount of accretion which increased net interest income in each year presented.

Year ended December 31,
($ in thousands)202420232022
Interest income – increased by accretion of loan discount on acquired loans$8,938$11,507$5,621
Total interest income impact8,93811,5075,621
Interest expense – (increased) reduced by (discount accretion) premium amortization of deposits(826)(3,101)593
Interest expense – increased by discount accretion of borrowings(767)(842)(254)
Total net interest expense impact(1,593)(3,943)339
Impact on net interest income$7,345$7,564$5,960

The most significant component of the purchase accounting adjustments in each year was loan discount accretion on purchased loans. Generally, the level of loan discount accretion will decline each year after an acquisition due to the natural reduction in the outstanding balance of acquired loans. Alternately, levels of accretion will increase as a result of acquisitions and related additions to loan discounts on acquired portfolios which are accreted to income as experienced in 2023 with the GrandSouth acquisition.

At December 31, 2024 and 2023, unaccreted loan discount on purchased loans amounted to $15.1 million and $24.0 million, respectively. The GrandSouth acquired portfolio comprises the majority of the remaining unaccreted loan discount at December 31, 2024.

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The following table presents the major components of the net interest income and NIM.

Average Balances and Net Interest Income Analysis
Year Ended December 31,
202420232022
($ in thousands)Average VolumeInterest Earned or PaidAvg. RateAverage VolumeInterest Earned or PaidAvg. RateAverage VolumeInterest Earned or PaidAvg. Rate
Assets
Loans (1) (2)$8,046,681$441,1815.48%$7,902,628$418,8535.30%$6,293,319$278,1884.42%
Taxable securities2,608,49447,5101.82%2,920,04052,2761.79%3,059,68353,5361.75%
Non-taxable securities291,5204,4661.53%296,2874,4851.51%296,8034,3871.48%
Short-term investments, primarily interest-bearing cash561,88626,0834.64%314,53713,3304.24%339,4375,0071.48%
Total interest-earning assets11,508,581519,2404.51%11,433,492488,9444.28%9,989,242341,1183.41%
Cash and due from banks84,99793,182104,374
Premises and equipment147,916151,980135,163
Other assets393,001354,379327,993
Total assets$12,134,495$12,033,033$10,556,772
Liabilities and Equity
Interest-bearing checking$1,395,856$9,9100.71%$1,457,272$6,1920.42%$1,545,573$1,2190.08%
Money market deposits4,039,999126,5313.13%3,355,99278,6432.34%2,515,8975,6100.22%
Savings deposits564,4731,2090.21%668,7301,0240.15%739,6814590.06%
Other time deposits666,86820,4293.06%737,33019,0232.58%551,8522,5410.46%
Time deposits $250,000373,85114,0063.75%343,6699,9842.90%287,1941,5200.53%
Total interest-bearing deposits7,041,047172,0852.44%6,562,993114,8661.75%5,640,19711,3490.20%
Short-term borrowings137,6927,1165.17%374,25419,2895.15%52,2731,8283.50%
Long-term borrowings95,2757,7668.15%99,8587,9467.96%65,5312,9264.46%
Total interest-bearing liabilities7,274,014186,9672.57%7,037,105142,1012.02%5,758,00116,1030.28%
Noninterest-bearing checking3,367,0353,613,9733,643,330
Total sources of funds10,641,0491.76%10,651,0781.33%9,401,3310.17%
Other liabilities76,98588,87058,056
Shareholders’ equity1,416,4611,293,0851,097,385
Total liabilities and shareholders’ equity$12,134,495$12,033,033$10,556,772
Net yield on interest-earning assets and net interest income$332,2732.89%$346,8433.03%$325,0153.25%
Net yield on interest-earning assets and net interest income – tax-equivalent (3)$335,2562.91%$349,5373.06%$327,7953.28%
Interest rate spread1.94%2.26%3.13%
Average prime rate8.31%8.20%4.86%

(1)Average loans include nonaccruing loans, the effect of which is to lower the average rate shown. Interest earned includes recognized net loan fees, including late fees, prepayment fees, and deferred loan (cost)/fee amortization, in the amounts of $(1.1) million, $0.5 million, and $3.1 million for 2024, 2023, and 2022, respectively.

(2)Includes accretion of discount on acquired loans of $8.9 million, $11.5 million, and $5.6 million in 2024, 2023, and 2022, respectively.

(3)Includes tax-equivalent adjustments of $3.0 million, $2.7 million and $2.8 million in 2024, 2023, and 2022, respectively, to reflect the federal and state tax benefit that we receive related to tax-exempt securities and tax-exempt loans, which carry interest rates lower than similar taxable investments/loans due to their tax exempt status. This amount has been computed assuming a 23% tax rate and is reduced by the related nondeductible portion of interest expense.

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The following table presents additional detail regarding the estimated impact that changes in loan and deposit volumes and changes in the interest rates we earned/paid had on our net interest income in 2024 and 2023.

Volume and Rate Variance Analysis
Year Ended December 31, 2024Year Ended December 31, 2023
Change Attributable toChange Attributable to
($ in thousands)Changes in VolumesChanges in RatesTotal Increase (Decrease)Changes in VolumesChanges in RatesTotal Increase (Decrease)
Interest income:
Loans$7,767$14,561$22,328$78,177$62,464$140,641
Taxable securities(5,626)860(4,766)(2,472)1,212(1,260)
Non-taxable securities(73)54(19)(8)10698
Other interest-earning assets, primarily overnight funds10,9821,77112,753(711)9,0348,323
Total interest income13,05017,24630,29674,98672,816147,802
Interest expense:
Interest bearing checking accounts(348)4,0663,718(223)5,1964,973
Money market accounts18,72629,16247,88810,78062,25373,033
Savings accounts(192)377185(77)642565
Other time(2,479)3,8851,4064,24412,23816,482
Time deposits $250,0001,0043,0184,0229707,4948,464
Total interest-bearing deposits16,71140,50857,21915,69487,823103,517
Short-term borrowings(12,208)35(12,173)13,9503,53117,481
Long-term borrowings(369)189(180)2,1122,8885,000
Total interest expense4,13440,73244,86631,75694,242125,998
Net interest income$8,916$(23,486)$(14,570)$43,230$(21,426)$21,804

Note - Changes attributable to both volume and rate are allocated equally between rate and volume variances.

Overall, as demonstrated in the above table, net interest income contracted $14.6 million in 2024. Higher rates on interest-bearing liabilities were partially offset by higher rates on interest-earning assets and higher earning asset volumes.

•For 2024, higher market rates contributed to an additional $14.6 million of loan interest income while higher loan volume resulted in a $7.8 million increase in interest income. Variable rate loans comprised approximately 23% of the loan portfolio at December 31, 2024, and, accordingly, the magnitude of the immediate yield impact we experience from each rate change is limited.

•Decreases in the overall volume of average investment securities, partially offset by higher yields on the portfolio, resulted in decreased interest income of $4.8 million in 2024.

•Higher volumes on other interest-earning assets (primarily interest-bearing cash balances) along with higher yields resulted in an increase in interest income of $12.8 million for the year.

•The increase of $57.2 million in interest expense on deposits was driven by higher rates on accounts as we repriced deposits during late 2023 and the start of 2024 in response to the market increases and to retain and grow deposits to meet our funding needs, combined with higher volumes, primarily in money market deposit accounts.

•Lower levels of borrowings, historically short-term FHLB advances to fund loan demand and deposit fluctuations, contributed $12.6 million to the decrease in borrowings interest expense, which, in total, decreased $12.4 million in 2024.

Provision for Credit Losses and Provision for Unfunded Commitments

The provision for credit losses is comprised of the provision for loan losses and the provision for unfunded commitments. The provision recorded in each period represents the amount required such that the total ACL reflects the current estimate of life of loan credit losses in the loan portfolio and the allowance for unfunded commitments

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reflects the current expected losses on unfunded loan commitments that are expected to result in outstanding loan balances. Our estimate of credit losses is determined using a complex model that relies on reasonable and supportable forecasts and historical loss information to determine the balance of the ACL and allowance for unfunded commitments. The allowance for unfunded commitments is included in "Other liabilities" in the consolidated balance sheets.

The provision for loan losses was $18.8 million in 2024 and $19.8 million in 2023. The amount of provision recorded in each period was the amount required such that the total ACL reflected the appropriate balance as determined under the CECL model. The primary contributor to the lower provision in 2024 was the initial provision established for acquired non-PCD loans of $12.2 million recorded in 2023 as a result of the acquisition of GrandSouth. The provision for loan losses for 2024 included $13 million related to potential credit exposure from Hurricane Helene. We subscribe to a third-party service which provides quarterly macroeconomic scenarios for the United States economy. For 2024, we continue to utilize the baseline forecast, which incorporates an equal probability of the United States economy performing better or worse than the projection. The economic forecasts throughout the year have exhibited general stability of the economy demonstrated in relatively low unemployment rates, solid GDP, relatively stable consumer and producer price indices, and mixed results for real estate price indices for commercial and residential properties. These improving economic projections translated to lower forecasted losses in our loan portfolio and, thus a lower estimated ACL, exclusive of portfolio growth and the reserves related to Hurricane Helene.

Also under the CECL method, in 2024 we recorded a reduction in the provision for unfunded commitments of $2.3 million compared to a reduction of $1.9 million for 2023. Changes in the level of provision each year are generally related to fluctuations in the level of available credit lines and updated loss drivers.

Within the portions of Western North and South Carolina that were significantly impacted by Hurricane Helene, the Company identified borrowers with approximately $744 million of loans outstanding as of December 31, 2024. The Company continues to update analyses to identify impacts from the storm and has applied increased reserve rates based upon severe economic factors to the loans in the path of Helene. Additionally, the Company continues to evaluate the largest commercial loans in that population and applied incremental reserves to those loans that were suspected of having higher potential property damage or economic impact from the storm. The incremental reserve for potential exposure from Hurricane Helene was $13.0 million and added 16 basis points to the Allowance for Credit Losses as of December 31, 2024.

Additional discussion of the CECL method and our asset quality and credit metrics, which impact our provision for credit losses, is provided in the "Nonperforming Assets" and "Allowance for Credit Losses and Loan Loss Experience" sections following.

Noninterest Income

Our noninterest income amounted to $17.9 million in 2024, $57.3 million in 2023, and $67.8 million in 2022.

The decreased noninterest income for the year ended December 31, 2024 as compared to the same period in 2023 is a result of "Securities losses, net" in 2024 and lower "Other income, net," partially offset by increased "SBA loan sale gains." Details of the more significant components of noninterest income are presented in the table below. For the year ended December 31, 2024, the change in "Other income, net" was related to the timing of the recognition of gain and loss from other investment activity, which does not include AFS or HTM securities.

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Noninterest Income
Year Ended December 31,
($ in thousands)202420232022
Service charges on deposit accounts$16,620$16,800$15,368
Other service charges and fees - bankcard and interchange income, net9,3069,31914,996
Other service charges - other12,96112,76611,292
Presold mortgage loan fees and gains on sale2,2921,6132,102
Commissions from sales of financial products5,2705,5035,195
SBA loan sale gains3,6302,4895,076
Bank-owned life insurance ("BOLI") income4,7734,3503,847
Securities losses, net(37,981)
Other gains, net1,0284,4659,948
Total noninterest income$17,899$57,305$67,824

Service charges on deposit accounts decreased $0.2 million, or 1.1%, in 2024 as compared to 2023.

Other service charges and fees - bankcard interchange income, net represents interchange income from debit and credit card transactions, net of associated interchange expense and amounted to $9.3 million in 2024, a 0.1% decrease from the $9.3 million in 2023.

Other service charges - other includes items such as ATM charges, wire transfer fees, safety deposit box rentals, fees from sales of personalized checks, and check cashing fees. Also included in this category are SBA guarantee servicing fees and related servicing rights amortization which fluctuate based on the volume of and prepayment speeds on SBA loans serviced for others. The increase in this item in 2024 was of $0.2 million, or 1.5%.

Securities losses, net was $38.0 million in 2024. Of this balance, $36.8 million related to a securities loss-earnback transaction from the fourth quarter in which the Company sold $283.8 million of AFS securities bearing 1.62% at a loss of approximately $36.8 million and a purchased a total of $494.9 million in AFS securities bearing 5.21%.

Other gains, net amounted to a net gain of $1.0 million for 2024. For 2022, the balance consisted primarily of death benefits realized on BOLI policies which were nominal in 2023 and 2024. The decline from 2023 to 2024 was primarily driven by SBA consulting fees, which declined from $2.6 million in 2022 to $0.3 million in 2024 as the Company ceased offering these services in early 2024.

Noninterest Expenses

Total noninterest expenses totaled $235.6 million, $254.4 million, and $195.2 million, for 2024, 2023, and 2022, respectively.

The primary contributors to the $18.8 million decrease for the year ended December 31, 2024 as compared to the same period in 2023 were the $13.7 million of "Merger and acquisition expenses" recorded in 2023 and the $1.9 million decrease in "Non-credit losses." For the year ended December 31, 2024, there was an overall effort by management to actively control headcount and expenses.

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The following table presents the primary components of noninterest expense.

Noninterest Expenses
Year Ended December 31,
($ in thousands)202420232022
Salaries incentives and commissions expense$113,853$114,377$96,321
Employee benefit expense26,16925,47421,397
Total personnel expense140,022139,851117,718
Occupancy and equipment expense19,98420,99018,604
Credit card rewards and other bankcard expenses6,5725,2881,653
Telephone and data lines3,3903,9603,631
Software licenses and other software costs7,6918,7176,064
Data processing expense8,9168,7337,535
Professional fees6,2075,4094,350
Advertising and marketing3,4164,0553,032
Non-credit losses2,8304,7662,730
FDIC insurance costs6,5596,9822,913
Corporate insurance costs2,3022,2751,975
Merger and acquisition expenses13,6955,072
Intangibles amortization expense6,6048,0033,684
Foreclosed property (gains) losses, net(245)(150)(372)
Other operating expenses21,35921,80516,631
Total noninterest expense$235,607$254,379$195,220

Noninterest expenses decreased 7.4% from 2023 to 2024. The decrease was driven by the merger and acquisition expenses of $13.7 million recorded in 2023 related to the acquisition of GrandSouth along with other elevated expenses from the acquisition.

Non-credit losses decreased $1.9 million as compared to the prior year driven by the implementation of additional measures to detect and prevent losses that led to a decrease in check fraud losses for 2024. Impacting noninterest expense in 2023 were increases for software costs related to the GrandSouth acquisition, including the transition of new customers. These costs did not continue in 2024. Occupancy and equipment expense in 2023 included elevated expenses related to building repairs and maintenance.

Offsetting the previously discussed decreases in noninterest expenses, was the increase in credit card rewards and other bankcard expenses, which were related to higher volumes of customer accounts and transactions.

Income Taxes

We recorded income tax expense of $21.9 million in 2024, $27.8 million in 2023, and $38.3 million in 2022. Our effective tax rates were at 22.3% for 2024, 21.1% for 2023, and 20.7% for 2022. The slight increase in effective tax rate for 2023 was attributable primarily to merger and acquisition expenses recorded resulting in non-deductible adjustments for tax purposes. The higher effective tax rate for 2024 was attributable primarily to incremental state tax-related expense related to prior years, changes in state tax income apportionment, and the negative impact of decreasing deferred tax assets related to the North Carolina corporate income tax reduction effective January 1, 2025 and for future years.

ANALYSIS OF FINANCIAL CONDITION AND CHANGES IN FINANCIAL CONDITION

Loans

The loan portfolio is the largest category of our earning assets and is comprised of commercial loans, real estate mortgage loans, real estate construction loans, and consumer loans. The majority of our loan portfolio is within our North Carolina and South Carolina market areas. We also have a portfolio of SBA loans that have been made on a nationwide basis. The diversity of the economic bases of our market areas has historically provided a stable lending environment.

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Total loans amounted to $8.1 billion at December 31, 2024, a decrease of $55.4 million, or 0.7%, from December 31, 2023. The following table provides a summary of the loan portfolio composition at each of the past five year ends.

Loan Portfolio Composition
As of December 31,
20242023202220212020
($ in thousands)Amount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total Loans
Commercial and industrial$919,69011%$905,86211%$641,9419%$648,99711%$782,54917%
Construction, development & other land loans647,1678%992,98012%934,17614%828,54913%570,67212%
Commercial real estate - owner occupied1,248,81216%1,259,02216%1,036,27016%991,77516%754,57016%
Commercial real estate - non owner occupied2,625,55433%2,528,06031%2,123,81132%1,813,84931%1,096,78123%
Multi-family real estate506,4076%421,3765%350,1805%389,1136%197,8524%
Residential 1-4 family real estate1,729,32221%1,639,46920%1,195,78518%1,021,96617%972,37821%
Home equity loans/lines of credit345,8834%335,0684%323,7265%331,9325%306,2566%
Consumer loans70,6531%68,4431%60,6591%57,2381%53,9551%
Loans, gross8,093,488100%8,150,280100%6,666,548100%6,083,419100%4,735,013100%
Unamortized net deferred loan (fees) costs1,188(178)(1,403)(1,704)(3,698)
Total loans$8,094,676$8,150,102$6,665,145$6,081,715$4,731,315

The majority of our loan portfolio over the years has been real estate mortgage loans, including commercial and residential mortgages. All loan categories secured by real estate, including construction and land loans, have historically ranged from approximately 82% to 90% of the loan portfolio. Except for construction, land development, and other land loans, the majority of our real estate loans are personal and commercial loans where cash flow from the borrower’s occupation or business is the primary repayment source, with the real estate pledged providing a secondary repayment source.

The largest component of our portfolio is non-owner occupied commercial real estate loans, followed by residential 1-4 family real estate and owner occupied commercial real estate loans. As demonstrated in the table above, while there have been some variations in the relative percentage of each loan category to the total portfolio over the years, the nature of our portfolio has not changed drastically from the prior year or the historical averages. The higher percentage for commercial and industrial loan category in 2020 was an anomaly related to PPP loans made under the provisions of the CARES Act, which were forgiven in accordance with the PPP loan provisions starting in late 2020 and through early 2022.

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A summary of scheduled loan maturities, based on contractual maturity dates, over certain time periods is presented below, with fixed rate loans and adjustable rate loans shown separately.

Loan Maturities
As of December 31, 2024
Due within one yearDue after one year but within five yearsDue after five years but within fifteen yearsDue after fifteen yearsTotal
($ in thousands)AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
Variable Rate Loans:
Commercial and industrial$177,3516.62%$70,7037.58%$45,0469.66%$3209.58%$293,4207.32%
Construction, development & other land loans182,0837.99%138,9027.29%32,6106.92%3,8279.89%357,4227.64%
Commercial real estate - owner occupied23,6927.38%60,8217.25%21,3166.90%59,2178.94%165,0467.83%
Commercial real estate - non owner occupied22,6837.30%185,6796.88%54,3856.30%14,3239.03%277,0706.91%
Multi-family real estate1,2337.87%8,3926.77%22,8146.77%%32,4396.81%
Residential 1-4 family real estate6,5617.65%42,3527.32%30,6916.99%333,0834.65%412,6875.15%
Home equity loans/lines of credit11,5787.83%39,4357.34%283,3417.62%%334,3547.60%
Consumer loans3,2168.78%7,75910.65%%8689.71%11,84310.07%
Total at variable rates428,3977.35%554,0437.18%490,2037.51%411,6385.48%1,884,2816.95%
Fixed Rate Loans:
Commercial and industrial137,76317.33%257,6575.24%129,7413.61%91,8162.94%616,9777.26%
Construction, development & other land loans83,7786.66%124,7105.33%81,0355.28%1326.00%289,6555.70%
Commercial real estate - owner occupied69,7544.28%592,3824.85%412,1794.34%848.50%1,074,3994.62%
Commercial real estate - non owner occupied184,2224.30%1,597,2284.41%566,5764.09%1726.50%2,348,1984.33%
Multi-family real estate31,7325.18%260,4064.00%181,8304.22%%473,9684.17%
Residential 1-4 family real estate32,7224.45%311,7144.99%135,2234.59%827,5653.93%1,307,2244.26%
Home equity loans/lines of credit2,0585.97%5,0616.62%2,1614.91%4545.50%9,7346.05%
Consumer loans9656.78%48,6358.58%6,5938.23%2,26816.78%58,4618.83%
Total at fixed rates542,9948.03%3,197,7934.65%1,515,3384.26%922,4913.86%6,178,6164.75%
Subtotal971,3917.73%3,751,8365.01%2,005,5415.05%1,334,1294.36%8,062,8975.27%
Nonaccrual loans31,77931,779
Total loans$1,003,170$3,751,836$2,005,541$1,334,129$8,094,676

Note: The above table is based on contractual scheduled maturities. Early repayment of loans or renewals at maturity are not considered in this table.

Approximately 12% of our accruing loans outstanding at December 31, 2024 mature within one year and 59% of total loans mature within five years. As of December 31, 2024, the percentages of variable rate loans and fixed rate loans as compared to total performing loans were 23% and 77%, respectively. During 2024, the Company continued to focus on shifting more loans to variable rates as the mix was 19% variable and 81% fixed at December 31, 2023. While fixed rate loans present market interest rate risk, we measure our interest rate risk closely. Refer to additional discussion in the section “Interest Rate Risk” below.

The Company’s loan portfolio is not concentrated in loans to any single borrower or to a relatively small number of borrowers. Additionally, management is not aware of any concentrations of loans to classes of borrowers or industries that would be similarly affected by economic conditions.

In addition to monitoring potential concentrations of loans to particular borrowers or groups of borrowers, industries, and geographic regions, the Company monitors exposure to credit risk that could arise from potential concentrations of lending products and practices such as loans that subject borrowers to substantial payment increases (e.g. principal deferral periods, loans with initial interest-only periods, etc.), and loans with high loan-to-value ratios. Additionally, there are industry practices that could subject the Company to increased credit risk should economic conditions change over the course of a loan’s life. For example, the Bank makes variable rate loans and fixed rate principal-amortizing loans with maturities prior to the loan being fully paid (i.e. balloon payment loans). These loans are underwritten and monitored to manage the associated risks. The Company has determined that there is no concentration of credit risk associated with its lending policies or practices.

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Most of our business activity is with customers located within the markets where we have banking operations. Therefore, our exposure to credit risk is significantly affected by changes in the economy within our markets. Approximately 88% of our loan portfolio is secured by real estate and is therefore susceptible to changes in real estate valuations.

The following tables provides a summary of the outstanding balances of the commercial real estate-owner occupied, commercial real estate-non owner occupied and multi-family real estate loan portfolio compositions at December 31, 2024 by geographic region.

Region
($ in thousands)Commercial real estate - owner occupiedCommercial real estate - non owner occupiedMulti-family real estateTotal
Charlotte, NC$79,605$429,889$55,139$564,633
Piedmont Triad, NC103,071266,48724,056393,614
Research Triangle, NC105,488358,05345,276508,817
Wilmington, NC121,805233,19676,481431,482
Asheville, NC62,520204,18918,698285,407
Other areas in NC476,594664,105186,4961,327,195
Greenville-Spartanburg, SC65,82479,3952,743147,962
Columbia, SC10,64537,5357,28255,462
Charleston, SC64,469109,00756,981230,457
Other areas in SC80,264140,39417,093237,751
Other states78,527103,30416,162197,993
Total$1,248,812$2,625,554$506,407$4,380,773

As noted above and described in the Item 1. Business section, we do not have concentrations geographically or by CRE category.

Nonperforming Assets

NPAs include nonaccrual loans, modifications to borrowers in financial distress, loans past due 90 or more days and still accruing interest, foreclosed real estate and, prior to the adoption of ASU 2022-02, accruing TDRs.

Nonaccrual loans are loans on which interest income is no longer being recognized or accrued because management has determined that the collection of interest is doubtful. Placing loans on nonaccrual status negatively impacts earnings because (1) interest accrued but unpaid as of the date a loan is placed on nonaccrual status is reversed and deducted from interest income; (2) future accruals of interest income are not recognized until it becomes probable that both principal and interest will be paid; and (3) principal charged-off, if appropriate, may necessitate additional provisions for loan losses that are charged against earnings. As a matter of policy, we generally place all loans that are past due 90 or more days on nonaccrual basis. There were no accruing loans that were past due 90 or more days at December 31, 2024 and December 31, 2023.

In some cases, where borrowers are experiencing financial difficulties, loans may be restructured to provide terms significantly different from the originally contracted terms.

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The following table summarizes our NPAs at the dates indicated.

Nonperforming Assets
As of December 31,
($ in thousands)20242023202220212020
Nonperforming assets
Nonaccrual loans$31,779$32,208$28,514$34,696$35,076
Modifications to borrowers in financial distress10,17311,719
TDRs - accruing9,12113,8669,497
Accruing loans 90 days past due1,004
Total nonperforming loans41,95243,92737,63549,56644,573
Foreclosed real estate4,9658626583,0712,424
Total nonperforming assets$46,917$44,789$38,293$52,637$46,997
Allowance for credit losses$122,572$109,853$90,967$78,789$52,388
Total Loans8,094,6768,150,1026,665,1456,081,7154,731,315
Asset Quality Ratios
Nonaccrual loans to total loans0.39%0.40%0.43%0.57%0.74%
Nonperforming loans to total loans0.52%0.54%0.56%0.82%0.94%
Nonperforming assets to total loans and foreclosed real estate0.58%0.55%0.57%0.87%0.99%
Nonperforming assets to total assets0.39%0.37%0.36%0.50%0.64%
Allowance for credit losses to total loans1.51%1.35%1.36%1.30%1.11%
Allowance for credit losses to nonaccrual loans385.70%341.07%319.03%227.08%149.36%
Allowance for credit losses to nonperforming loans292.17%250.08%241.71%158.96%117.53%

Our asset quality continues to be strong as demonstrated by stable or improving trends in all ratios as presented in the table above. Our total nonperforming loans to total loans was 0.52% at December 31, 2024, while our total NPA ratio was 0.39% at that date. Additional discussion of the credit quality classification status of our loans is contained in Note 4 to our consolidated financial statements.

"Commercial and industrial" is the largest category of nonaccrual loans, at $9.8 million, or 30.9% of total nonaccrual loans, followed by "Residential 1-4 family real estate" at $9.5 million, or 29.9% of total nonaccrual loans and "Commercial real estate - owner occupied" at $9.4 million, or 29.5% of total nonaccrual loans.

As of December 31, 2024, SBA loans accounted for approximately $15.5 million of our nonaccrual loans, or 11.4%, of the total SBA portfolio, and carried guarantees from the SBA totaling $7.4 million. This is compared to $18.2 million, or 12.7%, of the SBA portfolio at December 31, 2023. We continue to closely monitor the SBA loan portfolio and give it appropriate consideration when evaluating the adequacy of the ACL as those loans are generally considered inherently more risky than other loans in our portfolio. Refer to additional discussion of the ACL below.

As shown in Note 4 to the consolidated financial statements, our accruing past due loans (30 or more days) totaled $38.0 million at December 31, 2024, with the majority (52.8%) being in the residential 1-4 family real estate category.

We classify loans as “special mention” when there is a defined weakness or weaknesses that jeopardize the repayment by the borrower and there is a distinct possibility that we could sustain some loss if the deficiency is not corrected. Performing special mention loans, which are still accruing interest, totaled $37.1 million and $44.1 million as of December 31, 2024 and 2023, respectively. In addition, loans that are in the risk category of "classified" which are still accruing interest totaled $34.0 million at December 31, 2024 and $22.0 million at December 31, 2023. These loans have a risk of further deterioration and potential loss to the Bank.

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Total foreclosed real estate amounted to $5.0 million at December 31, 2024, compared to $0.9 million in 2023. Nine properties were added to foreclosed real estate during 2024 and we completed the sale of five properties during the year. Two of the 2024 additions were within the population that sold in 2024.

Allowance for Credit Losses, Allowance for Unfunded Commitments, and Loan Loss Experience

The total ACL amounted to $122.6 million at December 31, 2024 compared to $109.9 million at December 31, 2023. Fluctuations in the ACL are based on loan mix and growth, changes in the levels of nonperforming loans, economic forecasts impacting loss drivers, other assumptions and inputs to the CECL model, and as occurred in 2023, adjustments for acquired loan portfolios. As discussed previously in the "Provision for Credit Losses and Provision for Unfunded Commitments" section, much of the change to the level of ACL during the year ended December 31, 2024 resulted from the provision of $13.0 million related to potential impact from Hurricane Helene. The ACL as a percent of loans at December 31, 2024 was 1.51%, 16 basis points of which was attributable to the potential impact from Hurricane Helene.

Within the portions of Western North and South Carolina that were significantly impacted by Hurricane Helene, the Company identified borrowers with approximately $744 million of loans outstanding. The following is a summary of the categories of those loans outstanding as of December 31, 2024:

($ in thousands)Balance
Commercial and industrial$10,543
Construction, development & other land loans24,891
Commercial real estate - owner occupied96,412
Commercial real estate - non owner occupied287,076
Multi-family real estate25,424
Residential 1-4 family real estate262,166
Home equity loans/lines of credit37,472
Consumer loans
Total$743,984

The Company continues to update analyses to identify impacts from the storm and has applied increased reserve rates based upon severe economic factors to the loans in the path of Helene. Additionally, the Company continues to evaluate the largest commercial loans in that population and applied incremental reserves to those loans that were suspected of having higher potential property damage or economic impact from the storm.

The ACL reflects our estimate of life of loan expected credit losses that will result from the inability of our borrowers to make required loan payments. We use systematic methodologies to determine the ACL for loans and the allowance for certain off-balance-sheet credit exposures. The ACL is a valuation account that is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loan portfolio.

We consider the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the loan portfolio. Our estimate of the ACL involves a high degree of judgment. Therefore, the process for determining expected credit losses may result in a range of expected credit losses. The ACL is calculated using collectively evaluated pools for loans with similar risk characteristics applying the DCF method. When a loan no longer shares similar risk characteristics with its segment, the loan is evaluated on an individual basis applying a DCF or asset approach for collateral-dependent loans. Refer also to the discussion of the critical estimates utilized in the ACL in the prior section, Critical Accounting Estimates, and refer to Note 1 of the consolidated financial statements for a discussion of our CECL methodology used to determine the ACL.

Our assessment of the ACL involves uncertainty and judgment and is subject to change in future periods. The amount of any changes could be significant if the assessment of loan quality or collateral values changes substantially with respect to one or more loan relationships or portfolios or if there is a significant change in the reasonable and supportable forecast used to model our expected credit losses. The allocation of the ACL as presented in the following table is based on reasonable and supportable forecasts, historical data, subjective judgment, and estimates and therefore, may not be predictive of the specific amounts or loan categories in which charge-offs may ultimately occur. In addition, bank regulatory authorities, as part of their periodic examination of the

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Bank, may require adjustments to the provision for loan losses in future periods if, in their opinion, the results of their review warrant such additions.

The following table sets forth the allocation of the ACL by loan category at the dates indicated. However, the ACL is available to absorb losses in any and all categories.

Allocation of the Allowance for Credit Losses
As of December 31,
($ in thousands)2024% of Loan Category2023% of Loan Category2022% of Loan Category2021% of Loan Category2020% of Loan Category
Commercial and industrial$19,4742.12%$21,2272.34%$17,7182.76%$16,2492.50%$11,3161.45%
Construction, development & other land loans9,3141.44%13,9401.40%15,1281.62%16,5191.99%5,3550.94%
Commercial real estate - owner occupied19,3801.55%18,2181.45%14,9721.44%12,3171.24%10,6081.41%
Commercial real estate - non owner occupied27,7681.06%24,9160.99%22,7801.07%16,7890.93%11,4651.05%
Multi-family real estate5,4761.08%3,8250.91%2,9570.84%1,2360.32%1,5300.77%
Residential 1-4 family real estate33,5521.94%21,3961.31%11,3540.95%8,6860.85%8,0480.83%
Home equity loans/lines of credit4,1111.19%3,3391.00%3,1580.98%4,3371.31%2,3750.78%
Consumer loans3,4974.95%2,9924.37%2,9004.78%2,6564.64%1,4782.74%
Total allocated122,572109,85390,96778,78952,175
Unallocatedn/an/an/an/a213n/a
Total$122,5721.51%$109,8531.35%$90,9671.36%$78,7891.30%$52,3881.11%
Note: "% of Loan Category" represents the ACL as a percent of the respective total loan categories presented previously in the Loan Portfolio Composition table.
n/a - not applicable

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For the years indicated, the following table summarized our net loss experience by loan category and key ratios demonstrating the asset quality trends over the most recent five years.

Loan Ratios, Loss and Recovery Experience
As of December 31,
($ in thousands)20242023202220212020
Loans outstanding at end of year$8,094,676$8,150,102$6,665,145$6,081,715$4,731,315
Average amount of loans outstanding8,046,6817,902,6286,293,2805,018,3914,702,743
Allowance for credit losses, at end of year122,572109,85390,96778,78952,388
Net loan (charge-offs) recoveries
Commercial and industrial$(4,915)$(6,965)$(1,763)$(1,978)$(4,863)
Construction, development & other land loans1502504807031,501
Commercial real estate - owner occupied(187)321477(212)(335)
Commercial real estate - non owner occupied(355)502432(1,562)(24)
Multi-family real estate13111212
Residential 1-4 family real estate29237317488276
Home equity loans/lines of credit270(211)557178(37)
Consumer loans(1,287)(757)(633)(309)(579)
Total net charge-offs$(6,032)$(6,474)$(422)$(2,680)$(4,049)
Average loans
Commercial and industrial$877,989$865,043$619,480$700,557$707,976
Construction, development & other land loans810,5641,053,422857,880619,928615,717
Commercial real estate - owner occupied1,239,4111,224,2841,012,275812,764776,166
Commercial real estate - non owner occupied2,552,1462,464,3891,968,9441,322,6851,012,182
Multi-family real estate466,588402,814357,491256,396193,415
Residential 1-4 family real estate1,696,4491,482,9411,091,788951,5731,028,334
Home equity loans/lines of credit331,995341,778326,592300,291316,593
Consumer loans71,53967,95758,83054,19752,360
Total average loans$8,046,681$7,902,628$6,293,280$5,018,391$4,702,743
Ratios
Allowance for credit losses as a percent of loans at end of year1.51%1.35%1.36%1.30%1.11%
Allowance for credit losses as a multiple of net charge-offs20.3216.97215.5629.4012.94
Provision for loan losses as a percent of net charge-offs310.86%305.07%2,985.78%358.62%865.37%
Recoveries of loans previously charged-off as a percent of loans charged-off37.08%36.37%90.55%64.75%52.38%
Total net charge-offs as a percent of average loans(0.07%)(0.08%)(0.01%)(0.05%)(0.09%)
Net (charge-offs) recoveries by loan category as a percent of average loans:
Commercial and industrial(0.56%)(0.81%)(0.28%)(0.28%)(0.69%)
Construction, development & other land loans0.02%0.02%0.06%0.11%0.24%
Commercial real estate - owner occupied(0.02%)0.03%0.05%(0.03%)(0.04%)
Commercial real estate - non owner occupied(0.01%)0.02%0.02%(0.12%)%
Multi-family real estate%%%%0.01%
Residential 1-4 family real estate0.02%0.03%%0.05%0.03%
Home equity loans/lines of credit0.08%(0.06%)0.17%0.06%(0.01%)
Consumer loans(1.80%)(1.11%)(1.08%)(0.57%)(1.11%)

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Securities

Our securities portfolio and the breakout of AFS and HTM securities is presented in the following table.

Securities Portfolio Composition
As of December 31,
($ in thousands)202420232022
Securities available for sale:
US Treasury securities$120,581$172,570$168,758
Government-sponsored enterprise securities9,61460,26657,456
Mortgage-backed securities1,897,1751,937,7842,045,000
Corporate bonds15,69218,75943,279
Total securities available for sale2,043,0622,189,3792,314,493
Securities held to maturity:
Mortgage-backed securities9,19812,08515,150
State and local governments510,800521,593526,550
Total securities held to maturity519,998533,678541,700
Total securities$2,563,060$2,723,057$2,856,193
Average total securities during year, at amortized cost$2,900,014$3,216,327$3,356,486

The decrease in securities for the year ended December 31, 2024 was primarily due to regular principal repayments received on mortgage-backed securities as well as maturities of other securities. Generally, we invested cash flows from amortizing investments in interest bearing cash deposits. During 2024, we sold $426.7 million of securities, with a weighted average yield of 1.93%, at a loss of $41.5 million and we purchased $495.0 million of securities, with a weighted average yield of 5.21%. Partially offsetting this loss was a $4.5 million gain on the sale of the Class B shares of Visa, Inc. stock. Also impacting the change in balances of AFS securities was the improvement in unrealized loss on AFS securities which was $368.1 million at December 31, 2024 as compared to $400.7 million at December 31, 2023.

The composition of the investment securities portfolio reflects our investment strategy of maintaining an appropriate level of liquidity while providing a relatively stable source of income. The investment portfolio also provides a balance to interest rate risk and credit risk in other categories of the balance sheet while providing a vehicle for the investment of available funds, furnishing liquidity, and supplying securities to pledge as required collateral for certain deposits. Essentially all of our mortgage-backed securities, which include both AFS and HTM securities, are issued by GSEs or GNMA, and are traded in liquid secondary markets. These securities are recorded on the balance sheet at fair value for the AFS portfolio and at cost for the HTM portfolio.

The table below presents the composition, tax equivalent yields, and remaining maturities of our securities as of December 31, 2024. For more information about these securities, including gross unrealized gains and losses by type of security and securities pledged, see Note 3 to the consolidated financial statements.

