grepcent / static financial knowledge base

FIRSTSUN CAPITAL BANCORP (FSUN)

CIK: 0001709442. SIC: 6021 National Commercial Banks. Latest 10-K as of: 2026-03-06.

SIC breadcrumb: Finance, Insurance, And Real Estate > Depository Institutions > SIC 6021 National Commercial Banks

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1709442. Latest filing source: 0001709442-26-000017.

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

Business

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

Risk Factors

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

Selected Fundamentals

MetricValueUnitFYFiled
Revenue467,769,000USD20252026-03-06
Net income97,936,000USD20252026-03-06
Assets8,485,162,000USD20252026-03-06

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-03-06. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001709442.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.

Metric20182019202020212022202320242025
Revenue155,838,000156,837,000169,354,000266,817,000413,684,000459,540,000467,769,000
Net income20,503,00047,585,00043,164,00059,182,000103,533,00075,628,00097,936,000
Diluted EPS1.032.582.302.484.082.693.47
Operating cash flow3,897,000-547,000113,109,00096,915,000125,176,000101,120,000111,483,000
Capital expenditures6,908,0006,155,0003,455,0002,196,0004,268,0005,412,0007,509,000
Dividends paid32,000,0000.000.008,000,00026,000,0000.007,600,000
Assets4,185,443,0004,995,457,0005,666,814,0007,430,322,0007,879,724,0008,097,387,0008,485,162,000
Liabilities4,509,670,0005,142,776,0006,655,786,0007,002,527,0007,056,021,0007,331,806,000
Stockholders' equity430,201,000430,201,000485,787,000524,038,000774,536,000877,197,0001,041,366,0001,153,356,000
Cash and cash equivalents201,978,000668,462,000343,526,000479,362,000615,917,000652,592,000
Free cash flow-3,011,000-6,702,000109,654,00094,719,000120,908,00095,708,000103,974,000

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.

Metric20182019202020212022202320242025
Net margin13.16%30.34%25.49%22.18%25.03%16.46%20.94%
Return on equity4.77%9.80%8.24%7.64%11.80%7.26%8.49%
Return on assets0.49%0.95%0.76%0.80%1.31%0.93%1.15%
Liabilities / equity9.289.818.597.986.786.36

Industry Peer Context

Each number-line places FSUN 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

FSUN Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.FSUN Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.76 SIC peersMin -32.0%Median 22.9%Max 50.3%FSUN 20.9%

ROE peer context

FSUN ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.FSUN ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.76 SIC peersMin -13.4%Median 9.9%Max 33.1%FSUN 8.5%

ROA peer context

FSUN ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.FSUN ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6021; peer count 76.76 SIC peersMin -1.6%Median 1.1%Max 2.6%FSUN 1.2%

Financial Bridges

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

Free cash flow = operating cash flow - capital expenditures

FSUN FY2025 free cash flow bridge from reported figures.FSUN FY2025 free cash flow bridge from reported figures.FSUN free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$125.0M$250.0M$111.5MOperating cash flow-$7.5MCapex$104.0MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0001709442-26-000017; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0001709442-26-000017; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0001709442-26-000017; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment

Financial Charts

FSUN revenue, last 5 periods. Source: SEC companyfacts FY2025.FSUN revenue, last 5 periods. Source: SEC companyfacts FY2025.FSUN RevenueLatest point: FY2025 = $467.8MSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001709442-26-000017; filed 2026-03-06. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

FSUN net income, last 5 periods. Source: SEC companyfacts FY2025.FSUN net income, last 5 periods. Source: SEC companyfacts FY2025.FSUN Net incomeLatest point: FY2025 = $97.9MSource: 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 0001709442-26-000017; filed 2026-03-06. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

FSUN diluted eps, last 5 periods. Source: SEC companyfacts FY2025.FSUN diluted eps, last 5 periods. Source: SEC companyfacts FY2025.FSUN Diluted EPSLatest point: FY2025 = $3.47/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 0001709442-26-000017; filed 2026-03-06. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

FSUN operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.FSUN operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.FSUN Operating cash flowLatest point: FY2025 = $111.5MSource: 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 0001709442-26-000017; filed 2026-03-06. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

FSUN capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.FSUN capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.FSUN Capital expendituresLatest point: FY2025 = $7.5MSource: 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 0001709442-26-000017; filed 2026-03-06. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

FSUN dividends paid, last 5 periods. Source: SEC companyfacts FY2025.FSUN dividends paid, last 5 periods. Source: SEC companyfacts FY2025.FSUN Dividends paidLatest point: FY2025 = $7.6MSource: 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 0001709442-26-000017; filed 2026-03-06. Concept: PaymentsOfDividends. Source concepts: us-gaap:PaymentsOfDividends.