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Securities Portfolio Maturity Schedule
($ in thousands)US Treasury securitiesGovernment & govt.-sponsored enterprise securitiesMortgage-backed securities (1)Corporate debt securitiesTotalWeighted Average Yield (2)
Securities available for sale
Remaining maturity:
One year or less$$$451$$4512.56%
After one through five years81,944500,416582,3604.16%
After five through ten years38,6379,6141,220,97215,6921,284,9151.97%
After ten years175,336175,3362.48%
Fair Value$120,581$9,614$1,897,175$15,692$2,043,062
Amortized cost$121,051$11,961$2,261,924$16,181$2,411,1172.41%
Weighted-average yield (2)4.28%1.32%2.30%4.22%2.41%
Weighted average maturity years4.846.646.784.996.64
Mortgage-backed securities (1)State and local governmentsTotalWeighted Average Yield (2)
Securities held to maturity
Remaining maturity:
One year or less$$$%
After one through five years9,1985,63814,8362.67%
After five through ten years186,842186,8421.98%
After ten years318,320318,3202.12%
Amortized cost$9,198$510,800$519,998
Fair value$8,739$419,832$428,5712.09%
Weighted-average yield (2)2.47%2.08%2.09%
Weighted average maturity years2.379.719.60

(1)Mortgage-backed securities are shown maturing in the periods consistent with their estimated lives based on expected prepayment speeds.

(2)Yields have been computed using coupon interest, adding discount accretion or subtracting premium amortization, as appropriate, on a ratable basis over the life of each security. Weighted average yield for each maturity range has been computed on a fully taxable-equivalent basis using the amortized cost of each security in that range. Yields on tax-exempt investments have been adjusted to a taxable equivalent basis using a 23.35% tax rate.

Nearly all of our $1.9 billion in AFS mortgage-backed securities at December 31, 2024 were issued by the FHLMC, FNMA, GNMA, or the SBA, each of which is a government agency or a GSE and guarantees the repayment of the securities. Included in this total are private-label commerical mortgage-backed securities of $0.7 million. Mortgage-backed securities vary in their repayment in correlation with the underlying pools of mortgage loans.

At December 31, 2024, we held $520.0 million in securities classified as HTM, which are carried at amortized cost. These securities had fair values that were lower than their carrying values by $91.4 million at December 31, 2024. Approximately $9.2 million of the HTM securities were mortgage-backed securities that have been issued by either the FHLMC or FNMA. The remaining $510.8 million in HTM securities were comprised almost entirely of highly-rated municipal bonds issued by state and local governments throughout the nation. We have no significant concentration of bond holdings from one state or local government entity, with the single largest exposure to any one entity being $8.9 million. We have evaluated any unrealized losses on individual securities at each year end and determined them to be of a temporary nature and caused by fluctuations in market interest rates, not by concerns about the ability of the issuers to meet their obligations.

Deposits

Deposits represent the primary funding source for our loans and investments. Total deposits amounted to $10.5 billion at December 31, 2024, an increase of $498.9 million, or 5.0%, from December 31, 2023. Deposit growth for the year was entirely organic as there were no acquisitions during 2024. Accounting for most of the growth during 2024, retail deposits grew $501.9 million, or 5.0%, from the prior year end. Brokered deposits ended 2024 at $9.6 million. We continue to have a diversified and granular deposit base which has remained a stable source of funding. At December 31, 2024, noninterest-bearing deposits accounted for 32% of total deposits. This contributes to our low cost of funds.

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The table below presents our historical deposit mix which continues to be predominately transaction and non-time deposit accounts. As demonstrated in the below table, total time deposits have declined to 8% of total deposits at December 31, 2024 from 13% at December 31, 2020. Such a shift in mix is beneficial for us, as non-time deposit accounts generally carry lower interest rates compared to time deposits and we are able to reprice these deposit categories as market rates move over time. Approximately 97% of our time deposits mature within one year.

Deposit Composition
As of December 31,
20242023202220212020
($ in thousands)Amount% of TotalAmount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Noninterest-bearing checking accounts$3,367,62432%$3,379,87634%$3,566,00339%$3,348,62237%$2,210,01235%
Interest-bearing checking accounts1,398,39513%1,411,14214%1,514,16616%1,593,23117%1,172,02219%
Money market accounts4,285,40541%3,653,50636%2,416,14626%2,562,28328%1,581,36425%
Savings accounts542,1335%608,3806%728,6418%708,0548%519,2668%
Other time deposits566,5145%610,8876%464,3435%547,6696%415,2697%
Time deposits $250,000360,8544%355,2094%276,3193%357,3554%355,4416%
Total customer deposits10,520,925100%10,019,000100%8,965,61897%9,117,214100%6,253,374100%
Brokered Deposits9,600%12,599%261,9113%7,415%20,222%
Total deposits$10,530,525100%$10,031,599100%$9,227,529100%$9,124,629100%$6,273,596100%

While our customer deposits have remained fairly stable, there continues to be competition for deposits by both in-market and out-of-market competitors. We routinely engage in activities designed to grow and retain deposits, including emphasizing relationship banking to new and existing customers where borrowers are encouraged to maintain deposit accounts with us; pricing deposits at rate levels that will attract and/or retain deposits; and continually working to identify and introduce new products that will attract customers or enhance our appeal as a primary provider of financial services.

The table below presents maturities of time deposits which are individually greater than the FDIC insurance limit of $250,000 as of December 31, 2024.

As of December 31, 2024
($ in thousands)3 Months or LessOver 3 to 6 MonthsOver 6 to 12 MonthsOver 12 MonthsTotal
Time deposits greater than the FDIC insurance limit of $250,000$183,946$98,753$68,152$10,003$360,854

As shown above, time deposits in excess of $250,000 totaled $360.9 million at December 31, 2024. On an individual account basis, there was a total of $185.0 million which was in excess of $250,000. This assessment of time deposit accounts does not evaluate total deposit relationships, account ownership types or other factors for determining the actual uninsured balances by customer.

As of December 31, 2024 and December 31, 2023, the estimated uninsured deposits we held totaled approximately $4.1 billion and $3.7 billion, respectively. As of December 31, 2024 and December 31, 2023, respectively, our insured were $6.4 billion, or 61.0% of total deposits, and $6.3 billion or 63.3% of total deposits. When coupled with deposits collateralized by investment securities with balances totaling $690.5 million and $820.9 million as of December 31, 2024 and December 31, 2023, respectively, approximately 67.6% and 71.5% of our total deposits were insured or collateralized as December 31, 2024 and December 31, 2023, respectively.

We do not take deposits through foreign offices. Deposits at December 31, 2024 from foreign depositors were nominal.

Borrowings

Although not the case as of December 31, 2024, we have historically utilized short-term borrowings to provide balance sheet liquidity and to fund imbalances in our loan growth compared to our deposit growth. In addition, we have long-term debt in the form of trust preferred securities and subordinated debentures and have the availability to borrow from the FHLB or FRB.

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Total borrowings at December 31, 2024 decreased $538.3 million from the prior year end. Redemptions of FHLB advances comprised $280.0 million of the decrease and redemptions of FRB borrowings under the Bank Term Funding Program comprised $249.0 million of the decrease. During the year, the Company redeemed $10.0 million of subordinated debentures.

Our borrowings outstanding as of the dates presented were as follows:

($ in thousands)December 31, 2024December 31, 2023
FHLB advances$802$280,851
FRB borrowings249,000
Trust preferred capital issuances77,32477,324
Subordinated debentures18,00028,000
96,126635,175
Unamortized discounts on acquired borrowings(4,250)(5,017)
$91,876$630,158

As noted in the table above, at December 31, 2024, we had $77.3 million of borrowings structured as trust preferred capital securities which qualify as Tier I capital for regulatory capital adequacy requirements. The Company issued $46.4 million of these securities with the balance assumed from acquisitions. The $18.0 million of unsecured subordinated debentures are borrowings issued by GrandSouth which we acquired and which qualify as Tier II capital for regulatory capital adequacy requirements.

At December 31, 2024, the Company had several sources of readily available borrowing capacity:

•An existing borrowing capacity with the FHLB of approximately $1.4 billion which can be structured as either short-term or long-term borrowings, depending on the particular funding or liquidity need, and is secured by a blanket lien on most of our real estate loan portfolio, select investment securities, and our FHLB stock (of which $0.8 million and $280.9 million were outstanding at December 31, 2024 and December 31, 2023, respectively).

•Federal funds lines with several correspondent banks totaling $265.0 million which provide for overnight unsecured federal funds purchased (of which none were outstanding at December 31, 2024 and December 31, 2023); and,

•A line of credit with the Federal Reserve through its discount window borrowing program of approximately $767.4 million which is secured by a blanket lien on a portion of our commercial and consumer loan portfolio (excluding real estate loans) and specific investment securities. All of this line was available at both December 31, 2024 and December 31, 2023.

Refer to Note 9 to the consolidated financial statements for additional discussion of our borrowings.

Liquidity, Commitments, and Contingencies

Our liquidity is determined by our ability to convert assets to cash or to acquire alternative sources of funds to meet the needs of our customers who are withdrawing or borrowing funds, and our ability to maintain required reserve levels, pay expenses, and operate the Company on an ongoing basis. Our primary liquidity sources are net income from operations, cash and due from banks, federal funds sold, and other short-term investments. Our securities portfolio has a high percentage of amortizing mortgage-backed securities generating monthly cash flows. In addition, the portfolio is comprised almost entirely of readily marketable securities, which could also be sold to provide cash. We also maintain available lines of credit from the FHLB and the Federal Reserve, as well as federal funds lines from several correspondent banks which are summarized below.

At December 31, 2024, the Company had several sources of readily available borrowing capacity as described above in the Borrowings section.

Liquidity is evaluated as both on-balance sheet (primarily cash and cash-equivalents, unpledged securities, and other marketable assets) and off-balance sheet (readily available lines of credit or other funding sources). Our overall on-balance sheet liquidity ratio was 17.6% at December 31, 2024. Our total liquidity ratio, including the $2.4 billion in available lines of credit, was 34.9% as of that date. The increase in available lines of credit during 2024

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was a result of the redemption of FHLB advances along with additional loan and security collateral being transferred to the FHLB and the Federal Reserve to enhance the levels of off-balance sheet liquidity.

We continue to manage liquidity sources and believe our liquidity sources, including unused lines of credit, are at an acceptable level and remain adequate to meet our operating needs in the foreseeable future. We will continue to monitor our liquidity position carefully and will explore and implement strategies to increase liquidity if deemed appropriate.

In the normal course of business we have various outstanding contractual obligations that will require future cash outflows. In addition, there are commitments and contingent liabilities, such as commitments to extend credit, that may or may not require future cash outflows. Certain of the outstanding commitments and contingent liabilities, such as commitments to extend credit, are not reflected in the financial statements.

Presented below is a summary of our contractual obligations and other commercial commitments outstanding as of December 31, 2024.

Contractual Obligations and Other Commercial Commitments
Payments Due Per Period ($ in thousands)
Contractual Obligation as of December 31, 2024Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal
Borrowings$$802$18,000$77,324$96,126
Operating leases1,8002,7532,23215,03321,818
Time deposits, including brokered deposits887,63341,6367,63267936,968
Non-qualified postretirement plan liabilities5661,1511,1434,1757,035
Committed investment obligations16,06216,06232,124
Estimated interest expense on borrowings and time deposits (1)31,50012,43012,04427,98983,963
Total contractual cash obligations$937,561$74,834$41,051$124,588$1,178,034
(1) Represents forecasted interest expense on borrowings and time deposits based on interest rates and balances at December 31, 2024. Forecasts are based on the contractual maturity of each liability.
Amount of Commitment Expiration Per Period ($ in thousands)
Other Commercial Commitments as of December 31, 2024Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal Amounts Committed
Credit cards$$$$312,222$312,222
Lines of credit and loan commitments440,428606,514169,154817,8442,033,940
Standby letters of credit24,365734024,478
Total commercial commitments$464,793$606,587$169,194$1,130,066$2,370,640

As presented in the table above, at December 31, 2024, we had $24.5 million in standby letters of credit outstanding. We had no carrying amount for these standby letters of credit. The nature of standby letters of credit is that of a stand-alone obligation made on behalf of our customers to suppliers of the customers to guarantee payments owed to the suppliers by the customers. The standby letters of credit are generally for terms of one year, at which time they may be renewed for another year if both parties agree. The payment of the guarantees would generally be triggered by a continued nonpayment of an obligation owed by the customer to the supplier. In the event that we are required to honor a standby letter of credit, a note, already executed by the customer, becomes effective providing repayment terms and any collateral.

It has been our experience that deposit withdrawals are generally able to be replaced with new deposits when needed or through short-term advances from the FHLB. We believe that the Bank can meet its contractual cash obligations and existing commitments from normal operations.

Capital Resources and Shareholders’ Equity

Shareholders’ equity at December 31, 2024 amounted to $1.4 billion, a $73.2 million, or 5.3%, increase from December 31, 2023. The two basic components that typically have the largest impact on our shareholders’ equity are net income, which increases shareholders’ equity, and dividends declared, which decreases shareholders’ equity. Additionally, any stock issuances can significantly increase shareholders’ equity, including those associated

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with acquisitions such as in 2023, and any stock repurchases reduce shareholders’ equity. Finally, fluctuations in the amount of AOCI, generally driven by market interest rate changes resulting in increases or decreases in unrealized gains/losses on AFS securities, can have a significant impact on total equity. In 2024, the most significant factors that impacted our shareholders' equity were (1) $76.2 million net income reported for 2024, which increased equity, (2) common stock dividends declared of $36.3 million, which reduced equity; and (3) $26.0 million increase in equity related to changes in AOCI driven by lower unrealized losses on AFS securities.

As discussed in “Borrowings” above, we also currently have $77.3 million in trust preferred securities outstanding, all of which qualify as Tier I capital under regulatory standards and $18.0 million of unsecured subordinated debentures which qualify as Tier II capital for regulatory capital adequacy requirements. We are not aware of any recommendations of regulatory authorities or otherwise which, if they were to be implemented, would have a material effect on our liquidity, capital resources, or operations.

The Company and the Bank must comply with regulatory capital requirements established by the Federal Reserve and the Commissioner. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on our financial statements. The primary source of funds for the payment of dividends by the Company is dividends received from its subsidiary, the Bank. The Bank, as a North Carolina banking corporation, may declare dividends so long as such dividends do not reduce its capital below its applicable required capital (typically, the level of capital required to be deemed “adequately capitalized”). As of December 31, 2024, approximately $1.1 billion of the Company’s investment in the Bank is restricted as to transfer to the Company without obtaining prior regulatory approval.

Our regulatory capital ratios as of December 31, 2024, 2023 and 2022 are presented in the table below. All of our capital ratios significantly exceeded the minimum regulatory thresholds for all periods presented.

Risk-Based and Leverage Capital Ratios
As of December 31,
($ in thousands)202420232022
Risk-Based and Leverage Capital
Common Equity Tier I capital:
Shareholders’ equity$1,445,611$1,372,380$1,031,596
Intangible assets, net of deferred tax liability(487,660)(493,383)(363,202)
Accumulated other comprehensive income adjustments282,029308,030341,975
Total Common Equity Tier I capital1,239,9801,187,0271,010,369
Add: Trust preferred securities eligible for Tier I capital treatment71,14870,80763,589
Total Tier I leverage capital1,311,1281,257,8341,073,958
Tier II capital:
Add: Allowable allowance for credit losses and unfunded commitments108,320112,49197,126
Add: Subordinated debentures eligible for Tier II capital treatment17,60227,177
Tier II capital additions125,922139,66897,126
Total capital$1,437,050$1,397,502$1,171,084
Total risk weighted assets$8,642,315$8,991,087$7,762,894
Adjusted fourth quarter average tangible assets$11,756,111$11,532,812$10,215,571
Risk-based and Leverage capital ratios:
Common equity Tier I capital to Tier I risk adjusted assets14.35%13.20%13.02%
Tier I capital to Tier I risk adjusted assets15.17%13.99%13.83%
Total risk-based capital to Tier II risk-adjusted assets16.63%15.54%15.09%
Tier I leverage capital to adjusted fourth quarter average assets11.15%10.91%10.51%

Our goal is to maintain our capital ratios at levels at least 200 basis points higher than the regulatory “well capitalized” thresholds set for banks. At December 31, 2024, our leverage ratio was 11.15% compared to the regulatory well capitalized bank-level threshold of 4.00% and our total risk-based capital ratio was 16.63% compared to the 10.50% regulatory well capitalized threshold. The increase in capital levels in 2024 was related to the growth in net income, reduction in risk weighted assets, and improvements in our AOCI unrealized losses on AFS securities, partially offset by the redemption of $10 million of subordinated debentures.

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In addition to regulatory capital ratios, we also closely monitor our ratio of TCE to tangible assets, which is a non-GAAP financial measure. The TCE ratio was 8.22% at December 31, 2024 compared to 7.56% at December 31, 2023, with the increase of 66 basis points related primarily to the improvement in our AOCI unrealized loss on AFS securities included in equity.

The following table reconciles common equity to tangible common equity and provides the calculation of the TCE ratio:

($ in thousands)December 31, 2024December 31, 2023
Reconciliation of Common Equity to TCE
Total shareholders' common equity$1,445,611$1,372,380
Less: Goodwill and other intangibles(487,660)(493,211)
Tangible common equity$957,951$879,169
Reconciliation of Total Assets to Tangible Assets
Total assets$12,147,694$12,114,942
Less: Goodwill and other intangibles(487,660)(493,211)
Tangible assets$11,660,034$11,621,731
TCE divided by Tangible Assets8.22%7.56%

See “Supervision and Regulation” under “Business” in Item 1. and Note 19 to the consolidated financial statements for discussion of other matters that may affect our capital resources.

Off-Balance Sheet Arrangements and Derivative Financial Instruments

Off-balance sheet arrangements include transactions, agreements, or other contractual arrangements pursuant to which we have obligations or provide guarantees on behalf of an unconsolidated entity. We have no off-balance sheet arrangements of this kind other than letters of credit and repayment guarantees associated with our trust preferred securities and subordinated debentures.

In the normal course of business, we are exposed to certain risks arising from both our business operations and economic conditions. As an element of our risk management strategies, we may enter into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Derivative financial instruments include futures, forwards, interest rate swaps, options contracts, and other financial instruments with similar characteristics.

We do not engage in significant derivatives activities, however, in 2023 to accommodate customers, we implemented a program whereby we enter into interest rate swaps with certain commercial loan customers, with offsetting positions to dealers under a back-to-back swap program. At December 31, 2024, the Company's derivative financial instruments consist entirely of customer back-to-back interest rate swaps which are not designated as hedges. Under this program, the Company executes interest rate swaps with commercial banking customers to facilitate their risk management strategies. Those interest rate swaps are simultaneously economically hedged by offsetting derivatives that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. As the interest rate derivatives associated with this program are not designated as hedging instruments, changes in the fair value of both the customer derivatives and the offsetting derivatives are recognized directly in earnings. Refer to Note 13 of the consolidated financial statements for additional discussion of our derivative positions.

Current Accounting Matters

We prepare our consolidated financial statements and related disclosures in conformity with standards established by, among others, the FASB. Because the information needed by users of financial reports is dynamic, the FASB frequently issues new rules and proposes new rules for companies to apply in reporting their activities. See Note 1 to our consolidated financial statements for a discussion of recent rule proposals and changes.

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Selected Financial Information

Year Ended December 31,
($ in thousands, except per share data)20242023202220212020
Income Statement Data
Interest income$519,240$488,944$341,118$255,918$237,684
Interest expense186,967142,10116,1039,52319,562
Net interest income332,273346,843325,015246,395218,122
Provision for credit losses16,44817,81312,40015,03135,039
Net interest income after provision315,825329,030312,615231,364183,083
Noninterest income17,89957,30567,82473,61181,346
Noninterest expense235,607254,379195,220184,656161,298
Income before income taxes98,117131,956185,219120,319103,131
Income tax expense21,90227,82538,28324,67521,654
Net income76,215104,131146,93695,64481,477
Per Common Share Data
Earnings per common share – basic$1.85$2.54$4.12$3.19$2.81
Earnings per common share – diluted1.842.534.123.192.81
Cash dividends declared0.880.880.880.800.72
Market Price
High49.2043.2449.0050.9240.00
Low29.7926.4832.9032.4717.32
Close43.9737.0142.8445.7233.83
Stated book value – common34.9633.3828.8934.5431.26
Common shares outstanding at year end41,347,41841,109,98735,704,15435,629,17728,579,335
Selected Balance Sheet Data (at year end)
Total assets$12,147,694$12,114,942$10,625,049$10,508,901$7,289,751
Loans8,094,6768,150,1026,665,1456,081,7154,731,315
Allowance for credit losses(122,572)(109,853)90,96778,78952,388
Intangible assets501,654508,257372,933376,618248,850
Deposits10,530,52510,031,5999,227,5299,124,6296,273,596
Borrowings91,876630,158287,50767,38661,829
Total shareholders’ equity1,445,6111,372,3801,031,5961,230,575893,421
Selected Average Balances
Total assets12,134,49512,033,03310,556,7728,495,6456,765,998
Loans8,046,6817,902,6286,293,3195,018,3914,702,743
Earning assets11,508,58111,433,4929,989,2427,871,3196,160,100
Deposits10,408,08210,176,9669,283,5277,401,9105,644,290
Interest-bearing liabilities7,274,0147,037,1055,758,0014,736,3433,897,912
Total shareholders’ equity1,416,4611,293,0851,097,385969,775874,532
Ratios
Return on average assets0.63%0.87%1.39%1.13%1.20%
Return on average common equity5.38%8.05%13.40%9.86%9.32%
Total risk-based capital ratio16.63%15.54%15.09%14.67%15.37%
Net interest margin (taxable-equivalent basis)2.91%3.06%3.28%3.16%3.56%
Loans to deposits at year end76.87%81.24%72.23%66.65%75.42%
Allowance for loan losses to total loans1.51%1.35%1.36%1.30%1.11%
Nonperforming assets to total assets at year end0.39%0.37%0.36%0.50%0.64%
Net (charge-offs) recoveries to average total loans(0.07%)(0.08%)(0.01%)(0.05%)(0.09%)
Note - During both 2023 and 2021, the Company completed significant acquisitions impacting the comparisons for each of those years. See additional discussion under "Recent Developments and Acquisitions" in Item 1.

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FY 2023 10-K MD&A

SEC filing source: 0000811589-24-000010.

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 Results of Operations and Financial Condition

This MD&A is intended to assist readers in understanding our results of operations and changes in financial position for the past three years. It should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Report. This discussion may contain forward-looking statements that involve risks and uncertainties. Our actual results could differ significantly from those anticipated in forward-looking statements as a result of various factors.

Overview and 2023 Highlights

The Company is a bank holding company headquartered in Southern Pines, North Carolina. We provide diversified financial services primarily though the Bank, our principal subsidiary, including commercial and consumer banking services, mortgage lending, SBA lending, accounts receivable financing, and investment advisory services. As of December 31, 2023, the Bank had a 118 branch network in North Carolina and South Carolina and 1,421 full-time equivalent employees. We have grown organically as well as through strategic acquisitions as discussed previously in "Recent Developments and Acquisitions".

2023 Financial Highlights:

•Return on average assets was 0.87% for the year ended December 31, 2023, as compared to 1.39% for the prior year. Return on average common equity of 8.05% was reported for the year ended December 31, 2023 as compared to 13.40% for the prior year.

•Our total assets at December 31, 2023 were $12.1 billion, a 14.0% increase from a year earlier, with growth driven by the GrandSouth acquisition, combined with organic loan growth during the year.

•Total loans outstanding increased $1.5 billion, or 22.3%, during the year, which included $1.02 billion of loans acquired from GrandSouth. Loans totaled $8.2 billion at December 31, 2023.

•Credit quality continues to be strong with the NPA to total assets ratio at 0.37% as of December 31, 2023, as compared to 0.36% at December 31, 2022. Net charge offs as a percentage of average loans were 0.08% for 2023, as compared to 0.01% for the prior year.

•Capital remains strong with a total CET1 ratio of 13.20%, up from 13.02% for the prior year, and total risk-based capital ratio of 15.54% as of December 31, 2023, as compared to 15.09% for the prior year.

•We earned net income of $104.1 million, or $2.53 diluted EPS, during 2023 compared to net income of $146.9 million, or $4.12 diluted EPS, in 2022. The main drivers to the decrease in net income were as follows:

•Net interest income increased $21.8 million, or 6.7%, driven by higher interest income offset by increased interest expense. The NIM on a tax-equivalent basis was 3.06% for 2023, a decrease of 22 basis points from the prior year. Despite the growth in average earning assets, the market-driven increase in rates on liabilities occurred at a more rapid pace that the increase in yields on assets which resulted in the reduction in NIM for 2023.

•Total interest income increased $147.8 million in 2023 as compared to 2022, driven by higher interest income on loans of $140.6 million related to a combination of higher volumes of average balances and increased yields.

•The increase in interest expense of $126.0 million was driven by higher market rates which resulted in repricing of our deposits. Also contributing to higher interest expense was the utilization of short-term borrowings to fund loan demand and deposit fluctuations and rate increases on our variable rate trust preferred debt.

•Provision for credit losses for 2023 of $17.8 million was up from $12.4 million in 2022 due primarily to the initial provision established for acquired non-PCD loans of $12.2 million, combined with organic loan growth experienced during the year. Offsetting these increases were updated loss rates and improved economic forecasts used in our CECL model as discussed further in the "Provision for Loan Losses" section below.

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•Noninterest income declined $10.5 million, which resulted primarily from lower other gains as 2022 contained several death benefit gains on our BOLI policies, lower SBA-related revenues, including consulting fees and gains on sale, which was down $3.4 million year-over-year, and lower bankcard revenues related to the Durbin limitations effective for us in July 2022. Refer to "Noninterest Income" section below for further discussion.

•Noninterest expense increased $59.2 million, primarily related to the GrandSouth acquisition completed January 1, 2023, driving higher operating expenses, including merger expenses of $13.7 million, additional branch locations and personnel, and an increased number of customer accounts and transaction volume creating additional expense. Refer to "Noninterest Expense" section below for further discussion.

•Income tax expense was down $10.5 million from the prior year relative to the lower pre-tax income. The effective tax rate of 21.1% was up slightly from the prior year related to nondeductible merger expenses.

Current Economic Conditions

Since 2022, economic activity has shown continued growth with improving gross domestic product results, low unemployment and increased demand for goods and services. Inflationary pressures continue to a certain degree, however, monetary policy actions taken by the Federal Reserve over the last eighteen months have resulted in a significantly lower inflation rate in 2023 as compared to the prior year. While positive indicators are present, there continues to be some uncertainty in economic conditions, and as such, we could be subject to ongoing risks which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations.

Our financial position and results of operations are susceptible, among other factors, to the ability of our loan customers to meet loan obligations, the availability of our workforce, the availability of our vendors, and the decline in the value of assets held by us or securing our loans. We have not realized significant negative impact on our loan portfolio or asset quality to date as a result of the current economic conditions. However, the economic pressures and uncertainties arising from the recent expansion in economic activity, increased consumer demand and rising interest rates to combat inflation have resulted in, and may continue to result in, specific changes in consumer and business spending and borrowing habits, given the higher interest rate environment, which could make it difficult to grow assets and income.

The extent to which the current economic conditions have a further impact on our business, results of operations, and financial condition, as well as our regulatory capital and liquidity ratios, will depend on future developments, which are highly uncertain and cannot be predicted, including actions taken by governmental authorities response to inflationary trends and recessionary risks.

Critical Accounting Estimates

The accounting principles we follow and our methods of applying these principles conform with GAAP and with general practices followed by the banking industry. Certain policies inherently have a greater reliance on the use of estimates, assumptions, or judgments and as such, have a greater possibility of producing results that could be materially different than originally reported. We have identified the determination of our ACL and related Allowance for Unfunded Commitments, as well as business combinations, related fair value measurements and goodwill determination to be the accounting areas that require the most subjective or complex judgments, estimates, and assumptions, and where changes in those judgments, estimates, and assumptions (based on new or additional information, changes in the economic climate and/or market interest rates, etc.) could have a significant effect on our financial statements.

Our most significant accounting policies are presented in Note 1 to the accompanying consolidated financial statements. These policies, along with the disclosures presented in the other notes to the consolidated financial statements and in this MD&A, provide information on how significant assets and liabilities are valued in the financial statements and how those values are determined.

Allowance for Credit Losses on Loans and Allowance for Unfunded Commitments

While management uses the best information available to establish the ACL, future adjustments to the ACL and methodology may be necessary if economic or other conditions differ substantially from the assumptions used in

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making the estimates. We perform periodic and systematic detailed reviews of the loan portfolio to identify trends and to assess the overall collectability of the portfolio. We believe the accounting estimate related to the ACL is a “critical accounting estimate” as: (1) changes in it can materially affect the provision for loan losses and net income; (2) it requires management to predict borrowers’ likelihood or capacity to repay, including evaluation of inherently uncertain future economic conditions; (3) the value of underlying collateral must be estimated on collateral-dependent loans; (4) prepayment activity must be projected to estimate the life of loans that often are shorter than contractual terms; and (5) it requires estimation of a reasonable and supportable forecast period for credit losses. Accordingly, this is a highly subjective process and requires significant judgment since it is difficult to evaluate current and future economic conditions in relation to an overall credit cycle and estimate the timing and extent of loss events that are expected to occur prior to end of a loan’s estimated life.

Our ACL is assessed at each balance sheet date and adjustments are recorded in the provision for loan losses on the consolidated statements of income. There are many factors affecting the ACL, some of which are quantitative, while others require qualitative judgment. There are both internal factors (i.e., loan balances, historical loss rates, credit quality, the contractual lives of loans), external factors (i.e., economic conditions such as trends in housing prices, interest rates, GDP, inflation, and unemployment), and assumptions of probability of default and loss given default by loan category, that can impact the ACL estimate. One of the most significant assumptions is the macroeconomic scenario forecasts that determine the economic variables utilized in the ACL model. Due to the inherent uncertainty in the macroeconomic forecasts, we evaluate a baseline scenario quarterly, as well as upside or downside macroeconomic scenarios to assess the most reasonable scenario based on review of the variable forecasts for each scenario, comparison to expectations, and sensitivity of variations in each scenario.

The most significant variable in the economic forecasts is the national unemployment rate and changes in unemployment forecasts can have significant impact to the estimated ACL. Other economic variables include national GDP, the national commercial real estate pricing index and the national home price index. We use the national unemployment rate in all of our models regardless of the loan portfolio type, and we use a second economic variable in each cohort model depending on the loan portfolio type. The ACL quantitative estimate is sensitive to changes in the economic variable forecasts during the twelve-month reasonable and supportable forecast period with a straight-line reversion over the next three years to long-term average loss factors. There have been no changes to the reasonable and supportable period or reversion period in any year presented.

Although management believes its process for determining the ACL adequately considers all the factors that could potentially result in credit losses, the process includes subjective elements and is susceptible to significant change. To the extent actual outcomes differ from management estimates, additional provision for loan losses could be required that could adversely affect our earnings or financial position in future periods.

PCD loans represent assets that are acquired with evidence of more than insignificant credit quality deterioration since origination at the acquisition date. At acquisition, the allowance on PCD assets is booked directly to the ACL. Any subsequent changes in the ACL on PCD assets is recorded through the provision for loan losses on the consolidated statements of income.

We believe that the ACL is adequate to absorb the expected life of loan credit losses on the portfolio of loans as of the balance sheet date. Actual losses incurred may differ materially from our estimates. For example, inflationary pressures and recessionary concerns leading to macroeconomic economic deterioration, higher unemployment and declines in real estate and other asset valuations could affect our loss experience and assumptions utilized in our model.

We estimate expected credit losses on unfunded commitments to extend credit over the contractual period in which we are exposed to credit risk on the underlying commitments, unless the obligation is unconditionally cancellable. The allowance for off-balance sheet credit exposures, which is included in "Other liabilities" on the consolidated balance sheets, is adjusted for as an increase or decrease to the provision for unfunded commitments. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. The methodology is based on a loss rate approach that starts with the probability of funding based on historical experience. Similar to the methodology discussed above related to the loans receivable portfolio, adjustments are made to the historical losses for current conditions and reasonable and supportable forecasts.

Additional information on the loan portfolio and ACL can be found in the sections of this Item 7 titled “Nonperforming Assets” and “Allowance for Credit Losses and Loan Loss Experience” below.

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Business Combinations and Goodwill

We believe that the accounting for business combinations, goodwill, and other intangible assets also involves a higher degree of judgment than most other significant accounting policies. Pursuant to applicable accounting guidance, we recognize assets acquired, including identified intangible assets, and the liabilities assumed in acquisitions at their fair values as of the acquisition date, with the related transaction costs expensed in the period incurred. Specified items such as acquired operating lease assets and liabilities as lessee, employee benefit plans, and income-tax related balances are recognized in accordance with accounting guidance that results in measurements that may differ from fair value. Determining the fair value of assets acquired and liabilities assumed often involves estimates based on internal or third-party valuations which include appraisals, discounted cash flow analysis, or other valuation techniques that may include estimates of attrition, inflation, asset growth rates, discount rates, credit risk, multiples of earnings, or other relevant factors. The determination of fair value may require us to make point-in-time estimates about discount rates, future expected cash flows, market conditions, and other future events that can be volatile in nature and challenging to assess. While we use the best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement.

The primary identifiable intangible asset we typically record in connection with a whole bank or bank branch acquisition is the value of the core deposit intangibles which represents the estimated value of the long-term deposit relationships acquired in the transaction. Determining the amount of identifiable intangible assets and their average lives involves multiple assumptions and estimates and is typically determined by performing a discounted cash flow analysis, which involves a combination of any or all of the following assumptions: customer attrition/runoff, alternative funding costs, deposit servicing costs, and discount rates. The core deposit intangibles are amortized over the estimated useful lives of the deposit accounts based on a method that we believe reasonably approximates the anticipated benefit stream from this intangible. The estimated useful lives are periodically reviewed for reasonableness and have generally been estimated to have a life ranging from seven to ten years, with an accelerated rate of amortization. We review identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Our policy is that an impairment loss is recognized, equal to the difference between the asset’s carrying amount and its fair value, if the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset. Estimating future cash flows involves the use of multiple estimates and assumptions, such as those listed above.

The ACL for PCD assets is recognized within business combination accounting with no initial impact to net income. Changes in estimates of expected credit losses on PCD loans after acquisition are recognized as provision expense (or reversal of provision expense) in subsequent periods as they arise. The ACL for non-PCD assets is recognized as provision expense in the same reporting period as the business combination. Estimated loan losses for acquired loans are determined using methodologies and applying estimates and assumptions that were described previously in the Allowance for Credit Losses on Loans and Allowance for Unfunded Commitments section above.

Non-PCD loans acquired are generally estimated at fair value using a discounted cash flow approach with assumptions of discount rate, remaining life, prepayments, probability of default, and loss given default. The actual cash flows on these loans could differ materially from the fair value estimates. The amount we record as the fair values for the loans is generally less than the contractual unpaid principal balance due from the borrowers, with the difference being referred to as the “discount” on the acquired loans. Discounts on acquired non-PCD loans are accreted to interest income over their estimated remaining lives, which may include prepayment estimates in certain circumstances.

Similarly, premiums or discounts on acquired debt are accreted or amortized to interest expense over their remaining lives. Actual accretion or amortization of premiums and discounts from a business acquisition may differ materially from our estimates impacting our operating results.

We believe that the accounting for goodwill also involves a higher degree of judgment than most other significant accounting policies. Goodwill arising from business combinations represents the excess of the purchase price over the sum of the estimated fair values of the tangible and identifiable intangible assets acquired less the estimated fair value of the liabilities assumed. Goodwill has an indefinite useful life and is evaluated for impairment annually or more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value.

ASC 350-10 establishes standards for an impairment assessment of goodwill. At each reporting date between annual goodwill impairment tests, we consider potential indicators of impairment. Generally, absent potential

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impairment indicators, we perform an annual assessment of whether the events and circumstances resulted in it being more likely than not that the fair value of any reporting unit was less than its carrying value. Impairment indicators considered include the condition of the economy and banking industry; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting unit; performance of the Company's stock, and other relevant events. During 2023 there were no triggers warranting interim impairment assessments and for the 2023 annual assessment, we concluded that it was more likely than not that the fair value exceeded its carrying value. At December 31, 2023, we had $478.8 million of goodwill.

Recent Accounting Standards and Pronouncements

For information relating to recent accounting standards and pronouncements, see Note 1 to our consolidated financial statements entitled “Summary of Significant Accounting Policies.”

RESULTS OF OPERATIONS

The following discussion reviews the results of operations and key drivers to change in the results of 2023 as compared to 2022. For a description of our results of operations for 2022 as compared to 2021, refer to the "Overview and 2022 Highlights," Results of Operations," and "Analysis of Financial Condition and Changes in Financial Condition" sections of Item 7 in our 2022 Form 10-K.

Net Interest Income

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). Changes in the net interest income are the result of changes in volume and the net interest spread which affects NIM. Volume refers to the average dollar levels of interest-earning assets and interest-bearing liabilities. Net interest spread refers to the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. NIM refers to net interest income divided by average interest-earning assets and is influenced by the level and relative mix of interest-earning assets and interest-bearing liabilities. Net interest income is also influenced by external factors such as local economic conditions, competition for loans and deposits, and market interest rates.

Net interest income amounted to $346.7 million in 2023, an increase of $21.8 million, or 6.7%, from the $324.9 million in 2022. The increase was due primarily to the increase in average earnings assets from both organic growth and the GrandSouth acquisition completed in January 2023 which contributed $1.02 billion in total loans. For 2023, average interest-earning assets increased $1.4 billion, or 14.5%, including growth of $1.6 billion in average loans, partially offset by lower average securities.

Offsetting the higher net interest income related to the increase in average earning assets was the compression of our NIM which, on a tax-equivalent basis, declined to 3.06% in 2023 from 3.28% in 2022. For internal purposes, we evaluate our NIM on a tax-equivalent basis by adding the tax benefit realized from tax-exempt loans and securities to reported interest income, then dividing by total average earning assets. We believe that analysis of NIM on a tax-equivalent basis is useful and appropriate because it allows a comparison of net interest in different periods without taking into account the different mix of taxable versus non-taxable loans and investments that may have existed during those periods. The following is a reconciliation of reported net interest income to tax-equivalent net interest income and the resulting NIM as reported and on a tax-equivalent basis.

($ in thousands)Year ended December 31,
202320222021
Net interest income, as reported$346,658324,854246,395
Tax-equivalent adjustment2,8792,7802,243
Net interest income, tax-equivalent$349,537327,634248,638
Net interest margin, as reported3.03%3.25%3.13%
Net interest margin, tax-equivalent3.06%3.28%3.16%

The decrease in our NIM was driven by the rising market interest rates as the Federal Reserve's monetary policies resulted in a 100 basis point rise in short-term rates between January and July 2023, after rates had risen 425 basis points in 2022. The market-driven increase in rates on our liabilities occurred at a more rapid pace that the increase in yields on our assets, thus our total yield on average earning assets increased 86 basis points while our cost of

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funds increased 116 basis points, driving the compression in the NIM in 2023 as compared to the prior year. Our mix of earning assets remained fairly stable between 2022 and 2023. Refer to the Average Balances and Net Interest Income Analysis table below for additional discussion.

Our NIM for all periods benefited from the net accretion income, primarily associated with purchase accounting premiums/discounts associated with acquisitions. Presented in the table below is the amount of accretion which increased net interest income in each year.

Year ended December 31,
($ in thousands)202320222021
Interest income – increased by accretion of loan discount on acquired loans$11,5075,6216,107
Interest income - increased by accretion of loan discount on retained SBA loans1,7702,8562,707
Total interest income impact13,2778,4778,814
Interest expense – (increased) reduced by (discount accretion) premium amortization of deposits(3,101)593295
Interest expense – increased by discount accretion of borrowings(842)(254)(249)
Total net interest expense impact(3,943)33946
Impact on net interest income$9,3348,8168,860

The most significant component of the purchase accounting adjustments in each year was loan discount accretion on purchased loans. Generally, the level of loan discount accretion will decline each year due to the natural paydowns in acquired loan portfolios. Alternately, levels of accretion will increase as a result of acquisitions and related additions to loan discounts on acquired portfolios which are accreted to income as experienced in 2023 with the GrandSouth acquisition.

At December 31, 2023 and 2022, unaccreted loan discount on purchased loans amounted to $24.0 million and $11.6 million, respectively. The GrandSouth acquired portfolio comprises the majority of the remaining unaccreted loan discount at December 31, 2023.

In addition to the loan discount accretion recorded on acquired loans, we record accretion on the discounts associated with the retained unguaranteed portions of SBA loans sold in the secondary market. The level of SBA loan discount accretion will fluctuate relative to the SBA loan portfolio balances. At December 31, 2023 and 2022, unaccreted loan discount on SBA loans amounted to $3.5 million and $4.3 million, respectively.

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The following table presents the major components of the net interest income and NIM.

Average Balances and Net Interest Income Analysis
Year Ended December 31,
202320222021
($ in thousands)Average VolumeAvg. RateInterest Earned or PaidAverage VolumeAvg. RateInterest Earned or PaidAverage VolumeAvg. RateInterest Earned or Paid
Assets
Loans (1) (2)$7,902,6285.30%$418,6686,293,2804.42%278,0275,018,3914.36%219,013
Taxable securities2,920,0401.79%52,2763,059,6831.75%53,5362,204,7131.45%32,076
Non-taxable securities296,2871.51%4,485296,8031.48%4,387162,8781.49%2,402
Short-term investments, primarily interest-bearing cash314,5374.24%13,330339,4191.48%5,007485,3370.50%2,427
Total interest-earning assets11,433,4924.27%488,7599,989,1853.41%340,9577,871,3193.25%255,918
Cash and due from banks93,182104,37490,275
Premises and equipment151,980135,160125,738
Other assets354,379327,511408,313
Total assets$12,033,03310,556,2308,495,645
Liabilities and Equity
Interest-bearing checking$1,457,2720.42%$6,1921,545,5730.08%1,2191,353,1720.07%919
Money market deposits3,355,9922.34%78,6432,515,8970.22%5,6101,923,6140.16%3,158
Savings deposits668,7300.15%1,024739,6810.06%459607,4520.07%443
Other time deposits737,3302.58%19,023551,8520.46%2,541432,5060.39%1,722
Time deposits $250,000343,6692.90%9,984287,1940.53%1,520356,3980.46%1,639
Total interest-bearing deposits6,562,9931.75%114,8665,640,1970.20%11,3494,673,1420.17%7,881
Short-term borrowings374,2545.15%19,28952,4463.45%1,808%
Long-term borrowings99,8587.96%7,94665,3584.51%2,94663,2012.60%1,642
Total interest-bearing liabilities7,037,1052.02%142,1015,758,0010.28%16,1034,736,3430.13%9,523
Noninterest-bearing checking3,613,9733,643,3082,728,768
Total sources of funds10,651,0781.33%9,401,3090.17%7,465,1110.13%
Other liabilities88,87058,00860,759
Shareholders’ equity1,293,0851,096,913969,775
Total liabilities and shareholders’ equity$12,033,03310,556,2308,495,645
Net yield on interest-earning assets and net interest income3.03%$346,6583.25%324,8543.13%246,395
Net yield on interest-earning assets and net interest income – tax-equivalent (3)3.06%$349,5373.28%327,6343.16%248,638
Interest rate spread3.15%3.29%3.14%
Average prime rate8.20%4.86%3.25%

(1)Average loans include nonaccruing loans, the effect of which is to lower the average rate shown. Interest earned includes recognized net loan fees, including late fees, prepayment fees, and deferred loan fee amortization, in the amounts of $0.5 million, $3.1 million, and $9.7 million for 2023, 2022, and 2021, respectively.

(2)Includes accretion of discount on acquired and SBA loans of $13.3 million, $8.5 million, and $8.8 million in 2023, 2022, and 2021, respectively.

(3)Includes tax-equivalent adjustments of $2.9 million, $2.8 million and $2.2 million in 2023, 2022, and 2021, respectively, to reflect the federal and state tax benefit that we receive related to tax-exempt securities and tax-exempt loans, which carry interest rates lower than similar taxable investments/loans due to their tax exempt status. This amount has been computed assuming a 23% tax rate and is reduced by the related nondeductible portion of interest expense.

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The following table presents additional detail regarding the estimated impact that changes in loan and deposit volumes and changes in the interest rates we earned/paid had on our net interest income in 2023 and 2022.

Volume and Rate Variance Analysis
Year Ended December 31, 2023Year Ended December 31, 2022
Change Attributable toChange Attributable to
($ in thousands)Changes in VolumesChanges in RatesTotal Increase (Decrease)Changes in VolumesChanges in RatesTotal Increase (Decrease)
Interest income:
Loans$78,17762,464140,64155,9803,03459,014
Taxable securities(2,472)1,212(1,260)13,6817,77921,460
Non-taxable securities(8)106982,002(17)1,985
Other interest-earning assets, primarily overnight funds(711)9,0348,323(1,442)4,0222,580
Total interest income74,98672,816147,80270,22114,81885,039
Interest expense:
Interest bearing checking accounts(223)5,1964,973142158300
Money market accounts10,78062,25373,0331,1471,3052,452
Savings accounts(77)64256589(73)16
Other time4,24412,23816,482360459819
Time deposits $250,0009707,4948,464(340)221(119)
Total interest-bearing deposits15,69487,823103,5171,3982,0703,468
Short-term borrowings13,9503,53117,4819049041,808
Long-term borrowings2,1122,8885,000761,2281,304
Total interest expense31,75694,242125,9982,3784,2026,580
Net interest income$43,230(21,426)21,80467,84310,61678,459

Note - Changes attributable to both volume and rate are allocated equally between rate and volume variances.

Overall, as demonstrated in the above table, net interest income grew $21.8 million in 2023. Higher earning asset volumes were the primary driver of the increase in net interest income which was offset by increases in rates on interest-bearing liabilities.

•For 2023, higher loan volume was the primary contributor to increased interest income, driving $78.2 million of the increase. Higher market rates contributed to an additional $62.5 million of loan interest income. Variable rate loans comprise approximately 19% of the loan portfolio and, accordingly, the magnitude of the impact we experience from each rate increase is limited.

•Decreases in the overall volume of average investment securities, somewhat offset by higher yields on the portfolio, resulted in decreased interest income of $1.2 million in 2023.

•Although partially offset by lower average balances, higher yields on other interest-earning assets (primarily interest-bearing cash balance) in 2023 resulted in a $8.3 million higher interest income for the year.

•The increase of $103.5 million in interest expense on deposits was driven by higher rates on accounts as we repriced deposits during the year in response to the market increases and to retain deposits to meet our funding needs, combined with higher volumes, primarily in money market deposit accounts and other time deposits.

•Higher levels of borrowings, primarily in short-term FHLB advances to fund loan demand and deposit fluctuations, resulted in an increase in borrowings interest expense of $16.1 million in 2023. This was coupled with the higher cost of short-term advances and increases on our variable rate trust preferred securities, which added $6.4 million to interest expense for the year.

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Provision for Loan Losses and Provision for Unfunded Commitments

The provision for loan losses has been determined under ASC 326 since our implementation of CECL. The provision for loan losses represents our current estimate of life of loan credit losses in the loan portfolio and the provision for unfunded commitments represents expected losses on unfunded loan commitments that are expected to result in outstanding loan balances. Our estimate of credit losses under CECL is determined using a complex model that relies on reasonable and supportable forecasts and historical loss information to determine the balance of the ACL and allowance for unfunded commitments, as well as the resulting provision for loan losses and provision for unfunded commitments. The allowance for unfunded commitments is included in "Other liabilities" in the consolidated balance sheets.

The provision for loan losses was $19.8 million in 2023 and $12.6 million in 2022. The amount of provision recorded in each period was the amount required such that the total ACL reflected the appropriate balance as determined under the CECL model. The primary contributor to the higher provision for 2023 was the one-time loan loss provision of $12.2 million recorded to establish an initial ACL for non-PCD loans acquired from GrandSouth in accordance with our CECL model. The increase related to acquired and organic growth during the year was partially offset by updated economic forecasts and loss driver inputs to the CECL model. We subscribe to a third-party service which provides quarterly macroeconomic scenarios for the United States economy. For 2023, we utilized the baseline forecast, which incorporates an equal probability of the United States economy performing better or worse than the projection. The economic forecasts throughout the year have projected general improvement of the economy demonstrated in lower projected unemployment rates, improved GDP, and increasing price indices for both commercial real estate and residential mortgages. These improving economic projections translated to lower forecasted losses in our loan portfolio and, thus a lower estimated ACL, exclusive of portfolio growth.

Also under the CECL method, in 2023 we recorded a reduction in the provision for unfunded commitments of $1.9 million compared to $0.2 million for 2022. Changes in the level of provision each year are generally related to fluctuations in the level of available credit lines and updated loss drivers.

Additional discussion of the CECL method and our asset quality and credit metrics, which impact our provision for credit losses, is provided in the "Nonperforming Assets" and "Allowance for Credit Losses and Loan Loss Experience" sections following.

Noninterest Income

Our noninterest income amounted to $57.5 million in 2023, $68.0 million in 2022, and $73.6 million in 2021. Management evaluates noninterest income on a non-GAAP basis that excludes items such as securities gains and losses and other gains and losses because we believe excluding those items results in a more meaningful reflection of noninterest income from regular operations. We refer to this as "adjusted noninterest income." Adjusted noninterest income amounted to $54.8 million in 2023, $60.6 million in 2022, and $73.2 million in 2021. A reconciliation of reported noninterest income to adjusted noninterest income is presented in the table below. Drivers of the more significant fluctuations follow the table.

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Noninterest Income
Year Ended December 31,
($ in thousands)202320222021
Service charges on deposit accounts$16,80015,52312,317
Other service charges and fees -bankcard and interchange income, net9,31914,99618,480
Other service charges - other12,95111,2987,036
Fees from presold mortgage loans1,6132,10210,975
Commissions from sales of financial products5,5035,1956,947
SBA consulting fees1,8032,6087,231
SBA loan sale gains2,4895,0767,329
Bank-owned life insurance ("BOLI") income4,3503,8472,885
Securities losses, net(1,237)
Other gains, net2,6627,3401,648
Total noninterest income57,49067,98573,611
Non-GAAP adjustments - exclude:
Securities losses, net1,237
Other gains, net(2,662)(7,340)(1,648)
Adjusted noninterest income$54,82860,64573,200

Service charges on deposit accounts increased $1.3 million, or 8.2%, in 2023 as compared to 2022. The increase in 2023 was driven by the higher number of new customers and transaction accounts generating fees from both the GrandSouth acquisition and organic growth.

Other service charges and fees - bankcard interchange income,net represents interchange income from debit and credit card transactions, net of associated interchange expense and amounted to $9.3 million in 2023, a 37.9% decrease from the $15.0 million in 2022. The decrease of $5.7 million was a direct result of the Durbin Amendment limitation on debit card interchange fees becoming applicable to the Company beginning in July 2022. The reduction in interchange rates was partially offset by higher volumes of accounts and transactions.

Other service charges and fees - other includes items such as ATM charges, wire transfer fees, safety deposit box rentals, fees from sales of personalized checks, and check cashing fees. Also included in this category are SBA guarantee servicing fees and related servicing rights amortization which fluctuate based on the volume of and prepayment speeds on SBA loans serviced which have slowed down in the current year. The increase in this item in 2023 of $1.7 million, or 14.6%, was due in part to the higher number of accounts and volume of transactions, combined with lower servicing right amortization expense given the current high interest rate environment.

SBA consulting fees and SBA loan sale gains both declined in 2023 primarily due to fewer third-party bank SBA clients, slower loan originations and lower premiums available on SBA loan sales given the market conditions during the year.

BOLI income increased 13.1% in 2023, primarily related to the acquisition of GrandSouth in the first quarter of 2023 which had $15.1 million in BOLI assets as of the date of acquisition.

Other gains, net amounted to a net gain of $2.7 million for 2023. For 2022, the balance consisted primarily of death benefits realized on BOLI policies which were nominal in 2023.

Noninterest Expenses

Total noninterest expenses totaled $254.4 million, $195.2 million, and $184.7 million, for 2023, 2022, and 2021, respectively. Management evaluates noninterest expense on a non-GAAP basis that excludes items such as merger and acquisition expense, amortization of intangible assets, and foreclosed property (gain) losses, because we believe excluding those items results in a more meaningful reflection of noninterest expense from regular operations. We refer to this as "adjusted noninterest expense." The following table presents the primary components of noninterest expense and a reconciliation of reported noninterest expense to adjusted noninterest expense.

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Noninterest Expenses
Year Ended December 31,
($ in thousands)202320222021
Salaries$114,37796,32186,815
Employee benefits25,47421,39716,434
Total personnel expense139,851117,718103,249
Occupancy expense14,96312,79611,528
Equipment related expenses6,0275,8084,492
Credit card rewards and other bankcard expenses5,2881,6534,609
Telephone and data lines3,9603,6313,087
Software licenses and other software costs8,7176,0645,316
Data processing expense8,7337,5355,959
Professional fees5,4094,3502,992
Advertising and marketing4,0553,0322,580
Non-credit losses4,7662,7301,136
FDIC and corporate insurance costs9,2574,8583,986
Other operating expenses21,80516,66115,322
Merger and acquisition expenses13,6955,07216,845
Amortization of intangible assets8,0033,6843,531
Foreclosed property (gains) losses, net(150)(372)24
Total noninterest expense254,379195,220184,656
Non-GAAP adjustments - exclude:
Merger and acquisition expenses(13,695)(5,072)(16,845)
Amortization of intangible assets(8,003)(3,684)(3,531)
Foreclosed property (gains) losses, net150372(24)
Adjusted noninterest expense$232,831186,836164,256

In general, the 30.3% increase in total noninterest expenses in 2023 as compared to 2022, was driven by the acquisition of eight GrandSouth branch locations and related branch and support personnel which resulted in higher salary and benefit expense (up $22.1 million, as compared to 2022) as well as other facilities (up $2.2 million from the prior year) and support-related costs.

The current year included merger and acquisition expenses of $13.7 million, an increase of $8.6 million from 2022, and higher intangible amortization which increased $4.3 million from the prior year, both of which were related to the GrandSouth acquisition. While intangible amortization will continue, it is anticipated to be at a declining rate and we do not anticipate any additional merger and acquisition costs related to GrandSouth.

FDIC and corporate insurance costs increased $4.4 million in 2023 driven by the general FDIC rate increase effective January 1, 2023, combined with the acquired deposits from GrandSouth. Non-credit losses increased $2.0 million as compared to the prior year driven by an increase in check fraud experienced in 2023. The increase in bankcard expenses was related to higher volumes of customer accounts and transactions, combined with a 2022 rewards accrual reduction for expired benefits which resulted in lower expense in 2022 and a return to a more normal level of expense for 2023.

Also contributing to higher noninterest expense in 2023 were increases for software costs, data processing, professional fees, and advertising, as well as travel and training and franchise tax (both included in "other operating expenses") related to the GrandSouth acquisition, including the transition of new customers and higher account and transactions volumes.

Income Taxes

We recorded income tax expense of $27.8 million in 2023, $38.3 million in 2022, and $24.7 million in 2021. Our effective tax rates were at 21.1% for 2023, 20.7% for 2022, and 20.5% for 2021. The slight increase in effective tax rate for 2023 was attributable primarily to merger and acquisition expenses recorded resulting in non-deductible adjustments for tax purposes.

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ANALYSIS OF FINANCIAL CONDITION AND CHANGES IN FINANCIAL CONDITION

Loans

The loan portfolio is the largest category of our earning assets and is comprised of commercial loans, real estate mortgage loans, real estate construction loans, and consumer loans. The majority of our loan portfolio is within our North Carolina and South Carolina market areas. We also have a portfolio of SBA loans that have been made on a nationwide basis. The diversity of the economic bases of our market areas has historically provided a stable lending environment.

Total loans amounted to $8.2 billion at December 31, 2023, an increase of $1.5 billion, or 22.3%, from December 31, 2022. The GrandSouth acquisition was completed on January 1, 2023 and contributed $1.02 billion in loans. The acquired loan portfolio mix was similar in nature to our portfolio mix. Loan growth for the year was as follows:

($ in thousands)
Loans at December 31, 2022$6,665,145
Organic loan growth464,883
Growth from acquisition1,020,074
Loans at December 31, 2023$8,150,102
Organic loan growth percentage7.0%
Total loan growth percentage22.3%

The following table provides a summary of the loan portfolio composition at each of the past five year ends.

Loan Portfolio Composition
As of December 31,
20232022202120202019
($ in thousands)Amount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total Loans
Commercial and industrial$905,86211%641,9419%648,99711%782,54917%504,27111%
Construction, development & other land loans992,98012%934,17614%828,54913%570,67212%530,86612%
Commercial real estate - owner occupied1,259,02216%1,036,27016%991,77516%754,57016%816,32518%
Commercial real estate - non owner occupied2,528,06031%2,123,81132%1,813,84931%1,096,78123%893,77620%
Multi-family real estate421,3765%350,1805%389,1136%197,8524%207,1795%
Residential 1-4 family real estate1,639,46920%1,195,78518%1,021,96617%972,37821%1,105,01425%
Home equity loans/lines of credit335,0684%323,7265%331,9325%306,2566%337,9228%
Consumer loans68,4431%60,6591%57,2381%53,9551%56,1721%
Loans, gross8,150,280100%6,666,548100%6,083,419100%4,735,013100%4,451,525100%
Unamortized net deferred loan (fees) costs(178)(1,403)(1,704)(3,698)1,941
Total loans$8,150,1026,665,1456,081,7154,731,3154,453,466

The majority of our loan portfolio over the years has been real estate mortgage loans, including commercial and residential mortgages. All loan categories secured by real estate, including construction and land loans, have historically ranged from approximately 82% to 90% of the loan portfolio. Except for construction, land development, and other land loans, the majority of our real estate loans are personal and commercial loans where cash flow from the borrower’s occupation or business is the primary repayment source, with the real estate pledged providing a secondary repayment source.

The largest component of our portfolio is non-owner occupied commercial real estate loans, followed by residential 1-4 family real estate and owner occupied commercial real estate loans. As demonstrated in the table above, while there has been some variations in the relative percentage of each loan category to the total portfolio over the years, the nature of our portfolio has not changed drastically from the prior year or the historical averages. The higher

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percentage for commercial and industrial loan category in 2020 was an anomaly related to Paycheck Protection Program ("PPP") loans made under the provisions of the CARES Act, which were forgiven in accordance with the PPP loan provisions starting in late 2020 and through early 2022. The percentage of residential real estate loans has declined somewhat over the last several years as consumers refinanced their home loans during the lower interest rate environment from 2020 through early 2022 and the Bank was able to sell more of these loans in the secondary market. With the increase in interest rates starting in 2022, the refinance activity slowed and the Bank retained more loans in this category on the balance sheet.

A summary of scheduled loan maturities, based on contractual maturity dates, over certain time periods is presented below, with fixed rate loans and adjustable rate loans shown separately.

Loan Maturities
As of December 31, 2023
Due within one yearDue after one year but within five yearsDue after five years but within fifteen yearsDue after fifteen yearsTotal
($ in thousands)AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
Variable Rate Loans:
Commercial and industrial$118,7978.41%42,0278.64%41,85810.47%31110.52%202,9938.90%
Construction, development & other land loans177,2599.06%167,3508.33%2,6727.85%2,6499.10%349,9308.70%
Commercial real estate - owner occupied18,9228.96%34,5438.08%26,0697.50%65,7159.34%145,2498.67%
Commercial real estate - non owner occupied27,7598.50%113,3857.90%26,0426.90%20,4808.63%187,6667.93%
Multi-family real estate1,6587.82%3,3998.32%15,2177.60%%20,2747.73%
Residential 1-4 family real estate4,3069.39%27,7498.08%27,2556.50%272,1894.38%331,4994.80%
Home equity loans/lines of credit10,3658.87%24,4348.78%279,8188.64%168.50%314,6338.65%
Consumer loans5,6729.34%2,49110.79%198.13%81410.84%8,99610.13%
Total at variable rates364,7388.80%415,3788.25%418,9508.46%362,1745.59%1,561,2407.80%
Fixed Rate Loans:
Commercial and industrial146,47717.22%264,3614.89%181,7223.62%101,4852.95%694,0456.97%
Construction, development & other land loans156,4645.26%250,4834.90%235,7034.75%%642,6504.93%
Commercial real estate - owner occupied53,8584.94%540,4644.64%512,3244.11%868.50%1,106,7324.41%
Commercial real estate - non owner occupied124,2304.76%1,318,8604.26%889,8543.94%1776.50%2,333,1214.16%
Multi-family real estate10,0624.56%232,8894.02%158,1503.76%%401,1013.93%
Residential 1-4 family real estate38,1345.21%328,1544.71%161,0444.35%775,0943.74%1,302,4264.08%
Home equity loans/lines of credit6,2693.50%7,2525.99%3,9125.39%3006.14%17,7334.98%
Consumer loans19,7206.07%29,5467.47%7,1887.29%2,39216.78%58,8467.95%
Total at fixed rates555,2148.26%2,972,0094.51%2,149,8974.07%879,5343.68%6,556,6544.58%
Subtotal919,9528.48%3,387,3874.97%2,568,8474.79%1,241,7084.24%8,117,8945.20%
Nonaccrual loans32,20832,208
Total loans$952,1603,387,3872,568,8471,241,7088,150,102

Note: The above table is based on contractual scheduled maturities. Early repayment of loans or renewals at maturity are not considered in this table.

Approximately 11% of our accruing loans outstanding at December 31, 2023 mature within one year and 53% of total loans mature within five years. As of December 31, 2023, the percentages of variable rate loans and fixed rate loans as compared to total performing loans were 19% and 81%, respectively. In recent years, the mix of variable rate loans to fixed rate loans has been shifting to more fixed rate loans given the low interest rate environment prior to mid-2022 and borrowers' preference to lock in low rates. While fixed rate loans present risk to our Company, in particular in rising interest rate environment as we have experienced starting in 2022 and into 2023, we measure our interest rate risk closely. Refer to additional discussion in the section “Interest Rate Risk” below.

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The Company’s loan portfolio is not concentrated in loans to any single borrower or to a relatively small number of borrowers. Additionally, management is not aware of any concentrations of loans to classes of borrowers or industries that would be similarly affected by economic conditions.

In addition to monitoring potential concentrations of loans to particular borrowers or groups of borrowers, industries, and geographic regions, the Company monitors exposure to credit risk that could arise from potential concentrations of lending products and practices such as loans that subject borrowers to substantial payment increases (e.g. principal deferral periods, loans with initial interest-only periods, etc.), and loans with high loan-to-value ratios. Additionally, there are industry practices that could subject the Company to increased credit risk should economic conditions change over the course of a loan’s life. For example, the Bank makes variable rate loans and fixed rate principal-amortizing loans with maturities prior to the loan being fully paid (i.e. balloon payment loans). These loans are underwritten and monitored to manage the associated risks. The Company has determined that there is no concentration of credit risk associated with its lending policies or practices.

Most of our business activity is with customers located within the markets where we have banking operations. Therefore, our exposure to credit risk is significantly affected by changes in the economy within our markets. Approximately 88% of our loan portfolio is secured by real estate and is therefore susceptible to changes in real estate valuations.

Nonperforming Assets

NPAs include nonaccrual loans, modifications to borrowers in financial distress, loans past due 90 or more days and still accruing interest, foreclosed real estate and, prior to the adoption of ASU 2022-02, accruing TDRs.

Nonaccrual loans are loans on which interest income is no longer being recognized or accrued because management has determined that the collection of interest is doubtful. Placing loans on nonaccrual status negatively impacts earnings because (1) interest accrued but unpaid as of the date a loan is placed on nonaccrual status is reversed and deducted from interest income; (2) future accruals of interest income are not recognized until it becomes probable that both principal and interest will be paid; and (3) principal charged-off, if appropriate, may necessitate additional provisions for loan losses that are charged against earnings. As a matter of policy, we generally place all loans that are past due 90 or more days on nonaccrual basis. There were no accruing loans that are past due 90 or more days at December 31, 2023 and December 31, 2022.

In some cases, where borrowers are experiencing financial difficulties, loans may be restructured to provide terms significantly different from the originally contracted terms.

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The following table summarizes our NPAs at the dates indicated.

Nonperforming Assets
As of December 31,
($ in thousands)20232022202120202019
Nonperforming assets
Nonaccrual loans$32,20828,51434,69635,07624,866
Modifications to borrowers in financial distress11,719
TDRs - accruing9,12113,8669,4979,053
Accruing loans 90 days past due1,004
Total nonperforming loans43,92737,63549,56644,57333,919
Foreclosed real estate8626583,0712,4243,873
Total nonperforming assets$44,78938,29352,63746,99737,792
Allowance for credit losses$109,85390,96778,78952,38821,398
Total Loans8,150,1026,665,1456,081,7154,731,3154,453,466
Asset Quality Ratios
Nonaccrual loans to total loans0.40%0.43%0.57%0.74%0.56%
Nonperforming loans to total loans0.54%0.56%0.82%0.94%0.76%
Nonperforming assets to total loans and foreclosed real estate0.55%0.57%0.87%0.99%0.85%
Nonperforming assets to total assets0.37%0.36%0.50%0.64%0.62%
Allowance for credit losses to total loans1.35%1.36%1.30%1.11%0.48%
Allowance for credit losses to nonaccrual loans341.07%319.03%227.08%149.36%86.05%
Allowance for credit losses to nonperforming loans250.08%241.71%158.96%117.53%63.09%

Our asset quality continues to be strong as demonstrated by stable or improving trends in all ratios as presented in the table above. Our total nonperforming loans to total loans was 0.54% at December 31, 2023, while our total NPA ratio was 0.37% at that date. Additional discussion of the credit quality classification status of our loans is contained in Note 4 to our consolidated financial statements.

"Commercial and industrial" is the largest category of nonaccrual loans, at $9.9 million, or 30.7% of total nonaccrual loans, followed by "Commercial real estate - non owner occupied" at $7.2 million, or 22.4% of total nonaccrual loans and "Commercial real estate - owner occupied" at $7.0 million, or 21.9% of total nonaccrual loans.

As of December 31, 2023, SBA loans accounted for approximately $18.2 million of our nonaccrual loans, or 56.6%, of the total SBA portfolio, and carried guarantees from the SBA totaling $9.3 million. This is compared to $14.6 million, or 9.5%, of the SBA portfolio at December 31, 2022. We continue to closely monitor the SBA loan portfolio and give it appropriate consideration when evaluating the adequacy of the ACL as those loans are generally considered inherently more risky than other loans in our portfolio. Refer to additional discussion of the ACL below.

As shown in Note 4 to the consolidated financial statements, our accruing past due loans (30 or more days) totaled $29.8 million at December 31, 2023, with the majority (74.8%) being in the residential 1-4 family real estate category with the increase related primarily to the timing of year end over a weekend.

We classify loans as “special mention” when there is a defined weakness or weaknesses that jeopardize the repayment by the borrower and there is a distinct possibility that we could sustain some loss if the deficiency is not corrected. Performing special mention loans, which are still accruing interest, totaled $44.1 million and $39.0 million as of December 31, 2023 and 2022, respectively. In addition, loans that are in the risk category of "classified" which are still accruing interest totaled $22.0 million at December 31, 2023 and $20.0 million at December 31, 2022. These loans have a great risk of further deterioration and potential loss to the Bank.

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Total foreclosed real estate amounted to $0.9 million at December 31, 2023, compared to $0.7 million in 2022. Six property were added to foreclosed real estate during 2023 and we completed the sale of six properties during the year. Four of the 2023 additions were within the population that sold in 2023.

Allowance for Credit Losses and Loan Loss Experience

The total allowance for credit losses amounted to $109.9 million at December 31, 2023 compared to $91.0 million at December 31, 2022. Fluctuations in the ACL are based on loan mix and growth, changes in the levels of nonperforming loans, economic forecasts impacting loss drivers, other assumptions and inputs to the CECL model, and as occurred in 2023, adjustments for acquired loan portfolios. As discussed previously in the Provision for Loan Losses section, much of the change to the level of ACL during the year ended December 31, 2023 is attributed to the acquisition of GrandSouth. In addition to the initial allowance recorded for PCD loans of $5.6 million, the Company recorded an initial provision of $12.2 million related to the non-PCD loans in the GrandSouth portfolio. The balance of the change was a result of loan growth during the year and updated prepayment speed estimates in the CECL model, which have slowed with market rate increases, thus requiring additional allowance for the estimated longer life of loans. Somewhat offsetting the prepayment speed assumptions in the CECL model were updated economic forecasts which have generally projected improvement of the economy demonstrated in lower projected unemployment rates, improved GDP, and increasing price indices for both commercial real estate and residential mortgages.

The ACL reflects our estimate of life of loan expected credit losses that will result from the inability of our borrowers to make required loan payments. We use systematic methodologies to determine the ACL for loans and the allowance for certain off-balance-sheet credit exposures. The ACL is a valuation account that is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loan portfolio.

We consider the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the loan portfolio. Our estimate of the ACL involves a high degree of judgment. Therefore, the process for determining expected credit losses may result in a range of expected credit losses. The ACL is calculated using collectively evaluated pools for loans with similar risk characteristics applying the DCF method. When a loan no longer shares similar risk characteristics with its segment, the loan is evaluated on an individual basis applying a DCF or asset approach for collateral-dependent loans. Refer also to the discussion of the critical estimates utilized in the ACL in the prior section, Critical Accounting Estimates, and refer to Note 1 of the consolidated financial statements for a discussion of our CECL methodology used to determine the ACL.

Our assessment of the ACL involves uncertainty and judgment and is subject to change in future periods. The amount of any changes could be significant if the assessment of loan quality or collateral values changes substantially with respect to one or more loan relationships or portfolios or if there is a significant change in the reasonable and supportable forecast used to model our expected credit losses. The allocation of the ACL as presented in the following table is based on reasonable and supportable forecasts, historical data, subjective judgment, and estimates and therefore, may not be predictive of the specific amounts or loan categories in which charge-offs may ultimately occur. In addition, bank regulatory authorities, as part of their periodic examination of the Bank, may require adjustments to the provision for loan losses in future periods if, in their opinion, the results of their review warrant such additions.

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The following table sets forth the allocation of the ACL by loan category at the dates indicated. However, the ACL is available to absorb losses in any and all categories.

Allocation of the Allowance for Credit Losses
As of December 31,
($ in thousands)2023% of Loan Category2022% of Loan Category2021% of Loan Category2020% of Loan Category2019% of Loan Category
Commercial and industrial$21,2272.34%17,7182.76%16,2492.50%11,3161.45%4,5530.90%
Construction, development & other land loans13,9401.40%15,1281.62%16,5191.99%5,3550.94%1,9760.37%
Commercial real estate - owner occupied18,2181.45%14,9721.44%12,3171.24%10,6081.41%5,1860.64%
Commercial real estate - non owner occupied24,9160.99%22,7801.07%16,7890.93%11,4651.05%2,9900.33%
Multi-family real estate3,8250.91%2,9570.84%1,2360.32%1,5300.77%7620.37%
Residential 1-4 family real estate21,3961.31%11,3540.95%8,6860.85%8,0480.83%3,8320.35%
Home equity loans/lines of credit3,3391.00%3,1580.98%4,3371.31%2,3750.78%1,1270.33%
Consumer loans2,9924.37%2,9004.78%2,6564.64%1,4782.74%9721.73%
Total allocated109,85390,96778,78952,17521,398
Unallocatedn/an/an/a213n/an/a
Total$109,8531.35%90,9671.36%78,7891.30%52,3881.11%21,3980.48%
Note: "% of Loan Category" represents the ACL as a percent of the respective total loan categories presented previously in the Loan Portfolio Composition table.
n/a - not applicable

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For the years indicated, the following table summarized our net loss experience by loan category and key ratios demonstrating the asset quality trends over the most recent five years.

Loan Ratios, Loss and Recovery Experience
As of December 31,
($ in thousands)20232022202120202019
Loans outstanding at end of year$8,150,1026,665,1456,081,7154,731,3154,453,466
Average amount of loans outstanding7,902,6286,293,2805,018,3914,702,7434,346,331
Allowance for credit losses, at end of year109,85390,96778,78952,38821,398
Net loan (charge-offs) recoveries
Commercial and industrial$(6,965)(1,763)(1,978)(4,863)(1,493)
Construction, development & other land loans2504807031,501722
Commercial real estate - owner occupied321477(212)(335)(220)
Commercial real estate - non owner occupied502432(1,562)(24)(947)
Multi-family real estate13111212186
Residential 1-4 family real estate3731748827648
Home equity loans/lines of credit(211)557178(37)322
Consumer loans(757)(633)(309)(579)(522)
Total net charge-offs$(6,474)(422)(2,680)(4,049)(1,904)
Average loans:
Commercial and industrial$865,043619,480700,557707,976482,654
Construction, development & other land loans1,053,422857,880619,928615,717503,183
Commercial real estate - owner occupied1,224,2841,012,275812,764776,166814,783
Commercial real estate - non owner occupied2,464,3891,968,9441,322,6851,012,182860,783
Multi-family real estate402,814357,491256,396193,415197,100
Residential 1-4 family real estate1,482,9411,091,788951,5731,028,3341,074,938
Home equity loans/lines of credit341,778326,592300,291316,593346,331
Consumer loans67,95758,83054,19752,36066,559
Total average loans$7,902,6286,293,2805,018,3914,702,7434,346,331
Ratios:
Allowance for credit losses as a percent of loans at end of year1.35%1.36%1.30%1.11%0.48%
Allowance for credit losses as a multiple of net charge-offs16.97215.5629.4012.9411.24
Provision for loan losses as a percent of net charge-offs305.07%2,985.78%358.62%865.37%118.86%
Recoveries of loans previously charged-off as a percent of loans charged-off36.37%90.55%64.75%52.38%69.79%
Total net charge-offs as a percent of average loans(0.08%)(0.01%)(0.05%)(0.09%)(0.04%)
Net (charge-offs) recoveries by loan category as a percent of average loans:
Commercial and industrial(0.81%)(0.28%)(0.28%)(0.69%)(0.31%)
Construction, development & other land loans0.02%0.06%0.11%0.24%0.14%
Commercial real estate - owner occupied0.03%0.05%(0.03%)(0.04%)(0.03%)
Commercial real estate - non owner occupied0.02%0.02%(0.12%)%(0.11%)
Multi-family real estate%%%0.01%0.09%
Residential 1-4 family real estate0.03%%0.05%0.03%%
Home equity loans/lines of credit(0.06%)0.17%0.06%(0.01%)0.09%
Consumer loans(1.11%)(1.08%)(0.57%)(1.11%)(0.78%)

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Securities

Our securities portfolio and the breakout of AFS and HTM securities is presented in the following table.