FSUN assets, last 5 periods. Source: SEC companyfacts FY2025.FSUN assets, last 5 periods. Source: SEC companyfacts FY2025.FSUN AssetsLatest point: FY2025 = $8.5BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$5.0B$10.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001709442-26-000017; filed 2026-03-06. Concept: Assets. Source concepts: us-gaap:Assets.

FSUN liabilities, last 5 periods. Source: SEC companyfacts FY2025.FSUN liabilities, last 5 periods. Source: SEC companyfacts FY2025.FSUN LiabilitiesLatest point: FY2025 = $7.3BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$4.0B$8.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001709442-26-000017; filed 2026-03-06. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

FSUN stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.FSUN stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.FSUN Stockholders' equityLatest point: FY2025 = $1.2BSource: 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 0001709442-26-000017; filed 2026-03-06. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

FSUN cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.FSUN cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.FSUN Cash and cash equivalentsLatest point: FY2025 = $652.6MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$375.0M$750.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001709442-26-000017; filed 2026-03-06. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

FSUN free cash flow, last 5 periods. Source: SEC companyfacts FY2025.FSUN free cash flow, last 5 periods. Source: SEC companyfacts FY2025.FSUN Free cash flowLatest point: FY2025 = $104.0MSource: 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 0001709442-26-000017; filed 2026-03-06. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-08. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001709442.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-Q22022-06-300.02reported discrete quarter
2022-Q32022-09-301.04reported discrete quarter
2023-Q12023-03-311.03reported discrete quarter
2023-Q22023-06-30102,032,00028,006,0001.11reported discrete quarter
2023-Q32023-09-30106,775,00025,232,0001.00reported discrete quarter
2023-Q42023-12-31109,974,00024,014,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-31110,040,00012,296,0000.45reported discrete quarter
2024-Q22024-06-30114,529,00024,560,0000.88reported discrete quarter
2024-Q32024-09-30118,932,00022,422,0000.79reported discrete quarter
2024-Q42024-12-31116,039,00016,350,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31110,447,00023,569,0000.83reported discrete quarter
2025-Q22025-06-30116,921,00026,386,0000.93reported discrete quarter
2025-Q32025-09-30121,128,00023,174,0000.82reported discrete quarter
2025-Q42025-12-31119,273,00024,807,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-31116,126,00021,583,0000.76reported discrete quarter

Quarterly Charts

FSUN quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.FSUN quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.FSUN Quarterly RevenueLatest point: 2026-Q1 = $116.1MSource: 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 0001709442-26-000029; filed 2026-05-08. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

FSUN quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.FSUN quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.FSUN Quarterly Net incomeLatest point: 2026-Q1 = $21.6MSource: 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 0001709442-26-000029; filed 2026-05-08. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

FSUN quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.FSUN quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.FSUN Quarterly Diluted EPSLatest point: 2026-Q1 = $0.76/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 0001709442-26-000029; filed 2026-05-08. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001709442-26-000029.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-05-08. Report date: 2026-03-31.

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

General Overview

FirstSun Capital Bancorp, headquartered in Denver, Colorado, is the financial holding company for Sunflower Bank, National Association, which is headquartered in Dallas, Texas and operates as Sunflower Bank and First National 1870. We conduct a full-service community banking and trust business through our wholly-owned subsidiaries, which as of March 31, 2026, consisted of Sunflower Bank, Sunflower Wealth Advisors, LLC, and FEIF Capital Partners, LLC. The following discussion and analysis of our consolidated financial condition and results of operations should be read in conjunction with the unaudited consolidated financial statements and accompanying footnotes included in Item 1 of this Form 10-Q as well as our audited consolidated financial statements and footnotes for the year ended December 31, 2025 included in our 2025 Annual Report that we filed with the SEC on March 6, 2026. Historical results of operations and the percentage relationships among any amounts included, and any trends that may appear, may not indicate trends in operations or results of operations for any future periods.

Acquisition of First Foundation Inc.

On April 1, 2026, we completed our merger with First Foundation, the holding company for First Foundation Bank, a California-chartered banking corporation. The consummation of the acquisition with First Foundation expanded our markets in Southern California and Texas and added new markets in Florida, Nevada and Hawaii. The acquisition also added wealth management capabilities through the acquisition of First Foundation Advisors, a registered investment adviser under the Investment Advisers Act, and former wholly owned subsidiary of First Foundation.