Securities Portfolio Composition
As of December 31,
($ in thousands)202320222021
Securities available for sale:
US Treasury securities$172,570168,758
Government-sponsored enterprise securities60,26657,45669,179
Mortgage-backed securities1,937,7842,045,0002,514,805
Corporate bonds18,75943,27946,430
Total securities available for sale2,189,3792,314,4932,630,414
Securities held to maturity:
Mortgage-backed securities12,08515,15020,260
State and local governments521,593526,550493,565
Total securities held to maturity533,678541,700513,825
Total securities$2,723,0572,856,1933,144,239
Average total securities during year, at amortized cost$3,216,3273,356,4862,367,591

The decrease in securities for the year ended December 31, 2023 was primarily due to regular principal repayments received on mortgage-backed securities. We made no notable purchases of investment securities during 2023 and we continue to utilize cash flows from amortizing investments to fund loan growth and fluctuations in deposits. Also impacting the change in balances of AFS securities was the improvement in unrealized loss on AFS securities which was $400.7 million at December 31, 2023 as compared to $444.1 million at December 31, 2022.

The composition of the investment securities portfolio reflects our investment strategy of maintaining an appropriate level of liquidity while providing a relatively stable source of income. The investment portfolio also provides a balance to interest rate risk and credit risk in other categories of the balance sheet while providing a vehicle for the investment of available funds, furnishing liquidity, and supplying securities to pledge as required collateral for certain deposits. Essentially all of our mortgage-backed securities, which include both AFS and HTM securities, are issued by GSEs or GNMA, and are traded in liquid secondary markets. These securities are recorded on the balance sheet at fair value for the AFS portfolio and at cost for the HTM portfolio.

The table below presents the composition, tax equivalent yields, and remaining maturities of our securities as of December 31, 2023. For more information about these securities, including gross unrealized gains and losses by type of security and securities pledged, see Note 3 to the consolidated financial statements.

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Securities Portfolio Maturity Schedule
($ in thousands)US Treasury securitiesGovernment & govt.-sponsored enterprise securitiesMortgage-backed securities (1)Corporate debt securitiesTotalWeighted Average Yield (2)
Securities available for sale
Remaining maturity:
One year or less$172,5701,5252,406176,5012.38%
After one through five years8,602408,067416,6692.52%
After five through ten years51,6641,419,41015,3541,486,4281.76%
After ten years108,782999109,7811.68%
Fair Value$172,57060,2661,937,78418,7592,189,379
Amortized cost$174,78571,9642,323,67319,6762,590,0981.78%
Weighted-average yield (2)2.33%1.17%1.73%4.58%1.78%
Weighted average maturity years0.486.076.865.546.37
Mortgage-backed securities (1)State and local governmentsTotalWeighted Average Yield (2)
Securities held to maturity
Remaining maturity:
One year or less$%
After one through five years12,0851,99814,0832.29%
After five through ten years129,097129,0972.11%
After ten years390,498390,4982.05%
Amortized cost$12,085521,593533,678
Fair value$11,447438,176449,6232.09%
Weighted-average yield (2)2.53%2.07%2.09%
Weighted average maturity years2.9910.5110.37

(1)Mortgage-backed securities are shown maturing in the periods consistent with their estimated lives based on expected prepayment speeds.

(2)Yields have been computed using coupon interest, adding discount accretion or subtracting premium amortization, as appropriate, on a ratable basis over the life of each security. Weighted average yield for each maturity range has been computed on a fully taxable-equivalent basis using the amortized cost of each security in that range. Yields on tax-exempt investments have been adjusted to a taxable equivalent basis using a 23.15% tax rate.

The majority of our GSE securities carry one maturity date, often with an issuer call feature. At December 31, 2023, of the $60.3 million in AFS GSE securities, $33.8 million were issued by the FFCB, $24.9 million were issued by the FHLMC, and the remaining $1.6 million were issued by the FHLB.

Nearly all of our $1.9 billion in AFS mortgage-backed securities at December 31, 2023 were issued by the FHLMC, FNMA, GNMA, or the SBA, each of which is a government agency or a GSE and guarantees the repayment of the securities. Included in this total are private-label commerical mortgage-backed securities of $0.7 million. Mortgage-backed securities vary in their repayment in correlation with the underlying pools of mortgage loans.

At December 31, 2023, we held $533.7 million in securities classified as HTM, which are carried at amortized cost. These securities had fair values that were lower than their carrying values by $84.1 million at December 31, 2023. Approximately $12.1 million of the HTM securities were mortgage-backed securities that have been issued by either the FHLMC or FNMA. The remaining $521.6 million in HTM securities were comprised almost entirely of highly-rated municipal bonds issued by state and local governments throughout the nation. We have no significant concentration of bond holdings from one state or local government entity, with the single largest exposure to any one entity being $7.1 million. We have evaluated any unrealized losses on individual securities at each year end and determined them to be of a temporary nature and caused by fluctuations in market interest rates, not by concerns about the ability of the issuers to meet their obligations.

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Deposits

Deposits represent the primary funding source for our loans and investments. Total deposits amounted to $10.0 billion at December 31, 2023, an increase of $804.1 million, or 8.7%, from December 31, 2022. The GrandSouth acquisition was completed on January 1, 2023 and contributed $1.05 billion in deposits. The acquired deposit portfolio mix was similar in nature to our deposits, with the exception of a slightly higher percentage of money market accounts. Deposit growth for the year is as follows:

($ in thousands)
Deposits at December 31, 2022$9,227,529
Organic deposit contraction(245,808)
Growth from acquisition1,049,878
Deposits at December 31, 2023$10,031,599
Organic deposit contraction percentage(2.7)%
Total deposit growth percentage8.7%

The contraction in deposits, exclusive of acquired deposits during 2023 is directly related to a strategic decision to reduce brokered deposits during the year, which accounted for $249.3 million of the reduction in organic deposits as presented in the table above. The balance of the difference, an increase of $3.5 million, indicates the stability of our retail and commercial core deposits during a year with uncertainty and volatility experienced in the banking industry. We continue to have a diversified and granular deposit base which has remained a stable source of funding. At December 31, 2023, noninterest-bearing deposits accounted for 34% of total deposits. This is down slightly from the prior year, in part due to the GrandSouth acquired deposits mix combined with changes in consumer behavior, but continues to be in line with our historical trends and contributes to our low cost of funds.

The table below presents our historical deposit mix which has remained fairly consistent and continues to be predominately transaction and non-time deposit accounts. As demonstrated in the below table, total time deposits have declined to 10% of total deposits at December 31, 2023 from 18% at December 31, 2019. Such a shift in mix is beneficial for us, as non-time deposit accounts generally carry lower interest rates compared to time deposits and allows us to reprice these deposit categories at any time. Approximately 92% of our time deposits mature within one year.

Deposit Composition
As of December 31,
20232022202120202019
($ in thousands)Amount% of TotalAmount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Noninterest-bearing checking accounts$3,379,87634%3,566,00339%3,348,62237%2,210,01235%1,515,97731%
Interest-bearing checking accounts1,411,14214%1,514,16616%1,593,23117%1,172,02219%912,78418%
Money market accounts3,653,50636%2,416,14626%2,562,28328%1,581,36425%1,173,10724%
Savings accounts608,3806%728,6418%708,0548%519,2668%424,4159%
Other time deposits610,8876%464,3435%547,6696%415,2697%462,8989%
Time deposits $250,000355,2094%276,3193%357,3554%355,4416%356,0337%
Total customer deposits10,019,000100%8,965,61897%9,117,214100%6,253,374100%4,845,21498%
Brokered Deposits12,599%261,9113%7,415%20,222%86,1412%
Total deposits$10,031,599100%9,227,529100%9,124,629100%6,273,596100%4,931,355100%

While our customer deposits have remained fairly stable, there continues to be competition for deposits and the market rate increases experienced starting in 2022 have resulted in changes in customer behavior driving the shift to money market accounts during 2023. The number of net new deposit accounts continues to increase, however, we have seen the average balance per account decline as compared to the prior year. We routinely engage in activities designed to grow and retain deposits, including emphasizing relationship banking to new and existing customers where borrowers are encouraged and normally expected to maintain deposit accounts with us; pricing

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deposits at rate levels that will attract and/or retain deposits; and continually working to identify and introduce new products that will attract customers or enhance our appeal as a primary provider of financial services.

As of December 31, 2023, the estimated uninsured deposits we held totaled approximately $3.7 billion. In addition, we held $355.2 million in time deposits which, by account, were in excess of the the FDIC insurance limit of $250,000. Of these accounts, there was a total of $187.6 million which was in excess of $250,000. This assessment of time deposit accounts does not evaluate total deposit relationships, account ownership types or other factors for determining the actual uninsured balances by customer.

The table below presents maturities of time deposits which by account are great than the FDIC insurance limit of $250,000 as of December 31, 2023.

As of December 31, 2023
($ in thousands)3 Months or LessOver 3 to 6 MonthsOver 6 to 12 MonthsOver 12 MonthsTotal
Time deposits greater than the FDIC insurance limit of $250,000$151,32198,24191,21014,437355,209

In addition to insured deposits of $6.3 billion or 63.3% of total deposits, we had deposits collateralized by investment securities with balances totaling $820.9 million at December 31, 2023 such that approximately 71.5% of our total deposits were insured or collateralized at that date.

At each of the past three year ends, we had no deposits issued through foreign offices. Deposits at December 31, 2023 from foreign depositors were nominal.

Borrowings

We typically utilize short-term borrowings to provide balance sheet liquidity and to fund imbalances in our loan growth compared to our deposit growth. In addition, we have long-term debt in the form of trust preferred securities and subordinated debentures.

Total borrowings at December 31, 2023 increased $342.7 million from the prior year end. FHLB advances comprised $59.0 million of the increase and FRB borrowings under the Bank Term Funding Program comprised $249.0 million of the increase. The short-term advances were required to fund loan growth and fluctuations in deposit balances during 2023. As a part of the GrandSouth acquisition, we acquired $8.2 million in trust preferred securities and subordinated debentures totaling $28.0 million.

Our borrowings outstanding as of the dates presented were as follows:

($ in thousands)December 31, 2023December 31, 2022
FHLB advances$280,851221,842
FRB borrowings249,000
Trust preferred capital issuances77,32469,076
Subordinated debentures28,000
635,175290,918
Unamortized discounts on acquired borrowings(5,017)(3,411)
$630,158287,507

As noted in the table above, at December 31, 2023, we had $77.3 million of borrowings structured as trust preferred capital securities which qualify as Tier I capital for regulatory capital adequacy requirements. The Company issued $46.4 million of these securities with the balance assumed from several recent acquisitions, including GrandSouth as noted above. The $28.0 million of unsecured subordinated debentures are borrowings issued by GrandSouth which we acquired and which qualify as Tier II capital for regulatory capital adequacy requirements.

At December 31, 2023, the Company had several sources of readily available borrowing capacity:

•A line of credit with the FHLB of approximately $1.3 billion which can be structured as either short-term or long-term borrowings, depending on the particular funding or liquidity need, and is secured by a blanket lien

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on most of our real estate loan portfolio, select securities from our investment portfolio, and our FHLB stock. There was approximately $1.1 billion available under the FHLB line at year end based on pledged collateral.

•Federal funds lines of credit from several correspondent banks totaling $265.0 million which provide for overnight unsecured federal funds purchased, all of which was available at year end.

•A $294.1 million line of credit through the Federal Reserve's Bank Term Funding Program ("BTFP"), secured by specific investment securities, of which $45.1 million was available at year end. Effective March 11, 2024, the Federal Reserve will terminate the BTFP and no additional advances will be available.

•A line of credit with the Federal Reserve through their discount window borrowing program of approximately $561.6 million which is secured by a blanket lien on a portion of our commercial and consumer loan portfolio (excluding real estate loans) and specific investment securities. All of this line was available at year end.

Refer to Note 9 to the consolidated financial statements for additional discussion of our borrowings.

Liquidity, Commitments, and Contingencies

Our liquidity is determined by our ability to convert assets to cash or to acquire alternative sources of funds to meet the needs of our customers who are withdrawing or borrowing funds, and our ability to maintain required reserve levels, pay expenses, and operate the Company on an ongoing basis. Our primary liquidity sources are net income from operations, cash and due from banks, federal funds sold, and other short-term investments. Our securities portfolio has a high percentage of amortizing mortgage-backed securities generating monthly cash flows. In addition, the portfolio is comprised almost entirely of readily marketable securities, which could also be sold to provide cash. We also maintain available lines of credit from the FHLB and the Federal Reserve, as well as federal funds lines from several correspondent banks which are summarized below.

At December 31, 2023, the Company had several sources of readily available borrowing capacity as described above in the Borrowings section.

Liquidity is evaluated as both on-balance sheet (primarily cash and cash-equivalents, unpledged securities, and other marketable assets) and off-balance sheet (readily available lines of credit or other funding sources). Our overall on-balance sheet liquidity ratio was 14.6% at December 31, 2023. Our total liquidity ratio, including the $1.9 billion in available lines of credit, was 28.8% as of that date. The increase in available lines of credit during 2023 was a result of additional loan and security collateral being transferred to the FHLB and the Federal Reserve to enhance the levels of off-balance sheet liquidity availability to meet demands, as necessary.

We continue to manage liquidity sources and believe our liquidity sources, including unused lines of credit, are at an acceptable level and remain adequate to meet our operating needs in the foreseeable future. We will continue to monitor our liquidity position carefully and will explore and implement strategies to increase liquidity if deemed appropriate.

In the normal course of business we have various outstanding contractual obligations that will require future cash outflows. In addition, there are commitments and contingent liabilities, such as commitments to extend credit, that may or may not require future cash outflows. Certain of the outstanding commitments and contingent liabilities, such as commitments to extend credit, are not reflected in the financial statements.

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Presented below is a summary of our contractual obligations and other commercial commitments outstanding as of December 31, 2023.

Contractual Obligations and Other Commercial Commitments
Payments Due Per Period ($ in thousands)
Contractual Obligation as of December 31, 2023Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal
Borrowings$529,04810110,70295,324635,175
Operating leases2,4463,5472,62617,22225,841
Time deposits, including brokered deposits901,21162,73913,902843978,695
Non-qualified postretirement plan liabilities5241,1251,1534,4427,244
Committed investment obligations9,9539,95319,906
Estimated interest expense on borrowings and time deposits (1)48,49115,96614,99838,587118,042
Total contractual cash obligations$1,491,67393,43143,381156,4181,784,903
(1) Represents forecasted interest expense on borrowings and time deposits based on interest rates and balances at December 31, 2023. Forecasts are based on the contractual maturity of each liability.
Amount of Commitment Expiration Per Period ($ in thousands)
Other Commercial Commitments as of December 31, 2023Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal Amounts Committed
Credit cards$264,107264,107
Lines of credit and loan commitments380,237645,461180,036977,7792,183,513
Standby letters of credit19,5081,0124020,560
Total commercial commitments$399,745646,473180,0761,241,8862,468,180

As presented in the table above, at December 31, 2023, we had $20.6 million in standby letters of credit outstanding. We had no carrying amount for these standby letters of credit. The nature of standby letters of credit is that of a stand-alone obligation made on behalf of our customers to suppliers of the customers to guarantee payments owed to the supplier by the customer. The standby letters of credit are generally for terms of one year, at which time they may be renewed for another year if both parties agree. The payment of the guarantees would generally be triggered by a continued nonpayment of an obligation owed by the customer to the supplier. In the event that we are required to honor a standby letter of credit, a note, already executed by the customer, becomes effective providing repayment terms and any collateral.

It has been our experience that deposit withdrawals are generally able to be replaced with new deposits when needed, or through short-term advances from the FHLB. We believe that he Bank can meet its contractual cash obligations and existing commitments from normal operations.

Capital Resources and Shareholders’ Equity

Shareholders’ equity at December 31, 2023 amounted to $1.4 billion compared to $1.0 billion at December 31, 2022. The two basic components that typically have the largest impact on our shareholders’ equity are net income, which increases shareholders’ equity, and dividends declared, which decrease shareholders’ equity. Additionally, any stock issuances can significantly increase shareholders’ equity, including those associated with acquisitions such as in 2023, and any stock repurchases reduce shareholders’ equity. Finally, fluctuations in the amount of AOCI, generally driven by market interest rate changes resulting in increases or decreases in unrealized gains/losses on AFS securities, can have a significant impact on total equity. In 2023, the most significant factors that impacted our shareholders' equity were (1) $229.5 million of common stock issued for the acquisition of GrandSouth which increased equity; (2) $104.1 million net income reported for 2023, which increased equity, (3) common stock dividends declared of $36.1 million, which reduced equity; and (4) $33.9 million reduction in equity related to changes in AOCI driven by higher unrealized losses on AFS securities.

As discussed in “Borrowings” above, we also currently have $77.3 million in trust preferred securities outstanding, all of which qualify as Tier I capital under regulatory standards and $28.0 million of unsecured subordinated debentures which qualify as Tier II capital for regulatory capital adequacy requirements. We are not aware of any recommendations of regulatory authorities or otherwise which, if they were to be implemented, would have a material effect on our liquidity, capital resources, or operations.

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The Company and the Bank must comply with regulatory capital requirements established by the Federal Reserve and the Commissioner. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on our financial statements. The primary source of funds for the payment of dividends by the Company is dividends received from its subsidiary, the Bank. The Bank, as a North Carolina banking corporation, may declare dividends so long as such dividends do not reduce its capital below its applicable required capital (typically, the level of capital required to be deemed “adequately capitalized”). As of December 31, 2023, approximately $1.1 billion of the Company’s investment in the Bank is restricted as to transfer to the Company without obtaining prior regulatory approval.

Our regulatory capital ratios as of December 31, 2023, 2022 and 2021 are presented in the table below. All of our capital ratios significantly exceeded the minimum regulatory thresholds for all periods presented.

Risk-Based and Leverage Capital Ratios
As of December 31,
($ in thousands)202320222021
Risk-Based and Leverage Capital
Common Equity Tier I capital:
Shareholders’ equity$1,372,3801,031,5961,230,575
Intangible assets, net of deferred tax liability(493,383)(363,202)(366,609)
Accumulated other comprehensive income adjustments308,030341,97524,970
Total Common Equity Tier I capital1,187,0271,010,369888,936
Add: Trust preferred securities eligible for Tier I capital treatment70,80763,58963,336
Total Tier I leverage capital1,257,8341,073,958952,272
Tier II capital:
Add: Allowable allowance for credit losses and unfunded commitments112,49197,12688,692
Add: Subordinated debentures eligible for Tier II capital treatment27,177
Tier II capital additions139,66897,12688,692
Total capital$1,397,5021,171,0841,040,964
Total risk weighted assets$8,991,0877,762,8947,094,787
Adjusted fourth quarter average tangible assets$11,532,81210,215,57110,144,760
Risk-based and Leverage capital ratios:
Common equity Tier I capital to Tier I risk adjusted assets13.20%13.02%12.53%
Tier I capital to Tier I risk adjusted assets13.99%13.83%13.42%
Total risk-based capital to Tier II risk-adjusted assets15.54%15.09%14.67%
Tier I leverage capital to adjusted fourth quarter average assets10.91%10.51%9.39%

Our goal is to maintain our capital ratios at levels at least 200 basis points higher than the regulatory “well capitalized” thresholds set for banks. At December 31, 2023, our leverage ratio was 10.91% compared to the regulatory well capitalized bank-level threshold of 4.00% and our total risk-based capital ratio was 15.54% compared to the 10.50% regulatory well capitalized threshold. The increase in capital levels in 2023 was related to the growth in net income.

In addition to regulatory capital ratios, we also closely monitor our ratio of TCE to tangible assets, which is a non-GAAP financial measure. The TCE ratio was 7.42% at December 31, 2023 compared to 6.39% at December 31, 2022, with the increase of 103 basis points related primarily to the improvement in our AOCI unrealized loss on AFS securities included in equity.

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The following table reconciles common equity to tangible common equity and provides the calculation of the TCE ratio:

($ in thousands)December 31, 2023December 31, 2022
Reconciliation of Common Equity to TCE
Total shareholders' common equity$1,372,3801,031,596
Less: Goodwill and other intangibles(511,608)(376,938)
Tangible common equity$860,772654,658
Reconciliation of Total Assets to Tangible Assets
Total assets$12,114,94210,625,049
Less: Goodwill and other intangibles(511,608)(376,938)
Tangible assets$11,603,33410,248,111
TCE divided by Tangible Assets7.42%6.39%

See “Supervision and Regulation” under “Business” in Item 1. and Note 19 to the consolidated financial statements for discussion of other matters that may affect our capital resources.

Off-Balance Sheet Arrangements and Derivative Financial Instruments

Off-balance sheet arrangements include transactions, agreements, or other contractual arrangements pursuant to which we have obligations or provide guarantees on behalf of an unconsolidated entity. We have no off-balance sheet arrangements of this kind other than letters of credit and repayment guarantees associated with our trust preferred securities and subordinated debentures.

In the normal course of business, we are exposed to certain risk arising from both its business operations and economic conditions. As an element of our risk management strategies, we may enter into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. Derivative financial instruments include futures, forwards, interest rate swaps, options contracts, and other financial instruments with similar characteristics.

We do not engage in significant derivatives activities, however, in 2023 to accommodate customers, we implemented a program whereby we enter into interest rate swaps with certain commercial loan customers, with offsetting positions to dealers under a back-to-back swap program. At December 31, 2023, the Company's derivative financial instruments consist entirely of customer back-to-back interest rate swaps which are not designated as hedges. Under this program, the Company executes interest rate swaps with commercial banking customers to facilitate their risk management strategies. Those interest rate swaps are simultaneously economically hedged by offsetting derivatives that the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. As the interest rate derivatives associated with this program are not designated as hedging instruments, changes in the fair value of both the customer derivatives and the offsetting derivatives are recognized directly in earnings. Refer to Note 13 of the consolidated financial statements for additional discussion of our derivative positions.

Current Accounting Matters

We prepare our consolidated financial statements and related disclosures in conformity with standards established by, among others, the FASB. Because the information needed by users of financial reports is dynamic, the FASB frequently issues new rules and proposes new rules for companies to apply in reporting their activities. See Note 1 to our consolidated financial statements for a discussion of recent rule proposals and changes.

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Selected Financial Information

Year Ended December 31,
($ in thousands, except per share data)20232022202120202019
Income Statement Data
Interest income$488,759340,957255,918237,684250,107
Interest expense142,10116,1039,52319,56233,903
Net interest income346,658324,854246,395218,122216,204
Provision for (reversal of) loan losses19,75012,6009,61135,0392,263
(Reversal of) provision for unfunded commitments(1,937)(200)5,420
Net interest income after provision328,845312,454231,364183,083213,941
Noninterest income57,49067,98573,61181,34659,529
Noninterest expense254,379195,220184,656161,298157,194
Income before income taxes131,956185,219120,319103,131116,276
Income tax expense27,82538,28324,67521,65424,230
Net income104,131146,93695,64481,47792,046
Per Common Share Data
Earnings per common share – basic$2.544.123.192.813.10
Earnings per common share – diluted2.534.123.192.813.10
Cash dividends declared0.880.880.800.720.54
Market Price
High43.2449.0050.9240.0041.34
Low26.4832.9032.4717.3231.22
Close37.0142.8445.7233.8339.91
Stated book value – common33.3828.8934.5431.2628.80
Common shares outstanding at year end41,109,98735,704,15435,629,17728,579,33529,601,264
Selected Balance Sheet Data (at year end)
Total assets$12,114,94210,625,04910,508,9017,289,7516,143,639
Loans8,150,1026,665,1456,081,7154,731,3154,453,466
Allowance for credit losses109,85390,96778,78952,38821,398
Intangible assets511,608376,938382,090254,638251,585
Deposits10,031,5999,227,5299,124,6296,273,5964,931,355
Borrowings630,158287,50767,38661,829300,671
Total shareholders’ equity1,372,3801,031,5961,230,575893,421852,401
Selected Average Balances
Total assets12,033,03310,556,2308,495,6456,765,9986,027,047
Loans7,902,6286,293,2805,018,3914,702,7434,346,331
Earning assets11,433,4929,989,1857,871,3196,160,1005,448,400
Deposits10,176,9669,283,5057,401,9105,644,2904,824,216
Interest-bearing liabilities7,037,1055,758,0014,736,3433,897,9123,720,536
Total shareholders’ equity1,293,0851,096,913969,775874,532812,823
Ratios
Return on average assets0.87%1.39%1.13%1.20%1.53%
Return on average common equity8.05%13.40%9.86%9.32%11.32%
Total risk-based capital ratio15.54%15.09%14.67%15.37%14.89%
Net interest margin (taxable-equivalent basis)3.06%3.28%3.16%3.56%4.00%
Loans to deposits at year end81.24%72.23%66.65%75.42%90.31%
Allowance for loan losses to total loans1.35%1.36%1.30%1.11%0.48%
Nonperforming assets to total assets at year end0.36%0.36%0.50%0.64%0.62%
Net (charge-offs) recoveries to average total loans(0.08%)(0.01%)(0.05%)(0.09%)(0.04%)
Note - During both 2023 and 2021, the Company completed significant whole-bank acquisitions impacting the comparisons for each of those years. See additional discussion under "Recent Developments and Acquisitions" in Item 1.

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FY 2022 10-K MD&A

SEC filing source: 0000811589-23-000011.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2023-02-28. Report date: 2022-12-31.

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

This MD&A is intended to assist readers in understanding our results of operations and changes in financial position for the past three years. This discussion should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Report. This discussion may contain forward-looking statements that involve risks and uncertainties. Our actual results could differ significantly from those anticipated in forward-looking statements as a result of various factors. The following discussion is intended to assist in understanding the financial condition and results of operations of the Company.

Overview and 2022 Highlights

The Company is a bank holding company headquartered in Southern Pines, North Carolina. We provide diversified financial services primarily though the Bank, our principal subsidiary, including commercial and consumer banking services, mortgage lending, SBA lending, accounts receivable financing, and investment advisory services. As of December 31, 2022, the Bank had a 108 branch network in North Carolina and South Carolina and 1,244 full-time equivalent employees. We have grown organically as well as through strategic acquisitions as discussed above in "Recent Developments and Acquisitions".

2022 Financial Highlights:

•Return on average assets was 1.39% for the year ended December 31, 2022, up from 1.13% for the prior year. Return on average common equity of 13.40% was reported for the year ended December 31, 2022 as compared to 9.86% for the prior year.

•Our total assets at December 31, 2022 were $10.6 billion, a 1.1% increase from a year earlier, with growth in loans offset by reductions in other assets throughout the year.

•Total loans outstanding increased $583.4 million, or 9.6%, during the year and total loans were in excess of $6.6 billion at December 31, 2022.

•Credit quality continues to be strong with the NPA to total assets ratio at 0.36% as of December 31, 2022 and as compared to 0.50% at December 31, 2021. Net charge offs as a percentage of average loans were 0.01% for 2022, down from 0.05% for the prior year.

•Capital remains strong with a total CET1 ratio of 13.02%, up from 12.53% for the prior year, and total risk-based capital ratio of 15.09% as of December 31, 2022 as compared to 14.67% for the prior year. Our TCE ratio was 6.39% at December 31, 2022.

•We earned net income of $146.9 million, or $4.12 diluted EPS, during 2022 compared to net income of $95.6 million, or $3.19 diluted EPS, in 2021. The main drivers to the increase in net income were as follows:

•Net interest income increased $78.5 million, or 32%, driven by higher interest income, partially offset by increased interest expense. Both of these increases were influences by higher market interest rates during the year. The NIM on a tax-equivalent basis was 3.28% for 2022, an increase of 12 basis points from 2021. The growth in average earning assets also contributed to the higher interest income.

•Interest income on loans increased $59.0 million related to a combination of higher volumes of average balances and increased yields. Interest income on investment securities increased $23.4 million, also driven by higher average balances and higher yields.

•The increase in interest expense of $6.6 million was driven by higher market rates resulting in some repricing of our deposits. Also contributing was the utilization of higher cost brokered deposits and short-term borrowings to fund loan demand and deposit fluctuations.

•Provision for loans losses for 2022 of $12.6 million was up from the $9.6 million provision in 2021 due to in part to loan growth experienced during the year. Also contributing was the updated loss rates and economic forecasts used in our CECL model which have indicated increasing risk of economic deterioration, including higher unemployment rates and lower GDP projections, resulting in a higher ACL. Refer to Provision for Loan Losses section below for further discussion.

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•Noninterest income declined $5.6 million, which resulted primarily from an $8.9 million decrease in mortgage banking income related to lower levels of originations and sales activity. Also a factor was the lower SBA-related revenues, including consulting fees and gains on sale, which was down $6.9 million year-over-year as a result of lower PPP-related revenue in 2022, as well as the timing and volume of loan originations available to be sold. Somewhat offsetting these declines in revenue was higher service charges and other gains related to death benefits on BOLI policies. Refer to Noninterest Income section below for further discussion.

•Noninterest expense increased $10.6 million, primarily related to the Select acquisition completed in the fourth quarter of 2021 driving higher operating expenses, including additional locations and personnel, as well as the increased number of customer accounts and transaction volume creating additional expense. Somewhat offsetting the higher expenses was a reduction of $11.8 million in merger expenses year-over-year. Refer to Noninterest Expense section below for further discussion.

•Income tax expense was up $13.6 million relative to the higher pre-tax income. The effective tax rate of 20.5% was fairly consistent with the prior year.

Current Economic Conditions and COVID-19 Impact

The lingering impact the COVID-19 pandemic continues to contribute to certain adverse and persistent macroeconomic consequences, including labor shortages and disruptions of global supply chains. These issues, coupled with the growth in economic activity and in the demand for goods and services, have resulted in rising inflationary pressures and the risk of recession. As a result of the current uncertain economic conditions, we could be subject to ongoing risks, which could have a material, adverse effect on our business, financial condition, liquidity, and results of operations.

Our financial position and results of operations are susceptible to the ability of our loan customers to meet loan obligations, the availability of our workforce, the availability of our vendors, and the decline in the value of assets held by us or securing our loans. We have not realized significant negative impact on our loan portfolio or asset quality to date as a result of the pandemic impact. However, the economic pressures and uncertainties arising from the recent expansion in economic activity, increased consumer demand and rising interest rates to combat inflation have resulted in, and may continue to result in, specific changes in consumer and business spending and borrowing habits, given the higher interest rate environment, which could making it difficult to grow assets and income.

The extent to which the current economic conditions and lingering impacts of COVID-19 have a further impact on our business, results of operations, and financial condition, as well as our regulatory capital and liquidity ratios, will depend on future developments, which are highly uncertain and cannot be predicted, including actions taken by governmental authorities response to inflationary trends and recessionary risks.

Critical Accounting Policies and Estimates

The accounting principles we follow and our methods of applying these principles conform with GAAP and with general practices followed by the banking industry. Certain policies inherently have a greater reliance on the use of estimates, assumptions, or judgments and as such, have a greater possibility of producing results that could be materially different than originally reported. We have identified the determination of our ACL as well as business combinations, related fair value measurements, and goodwill to be the accounting areas that require the most subjective or complex judgments, estimates, and assumptions, and where changes in those judgments, estimates, and assumptions (based on new or additional information, changes in the economic climate and/or market interest rates, etc.) could have a significant effect on our financial statements.

Our most significant accounting policies are presented in Note 1 to the accompanying consolidated financial statements. These policies, along with the disclosures presented in the other notes to the consolidated financial statements and in this MD&A, provide information on how significant assets and liabilities are valued in the financial statements and how those values are determined.

Allowance for Credit Losses on Loans

The ACL represents management’s current estimate of credit losses for the remaining estimated life of financial instruments. We perform periodic and systematic detailed reviews of the loan portfolio to identify trends and to

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assess the overall collectability of the portfolio. We believe the accounting estimate related to the ACL is a “critical accounting estimate” as: (1) changes in it can materially affect the provision for loan losses and net income; (2) it requires management to predict borrowers’ likelihood or capacity to repay, including evaluation of inherently uncertain future economic conditions; (3) the value of underlying collateral must be estimated on collateral-dependent loans; (4) prepayment activity must be projected to estimate the life of loans that often are shorter than contractual terms; and (5) it requires estimation of a reasonable and supportable forecast period for credit losses. Accordingly, this is a highly subjective process and requires significant judgment since it is difficult to evaluate current and future economic conditions in relation to an overall credit cycle and estimate the timing and extent of loss events that are expected to occur prior to end of a loan’s estimated life.

Our ACL is assessed at each balance sheet date and adjustments are recorded in the provision for loan losses. The ACL is estimated based on loan level characteristics using historical loss rates, a reasonable and supportable economic forecast, and assumptions of probability of default and loss given default. Loan balances considered uncollectible are charged-off against the ACL. There are many factors affecting the ACL, some of which are quantitative, while others require qualitative judgment. Although management believes its process for determining the allowance adequately considers all the factors that could potentially result in credit losses, the process includes subjective elements and is susceptible to significant change. To the extent actual outcomes differ from management estimates, additional provision for loan losses could be required that could adversely affect our earnings or financial position in future periods.

PCD loans represent assets that are acquired with evidence of more than insignificant credit quality deterioration since origination at the acquisition date. At acquisition, the allowance on PCD assets is booked directly to the ACL. Any subsequent changes in the ACL on PCD assets is recorded through the provision for loan losses.

We believe that the ACL is adequate to absorb the expected life of loan credit losses on the portfolio of loans as of the balance sheet date. Actual losses incurred may differ materially from our estimates. For example, inflationary pressures and recessionary concerns leading to macroeconomic economic deterioration, higher unemployment and declines in real estate and other asset valuations could affect our loss experience and assumptions utilized in our model.

Additional information on the loan portfolio and ACL can be found in the sections of this Item 7 titled “Nonperforming Assets” and “Allowance for Credit Losses and Loan Loss Experience” below.

Business Combinations and Goodwill

Pursuant to applicable accounting guidance, we recognize assets acquired, including identified intangible assets, and the liabilities assumed in acquisitions at their fair values as of the acquisition date, with the related transaction costs expensed in the period incurred. Specified items such as acquired operating lease assets and liabilities as lessee, employee benefit plans, and income-tax related balances are recognized in accordance with accounting guidance that results in measurements that may differ from fair value. Determining the fair value of assets acquired and liabilities assumed often involves estimates based on internal or third-party valuations which include appraisals, discounted cash flow analysis, or other valuation techniques that may include estimates of attrition, inflation, asset growth rates, discount rates, credit risk, multiples of earnings, or other relevant factors. The determination of fair value may require us to make point-in-time estimates about discount rates, future expected cash flows, market conditions, and other future events that can be volatile in nature and challenging to assess. While we use the best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement.

The primary identifiable intangible asset we typically record in connection with a whole bank or bank branch acquisition is the value of the core deposit intangibles which represents the estimated value of the long-term deposit relationships acquired in the transaction. Determining the amount of identifiable intangible assets and their average lives involves multiple assumptions and estimates and is typically determined by performing a discounted cash flow analysis, which involves a combination of any or all of the following assumptions: customer attrition/runoff, alternative funding costs, deposit servicing costs, and discount rates. The core deposit intangibles are amortized over the estimated useful lives of the deposit accounts based on a method that we believe reasonably approximates the anticipated benefit stream from this intangible. The estimated useful lives are periodically reviewed for reasonableness and have generally been estimated to have a life ranging from seven to ten years, with an accelerated rate of amortization. We review identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Our policy is that an impairment loss is recognized, equal to the difference between the asset’s carrying amount and its fair value, if the sum of the

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expected undiscounted future cash flows is less than the carrying amount of the asset. Estimating future cash flows involves the use of multiple estimates and assumptions, such as those listed above.

The ACL for PCD assets is recognized within business combination accounting with no initial impact to net income. Changes in estimates of expected credit losses on PCD loans after acquisition are recognized as provision expense (or reversal of provision expense) in subsequent periods as they arise. The ACL for non-PCD assets is recognized as provision expense in the same reporting period as the business combination. Estimated loan losses for acquired loans are determined using methodologies and applying estimates and assumptions that were described previously in the Allowance for Credit Losses on Loans section.

Non-PCD loans acquired are generally estimated at fair value using a discounted cash flow approach with assumptions of discount rate, remaining life, prepayments, probability of default, and loss given default. The actual cash flows on these loans could differ materially from the fair value estimates. The amount we record as the fair values for the loans is generally less than the contractual unpaid principal balance due from the borrowers, with the difference being referred to as the “discount” on the acquired loans. Discounts on acquired non-PCD loans are accreted to interest income over their estimated remaining lives, which may include prepayment estimates in certain circumstances.

Similarly, premiums or discounts on acquired debt are accreted or amortized to interest expense over their remaining lives. Actual accretion or amortization of premiums and discounts from a business acquisition may differ materially from our estimates impacting our operating results.

Goodwill arising from business combinations represents the excess of the purchase price over the sum of the estimated fair values of the tangible and identifiable intangible assets acquired less the estimated fair value of the liabilities assumed. Goodwill has an indefinite useful life and is evaluated for impairment annually or more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value. We believe that the accounting for goodwill also involves a higher degree of judgment than most other significant accounting policies. ASC 350-10 establishes standards for an impairment assessment of goodwill. At December 31, 2022, we had $364.3 million of goodwill.

At each reporting date between annual goodwill impairment tests, we consider potential indicators of impairment. Generally, absent potential impairment indicators, we perform an annual assessment of whether the events and circumstances resulted in it being more likely than not that the fair value of any reporting unit was less than its carrying value. Impairment indicators considered include the condition of the economy and banking industry; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting unit; performance of the Company's stock, and other relevant events. During 2022 there were no triggers warranting interim impairment assessments and for the 2022 annual assessment, we concluded that it was more likely than not that the fair value exceeded its carrying value.

Recent Accounting Standards and Pronouncements

For information relating to recent accounting standards and pronouncements, see Note 1 to our consolidated financial statements entitled “Summary of Significant Accounting Policies.”

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RESULTS OF OPERATIONS

The following discussion reviews the results of operations and key drivers to change in the results of 2022 as compared to 2021. For a description of our results of operations for 2021 as compared to 2020, refer to the "Overview and 2021 Highlights," Results of Operations," and "Analysis of Financial Condition and Changes in Financial Condition" sections of Item 7 in our 2021 Form 10-K.

Net Interest Income

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). Changes in the net interest income are the result of changes in volume and the net interest spread which affects NIM. Volume refers to the average dollar levels of interest-earning assets and interest-bearing liabilities. Net interest spread refers to the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. NIM refers to net interest income divided by average interest-earning assets and is influenced by the level and relative mix of interest-earning assets and interest-bearing liabilities. Net interest income is also influenced by external factors such as local economic conditions, competition for loans and deposits, and market interest rates.

Net interest income amounted to $324.9 million in 2022, an increase of $78.5 million, or 31.8%, from the $246.4 million in 2021. The increase was due primarily to the increase in average earnings assets from both organic growth and the Select acquisition completed in October 2021. For 2022, average interest-earning assets increased $2.1 billion, or 26.9%, including growth of $1.3 billion in average loans and $1.0 billion in average securities.

Also contributing to the higher net interest income was the expansion of our NIM which, on a tax-equivalent basis, increased from 3.16% in 2021 to 3.28% in 2022. For internal purposes, we evaluate our NIM on a tax-equivalent basis by adding the tax benefit realized from tax-exempt loans and securities to reported interest income then dividing by total average earning assets. We believe that analysis of NIM on a tax-equivalent basis is useful and appropriate because it allows a comparison of net interest in different periods without taking into account the different mix of taxable versus non-taxable loans and investments that may have existed during those periods. The following is a reconciliation of reported net interest income to tax-equivalent net interest income and the resulting NIM as reported and on a tax-equivalent basis.

($ in thousands)Year ended December 31,
202220212020
Net interest income, as reported$324,854246,395218,122
Tax-equivalent adjustment2,7802,2431,468
Net interest income, tax-equivalent$327,634248,638219,590
Net interest margin, as reported3.25%3.13%3.54%
Net interest margin, tax-equivalent3.28%3.16%3.56%

The increase in our NIM was driven by the rising market interest rates as the Federal Reserve's monetary policies resulted in a 425 basis point rise in short-term rates between March and December 2022. As demonstrated in the Average Balances and Net Interest Income Analysis table below, our total yield on average earning assets increased 16 basis points while we were able to maintain a low total cost of funds. Our mix of earning assets remained fairly stable between 2021 and 2022.

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Our NIM for all periods benefited from the net accretion income, primarily associated with purchase accounting premiums/discounts associated with acquisitions. Presented in the table below is the amount of accretion which increased net interest income in each year.

Year ended December 31,
($ in thousands)202220212020
Interest income – increased by accretion of loan discount on acquired loans$5,6216,1073,817
Interest income - increased by accretion of loan discount on retained SBA loans2,8562,7072,511
Interest expense – reduced by premium amortization of deposits593295100
Interest expense – increased by discount accretion of borrowings(254)(249)(181)
Impact on net interest income$8,8168,8606,247

The most significant component of the purchase accounting adjustments in each year was loan discount accretion on purchased loans. Generally, the level of loan discount accretion will decline each year due to the natural paydowns in acquired loan portfolios. Alternately, levels of accretion will increase as a result of acquisitions and related additions to loan discounts on acquired portfolios which are accreted to income as experienced in 2021 with the Select acquisition.

At December 31, 2022, 2021, and 2020, unaccreted loan discount on purchased loans amounted to $11.6 million, $17.2 million, and $8.9 million, respectively. The Select acquired portfolio comprises the majority of the remaining unaccreted loan discount at December 31, 2022.

In addition to the loan discount accretion recorded on acquired loans, we record accretion on the discounts associated with the retained unguaranteed portions of SBA loans sold in the secondary market. The level of SBA loan discount accretion will fluctuate relative to the SBA loan portfolio balances. At December 31, 2022, 2021, and 2020, unaccreted loan discount on SBA loans amounted to $4.3 million, $6.0 million, and $7.3 million, respectively.

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The following table presented the major components of the net interest income and NIM.

Average Balances and Net Interest Income Analysis
Year Ended December 31,
202220212020
($ in thousands)Average VolumeAvg. RateInterest Earned or PaidAverage VolumeAvg. RateInterest Earned or PaidAverage VolumeAvg. RateInterest Earned or Paid
Assets
Loans (1) (2)$6,293,2804.42%$278,0275,018,3914.36%219,0134,702,7434.53%213,099
Taxable securities3,059,6831.75%53,5362,204,7131.45%32,076967,9002.11%20,429
Non-taxable securities296,8031.48%4,387162,8781.49%2,40234,1082.13%725
Other interest-earning assets, primarily overnight funds339,4191.48%5,007485,3370.50%2,427455,3490.75%3,431
Total interest-earning assets9,989,1853.41%340,9577,871,3193.25%255,9186,160,1003.86%237,684
Cash and due from banks104,37490,27581,154
Premises and equipment135,160125,738116,425
Other assets327,511408,313408,319
Total assets$10,556,2308,495,6456,765,998
Liabilities and Equity
Interest-bearing checking accounts$1,545,5730.08%$1,2191,353,1720.07%9191,019,7730.12%1,208
Money market accounts2,515,8970.22%5,6101,923,6140.16%3,1581,367,8510.34%4,632
Savings accounts739,6810.06%459607,4520.07%443467,6820.15%711
Other time deposits551,8520.46%2,541432,5060.39%1,722500,4241.49%7,473
Time deposits $250,000287,1940.53%1,520356,3980.46%1,639355,7370.64%2,277
Total interest-bearing deposits5,640,1970.20%11,3494,673,1420.17%7,8813,711,4670.44%16,301
Short-term borrowings52,4463.45%1,808%71,9551.42%1,022
Long-term borrowings65,3584.51%2,94663,2012.60%1,642114,4901.96%2,239
Total interest-bearing liabilities5,758,0010.28%16,1034,736,3430.13%9,5233,897,9120.50%19,562
Noninterest-bearing checking accounts3,643,3082,728,7681,932,823
Total sources of funds9,401,3090.17%7,465,1110.13%5,830,7350.34%
Other liabilities58,00860,75960,731
Shareholders’ equity1,096,913969,775874,532
Total liabilities and shareholders’ equity$10,556,2308,495,6456,765,998
Net yield on interest-earning assets and net interest income3.25%$324,8543.13%246,3953.54%218,122
Net yield on interest-earning assets and net interest income – tax-equivalent (3)3.28%$327,6343.16%248,6383.56%219,590
Interest rate spread3.29%3.14%3.36%
Average Prime Rate4.86%3.25%3.54%

(1)Average loans include nonaccruing loans, the effect of which is to lower the average rate shown. Interest earned includes recognized net loan fees, including late fees, prepayment fees, and deferred loan fee amortization, in the amounts of $3.1 million, $9.7 million, and $4.8 million for 2022, 2021, and 2020, respectively.

(2)Includes accretion of discount on acquired and SBA loans of $8.5 million, $8.8 million, and $6.3 million in 2022, 2021, and 2020, respectively.

(3)Includes tax-equivalent adjustments of $2.8 million, $2.2 million and $1.5 million in 2022, 2021, and 2020, respectively, to reflect the federal and state tax benefit that we receive related to tax-exempt securities and tax-exempt loans, which carry interest rates lower than similar taxable investments/loans due to their tax exempt status. This amount has been computed assuming a 23% tax rate and is reduced by the related nondeductible portion of interest expense.

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The following table presents additional detail regarding the estimated impact that changes in loan and deposit volumes and changes in the interest rates we earned/paid had on our net interest income in 2022 and 2021.

Volume and Rate Variance Analysis
Year Ended December 31, 2022Year Ended December 31, 2021
Change Attributable toChange Attributable to
($ in thousands)Changes in VolumesChanges in RatesTotal Increase (Decrease)Changes in VolumesChanges in RatesTotal Increase (Decrease)
Interest income:
Loans$55,9803,03459,01414,040(8,126)5,914
Taxable securities13,6817,77921,46022,055(10,408)11,647
Non-taxable securities2,002(17)1,9852,316(639)1,677
Other interest-earning assets, primarily overnight funds(1,442)4,0222,580188(1,192)(1,004)
Total interest income70,22114,81885,03938,599(20,365)18,234
Interest expense:
Interest bearing checking accounts142158300311(600)(289)
Money market accounts1,1471,3052,4521,399(2,873)(1,474)
Savings accounts89(73)16158(426)(268)
Other time360459819(857)(4,894)(5,751)
Time deposits $250,000(340)221(119)(2)(636)(638)
Total interest-bearing deposits1,3982,0703,4681,009(9,429)(8,420)
Short-term borrowings9049041,808(1,022)(1,022)
Long-term borrowings761,2281,304(1,167)570(597)
Total interest expense2,3784,2026,580(1,180)(8,859)(10,039)
Net interest income$67,84310,61678,45939,779(11,506)28,273

Note - Changes attributable to both volume and rate are allocated equally between rate and volume variances.

Overall, as demonstrated in the above table, net interest income grew $78.5 million in 2022. Higher earning asset volumes were the primary driver of the increase in income. In addition, market rate increases were a contributing factor as the Federal Reserve raised short-term rates 425 basis points during the year. The Federal Reserve has continued to increase short-term interest rates into 2023 as they implement monetary policy in an effort to combat inflation.

•For 2022, higher loan volume was the primary contributor to increased interest income, driving $56.0 million of the increase. Higher market rates contributed to an additional $3.0 million of loan interest income. Variable rate loans comprise approximately 20% of the loan portfolio, accordingly, we are limited as to the magnitude of the impact we experience from each rate increase.

•Increases in both volume of average investment securities and yields on the portfolio resulted in additional interest income of $23.4 million in 2022.

•Average balances of other interest-earning assets (primarily overnight funds and presold mortgages held for sale) declined in 2022 and resulted in a $1.4 million decrease in interest income. The impact of lower volumes was more than offset by the increase in market rates contributing $4.0 million in additional interest income for the year.

•The increase of $3.5 million in interest expense on deposits was a combination of higher volumes, primarily in money market deposit accounts and other time deposits, and higher rates on accounts as as we have begun to experience some pressure to reprice deposits given the increase in market rates.

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•Higher levels of borrowings, primarily in short-term FHLB advances to fund loan demand and deposit fluctuations, resulted in an increase in borrowings interest expense of $1.0 million in 2022. The more significant contributor to the increase in interest expense was the repricing of our variable rate trust preferred securities and the higher cost of short-term advances, which added $2.1 million to interest expense for the year.

Provision for Loan Losses and Provision for Unfunded Commitments

We implemented CECL effective January 1, 2021. Prior to that, the provision for loan losses was based on the incurred loss impairment framework for loan losses under ASC 310-30 which represented an estimate of probable incurred losses in the loan portfolio at the end of each reporting period. Under CECL, the provision for credit losses represents our current estimate of life of loan credit losses in the loan portfolio and unfunded loan commitments. Our estimate of credit losses under CECL is determined using a complex model that relies on reasonable and supportable forecasts and historical loss information to determine the balance of the ACL and resulting provision for loan losses and provision for unfunded commitments which represents expected losses on unfunded loan commitments that are expected to result in outstanding loan balances. The allowance for unfunded commitments is included in other liabilities in the consolidated balance sheets.

The provision for loan losses was $12.6 million in 2022 and $9.6 million in 2021. The amount of provision recorded in each period was the amount required such that the total ACL reflected the appropriate balance as determined under the CECL model. The increase in the provision for the year ended December 31, 2022 as compared to the prior year was a combination of loan growth during the year, which increased $583.4 million, and updated economic forecasts and loss driver inputs to the CECL model. We subscribe to a third-party service which provides a quarterly macroeconomic scenarios for the United States economy. For 2022, we utilized the baseline forecast, which incorporates an equal probability of the United States economy performing better or worse than the projection. The economic forecasts throughout the year have projected general weakening of the economy demonstrated in higher projected unemployment rates, lower GDP, and declining price indices for both commercial real estate and residential mortgages. These worsening economic projections translated to higher forecasted losses in our loan portfolio and a higher estimated ACL.

Also under the CECL method, in 2022 we recorded a reduction in the provision for unfunded commitments of $0.2 million compared to $5.4 million in provision for unfunded commitments for 2021. Changes in the level of provision each year are generally related to fluctuations in the level of available credit lines and updated loss drivers.

Additional discussion on the CECL method and our asset quality and credit metrics, which impact our provision for credit losses, is provided in the "Nonperforming Assets" and "Allowance for Credit Losses and Loan Loss Experience" sections following.

Noninterest Income

Our noninterest income amounted to $68.0 million in 2022, $73.6 million in 2021, and $81.3 million in 2020.

Management evaluates noninterest income on a non-GAAP basis that excludes items such as securities gains and losses and other miscellaneous gains and losses because we believe excluding those items results in a more meaningful reflection of noninterest income from recurring sources. We refer to this as "adjusted noninterest income." A reconciliation of reported noninterest income to adjusted noninterest income is presented in the table below. Adjusted noninterest income amounted to $60.6 million in 2022, $73.2 million in 2021, and $73.4 million in 2020.

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Noninterest Income
Year Ended December 31,
($ in thousands)202220212020
Service charges on deposit accounts$15,52312,31711,098
Other service charges, commissions and fees - interchange income, net14,99618,48014,142
Other service charges, commissions, and fees - other11,2987,0365,955
Fees from presold mortgage loans2,10210,97514,183
Commissions from sales of insurance and financial products5,1956,9478,848
SBA consulting fees2,6087,2318,644
SBA loan sale gains5,0767,3297,973
Bank-owned life insurance income3,8472,8852,533
Securities (losses) gains, net(1,237)8,024
Other gains (losses), net7,3401,648(54)
Noninterest income67,98573,61181,346
Non-GAAP adjustments - Exclude:
Securities losses (gains), net1,237(8,024)
Other (gains) losses, net(7,340)(1,648)54
Adjusted noninterest income$60,64573,20073,376

Service charges on deposit accounts increased $3.2 million, or 26.0%, in 2022 as compared to 2021. The increase in 2022 was primarily due to growth in the number of checking accounts generating fees, as well as higher NSF activity during the year. In addition to the organic growth we experienced during the year, the acquisition of Select deposit accounts in the fourth quarter of 2021 contributed to the higher service charge income during 2022.

Total "Other service charges, commissions and fees - interchange income,net" from bankcard activity amounted to $15.0 million in 2022, a 18.9% decrease from the $18.5 million in 2021. While the number of cards outstanding and volume of transactions continues to grow, we became subject to the Durbin Amendment limitations on interchange fees effective July 1, 2022. The decrease in revenue is a direct result of the lower interchange fee per transaction for the last six months of the year. We anticipate lower levels of interchange revenue going forward as we will continue to be subject to the Durbin Amendment limitations.

"Other service charges, commissions and fees - other" includes items such as SBA guarantee servicing fees, ATM charges, wire transfer fees, safety deposit box rentals, fees from sales of personalized checks, and check cashing fees. The increase in this item in 2022 of $4.3 million, or 60.6%, was primarily due to growth in the number of accounts and related transaction activity, as well as the Bank's deposit base increases.

Fees from presold mortgages amounted to $2.1 million in 2022, a decline of $8.9 million or 80.8% from 2021. Mortgage loan refinancing and origination volumes declined significantly during the year due primarily to the rapid increases in mortgage interest rates. Lower originations, combined with a higher percentage of mortgages retained in the portfolio during 2022 as compared to the prior year, resulted in the lower revenue from mortgage loan sales. We anticipate lower revenue from sales of mortgage loans as long as the higher interest rate environment continues and originations are slower.

Commissions from sales of insurance and financial products amounted to $5.2 million in 2022, down $1.8 million from 2021. The decrease is due to the sale of the majority of the assets of First Bank Insurance in June 2021.

The reduction in SBA consulting services in 2022 of $4.6 million, or 63.9%, is primarily related to the wind-down of the PPP loan program. SBA Complete recognized $3.2 million in PPP fees during 2021 as compared to $355,000 in 2022.

SBA loan sale gains declined $2.3 million in 2022 related in part to lower loan originations in the current year as compared to 2021. Also contributing to the lower fees was the expiration of the 90% SBA guarantee level effective during 2021 as a part of the CARES Act, which resulted in a lower portion of each loan being available to be sold in 2022.

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The 33.3% increase in BOLI income in 2022 was related to the acquisition of Select in the fourth quarter of 2021 which had $31.1 million in BOLI assets as of the date of acquisition.

“Other gains (losses), net” amounted to a net gain of $7.3 million for 2022 related primarily to death benefits realized on BOLI. The 2021 gain was related to the sale of First Bank Insurance during that year.

Noninterest Expenses

Total noninterest expenses totaled $195.2 million, $184.7 million, and $161.3 million, for 2022, 2021, and 2020, respectively.

Noninterest Expenses
Year Ended December 31,
($ in thousands)202220212020
Salaries$96,32186,81584,941
Employee benefits21,39716,43416,027
Total personnel expense117,718103,249100,968
Occupancy expense12,79611,52811,278
Equipment related expenses5,8084,4924,285
Merger and acquisition expenses5,07216,845
Amortization of intangible assets3,6843,5313,956
Bankcard expenses1,6534,6093,599
Telephone and data lines3,6313,0872,893
Software licenses and other software costs6,0645,3165,150
Data processing expense7,5355,9594,743
Professional fees4,3502,9922,794
Advertising and marketing3,0322,5802,297
Corporate and FDIC insurance costs4,8583,9863,136
Non-credit losses2,7211,1361,024
Other operating expenses16,29815,34615,175
Total$195,220184,656161,298

In general, between 2021 and 2022, the 5.7% increase in total noninterest expenses, as well as the increases in most of the individual expense line items in the above table, was driven by higher operating expense from additional personnel and locations, as well as increases in the number of customer accounts and transactions resulting from the Select acquisition which occurred in the fourth quarter of 2021. We anticipate increases in operating expenses as we continue to grow organically and through acquisitions. The more notable variances in expense categories for 2022 follows.

Total personnel expense increased $14.5 million, or 14.0% in 2022, as compared to the prior year. Within personnel expense, salaries expense increased $9.5 million, or 10.9%, and benefits increased $5.0 million or 30.2%, driven by the addition of full time associates, combined with the increase in employee insurance costs related to higher claims paid under our self-insured health insurance plan.

Merger and acquisition expenses were down $11.8 million in 2022 as compared to the prior year. 2022 merger expenses were related to the GrandSouth acquisition and were comprised primarily of investment banking fees and other professional fees, and conversion services. The 2021 expenses were related to the Select acquisition and were comprised primarily of investment banking fees and other professional fees, severance costs, contract termination fees, and data processing conversion expenses.

Income Taxes

We recorded income tax expense of $38.3 million in 2022, $24.7 million in 2021, and $21.7 million in 2020. Our effective tax rates were fairly stable at 20.7% for 2022, 20.5% for 2021, and 21.0% for 2020. We expect our effective tax rate to be approximately 21.0% in 2023.

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ANALYSIS OF FINANCIAL CONDITION AND CHANGES IN FINANCIAL CONDITION

Loans

The loan portfolio is the largest category of our earning assets and is comprised of commercial loans, real estate mortgage loans, real estate construction loans, and consumer loans. The majority of our loan portfolio is within our North Carolina and South Carolina market areas. We also have a portfolio of SBA loans that have been made on a nationwide basis. The diversity of the economic bases of our market areas has historically provided a stable lending environment.

Total loans amounted to $6.7 billion at December 31, 2022, an increase of $583.4 million, or 9.6%, from December 31, 2021. Net loan growth for the year was all organic growth as there were no acquisitions in 2022.

The following table provides a summary of the loan portfolio composition at each of the past five year ends.

Loan Portfolio Composition
As of December 31,
20222021202020192018
($ in thousands)Amount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total Loans
Commercial, financial, and agricultural$641,9419%648,99711%782,54917%504,27111%457,03711%
Real estate – construction, land development & other land loans934,17614%828,54913%570,67212%530,86612%518,97612%
Real estate mortgage – residential (1-4 family) first mortgages1,195,78518%1,021,96617%972,37821%1,105,01425%1,054,17625%
Real estate mortgage – home equity loans/lines of credit323,7265%331,9325%306,2566%337,9228%359,1628%
Real estate mortgage – commercial and other3,510,26153%3,194,73753%2,049,20343%1,917,28043%1,787,02242%
Consumer loans60,6591%57,2381%53,9551%56,1721%71,3922%
Loans, gross6,666,548100%6,083,419100%4,735,013100%4,451,525100%4,247,765100%
Unamortized net deferred loan (fees) costs(1,403)(1,704)(3,698)1,9411,299
Total loans$6,665,1456,081,7154,731,3154,453,4664,249,064

The majority of our loan portfolio over the years has been real estate mortgage loans, including commercial and residential mortgages. All loan categories secured by real estate, including construction and land loans, have historically ranged from approximately 85% to 90% of the loan portfolio. Except for construction, land development, and other land loans, the majority of our real estate loans are personal and commercial loans where cash flow from the borrower’s occupation or business is the primary repayment source, with the real estate pledged providing a secondary repayment source.

The largest component of our portfolio, commercial real estate loans, remained unchanged at 53% of the total portfolio at December 31, 2022 as compared to the prior year. Residential real estate loans remained the second largest component at 18% of total loans at December 31, 2022. This percentage is fairly stable with the prior year, but has declined somewhat over the last several years related to the increase in consumers refinancing their home loans and the Bank selling more residential loans in the secondary market prior to 2022.

Commercial, financial, and agricultural loans comprised 9% of total loans at December 31, 2022, down somewhat from the prior year end, but was in line with the historical level for this category. The higher percentage for this category in 2020 was related to PPP loans made under the provisions of the CARES Act, which were forgiven in accordance with the PPP loan provisions from late 2020 through early 2022.

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A summary of scheduled loan maturities, based on contractual maturity dates, over certain time periods is presented below, with fixed rate loans and adjustable rate loans shown separately.

Loan Maturities
As of December 31, 2022
Due within one yearDue after one year but within five yearsDue after five years but within fifteen yearsDue after fifteen yearsTotal
($ in thousands)AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
Variable Rate Loans:
Commercial, financial, and agricultural$89,7207.38%42,7777.32%40,3098.44%3069.15%173,1127.64%
Real estate – construction, land development & other land loans190,2248.14%89,3607.63%59,8756.91%9,1317.98%348,5907.79%
Real estate mortgage – residential (1-4 family) first mortgages5,2318.05%11,4677.73%20,0575.26%175,0523.90%211,8074.23%
Real estate mortgage – home equity loans/lines of credit21,6277.56%24,6047.83%266,4727.60%%312,7037.62%
Real estate mortgage – commercial and other72,5617.58%76,0907.28%48,8626.47%88,5387.25%286,0517.21%
Consumer loans8,0408.26%3,7398.79%227.00%9059.91%12,7068.65%
Total at variable rates387,4037.83%248,0377.51%435,5977.35%273,9325.17%1,344,9697.06%
Fixed Rate Loans:
Commercial, financial, and agricultural18,4714.17%181,2724.17%166,9453.26%92,7012.64%459,3893.50%
Real estate – construction, land development & other land loans196,9243.78%157,6034.36%229,8513.74%1984.50%584,5763.92%
Real estate mortgage – residential (1-4 family) first mortgages31,4584.94%217,0094.49%171,5604.00%559,1233.63%979,1503.91%
Real estate mortgage – home equity loans/lines of credit9816.20%3,6885.12%4,7534.99%2056.45%9,6275.19%
Real estate mortgage – commercial and other136,1764.64%1,364,2634.13%1,707,3733.64%3,2503.92%3,211,0623.89%
Consumer loans15,8075.94%23,0796.25%6,5826.13%2,39016.82%47,8586.97%
Total at fixed rates399,8174.27%1,946,9144.22%2,287,0643.66%657,8673.54%5,291,6623.89%
Subtotal787,2206.02%2,194,9514.59%2,722,6614.25%931,7994.02%6,636,6314.53%
Nonaccrual loans28,51428,514
Total loans$815,7342,194,9512,722,661931,7996,665,145

Note: The above table is based on contractual scheduled maturities. Early repayment of loans or renewals at maturity are not considered in this table.

Approximately 12% of our accruing loans outstanding at December 31, 2022 mature within one year and 45% of total loans mature within five years. As of December 31, 2022, the percentages of variable rate loans and fixed rate loans as compared to total performing loans were 20% and 80%, respectively. In recent years, the mix of variable rate loans to fixed rate loans has been shifting to more fixed rate loans given the low interest rate environment prior to 2022 and borrowers' preference to lock in low rates. While fixed rate loans present risk to our Company, in particular in rising interest rate environment as we have experienced in 2022, we measure our interest rate risk closely. Refer to additional discussion in the section “Interest Rate Risk” below.

The Company’s loan portfolio is not concentrated in loans to any single borrower or to a relatively small number of borrowers. Additionally, management is not aware of any concentrations of loans to classes of borrowers or industries that would be similarly affected by economic conditions.

In addition to monitoring potential concentrations of loans to particular borrowers or groups of borrowers, industries, and geographic regions, the Company monitors exposure to credit risk that could arise from potential concentrations of lending products and practices such as loans that subject borrowers to substantial payment increases (e.g. principal deferral periods, loans with initial interest-only periods, etc.), and loans with high loan-to-value ratios.

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Additionally, there are industry practices that could subject the Company to increased credit risk should economic conditions change over the course of a loan’s life. For example, the Bank makes variable rate loans and fixed rate principal-amortizing loans with maturities prior to the loan being fully paid (i.e. balloon payment loans). These loans are underwritten and monitored to manage the associated risks. The Company has determined that there is no concentration of credit risk associated with its lending policies or practices.

Most of our business activity is with customers located within the markets where we have banking operations. Therefore, our exposure to credit risk is significantly affected by changes in the economy within our markets. Approximately 90% of our loan portfolio is secured by real estate and is therefore susceptible to changes in real estate valuations.

Nonperforming Assets

NPAs include nonaccrual loans, TDRs, loans past due 90 or more days and still accruing interest, and foreclosed properties. Nonaccrual loans are loans on which interest income is no longer being recognized or accrued because management has determined that the collection of interest is doubtful. Placing loans on nonaccrual status negatively impacts earnings because (1) interest accrued but unpaid as of the date a loan is placed on nonaccrual status is reversed and deducted from interest income; (2) future accruals of interest income are not recognized until it becomes probable that both principal and interest will be paid; and (3) principal charged-off, if appropriate, may necessitate additional provisions for loan losses that are charged against earnings. In some cases, where borrowers are experiencing financial difficulties, loans may be restructured to provide terms significantly different from the originally contracted terms.

The following table summarizes our NPAs at the dates indicated.

Nonperforming Assets
As of December 31,
($ in thousands)20222021202020192018
Nonperforming assets
Nonaccrual loans$28,51434,69635,07624,86622,575
Restructured loans - accruing9,12113,8669,4979,05313,418
Accruing loans 90 days past due1,004
Total nonperforming loans37,63549,56644,57333,91935,993
Foreclosed properties6583,0712,4243,8737,440
Total nonperforming assets$38,29352,63746,99737,79243,433
Allowance for credit losses$90,96778,78952,38821,39821,039
Total Loans6,665,1456,081,7154,731,3154,453,4664,249,064
Asset Quality Ratios
Nonaccrual loans to total loans0.43%0.57%0.74%0.56%0.53%
Nonperforming loans to total loans0.56%0.82%0.94%0.76%0.85%
Nonperforming assets to total loans and foreclosed properties0.57%0.87%0.99%0.85%1.02%
Nonperforming assets to total assets0.36%0.50%0.64%0.62%0.74%
Allowance for credit losses to nonaccrual loans319.03%227.08%149.36%86.05%93.20%

As a matter of policy, we generally place all loans that are past due 90 or more days on nonaccrual basis. There were no accruing loans that are past due 90 or more days at December 31, 2022. At December 31, 2021, there were $1.0 million in this category related to two loans acquired from Select, one of which was renewed and the other of which was placed on nonaccrual in January 2022.

We continue to see improving trends in asset quality. Our total nonperforming loans to total loans declined 26 basis points to 0.56% at December 31, 2022, while our total NPA ratio decreased 14 basis points to 0.36% at December 31, 2022. The increase in NPAs in 2021 was a direct result of the Select acquisition, combined with the lingering impact of the Covid-19 pandemic. Additional discussion of the credit quality classification status of our loans is contained in Note 4 to our consolidated financial statements.

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As of December 31, 2022, SBA loans accounted for approximately $14.6 million of our nonaccrual loans, or 9.5%, of the total SBA portfolio, and carried guarantees from the SBA totaling $5.8 million. This is compared to $16.8 million, or 9.8%, of the non-PPP SBA portfolio at December 31, 2021. We continue to closely monitor the SBA loan portfolio and give it appropriate consideration when evaluating the adequacy of the ACL as those loans are generally considered inherently more risky than other loans in our portfolio. Refer to additional discussion of the ACL below.

As shown in Note 4 to the consolidated financial statements, our accruing past due loans (30 or more days) have declined $7.8 million million to total $8.2 million at December 31, 2022.

We classify loans as “special mention” when there is a defined weakness or weaknesses that jeopardize the repayment by the borrower and there is a distinct possibility that we could sustain some loss if the deficiency is not corrected. Performing special mention loans, which are still accruing interest, totaled $39.0 million and $43.1 million as of December 31, 2022 and 2021, respectively. In addition, loans that are in the risk category of "classified" which are still accruing interest totaled $20.0 million at December 31, 2022 and $21.3 million at December 31, 2021. These loans have a great risk of further deterioration and potential loss to the Bank.

Foreclosed properties includes primarily foreclosed real estate. Total foreclosed real estate amounted to $0.7 million at December 31, 2022, down from $3.1 million in 2021. The decrease is related to the sale of properties in 2022 as we continue to see active real estate markets and steady sales activity. Only one property was added to foreclosed real estate during 2022 while we completed the sale of six properties during the year.

Allowance for Credit Losses and Loan Loss Experience

The total allowance for credit losses amounted to $91.0 million at December 31, 2022 compared to $78.8 million at December 31, 2021. As discussed previously in the Provision for Loan Losses section, the increase in the ACL at December 31, 2022 as compared to the prior year was driven by the loan growth experienced during the year requiring an allowance be provided, combined with the deteriorating economic forecasts and loss driver inputs to the CECL model. The economic forecasts provided by a third-party service for our CECL model calculations have projected general weakening of the economy demonstrated in higher projected unemployment rates, lower GDP, and declining price indices for both commercial real estate and residential mortgages. These worsening economic projections translated to higher forecasted life of loan losses in our portfolio and a higher estimated ACL.

The ACL reflects our estimate of life of loan expected credit losses that will result from the inability of our borrowers to make required loan payments. We use systematic methodologies to determine the ACL for loans and the allowance for certain off-balance-sheet credit exposures. The ACL is a valuation account that is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loan portfolio.

We consider the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the loan portfolio. Our estimate of the ACL involves a high degree of judgment. Therefore, the process for determining expected credit losses may result in a range of expected credit losses. The ACL is calculated using collectively evaluated pools for loans with similar risk characteristics applying the DCF method. When a loan no longer shares similar risk characteristics with its segment, the loan is evaluated on an individual basis applying a DCF or asset approach for collateral-dependent loans. Refer to Note 1 of the consolidated financial statements for a discussion of our CECL methodology used to determine the ACL.

Our assessment of the ACL involves uncertainty and judgment and is subject to change in future periods. The amount of any changes could be significant if the assessment of loan quality or collateral values changes substantially with respect to one or more loan relationships or portfolios or if there is a significant change in the reasonable and supportable forecast used to model our expected credit losses. The allocation of the ACL as presented in the following table is based on reasonable and supportable forecasts, historical data, subjective judgment, and estimates and therefore, may not be predictive of the specific amounts or loan categories in which charge-offs may ultimately occur. In addition, bank regulatory authorities, as part of their periodic examination of the Bank, may require adjustments to the provision for loan losses in future periods if, in their opinion, the results of their review warrant such additions.

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The following table sets forth the allocation of the ACL by loan category at the dates indicated. However, the ACL is available to absorb losses in all categories.

Allocation of the Allowance for Credit Losses
As of December 31,
($ in thousands)2022% of Loan Category2021% of Loan Category2020% of Loan Category2019% of Loan Category2018% of Loan Category
Commercial, financial, and agricultural$17,7182.76%16,2492.50%11,3161.45%4,5530.90%2,8890.63%
Real estate – construction, land development15,1281.62%16,5191.99%5,3550.94%1,9760.37%2,2430.43%
Real estate mortgage – residential (1-4 family) first mortgages11,3540.95%8,6860.85%8,0480.83%3,8320.35%5,1970.49%
Real estate mortgage - home equity loans/lines of credit3,1580.98%4,3371.31%2,3750.78%1,1270.33%1,6650.46%
Real estate mortgage - commercial and other40,7091.16%30,3420.95%23,6031.15%8,9380.47%7,9830.45%
Consumer loans2,9004.78%2,6564.64%1,4782.74%9721.73%9521.33%
Total allocated90,96778,78952,17521,39820,929
Unallocatedn/an/a213n/an/a110n/a
Total$90,9671.36%78,7891.30%52,3881.11%21,3980.48%21,0390.50%
Note: "% of Loan Category" represents the ACL as a percent of the respective total loan categories presented previously in the Loan Portfolio Composition table.
n/a - not applicable

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For the years indicated, the following table summarized our net loss experience by loan category and key ratios demonstrating the asset quality trends over the most recent five years.

Loan Ratios, Loss and Recovery Experience
As of December 31,
($ in thousands)20222021202020192018
Loans outstanding at end of year$6,665,1456,081,7154,731,3154,453,4664,249,064
Average amount of loans outstanding6,293,2805,018,3914,702,7434,346,3314,161,838
Allowance for credit losses, at end of year90,96778,78952,38821,39821,039
Net loan (charge-offs) recoveries
Commercial, financial, and agricultural$(1,763)(1,978)(4,863)(1,493)(933)
Real estate – construction, land development & other land loans4807031,5017223,939
Real estate mortgage – residential (1-4 family) first mortgages1748827648(901)
Real estate mortgage – home equity loans/lines of credit557178(37)322(347)
Real estate mortgage – commercial and other920(1,762)(347)(981)44
Consumer loans(633)(309)(579)(522)(472)
Total net (charge-offs) recoveries$(422)(2,680)(4,049)(1,904)1,330
Average loans:
Commercial, financial, and agricultural$619,480700,557707,976482,654430,449
Real estate – construction, land development & other land loans857,880619,928615,717503,183555,354
Real estate mortgage – residential (1-4 family) first mortgages1,091,788951,5731,028,3341,074,9381,015,360
Real estate mortgage – home equity loans/lines of credit326,592300,291316,593346,331366,416
Real estate mortgage – commercial and other3,338,7102,391,8451,981,7631,872,6661,723,117
Consumer loans58,83054,19752,36066,55971,142
Total average loans$6,293,2805,018,3914,702,7434,346,3314,161,838
Ratios:
Allowance for credit losses as a percent of loans at end of year1.36%1.30%1.11%0.48%0.50%
Allowance for credit losses as a multiple of net charge-offs215.5629.4012.9411.24n/m
Provision for loan losses as a percent of net charge-offs2985.78%358.62%865.37%118.86%n/m
Recoveries of loans previously charged-off as a percent of loans charged-off90.55%64.75%52.38%69.79%119.08%
Total net (charge-offs) recoveries as a percent of average loans(0.01%)(0.05%)(0.09%)(0.04%)0.03%
Net (charge-offs) recoveries by loan category as a percent of average loans:
Commercial, financial, and agricultural(0.28%)(0.28%)(0.69%)(0.31%)(0.22%)
Real estate – construction, land development & other land loans0.06%0.11%0.24%0.14%0.71%
Real estate mortgage – residential (1-4 family) first mortgages%0.05%0.03%%(0.09%)
Real estate mortgage – home equity loans/lines of credit0.17%0.06%(0.01%)0.09%(0.09%)
Real estate mortgage – commercial and other0.03%(0.07%)(0.02%)(0.05%)%
Consumer loans(1.08%)(0.57%)(1.11%)(0.78%)(0.66%)

n/m – not meaningful

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Securities

Our securities portfolio totaled $2.9 billion at December 31, 2022, compared to $3.1 billion at December 31, 2021.

AFS securities were $2.3 billion at December 31, 2022, compared to $2.6 billion at December 31, 2021. HTM securities were $541.7 million at December 31, 2022, compared to $513.8 million at December 31, 2021.

The composition of the investment securities portfolio reflects our investment strategy of maintaining an appropriate level of liquidity while providing a relatively stable source of income. The investment portfolio also provides a balance to interest rate risk and credit risk in other categories of the balance sheet while providing a vehicle for the investment of available funds, furnishing liquidity, and supplying securities to pledge as required collateral for certain deposits. Over 99% of our mortgage-backed securities, which include both AFS and HTM securities, are issued by GSEs or GNMA, and are traded in liquid secondary markets. These securities are recorded on the balance sheet at fair value for the AFS portfolio and at cost for the HTM portfolio.

Securities Portfolio Composition
As of December 31,
($ in thousands)202220212020
Securities available for sale:
US Treasury securities$168,758
Government-sponsored enterprise securities57,45669,17970,206
Mortgage-backed securities2,045,0002,514,8051,337,706
Corporate bonds43,27946,43045,220
Total securities available for sale2,314,4932,630,4141,453,132
Securities held to maturity:
Mortgage-backed securities15,15020,26029,959
State and local governments526,550493,565137,592
Total securities held to maturity541,700513,825167,551
Total securities$2,856,1933,144,2391,620,683
Average total securities during year$3,356,4862,367,5911,002,008

The decrease in securities for the year ended December 31, 2022 was primarily due the decrease in market valuations on AFS securities associated with the sharp increase in bond yields. Also contributing to the decline was regular principal repayments received on mortgage-backed securities more than offsetting purchases early in the year.

The table below presents the composition, tax equivalent yields, and remaining maturities of our securities as of December 31, 2022. For more information about these securities, including gross unrealized gains and losses by type of security and securities pledged, see Note 3 to the consolidated financial statements.

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Securities Portfolio Maturity Schedule
($ in thousands)US Treasury securitiesGovernment & govt.-sponsored enterprise securitiesMortgage-backed securities (1)Corporate debt securitiesTotalWeighted Average Yield (2)
Securities available for sale
Remaining maturity:
One year or less$1,71525,03626,7512.66%
After one through five years168,758469,1512,466640,3751.52%
After five through ten years57,4561,480,76314,8911,553,1101.56%
After ten years93,37188694,2571.79%
Fair Value$168,75857,4562,045,00043,2792,314,493
Amortized cost$174,42071,9572,467,83944,3402,758,5561.57%
Weighted-average yield (2)2.33%1.17%1.71%3.78%1.57%
Weighted average maturity years1.487.077.092.866.15
Mortgage-backed securities (1)State and local governmentsTotalWeighted Average Yield (2)
Securities held to maturity
Remaining maturity:
One year or less$%
After one through five years13,31699714,3132.29%
After five through ten years1,83461,50963,3432.11%
After ten years464,044464,0442.05%
Amortized cost$15,150526,550541,700
Fair value$14,221418,307432,5282.07%
Weighted-average yield (2)2.41%2.06%2.07%
Weighted average maturity years3.0611.7111.47

(1)Mortgage-backed securities are shown maturing in the periods consistent with their estimated lives based on expected prepayment speeds.

(2)Yields on tax-exempt investments have been adjusted to a taxable equivalent basis using a 23% tax rate.

The majority of our GSE securities carry one maturity date, often with an issuer call feature. At December 31, 2022, of the $57.4 million in AFS GSE securities, $32.3 million were issued by the FFCB, $23.6 million were issued by the FHLMC, and the remaining $1.5 million were issued by the FHLB.

Nearly all of our $2.0 billion in AFS mortgage-backed securities at December 31, 2022 were issued by the FHLMC, FNMA, GNMA, or the SBA, each of which is a government agency or government-sponsored corporation and guarantees the repayment of the securities. Included in this total are commerical mortgage-backed securities of $810.9 million. Mortgage-backed securities vary in their repayment in correlation with the underlying pools of mortgage loans.

At December 31, 2022, we held $541.7 million in securities classified as HTM, which are carried at amortized cost. These securities had fair values that were lower than their carrying values by $109.2 million at December 31, 2022. Approximately $15.2 million of the HTM securities were mortgage-backed securities that have been issued by either the FHLMC or FNMA. The remaining $526.6 million in HTM securities were comprised almost entirely of highly-rated municipal bonds issued by state and local governments throughout the nation. We have no significant concentration of bond holdings from one state or local government entity, with the single largest exposure to any one entity being $9.5 million. We have evaluated any unrealized losses on individual securities at each year end and determined them to be of a temporary nature and caused by fluctuations in market interest rates, not by concerns about the ability of the issuers to meet their obligations.

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Deposits

Deposits represent the primary funding source for our loans and investments. Total deposits amounted to $9.2 billion at December 31, 2022, an increase of $0.1 billion, or 1.1%, from December 31, 2021. Deposit growth for the year was entirely organic as there were no acquisitions during 2022.

While total deposits increased in 2022, we experienced a decline in retail customer deposits of 1.7% from the prior year end. Brokered deposits were utilized as needed during the year to fund loan growth and fluctuations in deposit accounts.

We believe the decline in retail deposits was a result of customer behaviors shifting from the activity experienced during the pandemic, combined with the increase in market rates and resulting competition for deposits. In addition, although the number of net new deposit accounts increased, the average balance per account declined year-over-year. We routinely engage in activities designed to grow and retain deposits, such as (1) emphasizing relationship banking to new and existing customers, where borrowers are encouraged and normally expected to maintain deposit accounts with us, (2) pricing deposits at rate levels that will attract and/or retain deposits, and (3) continually working to identify and introduce new products that will attract customers or enhance our appeal as a primary provider of financial services.

The following table presents summary of the deposit balances and mix at each of the past five year ends.

Deposit Composition
As of December 31,
20222021202020192018
($ in thousands)Amount% of TotalAmount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Noninterest-bearing checking accounts$3,566,00339%3,348,62237%2,210,01235%1,515,97731%1,320,69728%
Interest-bearing checking accounts1,514,16616%1,593,23117%1,172,02219%912,78418%916,37420%
Money market accounts2,416,14626%2,562,28328%1,581,36425%1,173,10724%1,035,52322%
Savings accounts728,6418%708,0548%519,2668%424,4159%432,3909%
Other time deposits464,3435%547,6696%415,2697%462,8989%445,59410%
Time deposits $250,000276,3193%357,3554%355,4416%356,0337%269,4536%
Total customer deposits8,965,61897%9,117,214100%6,253,374100%4,845,21498%4,420,03195%
Brokered Deposits261,9113%7,415%20,222%86,1412%239,8755%
Total deposits$9,227,529100%9,124,629100%6,273,596100%4,931,355100%4,659,906100%

Our deposit mix continues to be predominately transaction and non-time deposit accounts, with total time deposits declining from 21% of total deposits at December 31, 2018 to 11% at December 31, 2022. Such a shift in mix is beneficial for us, as non-time deposit accounts generally carry lower interest rates compared to time deposits and allows us to reprice these deposit categories at any time. Approximately 88% of our time deposits mature within one year.

As of December 31, 2022, we held approximately $3.5 billion in uninsured deposits, including $276.3 million of uninsured time deposits.

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The table below presents maturities of time deposits of more than $250,000 as of December 31, 2022.

As of December 31, 2022
($ in thousands)3 Months or LessOver 3 to 6 MonthsOver 6 to 12 MonthsOver 12 MonthsTotal
Uninsured time deposits of more than $250,000$72,13385,19484,17134,821276,319

At each of the past three year ends, we had no deposits issued through foreign offices, nor do we believe that we held any deposits of foreign depositors.

Borrowings

We typically utilize borrowings to provide balance sheet liquidity and to fund imbalances in our loan growth compared to our deposit growth. Total borrowings at December 31, 2022 increased $220.1 million over the prior year end. During 2022, FHLB advances increased $219.9 million related to short-term advances required to fund loan growth and fluctuations in deposit balances. Our borrowings outstanding as of the dates presented were as follows:

($ in thousands)December 31, 2022December 31, 2021
FHLB advances - long-term$221,8421,974
Trust preferred capital issuances69,07669,076
290,91871,050
Unamortized discounts on acquired borrowings(3,411)(3,664)
$287,50767,386

As noted in the table above, at December 31, 2022, we had $69.1 million of borrowings structured as trust preferred capital securities which qualify as capital for regulatory capital adequacy requirements. The Company issued $46.4 million of these securities, $10.3 million was assumed in our acquisition of Carolina Bank, and $12.4 million was assumed in our acquisition of Select.

At December 31, 2022, the Company had three sources of readily available borrowing capacity:

•A line of credit with the FHLB of approximately $847.1 million which can be structured as either short-term or long-term borrowings, depending on the particular funding or liquidity need, and is secured by our FHLB stock and a blanket lien on most of our real estate loan portfolio.

•Federal funds lines of credit from several correspondent banks totaling $265.0 million which provide for overnight unsecured federal funds purchased.

•A line of credit with the Federal Reserve of approximately $165.4 million which is secured by a blanket lien on a portion of our commercial and consumer loan portfolio (excluding real estate loans).

Refer to Note 9 to the consolidated financial statements for additional discussion of our borrowings.

Liquidity, Commitments, and Contingencies

Our liquidity is determined by our ability to convert assets to cash or to acquire alternative sources of funds to meet the needs of our customers who are withdrawing or borrowing funds, and our ability to maintain required reserve levels, pay expenses, and operate the Company on an ongoing basis. Our primary liquidity sources are net income from operations, cash and due from banks, federal funds sold, and other short-term investments. Our securities portfolio is comprised almost entirely of readily marketable securities which could also be sold to provide cash. In addition, we have available lines of credit from the FHLB and Federal Reserve, as well as federal funds lines from several correspondent banks.

Our overall liquidity started increasing in 2020 and continued into 2021 due to significant and continued deposit growth that outpaced our loan growth. During 2022, we have managed our primary liquid assets (cash and AFS securities) to lower levels in order to meet loan demand and maximize our margins. In addition during 2022, we have had decreases in retail deposit levels as market rates for deposits became more competitive and customer behaviors shifted from the activity experienced during the pandemic.

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Our liquid assets as a percentage of our total deposits and borrowings amounted to 27.2% at December 31, 2022. We believe our liquidity sources, including unused lines of credit, are at an acceptable level and remain adequate to meet our operating needs in the foreseeable future. We will continue to monitor our liquidity position carefully and will explore and implement strategies to increase liquidity if deemed appropriate.

In the normal course of business we have various outstanding contractual obligations that will require future cash outflows. In addition, there are commitments and contingent liabilities, such as commitments to extend credit, that may or may not require future cash outflows.

Presented below is a summary of our contractual obligations and other commercial commitments outstanding as of December 31, 2022.

Contractual Obligations and Other Commercial Commitments
Payments Due Per Period ($ in thousands)
Contractual Obligations As of December 31, 2022Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal
Borrowings$220,9919810466,314287,507
Operating leases2,3603,8693,23218,44127,902
Time deposits, including brokered deposits882,74089,29929,6498841,002,572
Non-qualified postretirement plan liabilities3407127725,7837,607
Committed investment obligations14,28814,28728,575
Estimated interest expense on borrowings and time deposits (1)12,88711,64610,16935,92870,630
Total contractual cash obligations$1,133,606119,91143,926127,3501,424,793
(1) Represents forecasted interest expense on borrowings and time deposits based on interest rates and balances at December 31, 2022. Forecasts are based on the contractual maturity of each liability.
Amount of Commitment Expiration Per Period ($ in thousands)
Other Commercial Commitments As of December 31, 2022Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal Amounts Committed
Credit cards$202,995202,995
Lines of credit and loan commitments393,609608,245149,5891,005,9382,157,381
Standby letters of credit18,9121,31520,227
Total commercial commitments$412,521609,560149,5891,208,9332,380,603

In the normal course of business there are various outstanding commitments and contingent liabilities such as commitments to extend credit, which are not reflected in the financial statements.

As presented in the table above, at December 31, 2022, we had $20.2 million in standby letters of credit outstanding. We had no carrying amount for these standby letters of credit. The nature of standby letters of credit is that of a stand-alone obligation made on behalf of our customers to suppliers of the customers to guarantee payments owed to the supplier by the customer. The standby letters of credit are generally for terms of one year, at which time they may be renewed for another year if both parties agree. The payment of the guarantees would generally be triggered by a continued nonpayment of an obligation owed by the customer to the supplier. The maximum potential amount of future payments (undiscounted) we could be required to make under the guarantees in the event of nonperformance by the parties to whom credit or financial guarantees have been extended is represented by the contractual amount of the financial instruments discussed above. In the event that we are required to honor a standby letter of credit, a note, already executed by the customer, becomes effective providing repayment terms and any collateral. Over the past several years, we have had to honor only a few standby letters of credit, none of which resulted in any loss to the Company. We expect any draws under existing commitments to be funded through normal operations.

It has been our experience that deposit withdrawals are generally able to be replaced with new deposits when needed. Based on that assumption, management believes that he Bank can meet its contractual cash obligations and existing commitments from normal operations.

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Capital Resources and Shareholders’ Equity

Shareholders’ equity at December 31, 2022 amounted to $1.0 billion compared to $1.2 billion at December 31, 2021. The two basic components that typically have the largest impact on our shareholders’ equity are net income, which increases shareholders’ equity, and dividends declared, which decrease shareholders’ equity. Additionally, any stock issuances can significantly increase shareholders’ equity, including those associated with acquisitions, and any stock repurchases reduce shareholders’ equity. Finally, fluctuations in the amount of AOCI, generally driven by market rate changes resulting in increases or decreases in unrealized gains/losses on AFS securities, can have a significant impact on total equity. In 2022, the most significant factors that impacted our shareholders' equity were (1) $317.0 million reduction in equity related to changes in AOCI driven by higher unrealized losses on AFS securities; (2) $146.9 million net income reported for 2022, which increased equity, and (3) common stock dividends declared of $31.4 million, which reduced equity.

As discussed in “Borrowings” above, we also currently have $69.1 million in trust preferred securities outstanding, all of which qualify as Tier I capital under regulatory standards. We are not aware of any recommendations of regulatory authorities or otherwise which, if they were to be implemented, would have a material effect on our liquidity, capital resources, or operations.

The Company and the Bank must comply with regulatory capital requirements established by the Federal Reserve and the Commissioner. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on our financial statements. The primary source of funds for the payment of dividends by the Company is dividends received from its subsidiary, the Bank. The Bank, as a North Carolina banking corporation, may declare dividends so long as such dividends do not reduce its capital below its applicable required capital (typically, the level of capital required to be deemed “adequately capitalized”). As of December 31, 2022, approximately $830.8 million of the Company’s investment in the Bank is restricted as to transfer to the Company without obtaining prior regulatory approval.

Our regulatory capital ratios as of December 31, 2022, 2021, and 2020 are presented in the table below. All of our capital ratios significantly exceeded the minimum regulatory thresholds for all periods presented.

Risk-Based and Leverage Capital Ratios
As of December 31,
($ in thousands)202220212020
Risk-Based and Leverage Capital
Common Equity Tier I capital:
Shareholders’ equity$1,031,5961,230,575893,421
Intangible assets, net of deferred tax liability(363,202)(366,609)(239,702)
Accumulated other comprehensive income adjustments341,97524,970(14,350)
Total Common Equity Tier I capital1,010,369888,936639,369
Add: Trust preferred securities eligible for Tier I capital treatment63,58963,33652,496
Total Tier I leverage capital1,073,958952,272691,865
Tier II capital:
Add: Allowable allowance for credit losses and unfunded commitments97,12688,69252,388
Add: Other Tier II Capital582
Tier II capital additions97,12688,69252,970
Total capital$1,171,0841,040,964744,835
Total risk weighted assets$7,762,8947,094,7874,846,322
Adjusted fourth quarter average assets$10,215,57110,144,7607,001,834
Risk-based and Leverage capital ratios:
Common equity Tier I capital to Tier I risk adjusted assets13.02%12.53%13.19%
Tier I capital to Tier I risk adjusted assets13.83%13.42%14.28%
Total risk-based capital to Tier II risk-adjusted assets15.09%14.67%15.37%
Tier I leverage capital to adjusted fourth quarter average assets10.51%9.39%9.88%

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Our goal is to maintain our capital ratios at levels at least 200 basis points higher than the regulatory “well capitalized” thresholds set for banks. At December 31, 2022, our leverage ratio was 10.51% compared to the regulatory well capitalized bank-level threshold of 4.00% and our total risk-based capital ratio was 15.09% compared to the 10.50% regulatory well capitalized threshold. The increase in capital levels in 2022 was related to the growth in net income.

In addition to regulatory capital ratios, we also closely monitor our ratio of TCE to tangible assets. This ratio was 6.39% at December 31, 2022 compared to 8.38% at December 31, 2021, with the decline of 199 basis points related primarily to the higher unrealized loss on available for sale securities included in equity

See “Supervision and Regulation” under “Business” in Item 1. and Note 15 to the consolidated financial statements for discussion of other matters that may affect our capital resources.

Off-Balance Sheet Arrangements and Derivative Financial Instruments

Off-balance sheet arrangements include transactions, agreements, or other contractual arrangements pursuant to which we have obligations or provide guarantees on behalf of an unconsolidated entity. We have no off-balance sheet arrangements of this kind other than letters of credit and repayment guarantees associated with our trust preferred securities.

Derivative financial instruments include futures, forwards, interest rate swaps, options contracts, and other financial instruments with similar characteristics. We did not engage in significant derivatives activities in 2022 and have no current plans to do so.

Current Accounting Matters

We prepare our consolidated financial statements and related disclosures in conformity with standards established by, among others, the FASB. Because the information needed by users of financial reports is dynamic, the FASB frequently issues new rules and proposes new rules for companies to apply in reporting their activities. See Note 1 to our consolidated financial statements for a discussion of recent rule proposals and changes.

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Selected Consolidated Financial Data

Year Ended December 31,
($ in thousands, except per share data)20222021202020192018
Income Statement Data
Interest income$340,957255,918237,684250,107231,207
Interest expense16,1039,52319,56233,90323,777
Net interest income324,854246,395218,122216,204207,430
Provision for (reversal of) loan losses12,6009,61135,0392,263(3,589)
(Reversal of) provision for unfunded commitments(200)5,420
Net interest income after provision312,454231,364183,083213,941211,019
Noninterest income67,98573,61181,34659,52958,942
Noninterest expense195,220184,656161,298157,194156,483
Income before income taxes185,219120,319103,131116,276113,478
Income tax expense38,28324,67521,65424,23024,189
Net income146,93695,64481,47792,04689,289
Per Common Share Data
Earnings per common share – basic$4.123.192.813.103.02
Earnings per common share – diluted4.123.192.813.103.01
Cash dividends declared0.880.800.720.540.40
Market Price
High49.0050.9240.0041.3443.14
Low32.9032.4717.3231.2230.50
Close42.8445.7233.8339.9132.66
Stated book value – common28.8934.5431.2628.8025.71
Selected Balance Sheet Data (at year end)
Total assets$10,625,04910,508,9017,289,7516,143,6395,864,116
Loans6,665,1456,081,7154,731,3154,453,4664,249,064
Allowance for credit losses90,96778,78952,38821,39821,039
Intangible assets376,938382,090254,638251,585255,480
Deposits9,227,5299,124,6296,273,5964,931,3554,659,339
Borrowings287,50767,38661,829300,671406,609
Total shareholders’ equity1,031,5961,230,575893,421852,401764,230
Selected Average Balances
Total assets$10,556,2308,495,6456,765,9986,027,0475,693,760
Loans6,293,2805,018,3914,702,7434,346,3314,161,838
Earning assets9,989,1857,871,3196,160,1005,448,4005,112,436
Deposits9,283,5057,401,9105,644,2904,824,2164,516,811
Interest-bearing liabilities5,758,0014,736,3433,897,9123,720,5363,663,077
Total shareholders’ equity1,096,913969,775874,532812,823727,920
Ratios
Return on average assets1.39%1.13%1.20%1.53%1.57%
Return on average common equity13.40%9.86%9.32%11.32%12.27%
Total risk-based capital ratio15.09%14.67%15.37%14.89%13.97%
Net interest margin (taxable-equivalent basis)3.28%3.16%3.56%4.00%4.09%
Loans to deposits at year end72.23%66.65%75.42%90.31%91.19%
Allowance for loan losses to total loans1.36%1.30%1.11%0.48%0.50%
Nonperforming assets to total assets at year end0.36%0.50%0.64%0.62%0.74%
Net (charge-offs) recoveries to average total loans(0.01%)(0.05%)(0.09%)(0.04%)0.03%
Note - During 2021, the Company completed a significant whole-bank acquisition impacting the comparisons for that year. See additional discussion under "Mergers and Acquisitions" in Item 1.

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FY 2021 10-K MD&A

SEC filing source: 0000811589-22-000010.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2022-03-01. Report date: 2021-12-31.

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

Management’s Discussion and Analysis is intended to assist readers in understanding our results of operations and changes in financial position for the past three years. This discussion should be read in conjunction with the consolidated financial statements and accompanying notes included in Item 8 of this Report. This discussion may contain forward-looking statements that involve risks and uncertainties. Our actual results could differ significantly from those anticipated in forward-looking statements as a result of various factors. The following discussion is intended to assist in understanding the financial condition and results of operations of the Company.

Overview and 2021 Highlights

The Company is a financial holding company headquartered in Southern Pines, North Carolina. We provide diversified financial services primarily though our principal subsidiary, First Bank, including commercial and consumer banking services, mortgage lending, SBA lending, accounts receivable financing, and investment advisory services. As of December 31, 2021, the Bank had a 121 branch network throughout North Carolina and South Carolina and 1,207 full-time equivalent employees. We have grown organically as well as through strategic acquisitions.

On October 15, 2021, we acquired Select which was headquartered in Dunn, North Carolina and operated through 22 branches in North Carolina, South Carolina, and Virginia. As of the acquisition date, Select had total assets of $1.8 billion, total loans of $1.3 billion, and total deposits of $1.6 billion. The conversion of Select’s core processing and related systems to the Bank’s systems will occur in March 2022. Until such time, Select branches will continue to operate under their current name.

The merger with Select, combined with organic growth over the year, resulted in significant growth to assets, liabilities and equity during 2021. Our total assets at December 31, 2021 were $10.5 billion, a 44.2% increase from a year earlier; total loans increased $1.4 billion to total $6.1 billion at December 31, 2021, and deposits grew $2.9 billion from the prior year end to total $9.1 billion.

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We earned net income of $95.6 million, or $3.19 diluted EPS, during 2021 compared to net income of $81.5 million, or $2.81 diluted EPS, in 2020. The main drivers to the increase in net income are as follows:

•Net interest income increased $28.3 million, or 13%, due to the combination of both higher interest income and lower interest expense. The NIM on a tax-equivalent basis was 3.16% for 2021, a decrease of 41 basis points from 2020. The growth in average earning assets offset the decline in yields.

•Interest income was a primary driver of higher net interest income and included a $5.9 million increase in interest income from loans and a $13.3 million increase in interest income from investment securities. Loan interest income was up related to the $315.6 million increase in average volume of loans driven by both organic growth and the Select acquisition. The increase in interest income from investment securities was due to higher average balances, which increased $1.4 billion in 2021, related to our decision to invest excess liquidity, which arose from high deposit growth, into investment securities.

•Reduced interest expense of $10.0 million also contributed to the the improved net interest income. We continued to reprice deposits downward given the low interest rate environment and lowered the cost of interest-bearing deposits by 27 basis points to 0.17% for 2021. Our total cost of deposits declined to 0.13% from 0.50% in 2020. The effects from the decline in funding costs were partially offset by an increase in average balance in interest-bearing liabilities.

•Provision for loans losses of $9.6 million was down from the $35.0 million provision in 2020 due to improving asset quality and improving economic forecasts which are factors in our CECL model calculations. The higher provision in 2020 was driven by historical estimates of probable losses incurred in the portfolio taking into consideration the impact of the COVID-19 pandemic on the overall economic environment and the potential impact on our loan portfolio. The provision for 2021 was related to the initial ACL for Select's non-PCD loans acquired of $14.1 million. Partially offsetting the initial Select provision, we reduced our ACL reserves $4.5 million during the year due to the economic forecast improvements in 2021.

•Noninterest income declined $7.7 million, which resulted primarily from a $3.2 million decrease in mortgage banking income related to lower levels of activity, a $1.9 million decrease in commissions on sales of financial and insurance products due to the sale of the majority of the assets of First Bank Insurance mid-year, and a loss of $1.2 million on security sales as compared to a gain of $8.0 million in 2020. Partially offsetting these reductions were higher levels of transactions and number of accounts generating service charge income and bankcard revenue. (See Noninterest Income section below for further discussion).

•Noninterest expense increased $23.4 million, primarily related to $16.8 million in merger expenses related to the Select acquisition. Also related to the Select acquisition were incremental costs of $2.3 million in personnel expense and $4.7 million in higher operating costs. (See Noninterest Expense section below for further discussion).

•Income tax expense was up $3.0 million relative to the higher pre-tax income. The effective tax rate of 20.5% was fairly consistent with the prior year.

Total loans amounted to $6.1 billion at December 31, 2021, an increase of $1.4 billion, or 28.5% from December 31, 2020. Core legacy loan growth for the year ended December 31, 2021, which we define as growth exclusive of PPP loans and loans acquired from Select, amounted to $382.8 million, a growth rate of 8.6%. A combination of low interest rates and economic recovery from the pandemic contributed to our 2021 core loan growth. Also contributing to our core growth is a continued focus on expansion in high-growth markets, hiring experienced bankers, and providing high levels of service to achieve growth.

The ACL on loans increased $26.4 million from the balance of $52.4 million at December 31, 2020. The increase in the ACL on loans was mainly due to a $14.6 million allowance recorded at adoption of the CECL standard as of January 1, 2021. The other driver was the Select loans acquired requiring a $4.9 million allowance recorded on the PCD loans and $14.1 million allowance on the initial provision for credit losses for the non-PCD loans. The ACL was 1.30% of total loans at December 31, 2021. With our adoption of CECL,we increased the allowance for unfunded commitments by $7.5 million. We also recorded an initial allowance on unfunded commitments of $3.9 million with the acquisition of Select.

Our asset quality remained strong in 2021. At December 31, 2021, net charge offs as a percentage of average loans was 0.05% as compared to 0.09% for the prior year. The total NPAs of $52.6 million were 0.50% of total

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assets at December 31, 2021. Total nonperforming assets increased $11.9 million in the fourth quarter of 2021 as a result of the acquisition of Select.

We continue to deploy excess liquidity into investment securities, which amounted to $3.1 billion at December 31, 2021, an increase of $1.5 billion, or 94.0%, compared to a year earlier.

Total deposits amounted to $9.1 billion at December 31, 2021, an increase of $2.9 billion, or 45.4%, from December 31, 2020. Core legacy deposit growth for the year ended December 31, 2021, which we define as organic growth exclusive of deposits acquired from Select, totaled $1.35 billion, a growth rate of 21.5%. The high core deposit growth is believed to be due to a combination of stimulus funds and changes in customer behaviors during the pandemic, as well as ongoing growth initiatives by the Company. We continue to emphasize relationship banking to new and existing customers and continually work to identify and introduce new products that will attract and retain customers.

We remain well-capitalized by all regulatory standards, with a total capital ratio at December 31, 2021 of 14.67% compared to 15.37% reported at December 31, 2020. The Company’s TCE ratio was 8.38% at December 31, 2021, a decrease of 70 basis points from a year earlier, with the decline resulting from the acquisition of Select and the high balance sheet growth experienced in 2021.

Impact of COVID-19

Overview. Our business has been, and continues to be, impacted by COVID-19 and its variants. While the economies of our markets have generally improved in 2021, the current pandemic is ongoing and dynamic in nature, and there are many related uncertainties, including, among other things, its severity and new variants that may arise; its ultimate duration and infection spikes that may occur; the impact on our customers, employees and vendors; the impact on the financial services and banking industry; and the ongoing impact on the economy as a whole.

Impact on our Operations. At the height of the pandemic, many jurisdictions in North Carolina in which we operate declared health emergencies related to COVID-19. The resulting closures and/or limited operations of non-essential businesses and related economic disruption impacted our operations as well as the operations of our customers. While most businesses have reopened and restrictions are currently limited in our areas, the occurrence of variants of the COVID-19 virus may result in future restrictions or closures. We continue to address the issues as they arise in order to facilitate the continued delivery of essential services while maintaining a high level of safety for our customers as well as our employees, including:

•Implementing our communications plans to ensure our employees, customers and critical vendors are kept abreast of developments affecting our operations;

•Temporarily closing financial center lobbies, limiting access to drive-through only or by appointment, as necessary given spikes in COVID-19 infection rates or due to staffing constraints;

•Expanding remote-access availability so that a significant portion of our workforce has the capability to work from home or other remote locations. All activities are performed in accordance with our compliance and information security policies designed to ensure customer data and other information is properly safeguarded; and

•Instituting mandatory social distancing policies and mask protocols for those employees not working remotely and who are unvaccinated. Members of certain operations teams may split into two teams that rotate their work location between work and home as necessary.

Impact on our Financial Position and Results of Operations. Our financial position and results of operations are particularly susceptible to the ability of our loan customers to meet loan obligations, the availability of our workforce, the availability of our vendors, and the decline in the value of assets held by us. The impact of the COVID-19 pandemic lessened in 2021, and we experienced increased commercial activity throughout our market areas. We have not realized significant negative impact on our loan portfolio or asset quality. Further, all COVID-19 deferral status loans have returned to regular payment schedules. While the economic pressures and uncertainties arising from the COVID-19 pandemic have resulted in, and may continue to result in, specific changes in consumer and business spending and borrowing habits, we have seen improvements in many industries in which we have loan exposure including retail/strip centers, hotels/lodging, restaurants, entertainment, and commercial real estate. See further information related to the risk exposure of our loan portfolio under the sections captioned "Provision for Credit Losses," “Loans,” and “Allowance for Credit Losses” elsewhere in this discussion.

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Legislative and Regulatory Developments. The federal government and the Federal Reserve and other bank regulatory agencies have taken actions to mitigate the economic effects of COVID-19. The Federal Reserve lowered the target for the federal funds rate to a range of between zero to 0.25% effective in March 2020. Recently, in response to inflationary concerns, the Federal Reserve indicated that it expects to increase the targeted federal funds rate during 2022. Our earnings and cash flows are largely dependent on our net interest income, as is discussed in detail below under "Interest Rate Risk." Increasing short term rates could negatively impact our NIM if funding costs rise.

Banks and bank holding companies have been particularly impacted by the COVID-19 pandemic as a result of disruption and volatility in the global capital markets. Bank regulatory agencies have been (and are expected to continue to be) proactive in responding to both market and supervisory concerns arising from the COVID-19 pandemic and its aftermath, as well as the potential impact on customers, especially borrowers. We continue to monitor any potential for new laws and regulations impacting lending and funding practices as well as capital and liquidity standards. Such changes could require us to maintain more capital, with common equity as a more predominant component, or manage the composition of our assets and liabilities to comply with formulaic liquidity requirements.

As discussed above, the economies of our market areas generally improved during 2021 as they recovered from the pandemic. However, the ongoing impact on the Company of the continuing pandemic, including infection rate spikes and new strains of COVID-19, is uncertain. The extent to which the COVID-19 pandemic has a further impact on our business, results of operations, and financial condition, as well as our regulatory capital and liquidity ratios, will depend on future developments, which are highly uncertain and cannot be predicted, including the scope and duration of the COVID-19 pandemic and actions taken by governmental authorities and other third parties in response to the COVID-19 pandemic.

Critical Accounting Policies and Estimates

The accounting principles we follow and our methods of applying these principles conform with GAAP and with general practices followed by the banking industry. Certain policies inherently have a greater reliance on the use of estimates, assumptions, or judgments and as such, have a greater possibility of producing results that could be materially different than originally reported. We have identified the determination of our ACL, business combinations and related fair value measurements, and intangible assets to be the accounting areas that require the most subjective or complex judgments, estimates, and assumptions, and where changes in those judgments, estimates, and assumptions (based on new or additional information, changes in the economic climate and/or market interest rates, etc.) could have a significant effect on our financial statements.

Our most significant accounting policies are presented in Note 1 to the accompanying consolidated financial statements. These policies, along with the disclosures presented in the other notes to the consolidated financial statements and in this MD&A, provide information on how significant assets and liabilities are valued in the financial statements and how those values are determined.

Allowance for Credit Losses on Loans and Unfunded Commitments

The ACL replaces the allowance for loan and lease losses as a credit accounting estimate as of January 1, 2021, when we adopted ASU 2016–13, Financial Instruments–Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The ACL represents management’s current estimate of credit losses for the remaining estimated life of financial instruments. We perform periodic and systematic detailed reviews of the loan portfolio to identify trends and to assess the overall collectability of the portfolio. We believe the accounting estimate related to the ACL is a “critical accounting estimate” as: (1) changes in it can materially affect the provision for loan and lease losses and net income; (2) it requires management to predict borrowers’ likelihood or capacity to repay, including evaluation of inherently uncertain future economic conditions; (3) the value of underlying collateral must be estimated on collateral-dependent loans; (4) prepayment activity must be projected to estimate the life of loans that often are shorter than contractual terms; and (5) it requires estimation of a reasonable and supportable forecast period for credit losses. Accordingly, this is a highly subjective process and requires significant judgment since it is difficult to evaluate current and future economic conditions in relation to an overall credit cycle and estimate the timing and extent of loss events that are expected to occur prior to end of a loan’s estimated life.

Our ACL is assessed at each balance sheet date and adjustments are recorded in the provision for loan losses. The ACL is estimated based on loan level characteristics using historical loss rates, a reasonable and supportable economic forecast, and assumptions of probability of default and loss given default. Loan balances considered

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uncollectible are charged-off against the ACL. There are many factors affecting the ACL, some of which are quantitative, while others require qualitative judgment. Although management believes its process for determining the allowance adequately considers all the potential factors that could potentially result in credit losses, the process includes subjective elements and is susceptible to significant change. To the extent actual outcomes differ from management estimates, additional provision for loan losses could be required that could adversely affect our earnings or financial position in future periods.

PCD loans represent assets that are acquired with evidence of more than insignificant credit quality deterioration since origination at the acquisition date. At acquisition, the allowance for credit losses on PCD assets is booked directly to the ACL. Any subsequent changes in the ACL on PCD assets is recorded through the provision for credit losses.

We believe that the ACL is adequate to absorb the expected life of loan credit losses on the portfolio of loans and leases as of the balance sheet date. Actual losses incurred may differ materially from our estimates. For example, the impact of COVID–19 on both borrower credit and the greater macroeconomic environment is uncertain and changes in the duration, spread, and severity of the virus could affect our loss experience.

Additional information on the loan portfolio and ACL can be found in the sections of MD&A titled “Nonperforming Assets” and “Allowance for Credit Losses and Loan Loss Experience” below.

Business Combinations

Pursuant to applicable accounting guidance, we recognize assets acquired, including identified intangible assets (discussed further below), and the liabilities assumed in acquisitions at their fair values as of the acquisition date, with the related transaction costs expensed in the period incurred. Specified items such as acquired operating lease assets and liabilities as lessee, employee benefit plans, and income-tax related balances are recognized in accordance with accounting guidance that results in measurements that may differ from fair value. Determining the fair value of assets acquired and liabilities assumed often involves estimates based on internal or third-party valuations which include appraisals, discounted cash flow analysis, or other valuation techniques that may include estimates of attrition, inflation, asset growth rates, discount rates, credit risk, multiples of earnings, or other relevant factors. The determination of fair value may require us to make point-in-time estimates about discount rates, future expected cash flows, market conditions, and other future events that can be volatile in nature and challenging to assess. While we use the best estimates and assumptions to accurately value assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement.

The ACL for PCD assets is recognized within business combination accounting with no initial impact to net income. Changes in estimates of expected credit losses on PCD loans after acquisition are recognized as provision expense (or reversal of provision expense) in subsequent periods as they arise. The ACL for non-PCD assets is recognized as provision expense in the same reporting period as the business combination. Estimated loan losses for acquired loans are determined using methodologies and applying estimates and assumptions that were described previously in the Allowance for Credit Losses section.

Non-PCD loans acquired are generally estimated at fair value using a discounted cash flow approach with assumptions of discount rate, remaining life, prepayments, probability of default, and loss given default. The actual cash flows on these loans could differ materially from the fair value estimates. The amount we record as the fair values for the loans is generally less than the contractual unpaid principal balance due from the borrowers, with the difference being referred to as the “discount” on the acquired loans. Discounts on acquired non-PCD loans are amortized to interest income over their estimated remaining lives, which may include prepayment estimates in certain circumstances.

Similarly, premiums or discounts on acquired debt are amortized to interest expense over their remaining lives. Actual accretion or amortization of premiums and discounts from a business acquisition may differ materially from our estimates impacting our operating results.

Goodwill and Other Intangible Assets

We believe that the accounting for goodwill and other intangible assets also involves a higher degree of judgment than most other significant accounting policies. ASC 350-10 establishes standards for the amortization of acquired intangible assets, generally over the estimated useful life of the related assets, and impairment assessment of

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goodwill. At December 31, 2021, we had core deposit and other intangibles of $17.8 million subject to amortization and $364.3 million of goodwill, which is not subject to amortization.

Goodwill arising from business combinations represents the excess of the purchase price over the sum of the estimated fair values of the tangible and identifiable intangible assets acquired less the estimated fair value of the liabilities assumed. Goodwill has an indefinite useful life and is evaluated for impairment annually or more frequently if events and circumstances indicate that the asset might be impaired. An impairment loss is recognized to the extent that the carrying amount exceeds the asset’s fair value.

At each reporting date between annual goodwill impairment tests, we consider potential indicators of impairment. During 2020, with the heightened economic uncertainty and volatility surrounding COVID–19, we performed quarterly impairment assessments. Generally, absent potential impairment indicators, we perform an annual assessment of whether the events and circumstances resulted in it being more likely than not that the fair value of any reporting unit was less than its carrying value. Impairment indicators considered include the condition of the economy and banking industry; government intervention and regulatory updates; the impact of recent events to financial performance and cost factors of the reporting unit; performance of the Company's stock, and other relevant events. During 2021 there were no triggers warranting interim impairment assessments and for the 2021 annual assessment, we concluded that it was more likely than not that the fair value exceeded its carrying value.

The primary identifiable intangible asset we typically record in connection with a whole bank or bank branch acquisition is the value of the core deposit intangibles which represent the estimated value of the long-term deposit relationships acquired in the transaction. Determining the amount of identifiable intangible assets and their average lives involves multiple assumptions and estimates and is typically determined by performing a discounted cash flow analysis, which involves a combination of any or all of the following assumptions: customer attrition/runoff, alternative funding costs, deposit servicing costs, and discount rates. The core deposit intangibles are amortized over the estimated useful lives of the deposit accounts based on a method that we believe reasonably approximates the anticipated benefit stream from this intangible. The estimated useful lives are periodically reviewed for reasonableness and have generally been estimated to have a life ranging from seven to ten years, with an accelerated rate of amortization. We review identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable. Our policy is that an impairment loss is recognized, equal to the difference between the asset’s carrying amount and its fair value, if the sum of the expected undiscounted future cash flows is less than the carrying amount of the asset. Estimating future cash flows involves the use of multiple estimates and assumptions, such as those listed above.

Recent Accounting Standards and Pronouncements

For information relating to recent accounting standards and pronouncements, see Note 1 to our consolidated financial statements entitled “Summary of Significant Accounting Policies.”

RESULTS OF OPERATIONS

The following discussion reviews the results of operations and key drivers to change in the results of 2021 as compared to 2020. For a description of our results of operations for 2020, refer to the "Overview - 2020 Compared to 2019" section of Item 7 in our 2020 Form 10-K.

Net Interest Income

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). Changes in the net interest income are the result of changes in volume and the net interest spread which affects NIM. Volume refers to the average dollar levels of interest-earning assets and interest-bearing liabilities. Net interest spread refers to the difference between the average yield on interest-earning assets and the average cost of interest-bearing liabilities. NIM refers to net interest income divided by average interest-earning assets and is influenced by the level and relative mix of interest-earning assets and interest-bearing liabilities. Net interest income is also influenced by external factors such as local economic conditions, competition for loans and deposits, and market interest rates.

Net interest income amounted to $246.4 million in 2021, an increase of $28.3 million, or 11.5%, from the $218.1 million in 2020. The increase was due in part to the Select acquisition and higher balances of investment securities, which more than offset the impact of the challenging rate environment. For 2021, average interest-earning assets

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increased $1.7 billion, or 27.8%, including growth of $315.6 million in average loans and $1.4 billion in average securities. The growth in interest-earning assets was driven by funds provided from growth in deposits. The Select acquisition in the fourth quarter also contributed to higher earning assets.

The impact on earnings of the interest-earning asset growth was partially offset by a decrease in our NIM on a tax-equivalent basis, which declined from 3.56% in 2020 to 3.16% in 2021. For internal purposes, we evaluate our NIM on a tax-equivalent basis by adding the tax benefit realized from tax-exempt loans and securities to reported interest income then dividing by total average earning assets. We believe that analysis of NIM on a tax-equivalent basis is useful and appropriate because it allows a comparison of net interest in different periods without taking into account the different mix of taxable versus non-taxable loans and investments that may have existed during those periods. The following is a reconciliation of reported net interest income to tax-equivalent net interest income and the resulting NIM as reported and on a tax-equivalent basis.

($ in thousands)Year ended December 31,
202120202019
Net interest income, as reported$246,395218,122216,204
Tax-equivalent adjustment2,2431,4681,641
Net interest income, tax-equivalent$248,638219,590217,845
Net interest margin, as reported3.13%3.54%3.97%
Net interest margin, tax-equivalent3.16%3.56%4.00%

The reduction in our NIM was in large part a result of excess liquidity, as well as the impact of lower interest rates. While there were no interest rate reductions initiated by the Federal Reserve during 2021, the overall lower market rates impacted our portfolio yields on new and renewing assets. During 2021, our level of average securities and other short-term investments increased by $1.4 billion, or 95.8% at lower market yields, generally less than 1.50%, thus negatively impacting the NIM.

Our NIM for all periods benefited, by varying amounts, from the net accretion income, primarily associated with purchase accounting premiums/discounts associated with acquisitions. Presented in the table below is the amount of accretion which increased net interest income in each year.

($ in thousands)Year Ended December 31, 2021Year Ended December 31, 2020Year Ended December 31, 2019
Interest income – increased by accretion of loan discount on acquired loans$6,1073,8174,588
Interest income - increased by accretion of loan discount on retained SBA loans2,7072,5111,386
Interest expense – reduced by premium amortization of deposits295100190
Interest expense – increased by discount accretion of borrowings(249)(181)(181)
Impact on net interest income$8,8606,2475,983

The biggest component of the purchase accounting adjustments in each year was loan discount accretion on purchased loans. The increase in 2021 was driven by the acquisition of Select which resulted in $1.5 million in accretion during the fourth quarter of 2021, combined with $2.3 million in accelerated accretion earlier in the year from the payoff of several former failed-bank loans we previously acquired. Generally the level of loan discount accretion will decline each year due to the natural paydowns in acquired loan portfolios.

At December 31, 2021, 2020, and 2019, unaccreted loan discount on purchased loans amounted to $17.2 million, $8.9 million, and $12.7 million, respectively. We recorded an initial fair value loan discount mark of $19.3 million for the Select portfolio, which was reduced by the reclassification to ACL of $4.9 million related to PCD loans. The Select acquired portfolio comprises the majority of the remaining unaccreted loan discount at December 31, 2021.

In addition to the loan discount accretion recorded on acquired loans, we record accretion on the discounts associated with the retained unguaranteed portions of SBA loans sold in the secondary market. The level of SBA loan discount accretion will increase relative to the SBA loan portfolio with continued growth in that line of business. At December 31, 2021, 2020, and 2019, unaccreted loan discount on SBA loans amounted to $6.0 million, $7.3 million, and $7.1 million, respectively.

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Amortization of net deferred loan fees also impacts interest income. During 2021, we amortized net deferred PPP fees of $9.5 million as interest income compared to $4.1 million for 2020. At December 31, 2021, we had $2.6 million in remaining deferred PPP origination fees that will be recognized over the lives of the loans, with accelerated amortization expected to result from the loan forgiveness process. We expect substantially all of these fees will be recognized in the first quarter of 2022 as a result of the loan forgiveness process.

The following table presented the major components of the net interest income and NIM.

Average Balances and Net Interest Income Analysis
Year Ended December 31,
202120202019
($ in thousands)Average VolumeAvg. RateInterest Earned or PaidAverage VolumeAvg. RateInterest Earned or PaidAverage VolumeAvg. RateInterest Earned or Paid
Assets
Loans (1) (2)$5,018,3914.36%$219,0134,702,7434.53%213,0994,346,3315.08%220,784
Taxable securities2,204,7131.45%32,076967,9002.11%20,429719,4352.76%19,881
Non-taxable securities162,8781.49%2,40234,1082.13%72532,2003.13%1,007
Other interest-earning assets, primarily overnight funds485,3370.50%2,427455,3490.75%3,431350,4342.41%8,435
Total interest-earning assets7,871,3193.25%255,9186,160,1003.86%237,6845,448,4004.59%250,107
Cash and due from banks90,27581,15455,422
Premises and equipment125,738116,425117,465
Other assets408,313408,319405,760
Total assets$8,495,6456,765,9986,027,047
Liabilities and Equity
Interest-bearing checking accounts$1,353,1720.07%$9191,019,7730.12%1,208891,7660.15%1,358
Money market accounts1,923,6140.16%3,1581,367,8510.34%4,6321,111,5990.63%6,992
Savings accounts607,4520.07%443467,6820.15%711419,4500.29%1,201
Time deposits $100,000552,3460.46%2,549616,1711.33%8,215704,3321.93%13,598
Other time deposits236,5580.34%812239,9900.64%1,535260,7410.73%1,901
Total interest-bearing deposits4,673,1420.17%7,8813,711,4670.44%16,3013,387,8880.74%25,050
Short-term borrowings%71,9551.42%1,022209,6132.54%5,324
Long-term borrowings63,2012.60%1,642114,4901.96%2,239123,0352.86%3,529
Total interest-bearing liabilities4,736,3430.13%9,5233,897,9120.50%19,5623,720,5360.91%33,903
Noninterest-bearing checking accounts2,728,7681,932,8231,436,329
Total sources of funds7,465,1110.13%5,830,7350.34%5,156,8650.66%
Other liabilities60,75960,73157,359
Shareholders’ equity969,775874,532812,823
Total liabilities and shareholders’ equity$8,495,6456,765,9986,027,047
Net yield on interest-earning assets and net interest income3.13%$246,3953.54%218,1223.97%216,204
Net yield on interest-earning assets and net interest income – tax-equivalent (3)3.16%$248,6383.56%219,5904.00%217,845
Interest rate spread3.14%3.36%3.68%
Average prime rate3.25%3.54%5.28%

(1)Average loans include nonaccruing loans, the effect of which is to lower the average rate shown. Interest earned includes recognized net loan fees, including late fees, prepayment fees, and deferred loan fee amortization, in the amounts of $9,690, $4,755, and $1,264 for 2021, 2020, and 2019, respectively.

(2)Includes accretion of discount on acquired and SBA loans of $8,814, $6,328, and $5,974 in 2021, 2020, and 2019, respectively.

(3)Includes tax-equivalent adjustments of $2,243, $1,468, and $1,641 in 2021, 2020, and 2019, respectively, to reflect the federal and state tax benefit that we receive related to tax-exempt securities and tax-exempt loans, which carry interest rates lower than similar taxable investments/loans due to their tax exempt status. This amount has been computed assuming a 23% tax rate and is reduced by the related nondeductible portion of interest expense.

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The following table presents additional detail regarding the estimated impact that changes in loan and deposit volumes and changes in the interest rates we earned/paid had on our net interest income in 2021 and 2020.

Volume and Rate Variance Analysis
Year Ended December 31, 2021Year Ended December 31, 2020
Change Attributable toChange Attributable to
($ in thousands)Changes in VolumesChanges in RatesTotal Increase (Decrease)Changes in VolumesChanges in RatesTotal Increase (Decrease)
Interest income:
Loans$14,040(8,126)5,91417,128(24,813)(7,685)
Taxable securities22,055(10,408)11,6476,055(5,507)548
Non-taxable securities2,316(639)1,67750(332)(282)
Other interest-earning assets, primarily overnight funds188(1,192)(1,004)1,658(6,662)(5,004)
Total interest income38,599(20,365)18,23424,891(37,314)(12,423)
Interest expense:
Interest bearing checking accounts311(600)(289)173(323)(150)
Money market accounts1,399(2,873)(1,474)1,240(3,600)(2,360)
Savings accounts158(426)(268)106(596)(490)
Time deposits $100,000(571)(5,095)(5,666)(1,439)(3,944)(5,383)
Other time deposits(20)(703)(723)(142)(224)(366)
Total interest-bearing deposits1,277(9,697)(8,420)(62)(8,687)(8,749)
Short-term borrowings(1,022)(1,022)(2,726)(1,577)(4,303)
Long-term borrowings(1,167)570(597)(213)(1,076)(1,289)
Total interest expense(912)(9,127)(10,039)(3,001)(11,340)(14,341)
Net interest income$39,511(11,238)28,27327,892(25,974)1,918

Note - Changes attributable to both volume and rate are allocated equally between rate and volume variances.

Overall, as demonstrated in the above table, net interest income grew $28.3 million in 2021, with higher earning asset volumes and lower rates on interest-bearing liabilities, which was partially offset by lower yields on interest-earning assets, driving the increase.

•For 2021, higher loan volume positively impacted interest income by $14.0 million, partially offset by lower interest rates on loans which negatively impacted interest income by $8.1 million, resulting in an increase in loan interest income of $5.9 million.

•Higher volumes of total securities balances contributed $24.4 million in additional interest income in 2021. This was partially offset by the impact of lower interest rates earned on those securities resulting in a negative impact of $11.0 million on interest income.

•Lower interest rates on other interest-earning assets (primarily overnight funds and presold mortgages held for sale) in 2021 resulted in $1.2 million in lower interest income, which was partially offset by higher volume.

•Lower interest rates paid on deposits drove a $9.7 million decrease in deposit interest expense in 2021. Reductions in rates on deposits more than offset the higher volumes of interest-bearing demand balances.

•Lower levels of borrowings resulted in a decrease in borrowings interest expense of $1.6 million in 2021.

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Provision for Credit Losses (Loans and Unfunded Commitments)

Prior to our implementation of CECL, the provision for credit losses was based on the then-applicable Incurred Loss model and represented an estimate of probable incurred losses in the loan portfolio at the end of each reporting period. Under CECL, the provision for credit losses represents our current estimate of life of loan credit losses in the loan portfolio and unfunded loan commitments. Our estimate of credit losses under CECL is determined using a complex model that relies on reasonable and supportable forecasts and historical loss information to determine the balance of the ACL and resulting provision for loan losses and provision for unfunded commitments which represents expected losses on unfunded loan commitments that are expected to result in outstanding loan balances. The allowance for unfunded commitments is included in other liabilities in the consolidated balance sheets.

The provision for loan losses was $9.6 million in 2021 under the CECL method, compared to $35.0 million in 2020 under the Incurred Loss method. The amount of provision recorded in each period was the amount required such that the total ACL reflected the appropriate balance as determined under the applicable accounting standards in effect at each balance sheet date. Under the CECL methodology, during 2021 we reversed $4.5 million in provision for credit losses due to improving asset quality and better economic forecasts. Offsetting the provision reversal was the "Day 2" provision expense of $14.1 million which was the calculated ACL recorded for Non-PCD loans acquired from Select after the initial credit mark adjustment was recorded to the loans. The elevated provision expense in 2020 was primarily a result of the higher estimated incurred losses resulting from macroeconomic effects of the COVID-19 pandemic and exposures to loans with characteristics or in industries that had greater loss exposure due to the economic uncertainties brought on by COVID-19.

Total net charge-offs for 2021 were $2.7 million compared to $4.0 million in 2020. In 2020, the higher net charge-offs were driven by $3.2 million of net charge-offs in our SBA portfolio, and was concentrated in the "commercial, financial, and agricultural" category.

Also under the CECL method, we recorded $5.4 million in provision for unfunded commitments, which included $3.9 million recorded in the fourth quarter of 2021 upon the acquisition of Select. There was no provision for unfunded commitments in 2020 under the Incurred Loss method. The provisions for 2021 were recorded primarily due to increases in construction and land development loan commitments during the year.

Additional discussion on the CECL method and our asset quality and credit metrics, which impact our provision for credit losses, is provided in the "Nonperforming Assets" and "Allowance for Credit Losses and Loan Loss Experience" sections following.

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Noninterest Income

Our noninterest income amounted to $73.6 million in 2021, $81.3 million in 2020, and $59.5 million in 2019.

Management evaluates noninterest income on a non-GAAP basis that excludes items such as securities gains and losses and other miscellaneous gains and losses because we believe excluding those items results in a more meaningful reflection of noninterest income from recurring sources. We refer to this as "adjusted noninterest income." A reconciliation of reported noninterest income to adjusted noninterest income is presented in the table below. Adjusted noninterest income amounted to $73.2 million in 2021, $73.4 million in 2020, and $59.6 million in 2019.

Noninterest Income
Year Ended December 31,
($ in thousands)202120202019
Service charges on deposit accounts$12,31711,09812,970
Other service charges, commissions and fees - interchange income, net of interchange expense18,48014,14213,814
Other service charges, commissions, and fees - other7,0365,9555,667
Fees from presold mortgage loans10,97514,1833,944
Commissions from sales of insurance and financial products6,9478,8488,495
SBA consulting fees7,2318,6443,872
SBA loan sale gains7,3297,9738,275
Bank-owned life insurance income2,8852,5332,564
Securities gains (losses), net(1,237)8,02497
Other gains (losses), net1,648(54)(169)
Noninterest income73,61181,34659,529
Non-GAAP adjustments - Exclude:
Securities (gains) losses, net1,237(8,024)(97)
Other (gains) losses, net(1,648)54169
Adjusted noninterest income$73,20073,37659,601

Service charges on deposit accounts increased $1.2 million, or 11.0%, in 2021 as compared to 2020. The increase in 2021 was primarily due to growth in the number of checking accounts generating fees, as well as higher NSF activity during the year. Also contributing to the increase was the addition of Select deposit accounts and related income in the fourth quarter of 2021.

Total "Other service charges, commissions and fees" related to net interchange income from bankcard activity amounted to $18.5 million in 2021, a 30.7% increase from the $14.1 million in 2019. The growth in card usage by our customers is related to the higher volume of outstanding cards giving rise to increased transaction volume as well as customer payment preferences. General growth of our bank also contributed to the increase in this line item in 2021.

"Other service charges, commissions and fees - other" includes items such as SBA guarantee servicing fees, ATM charges, wire transfer fees, safety deposit box rentals, fees from sales of personalized checks, and check cashing fees. The increases in this line item in 2021 of $1.1 million, or 18.2%, were primarily due to growth in the number of accounts and related transaction activity, as well as the Bank's deposit base increases.

Fees from presold mortgages amounted to $11.0 million in 2021, a decline of $3.2 million or 22.6% from 2020. The decrease was due in part to lower originations, combined with a higher percentage of mortgages retained in the portfolio during 2021 as compared to the prior year.

Commissions from sales of insurance and financial products amounted to $6.9 million in 2021, down $1.9 million from 2020. The decrease is due to the sale of the majority of the assets of First Bank Insurance, our property and casualty insurance subsidiary, in June 2021.

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The reduction in SBA consulting services in 2021 of $1.4 million, or 16.3%, is directly related to the wind-down of the PPP loan program. SBA Complete recognized $4.7 million in PPP fees during 2020 as compared to $3.2 million in 2021.

The increase in BOLI income in 2021 was related to the acquisition of Select which had $31.1 million in BOLI as of the date of acquisition.

During 2021, we sold approximately $106.5 million in securities at a loss of $1.2 million. This is compared to sales transactions in 2020 of $219.7 million for a gain of $8.0 million. The securities sold were in the normal course of business and our ALCO determination to adjust our portfolio in light of the market rates and the overall portfolio composition.

“Other gains (losses), net” amounted to a net gain of $1.6 million for 2021 related to the sale of the Company's property and casualty insurance subsidiary during the year.

Noninterest Expenses

Total noninterest expenses totaled $184.7 million, $161.3 million, and $157.2 million, for 2021, 2020, and 2019, respectively.

Noninterest Expenses
Year Ended December 31,
($ in thousands)202120202019
Salaries$86,81584,94179,129
Employee benefits16,43416,02716,844
Total personnel expense103,249100,96895,973
Occupancy expense11,52811,27811,122
Equipment related expenses4,4924,2855,023
Merger and acquisition expenses16,845192
Amortization of intangible assets3,5313,9564,858
Credit card rewards and other expenses4,6093,5992,759
Telephone and data lines3,0272,8933,058
Software costs5,1335,0354,326
Data processing expense3,6192,9042,787
Advertising and marketing expense2,5802,2973,120
Non-credit losses1,1291,0241,074
Other operating expenses24,91423,05922,902
Total$184,656161,298157,194

Total personnel expense increased from $101.0 million in 2020 to $103.2 million in 2021, an increase of $1.9 million, or 2.2%. Within personnel expense, salaries expense increased $1.9 million, or 2.6%, while employee benefits expense increased $0.4 million, or 2.5%. Within salaries expense, commissions declined $1.0 million, or 12.5%, related to the lower mortgage banking activity, while bonuses increased $2.1 million due to the improved corporate performance.

Merger and acquisition expenses amounted to $16.8 million in 2021 related to the acquisition of Select. The expenses were primarily comprised of severance costs and data processing conversion expenses.

Credit card expenses have increased $1.0 million, or 28.1%, relative to the higher levels of outstanding cards and activity generating revenue.

Telephone and data, software costs, data processing expenses, and advertising and marketing expenses did not vary significantly among the periods presented, increasing in 2021 related to higher levels of activity and the incremental costs from Select commencing in the fourth quarter of the year.

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Non-credit losses remained relatively unchanged for the periods presented, with losses primarily related to debit card and credit card fraud losses.

Income Taxes

We recorded income tax expense of $24.7 million in 2021, $21.7 million in 2020, and $24.2 million in 2019. Our effective tax rates were fairly stable at 20.5% for 2021, 21.0% for 2020, and 20.8% for 2019. We expect our effective tax rate to be approximately 21.0% in 2022.

ANALYSIS OF FINANCIAL CONDITION AND CHANGES IN FINANCIAL CONDITION

Loans

The loan portfolio is the largest category of our earning assets and is comprised of commercial loans, real estate mortgage loans, real estate construction loans, and consumer loans. The majority of our loan portfolio is within our North Carolina and South Carolina market areas. We also have a portfolio of SBA loans that have been made on a nationwide basis. The diversity of the economic bases of our market areas has historically provided a stable lending environment.

Total loans amounted to $6.1 billion at December 31, 2021, an increase of $1.4 billion, or 28.5%, from December 31, 2020. Net loan growth for the year was as follows:

($ in thousands)
Loans at December 31, 2020$4,731,315
Organic net growth, exclusive of PPP loans382,794
Growth from acquisitions, net1,164,882
PPP loan activity(197,276)
Loans at December 31, 2021$6,081,715
Organic loan growth percentage8.1%
Total loan growth percentage28.5%

The following table provides a summary of the loan portfolio composition at each of the past five year ends.

Loan Portfolio Composition
As of December 31,
20212020201920182017
($ in thousands)Amount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total LoansAmount% of Total Loans
Commercial, financial, and agricultural$648,99711%782,54917%504,27111%457,03711%381,13010%
Real estate – construction, land development & other land loans828,54913%570,67212%530,86612%518,97612%539,02013%
Real estate – mortgage – residential (1-4 family) first mortgages1,021,96617%972,37821%1,105,01425%1,054,17625%972,77224%
Real estate – mortgage – home equity loans / lines of credit331,9325%306,2566%337,9228%359,1628%379,9789%
Real estate – mortgage – commercial and other3,194,73753%2,049,20343%1,917,28043%1,787,02242%1,696,10742%
Consumer loans57,2381%53,9551%56,1721%71,3922%74,3482%
Loans, gross6,083,419100%4,735,013100%4,451,525100%4,247,765100%4,043,355100%
Unamortized net deferred loan costs (fees)(1,704)(3,698)1,9411,299(986)
Total loans$6,081,7154,731,3154,453,4664,249,0644,042,369

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The majority of our loan portfolio over the years has been real estate mortgage loans, with all loan categories secured by real estate historically comprising approximately 87% to 89% of our outstanding loan balances. In 2020, our total loans secured by real estate decreased to 82% of outstanding loan balances due to an increase in PPP loans, which are unsecured loans and are included in the line item "commercial, financial, and agricultural" as discussed further below.

Except for construction, land development, and other land loans, the majority of our real estate loans are personal and commercial loans where cash flow from the borrower’s occupation or business is the primary repayment source, with the real estate pledged providing a secondary repayment source.

Residential real estate loans declined from 25% of total loans at December 31, 2018 to 17% of total loans at December 31, 2021. This decline was due to a combination of factors including consumers refinancing their home loans held by the Bank with long-term fixed rate loans, which we typically sell in the secondary market. Additionally, the Select loan portfolio acquired during 2021 had only a 12.8% mix of residential real estate loans, thus driving down the overall portfolio percentage in this category.

Commercial real estate loans as a percentage of total loans increased to 53% at December 31, 2021 primarily due to the Select acquisition as 51% of its loan portfolio was in this category.

Commercial, financial, and agricultural loans returned to the historical level of approximately 11% of total loans at December 31, 2021, decreasing from 17% at the prior year end. As noted above, the fluctuations were due primarily to PPP loans, which declined $197.3 million during 2021 due to forgiveness of loans. We began originating PPP in April 2020 under the provisions of the CARES Act and subsequent federal acts. These loans are fully guaranteed by the SBA and may be eligible for loan forgiveness under the provisions of the CARES Act. During 2020, we funded approximately $247.5 million of PPP loans. At December 31, 2020, we had a remaining balance of $240.9 million in PPP loans outstanding, which represented 30.8% of our commercial, financial, and agricultural loans and 5.1% of our total loans. During 2021, we originated an additional $113.4 million of PPP loans, assumed $17.3 million from Select, and processed total PPP loan forgiveness of $339.2 million. As of December 31, 2021, we had $39.0 million in outstanding PPP loans.

A summary of scheduled loan maturities, based on contractual maturity dates, over certain time periods is presented below, with fixed rate loans and adjustable rate loans shown separately.

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Loan Maturities
As of December 31, 2021
Due within one yearDue after one year but within five yearsDue after five years but within fifteen yearsDue after fifteen yearsTotal
($ in thousands)AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
Variable Rate Loans:
Commercial, financial, and agricultural$101,1743.48%33,5723.65%50,1985.68%1,1334.90%186,0774.14%
Real estate – construction, land development & other land loans180,1214.54%90,5303.81%28,9864.46%12,0974.91%311,7344.33%
Real estate – mortgage – residential (1-4 family) first mortgages10,1324.82%13,9414.79%27,3824.05%141,1463.53%192,6013.74%
Real estate – mortgage – home equity loans / lines of credit19,5744.22%40,4464.02%261,4323.37%394.10%321,4913.50%
Real estate – mortgage – commercial and other67,4713.81%151,0813.23%48,4104.34%108,4454.93%375,4073.98%
Consumer loans7,4795.42%3,4244.15%884.40%1,1735.65%12,1645.08%
Total at variable rates385,9514.14%332,9943.60%416,4963.88%264,0333.95%1,399,4743.95%
Fixed Rate Loans:
Commercial, financial, and agricultural39,4003.30%205,4773.49%109,6623.00%98,4882.71%453,0273.18%
Real estate – construction, land development & other land loans131,8343.69%173,9414.34%209,9363.55%2063.55%515,9173.85%
Real estate – mortgage – residential (1-4 family) first mortgages36,4064.79%222,3814.60%157,0983.88%410,6593.72%826,5444.02%
Real estate – mortgage – home equity loans / lines of credit6016.11%4,1255.33%4,7855.28%2376.37%9,7485.38%
Real estate – mortgage – commercial and other223,5034.46%1,220,1974.23%1,350,7513.57%2,2434.81%2,796,6943.93%
Consumer loans15,4876.74%21,2635.87%6,3785.99%2,48716.90%45,6156.78%
Total at fixed rates447,2314.24%1,847,3844.22%1,838,6103.57%514,3203.89%4,647,5453.89%
Subtotal833,1824.19%2,180,3784.13%2,255,1063.63%778,3533.99%6,047,0193.90%
Nonaccrual loans34,69634,696
Total loans$867,8782,180,3782,255,106778,3536,081,715

The above table is based on contractual scheduled maturities. Early repayment of loans or renewals at maturity are not considered in this table.

Approximately 14% of our accruing loans outstanding at December 31, 2021 mature within one year and 50% of total loans mature within five years, with both of those measures being consistent with recent years. As of December 31, 2021, the percentages of variable rate loans and fixed rate loans as compared to total performing loans were 23% and 77%, respectively. In recent years, the mix of variable rate loans to fixed rate loans has been shifting to more fixed rate loans which continue to be popular with many borrowers in order to lock in a low interest rate during the historically low interest rate environment that has been in effect. While fixed rate loans present risk to our Company if interest rates rise, we measure our interest rate risk closely and, as discussed in the section “Interest Rate Risk” below, we do not believe that an increase in interest rates would materially negatively impact our net interest income.

The Company’s loan portfolio is not concentrated in loans to any single borrower or to a relatively small number of borrowers. Additionally, management is not aware of any concentrations of loans to classes of borrowers or industries that would be similarly affected by economic conditions.

In addition to monitoring potential concentrations of loans to particular borrowers or groups of borrowers, industries, and geographic regions, the Company monitors exposure to credit risk that could arise from potential concentrations of lending products and practices such as loans that subject borrowers to substantial payment increases (e.g. principal deferral periods, loans with initial interest-only periods, etc.), and loans with high loan-to-value ratios. Additionally, there are industry practices that could subject the Company to increased credit risk should economic

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conditions change over the course of a loan’s life. For example, the Bank makes variable rate loans and fixed rate principal-amortizing loans with maturities prior to the loan being fully paid (i.e. balloon payment loans). These loans are underwritten and monitored to manage the associated risks. The Company has determined that there is no concentration of credit risk associated with its lending policies or practices. Most of our business activity is with customers located within the markets where we have banking operations. Therefore, our exposure to credit risk is significantly affected by changes in the economy within our markets. Approximately 88% of our loan portfolio is secured by real estate and is therefore susceptible to changes in real estate valuations.

Nonperforming Assets

NPAs include nonaccrual loans, TDRs, loans past due 90 or more days and still accruing interest, and foreclosed properties. Nonaccrual loans are loans on which interest income is no longer being recognized or accrued because management has determined that the collection of interest is doubtful. Placing loans on nonaccrual status negatively impacts earnings because (i) interest accrued but unpaid as of the date a loan is placed on nonaccrual status is reversed and deducted from interest income, (ii) future accruals of interest income are not recognized until it becomes probable that both principal and interest will be paid, and (iii) principal charged-off, if appropriate, may necessitate additional provisions for loan losses that are charged against earnings. In some cases, where borrowers are experiencing financial difficulties, loans may be restructured to provide terms significantly different from the originally contracted terms.

The following table summarizes our NPAs at the dates indicated.

Nonperforming Assets
As of December 31,
($ in thousands)20212020201920182017
Nonperforming assets
Nonaccrual loans$34,69635,07624,86622,57520,968
Restructured loans - accruing13,8669,4979,05313,41819,834
Accruing loans 90 days past due1,004
Total nonperforming loans49,56644,57333,91935,99340,802
Foreclosed properties3,0712,4243,8737,44012,571
Total nonperforming assets$52,63746,99737,79243,43353,373
Allowance for credit losses$78,78952,38821,39821,03923,298
Total Loans$6,081,7154,731,3154,453,4664,249,0644,042,369
Asset Quality Ratios
Nonaccrual loans to total loans0.57%0.74%0.56%0.53%0.52%
Nonperforming loans to total loans0.82%0.94%0.76%0.85%1.01%
Nonperforming assets to total loans and foreclosed properties0.87%0.99%0.85%1.02%1.32%
Nonperforming assets to total assets0.50%0.64%0.62%0.74%0.96%
Allowance for credit losses to nonaccrual loans227.08%149.36%86.05%93.20%111.11%

As a matter of policy, we generally place all loans that are past due 90 or more days on nonaccrual basis. The amount in this category at December 31, 2021 is related to two loans acquired from Select, one of which was renewed and the other of which was placed on nonaccrual in January 2022.

The increase in nonperforming loans in 2020 was driven by our SBA loan portfolio and the impact of the pandemic, as many of the delinquent SBA loans which did not qualify for the SBA's relief payment plan defaulted for both pandemic and other reasons and were transferred to nonaccrual status. The $5.6 million increase in NPAs in 2021 was a direct result of the Select acquisition. While the balance of NPAs increased, our asset quality ratios improved in 2021 overall relative to the increased loan portfolio, and we continue to see improving trends in asset quality. Our total nonperforming loans to total loans declined 12 basis points to 0.82% at December 31, 2021, while our total NPA ratio decreased 14 basis points to 0.50% at December 31, 2021. Additional discussion of the credit quality classification status of our loans is contained in Note 4 to our consolidated financial statements.

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As of December 31, 2021, SBA loans accounted for approximately $16.8 million of our nonaccrual loans, or 9.8%, of the total non-PPP SBA portfolio, compared to $18.4 million, or 10.8%, of the non-PPP SBA portfolio at December 31, 2020. We continue to closely monitor the SBA loan portfolio and give it appropriate consideration when evaluating the adequacy of the ACL as those loans are generally considered inherently more risky than other loans in out portfolio. Refer to additional discussion of the ACL below.

As shown in Note 4 to the consolidated financial statements, our accruing past due loans (30 or more days) have declined $6.3 million to total $16.0 million at December 31, 2021, which is generally reflective of the improved economic conditions experienced during 2021. We had no loans in COVID-19 payment-deferral status as of year end.

We classify loans as “special mention” when there is a defined weakness or weaknesses that jeopardize the repayment by the borrower and there is a distinct possibility that we could sustain some loss if the deficiency is not corrected. Performing special mention loans, which are still accruing interest, totaled $43.1million and $61.3 million as of December 31, 2021 and 2020, respectively. In addition, loans that are in the risk category of "classified" which are still accruing interest totaled $21.3 million at December 31, 2021 and $25.4 million at December 31, 2020. These loans have a great risk of further deterioration and potential loss to the Bank.

Foreclosed properties includes primarily foreclosed real estate. Total foreclosed real estate amounted to $3.1 million at December 31, 2021, up from $2.4 million in 2020. The increase is related to two properties added with the Select acquisition. We continue to see active real estate markets and steady activity for sales of foreclosed properties.

Allowance for Credit Losses and Loan Loss Experience

The total allowance for credit losses amounted to $78.8 million at December 31, 2021 compared to $52.4 million at December 31, 2020. The increase was driven by (1) the initial $14.6 million ACL recorded at adoption of the CECL and (2) the initial "Day 2" provision for loan losses on Select acquired non-PCD loans of $14.1 million. In addition, there was $4.9 million "Day 1" ACL which we reclassified from credit fair value mark to ACL on the Select's acquired PCD loans.

As previously discuss in "Critical Accounting Policies and Estimates", we adopted CECL effective January 1, 2021. The ACL reflects our estimate of life of loan expected credit losses that will result from the inability of our borrowers to make required loan payments. We established the incremental increase in the ACL at adoption date through equity and subsequently record amounts needed to adjust the ACL for our current estimate of expected credit losses through a provision for credit losses charged to earnings. We record loans charged off against the ACL in the period in which such loans, in management's opinion, become uncollectible. Subsequent recoveries, if any, increase the ACL when they are recognized.

We use systematic methodologies to determine the ACL for loans and the allowance for certain off-balance-sheet credit exposures. The ACL is a valuation account that is deducted from the amortized cost basis of loans to present the net amount expected to be collected on the loan portfolio. The allowance for unfunded commitments represents expected losses on unfunded loan commitments that are expected to result in outstanding loan balances and is included in other liabilities in the the consolidated balance sheets.

We consider the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the loan portfolio. Our estimate of the ACL involves a high degree of judgment. Therefore, the process for determining expected credit losses may result in a range of expected credit losses. The ACL is calculated using collectively evaluated pools for loans with similar risk characteristics applying the DCF method. When a loan no longer shares similar risk characteristics with its segment, the loan is evaluated on an individual basis applying a DCF or asset approach for collateral-dependent loans. Refer to Note 1 of the consolidated financial statements for a discussion of our CECL methodology used to determine the ACL and allowance for unfunded commitments.

Our assessment of the ACL involves uncertainty and judgment and is subject to change in future periods. The amount of any changes could be significant if the assessment of loan quality or collateral values changes substantially with respect to one or more loan relationships or portfolios or if there is a significant change in the reasonable and supportable forecast used to model our expected credit losses. The allocation of the ACL is based on reasonable and supportable forecasts, historical data, subjective judgment, and estimates and therefore, may not be predictive of the specific amounts or loan categories in which charge-offs may ultimately occur. In addition,

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bank regulatory authorities, as part of their periodic examination of the Bank, may require adjustments to the provision for loan losses in future periods if, in their opinion, the results of their review warrant such additions.

We strive to maintain our loan portfolio in accordance with what management believes are conservative loan underwriting policies that result in loans specifically tailored to the needs of our market areas. Every effort is made to identify and minimize the credit risks associated with such lending strategies. We have no foreign loans, few agricultural loans, and we do not engage in significant lease financing or highly leveraged transactions. Commercial loans are diversified among a variety of industries. The majority of loans captioned in the Loan Portfolio Composition table in the above "Loans" section as “real estate” loans are personal and commercial loans where cash flow from the borrower’s occupation or business is the primary repayment source, with the real estate pledged providing a secondary repayment source. Collateral for the majority of these loans is located within our principal market area.

The following table sets forth the allocation of the allowance for loan losses by loan category at the dates indicated. However, the allowance for loan losses is available to absorb losses in all categories.

Allocation of the Allowance for Credit Losses
As of December 31,
($ in thousands)2021% of Loan Category2020% of Loan Category2019% of Loan Category2018% of Loan Category2017% of Loan Category
Commercial, financial, and agricultural$16,2492.50%11,3161.45%4,5530.90%2,8890.63%3,1110.82%
Real estate – construction, land development16,5191.99%5,3550.94%1,9760.37%2,2430.43%2,8160.52%
Real estate – residential (1-4 family) first mortgages8,6860.85%8,0480.83%3,8320.35%5,1970.49%6,1470.63%
Real estate – mortgage - home equity lines of credit4,3371.31%2,3750.78%1,1270.33%1,6650.46%1,8270.48%
Real estate – mortgage - commercial and other30,3420.95%23,6031.15%8,9380.47%7,9830.45%6,4750.38%
Consumer loans2,6564.64%1,4782.74%9721.73%9521.33%9501.28%
Total allocated78,78952,17521,39820,92921,326
Unallocatedn/a213n/an/a110n/a1,972n/a
Total$78,7891.30%52,3881.11%21,3980.48%21,0390.50%23,2980.58%
Note: "% of Loan Category" represents the ACL as a percent of the respective total loan categories presented previously in the Loan Portfolio Composition table.
n/a - not applicable

For the years indicated, the following table summarized our net loss experience by loan category and key ratios demonstrating the asset quality trends over the most recent five years.

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Loan Ratios, Loss and Recovery Experience
As of December 31,
($ in thousands)20212020201920182017
Loans outstanding at end of year$6,081,7154,731,3154,453,4664,249,0644,042,369
Average amount of loans outstanding5,018,3914,702,7434,346,3314,161,8383,420,939
Allowance for credit losses, at end of year78,78952,38821,39821,03923,298
Net loan (charge-offs) recoveries
Commercial, financial, and agricultural$(1,978)(4,863)(1,493)(933)(311)
Real estate – construction, land development & other land loans7031,5017223,9391,990
Real estate – mortgage – residential (1-4 family) first mortgages48827648(901)(1,565)
Real estate – mortgage – home equity loans / lines of credit178(37)322(347)(645)
Real estate – mortgage – commercial and other(1,762)(347)(981)44(155)
Consumer loans(309)(579)(522)(472)(520)
Total (charge-offs) recoveries$(2,680)(4,049)(1,904)1,330(1,206)
Average loans:
Commercial, financial, and agricultural$700,557707,976482,654430,449367,793
Real estate – construction, land development & other land loans619,928615,717503,183555,354466,272
Real estate – mortgage – residential (1-4 family) first mortgages951,5731,028,3341,074,9381,015,360779,307
Real estate – mortgage – home equity loans / lines of credit300,291316,593346,331366,416333,397
Real estate – mortgage – commercial and other2,391,8451,981,7631,872,6661,723,1171,412,511
Consumer loans54,19752,36066,55971,14261,659
Total average loans$5,018,3914,702,7434,346,3314,161,8383,420,939
Ratios:
Allowance for credit losses as a percent of loans at end of year1.30%1.11%0.48%0.50%0.58%
Allowance for credit losses as a multiple of net charge-offs29.40x12.94x11.24xn/m19.32x
Provision for loan losses as a percent of net charge-offs358.62%865.37%118.86%n/m59.95%
Recoveries of loans previously charged-off as a percent of loans charged-off64.75%52.38%69.79%119.08%84.56%
Total net charge-offs (recoveries) as a percent of average loans0.05%0.09%0.04%(0.03%)0.04%
Net charge-offs (recoveries) by loan category as a percent of average loans:
Commercial, financial, and agricultural0.28%0.69%0.31%0.22%0.08%
Real estate – construction, land development & other land loans(0.11%)(0.24%)(0.14%)(0.71%)(0.43%)
Real estate – mortgage – residential (1-4 family) first mortgages(0.05%)(0.03%)%0.09%0.20%
Real estate – mortgage – home equity loans / lines of credit(0.06%)0.01%(0.09%)0.09%0.19%
Real estate – mortgage – commercial and other0.07%0.02%0.05%%0.01%
Consumer loans0.57%1.11%0.78%0.66%0.84%

n/m – not meaningful

Net loan charge-offs amounted to $2.7 million in 2021, a decline from $4.0 million in 2020 which is indicative of the improving economic environment. In 2021, we recorded $2.5 million of charge-offs within our SBA loan portfolio, which were in the "commercial, financial, and agricultural" and "real estate - mortgage - commercial" categories and which accounted for 93% of our total net charge-offs for the year. The SBA loan portfolio recorded net charge-offs in 2020 of $3.2 million, or nearly 80% of total net charge-offs for that year.

The ACL to total loans ratio increased to 1.30% in 2021 from 1.11% as of the prior year end related to the implementation of CECL and the initial provision for the Select acquisition as previously discussed.

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Securities

Our securities portfolio totaled $3.1 billion at December 31, 2021, compared to $1.6 billion at December 31, 2020.

AFS securities were $2.6 billion at December 31, 2021, compared to $1.5 billion at December 31, 2020. HTM securities were $513.8 million at December 31, 2021, compared to $167.6 million at December 31, 2020.

The composition of the investment securities portfolio reflects our investment strategy of maintaining an appropriate level of liquidity while providing a relatively stable source of income. The investment portfolio also provides a balance to interest rate risk and credit risk in other categories of the balance sheet while providing a vehicle for the investment of available funds, furnishing liquidity, and supplying securities to pledge as required collateral for certain deposits. All of our mortgage-backed securities, which include both securities AFS and HTM securities, are issued by GSEs or GNMA, and are traded in liquid secondary markets. These securities are recorded on the balance sheet at fair value for the AFS portfolio and at cost for the HTM portfolio.

Securities Portfolio Composition
As of December 31,
($ in thousands)202120202019
Securities available for sale:
Government-sponsored enterprise securities$69,17970,20620,009
Mortgage-backed securities2,514,8051,337,706767,285
Corporate bonds46,43045,22034,651
Total securities available for sale2,630,4141,453,132821,945
Securities held to maturity:
Mortgage-backed securities20,26029,95941,423
State and local governments493,565137,59226,509
Total securities held to maturity513,825167,55167,932
Total securities$3,144,2391,620,683889,877
Average total securities during year$2,367,5911,002,008751,635

The increase in securities in each year presented was directly related to the significant increase in deposits generating liquidity in excess of levels needed to fund new loan originations. The excess cash balances were deployed into fixed rate securities so that we could realize higher yields.

The table below presents the composition, tax equivalent yields, and remaining maturities of our securities as of December 31, 2021. For more information about these securities, including gross unrealized gains and losses by type of security and securities pledged, see Note 3 to the consolidated financial statements.

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Securities Portfolio Maturity Schedule
($ in thousands)Government-sponsored enterprise securitiesMortgage-backed securities (1)Corporate debt securitiesTotalWeighted Average Yield (2)
Securities available for sale
Remaining maturity:
One year or less$3,3391,0204,3592.66%
After one through five years912,05428,453940,5071.52%
After five through ten years69,1791,374,00816,0121,459,1991.56%
After ten years225,404945226,3491.79%
Fair Value$69,1792,514,80546,4302,630,414
Amortized cost71,9512,545,15145,3802,662,4821.57%
Weighted-average yield1.17%1.54%3.69%1.57%
Weighted average maturity8.0 years6.2 years2.3 years6.2 years
Mortgage-backed securities (1)State and local governmentsTotalWeighted Average Yield (2)
Securities held to maturity
Remaining maturity:
One year or less$1,2461,2463.65%
After one through five years20,26020,2602.11%
After five through ten years16,05816,0582.07%
After ten years476,261476,2612.01%
Amortized cost$20,260493,565513,825
Fair value20,845490,853511,6982.02%
Weighted-average yield2.11%2.02%2.02%
Weighted average maturity2.5 years10.1 years9.8 years

(1)Mortgage-backed securities are shown maturing in the periods consistent with their estimated lives based on expected prepayment speeds.

(2)Yields on tax-exempt investments have been adjusted to a taxable equivalent basis using a 23% tax rate.

The majority of our GSE securities carry one maturity date, often with an issuer call feature. At December 31, 2021, of the $69.2 million in AFS GSE securities, $38.8 million were issued by the FFCS, $28.5 million were issued by the FHLMC, and the remaining $1.9 million were issued by the FHLB.

Nearly all of our $2.5 billion in AFS mortgage-backed securities at December 31, 2021 were issued by the FHLMC, FNMA, GNMA, or the SBA, each of which is a government agency or government-sponsored corporation and guarantees the repayment of the securities. Included in this total are commercial mortgage-backed securities of $937.6 million. Mortgage-backed securities vary in their repayment in correlation with the underlying pools of mortgage loans.

At December 31, 2021, we held $513.8 million in securities classified as HTM, which are carried at amortized cost. These securities had fair values that were lower than their carrying values by $2.1 million at December 31, 2021. Approximately $20.2 million of the securities held to maturity are mortgage-backed securities that have been issued by either the FHLMC or FNMA. The remaining $493.6 million in securities HTM are comprised almost entirely of highly-rated municipal bonds issued by state and local governments throughout the nation. We have no significant concentration of bond holdings from one state or local government entity, with the single largest exposure to any one entity being $9.5 million. We have evaluated any unrealized losses on individual securities at each year end and determined them to be of a temporary nature and caused by fluctuations in market interest rates, not by concerns about the ability of the issuers to meet their obligations.

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Deposits

Deposits represent the primary funding source for our loans and investments. Total deposits amounted to $9.1 billion at December 31, 2021, an increase of $2.9 billion, or 45.4%, from December 31, 2020. Deposit growth for the year was as follows:

($ in thousands)
Deposits at December 31, 2020$6,273,596
Organic net growth1,346,060
Growth from acquisitions, net1,504,973
Deposits at December 31, 2021$9,124,629
Organic deposit growth percentage21.5%
Total deposit growth percentage45.4%

Our high core deposit growth in 2021, which has continued from 2020, is believed to be due to a combination of stimulus funds and deposits arising from PPP loans, changes in customer behaviors during the pandemic, a flight to quality to FDIC-insured banks, as well as our ongoing deposit growth initiatives. We routinely engage in activities designed to grow and retain deposits, such as (1) emphasizing relationship banking to new and existing customers, where borrowers are encouraged and normally expected to maintain deposit accounts with us, (2) pricing deposits at rate levels that will attract and/or retain deposits, and (3) continually working to identify and introduce new products that will attract customers or enhance our appeal as a primary provider of financial services.

The following table presents summary of the deposit balances and mix at each of the past five year ends.

Deposit Composition
As of December 31,
20212020201920182017
($ in thousands)Amount% of TotalAmount% of TotalAmount% of TotalAmount% of TotalAmount% of Total
Noninterest-bearing checking accounts$3,348,62237%2,210,01235%1,515,97731%1,320,69728%1,196,65127%
Interest-bearing checking accounts1,593,23117%1,172,02219%912,78418%916,37420%884,25420%
Money market accounts2,562,28328%1,581,36425%1,173,10724%1,035,52322%984,94523%
Savings accounts708,0548%519,2668%424,4159%432,3909%454,86010%
Time deposits $100,000605,9997%544,1439%563,80611%451,04710%353,4648%
Other time deposits299,0253%226,5674%255,1255%264,0006%293,6127%
Total customer deposits9,117,214100%6,253,374100%4,845,21498%4,420,03195%4,167,78695%
Brokered Deposits7,415%20,222%86,1412%239,8755%239,6595%
Total deposits$9,124,629100%6,273,596100%4,931,355100%4,659,906100%4,407,445100%

Our deposit mix continues a trend of being more heavily concentrated in transaction and non-time deposit accounts, with time deposits declining from 21% of total deposits at December 31, 2018, to 10% at December 31, 2021. This is beneficial for us, as non-time deposit accounts generally carry lower interest rates compared to time deposits and allows us to reprice these deposit categories at any time. We believe that the shift in mix from time deposits has been due in part to the relatively small gap between the interest rates that we pay on transaction accounts versus the rates we pay on time deposits. As demonstrated in the table below, the majority of our time deposits greater than $100,000 mature within one year, with 50% maturing within the next six months.

As a result of the strong retail deposit growth in 2020, we were able to reduce our level of brokered deposits during the year by $65.9 million, a decrease of 76.5%. Broker deposits were reduced a further $12.8 million in 2021.

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As of December 31, 2021, we held approximately $3.4 billion in uninsured deposits, including $224.6 million of uninsured time deposits.

The table below presents maturities of time deposits of $100,000 or more, and maturities of uninsured time deposits of more than $250,000 as of December 31, 2021.

Maturities of Time Deposits
As of December 31, 2021
($ in thousands)3 Months or LessOver 3 to 6 MonthsOver 6 to 12 MonthsOver 12 MonthsTotal
Time deposits of $100,000 or more$166,902137,720193,292115,500613,414
Uninsured time deposits of more than $250,000 included above$68,26162,27959,39034,643224,573

At each of the past three year ends, we had no deposits issued through foreign offices, nor do we believe that we held any deposits by foreign depositors.

Borrowings

We typically utilize borrowings to provide balance sheet liquidity and to fund imbalances in our loan growth compared to our deposit growth. Total borrowings at December 31, 2021 increased $5.6 million since the prior year end. Select had $12.4 million of borrowings as of the acquisition date. During 2021, FHLB advances decreased $5.7 million through scheduled payments and the early repayment of one advance. Our borrowings outstanding are as follows:

($ in thousands)December 31, 2021December 31, 2020
FHLB advances - long-term$1,9747,705
Trust preferred capital issuances69,07656,704
71,05064,409
Unamortized discounts on acquired borrowings(3,664)(2,580)
$67,38661,829

As noted in the table above, at December 31, 2021, we had $69.1 million of borrowings structured as trust preferred capital securities which qualify as capital for regulatory capital adequacy requirements. The Company issued $46.4 million of these securities, $10.3 million was assumed from our acquisition of Carolina Bank, and $12.4 million was assumed from our acquisition of Select.

At December 31, 2021, the Company had three sources of readily available borrowing capacity:

•A line of credit with the FHLB of approximately $866 million which can structured as either short-term or long-term borrowings, depending on the particular funding or liquidity need, and is secured by our FHLB stock and a blanket lien on most of our real estate loan portfolio.

•A $100 million federal funds line of credit with a correspondent bank which provides for overnight unsecured federal funds purchased.

•A line of credit with the Federal Reserve of approximately $138 million which is secured by a blanket lien on a portion of our commercial and consumer loan portfolio (excluding real estate loans).

Refer to Note 9 to the consolidated financial statements for additional discussion of our borrowings.

Liquidity, Commitments, and Contingencies

Our liquidity is determined by our ability to convert assets to cash or to acquire alternative sources of funds to meet the needs of our customers who are withdrawing or borrowing funds, and our ability to maintain required reserve levels, pay expenses, and operate the Company on an ongoing basis. Our primary liquidity sources are net income from operations, cash and due from banks, federal funds sold, and other short-term investments. Our securities

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portfolio is comprised almost entirely of readily marketable securities which could also be sold to provide cash. In addition, we have available lines of credit from the FHLB and Federal Reserve.

Our overall liquidity started increasing in 2020 and continued into 2021 due to significant and continued deposit growth that outpaced our loan growth. Our liquid assets (cash and AFS securities) as a percentage of our total deposits and borrowings amounted to 33.6% at December 31, 2021.

We continue to believe our liquidity sources, including unused lines of credit, are at an acceptable level and remain adequate to meet our operating needs in the foreseeable future. We will continue to monitor our liquidity position carefully and will explore and implement strategies to increase liquidity if deemed appropriate.

In the normal course of business we have various outstanding contractual obligations that will require future cash outflows. In addition, there are commitments and contingent liabilities, such as commitments to extend credit, that may or may not require future cash outflows.

Presented below is a summary of our contractual obligations and other commercial commitments outstanding as of December 31, 2021.

Contractual Obligations and Other Commercial Commitments
Payments Due Per Period ($ in thousands)
Contractual Obligations As of December 31, 2021Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal
Borrowings$1341,0379869,78171,050
Operating leases2,3834,6243,39222,49932,898
Time deposits735,619125,69541,11310,012912,439
Non-qualified postretirement plan liabilities2696957428,41310,119
Committed investment obligations13,70013,70027,400
Estimated interest expense on borrowings and time deposits (1)3,8024,6983,47912,01223,991
Total contractual cash obligations$755,907150,44948,824122,7171,077,897
(1) Represents forecasted interest expense on borrowings and time deposits based on interest rates and balances at December 31, 2021. Forecasts are based on the contractual maturity of each liability.
Amount of Commitment Expiration Per Period ($ in thousands)
Other Commercial Commitments As of December 31, 2021Less than 1 Year1-3 Years4-5 YearsAfter 5 YearsTotal Amounts Committed
Credit cards$30,85261,70461,704154,260
Lines of credit and loan commitments472,548479,67490,944873,3491,916,515
Standby letters of credit20,0621,05717121,290
Total commercial commitments$523,462542,435152,819873,3492,092,065

In the normal course of business there are various outstanding commitments and contingent liabilities such as commitments to extend credit, which are not reflected in the financial statements.

As presented in the table above, at December 31, 2021, we had $21.3 million in standby letters of credit outstanding. We had no carrying amount for these standby letters of credit. The nature of standby letters of credit is that of a stand-alone obligation made on behalf of our customers to suppliers of the customers to guarantee payments owed to the supplier by the customer. The standby letters of credit are generally for terms of one year, at which time they may be renewed for another year if both parties agree. The payment of the guarantees would generally be triggered by a continued nonpayment of an obligation owed by the customer to the supplier. The maximum potential amount of future payments (undiscounted) we could be required to make under the guarantees in the event of nonperformance by the parties to whom credit or financial guarantees have been extended is represented by the contractual amount of the financial instruments discussed above. In the event that we are required to honor a standby letter of credit, a note, already executed by the customer, becomes effective providing repayment terms and any collateral. Over the past several years, we have had to honor only a few standby letters of

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credit, none of which resulted in any loss to the Company. We expect any draws under existing commitments to be funded through normal operations.

It has been our experience that deposit withdrawals are generally able to be replaced with new deposits when needed. Based on that assumption, management believes that it can meet its contractual cash obligations and existing commitments from normal operations.

Capital Resources and Shareholders’ Equity

Shareholders’ equity at December 31, 2021 amounted to $1.2 billion compared to $893.4 million at December 31, 2020. The two basic components that typically have the largest impact on our shareholders’ equity are net income, which increases shareholders’ equity, and dividends declared, which decrease shareholders’ equity. Additionally, any stock issuances can significantly increase shareholders’ equity, including those associated with acquisitions, and any stock repurchases reduce shareholders’ equity.

In 2021, the most significant factors that impacted our shareholders' equity were (1) the issuance of stock totaling $324.4 million in the Select acquisition which increased equity; (2) $95.6 million net income reported for 2021, which increased equity, (3) common stock dividends declared of $24.2 million, which reduced equity, and (4) other comprehensive loss of $39.3 million driven by unrealized losses on AFS securities which decreased equity. See the consolidated statements of shareholders’ equity within the consolidated financial statements for disclosure of other less significant items affecting shareholders’ equity.

As discussed in “Borrowings” above, we also currently have $69.1 million in trust preferred securities outstanding, all of which qualify as Tier I capital under regulatory standards.

We are not aware of any recommendations of regulatory authorities or otherwise which, if they were to be implemented, would have a material effect on our liquidity, capital resources, or operations.

The Company and the Bank must comply with regulatory capital requirements established by the Federal Reserve and the Commissioner. Failure to meet minimum capital requirements can initiate certain mandatory, and possibly additional discretionary, actions by regulators that, if undertaken, could have a direct material effect on our financial statements.

The primary source of funds for the payment of dividends by the Company is dividends received from its subsidiary, the Bank. The Bank, as a North Carolina banking corporation, may declare dividends so long as such dividends do not reduce its capital below its applicable required capital (typically, the level of capital required to be deemed “adequately capitalized”). As of December 31, 2021, approximately $894.4 million of the Company’s investment in the Bank is restricted as to transfer to the Company without obtaining prior regulatory approval.

Our regulatory capital ratios as of December 31, 2021, 2020, and 2019 are presented in the table below. All of our capital ratios significantly exceeded the minimum regulatory thresholds for all periods presented.

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Risk-Based and Leverage Capital Ratios
As of December 31,
($ in thousands)202120202019
Risk-Based and Leverage Capital
Common Equity Tier I capital:
Shareholders’ equity$1,230,575893,421852,401
Intangible assets, net of deferred tax liability(366,609)(239,702)(236,636)
Accumulated other comprehensive income adjustments24,970(14,350)(5,123)
Total Common Equity Tier I capital888,936639,369610,642
Tier I capital:
Trust preferred securities eligible for Tier I capital treatment63,33652,49652,345
Deductions from Tier I capital
Total Tier I leverage capital952,272691,865662,987
Tier II capital:
Allowable allowance for credit losses and unfunded commitments88,69252,38821,398
Other Tier II Capital582546
Tier II capital additions88,69252,97021,944
Total capital$1,040,964744,835684,931
Total risk weighted assets$7,094,7874,846,3224,599,799
Adjusted fourth quarter average assets$10,144,7607,001,8345,924,020
Risk-based capital ratios:
Common equity Tier I capital to Tier I risk adjusted assets12.53%13.19%13.28%
Minimum under Basel III7.00%7.00%7.00%
Tier I capital to Tier I risk adjusted assets13.42%14.28%14.41%
Minimum under Basel III8.50%8.50%8.50%
Total risk-based capital to Tier II risk-adjusted assets14.67%15.37%14.89%
Minimum under Basel III10.50%10.50%10.50%
Leverage capital ratios:
Tier I leverage capital to adjusted fourth quarter average assets9.39%9.88%11.19%
Minimum under Basel III4.00%4.00%4.00%

Our goal is to maintain our capital ratios at levels at least 200 basis points higher than the regulatory “well capitalized” thresholds set for banks. At December 31, 2021, our leverage ratio was 9.39% compared to the regulatory well capitalized bank-level threshold of 4.00% and our total risk-based capital ratio was 14.67% compared to the 10.50% regulatory well capitalized threshold. The reduction in our capital ratios in 2021 from the prior year end is directly related to the Select acquisition and the high balance sheet growth rate experienced in 2021.

In addition to regulatory capital ratios, we also closely monitor our ratio of TCE to tangible assets. This ratio was 8.38% at December 31, 2021 compared to 9.08% at December 31, 2020, with the decline of 70 basis points related to the significant asset growth that was a result of high deposit growth and the Select acquisition.

See “Supervision and Regulation” under “Business” in Item 1. and Note 15 to the consolidated financial statements for discussion of other matters that may affect our capital resources.

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Off-Balance Sheet Arrangements and Derivative Financial Instruments

Off-balance sheet arrangements include transactions, agreements, or other contractual arrangements pursuant to which we have obligations or provide guarantees on behalf of an unconsolidated entity. We have no off-balance sheet arrangements of this kind other than letters of credit and repayment guarantees associated with our trust preferred securities.

Derivative financial instruments include futures, forwards, interest rate swaps, options contracts, and other financial instruments with similar characteristics. We have not engaged in significant derivatives activities through December 31, 2021 and have no current plans to do so.

Interest Rate Risk (Including Quantitative and Qualitative Disclosures About Market Risk – Item 7A.)

Net interest income is our most significant component of earnings and we consider interest rate risk to be our most significant market risk. In addition to changes in volumes of loans and deposits, our level of net interest income is continually at risk due to the effect that changes in general market interest rate trends have on interest yields earned and paid with respect to our various categories of earning assets and interest-bearing liabilities. It is our policy to maintain portfolios of earning assets and interest-bearing liabilities with maturities and repricing opportunities that will afford protection, to the extent practical, against wide interest rate fluctuations.

Our exposure to interest rate risk is analyzed on a regular basis by management using standard "gap" reports (which measure the difference between the amount of interest-earning assets maturing or repricing within a specific time period and the amount of interest-bearing liabilities maturing or repricing within that time period), maturity reports, and an asset/liability software model that simulates future levels of interest income and expense based on current interest rates, expected future interest rates, and various intervals of “shock” interest rates. Over the years, we have been able to maintain a fairly consistent yield on average earning assets (NIM), even during periods of changing interest rates. Over the past five years, our NIM has ranged from a low of 3.16% (realized in 2021) to a high of 4.09% (realized in 2018). The 93 basis point reduction in NIM between the high and low point during this period was a direct result of the Federal Reserve monetary policy enacted at the beginning of the COVID-19 pandemic resulting in a reduction in short-term market interest rates totaling 150 basis points in March 2020.

The following table sets forth our interest rate sensitivity analysis based on a gap analysis as of December 31, 2021, using stated maturities for all fixed rate instruments except mortgage-backed securities (which are allocated in the periods of their expected payback) and securities and borrowings with call features that are expected to be called (which are shown in the period of their expected call).

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Interest Rate Sensitivity Analysis
Repricing schedule for interest-earning assets and interest-bearing liabilities held as of December 31, 2021
($ in thousands)3 Months or LessOver 3 to 12 MonthsTotal Within 12 MonthsOver 12 MonthsTotal
Earning assets:
Loans (1)$1,324,740369,7771,694,5174,387,1986,081,715
Securities available for sale (2)115,894319,122435,0162,195,3982,630,414
Securities held to maturity (2)3,5718,72012,291501,534513,825
Other earning assets, primarily short-term investments, loans held for sale, and investments in FRB and FHLB stock413,194413,19422,346435,540
Total earning assets$1,857,399697,6192,555,0187,106,4769,661,494
Percent of total earning assets19.2%7.2%26.4%73.6%100.0%
Cumulative percent of total earning assets19.2%26.4%26.4%100.0%100.0%
Interest-bearing liabilities:
Interest-bearing checking accounts$1,593,2311,593,2311,593,231
Money market accounts2,562,2832,562,2832,562,283
Savings accounts708,054708,054708,054
Time deposits of $100,000 or more166,902137,720304,622308,792613,414
Other time deposits66,41364,797131,210167,815299,025
Borrowings65,41265,4121,97467,386
Total interest-bearing liabilities$5,162,295202,5175,364,812478,5815,843,393
Percent of total interest-bearing liabilities88.3%3.5%91.8%8.2%100.0%
Cumulative percent of total interest-bearing liabilities88.3%91.8%91.8%100.0%100.0%
Interest sensitivity gap$(3,304,896)495,102(2,809,794)6,627,8953,818,101
Cumulative interest sensitivity gap$(3,304,896)(2,809,794)(2,809,794)3,818,1013,818,101
Cumulative interest sensitivity gap as a percent of total earning assets(34.2%)(29.1%)(29.1%)39.5%39.5%
Cumulative ratio of interest-sensitive assets to interest-sensitive liabilities36.0%47.6%47.6%165.3%165.3%

As illustrated above, at December 31, 2021, we had $2.8 billion more in interest-bearing liabilities that are subject to interest rate changes within one year than earning assets. This generally would indicate that net interest income would experience downward pressure in a rising interest rate environment and would benefit from a declining interest rate environment. However, this method of analyzing interest rate sensitivity only measures the magnitude of the timing differences and does not address earnings, market value, or management actions. Also, interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in market rates. In addition to the effects of “when” various rate-sensitive products reprice, market rate changes may not result in uniform changes in rates among all products. For example, included in interest-bearing liabilities subject to interest rate changes within one year at December 31, 2021 were deposits totaling $4.9 billion comprised of checking, savings, and certain types of money market deposits with interest rates set by management. These types of deposits historically have not repriced with, or in the same proportion, as general market indicators.

Generally, when rates change, our interest-sensitive assets that are subject to adjustment reprice immediately at the full amount of the change, while our interest-sensitive liabilities that are subject to adjustment reprice at a lag to the rate change and typically not to the full extent of the rate change. In the short-term (less than 12 months), this generally results in the Bank being asset-sensitive, meaning that our net interest income benefits from an increase in interest rates and is negatively impacted by a decrease in interest rates, which is what we experienced following

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the March 2020 interest rate cuts. The acquisition of Select did not change our interest-rate sensitivity position or outlook as Select's and our balance sheets were similarly structured.

Because of the static nature and limitations as discussed above of the gap report, we also employ an earnings simulation model to analyze the sensitivity of net interest income to movements in interest rates. The model is based on actual cash flows and repricing characteristics for on- and off-balance sheet instruments and incorporates market-based assumptions regarding the impact of changing interest rates on the prepayment rate of certain assets and liabilities. Earnings-simulation analysis captures not only the potential of these interest sensitive assets and liabilities to mature or reprice, but also the probability that they will do so. Moreover, earnings-simulation analysis considers the relative sensitivities of these balance sheet items and projects their behavior over an extended period of time. The following table presents the Company-estimated net interest income sensitivity as of December 31, 2021. These results assume a static balance sheet and an immediate, sustained 100 or 200 basis point upward and downward shock to the yield curve. While it is unlikely market rates would immediately move 100 or 200 basis points upward or downward on a sustained basis, this is another tool used by management and the Board of Directors to gauge interest rate risk.

Change in Interest Rates (basis points)Percent change in Net Interest Income
+ 2005.1%
+1002.5%
- 100(2.3)%
- 200(5.4)%

The general discussion above applies most directly in a “normal” interest rate environment in which longer-term maturity instruments carry higher interest rates than short-term maturity instruments, and is less applicable in periods in which there is a “flat” interest rate curve. A “flat yield curve” means that short-term interest rates are substantially the same as long-term interest rates. Due to actions taken by the Federal Reserve related to short-term interest rates and the impact of the global economy on longer-term interest rates, we are currently in a very low and flat interest rate curve environment. A flat interest rate curve is an unfavorable interest rate environment for many banks, including the Bank, as short-term interest rates generally drive our deposit pricing and longer-term interest rates generally drive loan pricing. When these rates converge, the profit spread we realize between loan yields and deposit rates narrows, which pressures our net interest margin.

As indicated in the table above, assuming some increase in interest rates in the next 12 months, we may see some benefit to our NIM from raising rates if we are able to maintain stable funding costs. Our experience historically has been that our demand deposit accounts have lagged the timing and amount of general market increases. However, we expect continued pressure on NIM from market competition for quality loans and the investment of liquidity in lower earning assets until loan demand increases sufficiently to deploy excess liquidity from short-term investments and securities.

We have no market risk sensitive instruments held for trading purposes, nor do we maintain any foreign currency positions. Our assets and liabilities have estimated fair values that do not materially differ from their carrying amounts.

See additional discussion regarding net interest income, as well as discussion of the changes in the annual net interest margin, in the section entitled “Net Interest Income” above.

Inflation

Because the assets and liabilities of a bank are primarily monetary in nature (payable in fixed, determinable amounts), the performance of a bank is affected more by changes in interest rates than by inflation as discussed above under Interest Rate Risk. Interest rates generally increase as the rate of inflation increases, but the magnitude of the change in rates may not be the same. The effect of inflation on banks is normally not as significant as its influence on those businesses that have large investments in plant and inventories. During periods of high inflation, there are normally corresponding increases in the money supply, and banks will normally experience above average growth in assets, loans, and deposits. Also, general increases in the price of goods and services will result in increased operating expenses.

Current Accounting Matters

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We prepare our consolidated financial statements and related disclosures in conformity with standards established by, among others, the FASB. Because the information needed by users of financial reports is dynamic, the FASB frequently issues new rules and proposes new rules for companies to apply in reporting their activities. See Note 1 to our consolidated financial statements for a discussion of recent rule proposals and changes.

Selected Consolidated Financial Data

The following tables present certain selected consolidated financial data and quarterly financial data for additional information and trend analysis.

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Selected Consolidated Financial Data
Year Ended December 31,
($ in thousands, except per share data)20212020201920182017
Income Statement Data
Interest income$255,918237,684250,107231,207177,382
Interest expense9,52319,56233,90323,77712,671
Net interest income246,395218,122216,204207,430164,711
Provision (reversal) for loan losses9,61135,0392,263(3,589)723
Provision for unfunded commitments5,420
Net interest income after provision231,364183,083213,941211,019163,988
Noninterest income73,61181,34659,52958,94249,232
Noninterest expense184,656161,298157,194156,483145,481
Income before income taxes120,319103,131116,276113,47867,739
Income tax expense24,67521,65424,23024,18921,767
Net income95,64481,47792,04689,28945,972
Per Common Share Data
Earnings per common share – basic$3.192.813.103.021.82
Earnings per common share – diluted3.192.813.103.011.82
Cash dividends declared0.800.720.540.400.32
Market Price
High50.9240.0041.3443.1441.76
Low32.4717.3231.2230.5026.47
Close45.7233.8339.9132.6635.31
Stated book value – common34.5431.2628.8025.7123.38
Selected Balance Sheet Data (at year end)
Total assets$10,508,9017,289,7516,143,6395,864,1165,547,037
Loans6,081,7154,731,3154,453,4664,249,0644,042,369
Allowance for credit losses78,78952,38821,39821,03923,298
Intangible assets382,090254,638251,585255,480257,507
Deposits9,124,6296,273,5964,931,3554,659,3394,406,955
Borrowings67,38661,829300,671406,609407,543
Total shareholders’ equity1,230,575893,421852,401764,230692,979
Selected Average Balances
Total assets$8,495,6456,765,9986,027,0475,693,7604,590,786
Loans5,018,3914,702,7434,346,3314,161,8383,420,939
Earning assets7,871,3196,160,1005,448,4005,112,4364,101,949
Deposits7,401,9105,644,2904,824,2164,516,8113,696,730
Interest-bearing liabilities4,736,3433,897,9123,720,5363,663,0773,025,401
Total shareholders’ equity969,775874,532812,823727,920533,205
Ratios
Return on average assets1.13%1.20%1.53%1.57%1.00%
Return on average common equity9.86%9.32%11.32%12.27%8.62%
Net interest margin (taxable-equivalent basis)3.16%3.56%4.00%4.09%4.08%
Loans to deposits at year end66.65%75.42%90.31%91.19%91.73%
Allowance for loan losses to total loans1.30%1.11%0.48%0.50%0.58%
Nonperforming assets to total assets at year end0.50%0.64%0.62%0.74%0.96%
Net charge-offs (recoveries) to average total loans0.05%0.09%0.04%(0.03%)0.04%
Note - During 2021, the Company completed a significant whole-bank acquisition. See additional discussion under "Mergers and Acquisitions" in Item 1.

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Quarterly Financial Summary (Unaudited)
20212020
($ in thousands except per share data)Fourth QuarterThird QuarterSecond QuarterFirst QuarterFourth QuarterThird QuarterSecond QuarterFirst Quarter
Income Statement Data
Interest income, taxable equivalent$76,92361,13061,65658,45259,78059,03557,97062,367
Interest expense2,3712,0012,3802,7713,3173,9555,0167,274
Net interest income, taxable equivalent74,55259,12959,27655,68156,46355,08052,95455,093
Taxable equivalent, adjustment707576517443457347330334
Net interest income73,84558,55358,75955,23856,00654,73352,62454,759
Provision (reversal) for loan losses11,011(1,400)4,0316,12019,2985,590
Provision for unfunded commitments2,4321,0491,939
Net interest income after provision60,40258,90456,82055,23851,97548,61333,32649,169
Noninterest income (1)15,05716,51121,37420,66919,99621,45226,19313,705
Noninterest expense (2)62,78940,81740,98540,06541,88240,43938,90140,076
Income before income taxes12,67034,59837,20935,84230,08929,62620,61822,798
Income tax expense2,1486,9557,9247,6486,4416,3294,2664,618
Net income10,52227,64329,28528,19423,64823,29716,35218,180
Per Common Share Data
Earnings per common share – basic$0.300.971.030.990.830.810.560.62
Earnings per common share – diluted0.300.971.030.990.830.810.560.62
Cash dividends declared0.200.200.200.200.180.180.180.18
Market Price
High50.9244.1745.8748.8334.7825.2029.6540.00
Low41.8437.6039.3232.4720.4419.6019.2617.32
Close45.7243.0140.9143.5033.8320.9325.0823.08
Stated book value - common34.5432.5931.7530.7831.2630.7029.9529.69
Selected Average Balances
Total assets$10,191,4028,319,3277,965,7817,477,8267,240,6856,904,1126,727,7626,183,098
Loans5,879,3734,820,0074,679,1194,684,1434,771,4464,785,8484,738,7024,512,893
Earning assets9,438,2637,735,6137,386,6076,898,4066,640,7326,294,5566,102,0125,595,734
Deposits8,878,1417,280,2756,951,5246,474,1156,232,6925,882,7925,502,3564,950,199
Interest-bearing liabilities5,641,3584,612,2824,443,8754,233,7404,085,6193,878,7833,885,9033,739,467
Total shareholders’ equity1,177,374918,986893,978885,190889,481878,325871,495858,592
Ratios (annualized where applicable)
Return on average assets0.41%1.32%1.47%1.53%1.30%1.34%0.98%1.18%
Return on average common equity3.55%11.93%13.14%12.92%10.58%10.55%7.55%8.52%
Equity to assets at end of period11.71%10.95%11.03%11.33%12.26%12.47%12.60%13.52%
Average loans to average deposits66.22%66.21%67.31%72.35%76.56%81.35%86.12%91.17%
Average earning assets to interest-bearing liabilities167.30%167.72%166.22%162.94%162.54%162.28%157.03%149.64%
Net interest margin3.13%3.03%3.22%3.27%3.38%3.48%3.49%3.96%
Allowance for loan losses to gross loans1.30%1.31%1.41%1.42%1.11%1.02%0.89%0.54%
Nonperforming loans as a percent of total loans0.82%0.80%0.86%1.04%0.94%0.86%0.94%0.76%
Nonperforming assets as a percent of total assets0.50%0.48%0.51%0.65%0.64%0.63%0.69%0.60%
Net charge-offs (recoveries) as a percent of average total loans0.05%0.00%0.07%0.10%0.07%(0.06)%0.12%0.22%
(1) - Noninterest income includes the following items:•In the fourth quarter of 2021, the Company recorded ($1.2) million in losses on the sale of available for sale securities.•In the second quarter of 2021, the Company recorded a $1.7million gain on the sales of assets of First Bank Insurance.•In the second quarter of 2020, the Company recorded $8.0 million in gains on the sale of available for sale securities.
(2) - Noninterest expense for the fourth quarter of 2021 includes $16.8 million of merger expense.