Because the merger closed after quarter end, the historical consolidated financial results of First Foundation are not included in our consolidated financial results for the quarter ended March 31, 2026.

Deposits Classification

Previously, deposit amounts related to certain NOW accounts with limited monthly transaction activity were able to be reclassified to money market accounts to reduce reserve requirements at the Federal Reserve. As there is no longer any impact to reserve requirements across different deposit products, we have discontinued this product reclassification practice and have revised the presentation of those deposits to conform to the current presentation for periods prior to March 31, 2026. Reclassifications had no effect on prior years net income or stockholders’ equity.

47

Financial Summary

First Quarter 2026 Highlights:

•Net interest margin of 4.25%

•Loan growth of 16.2%, annualized

•24.7% noninterest income to total revenue1

•Net income of $21.6 million, $0.76 per diluted share (adjusted, $23.7 million, $0.84 per diluted share, see “Non-GAAP Financial Measures and Reconciliations” below)

•Return on average total assets of 1.04% (adjusted, 1.14%, see “Non-GAAP Financial Measures and Reconciliations” below)

•Return on average stockholders’ equity of 7.47% (adjusted, 8.20%, see “Non-GAAP Financial Measures and Reconciliations” below)

Net income totaled $21.6 million for the first quarter of 2026 compared to net income of $23.6 million for the first quarter of 2025. Earnings per diluted share were $0.76 for the first quarter of 2026 compared to $0.83 for the first quarter of 2025. Adjusted net income, a non-GAAP financial measure, was $23.7 million or $0.84 per diluted share for the first quarter of 2026.

The following table sets forth certain summary financial and other information of FirstSun:

As of and for the three months ended
($ in thousands, except per share amounts)March 31, 2026March 31, 2025
Income Statement:
Net interest income$82,779$74,478
Provision for credit losses8,2503,800
Noninterest income27,17521,729
Noninterest expense75,34162,722
Income before income taxes26,36329,685
Provision for income taxes4,7806,116
Net income21,58323,569
Adjusted net income123,67323,569
Balance Sheet:
Total assets$8,565,123$8,216,458
Loans held-for-sale144,40765,603
Loans held-for-investment6,939,9726,484,008
Total deposits7,087,5136,874,239
Total borrowed funds111,754110,969
Total stockholders' equity1,175,5071,068,295
Per Common Share Data:
Period end common shares outstanding27,935,88827,753,918
Weighted average common shares outstanding, basic27,851,04127,721,760
Basic earnings per share$0.77$0.85
Weighted average common shares outstanding, diluted28,316,60828,293,912
Diluted earnings per share$0.76$0.83
Adjusted diluted earnings per share10.840.83
Cash dividends$$
Dividend payout ratio%%
Book value per share$42.08$38.49
Tangible book value per share138.5734.88
1 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

1 Total revenue is net interest income plus noninterest income.

48

As of and for the three months ended
($ in thousands, except per share amounts)March 31, 2026March 31, 2025
Performance Ratios:
Return on average total assets1.04%1.20%
Adjusted return on average total assets11.14%1.20%
Return on average stockholders' equity7.47%9.03%
Adjusted return on average stockholders’ equity18.20%9.03%
Return on average tangible stockholders' equity18.31%10.18%
Adjusted return on average tangible stockholders' equity19.10%10.18%
Net interest margin4.25%4.07%
Net interest margin (FTE basis)14.31%4.13%
Efficiency ratio68.52%65.19%
Adjusted efficiency ratio166.08%65.19%
Noninterest income to total revenue224.7%22.6%
Balance Sheet Ratios:
Loan to deposit ratio97.9%94.3%
Net charge-offs (recoveries) to average loans outstanding0.63%0.04%
Allowance for credit losses to loans1.20%1.42%
Nonperforming loans to total loans30.86%1.21%
Capital Ratios:
Total risk-based capital to risk-weighted assets15.29%15.52%
Tier 1 risk-based capital to risk-weighted assets13.77%13.26%
Common Equity Tier 1 (CET 1) to risk-weighted assets13.77%13.26%
Tier 1 leverage capital to average assets13.06%12.47%
Average stockholders' equity to average total assets13.91%13.28%
Tangible stockholders' equity to tangible assets112.73%11.93%
Tangible stockholders' equity to tangible assets reflecting net unrealized losses on HTM securities, net of tax112.69%11.89%
Nonfinancial Data:
Full-time equivalent employees1,2101,151
Banking branches7069
1 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.
2 Total revenue is net interest income plus noninterest income.
3 Nonperforming loans include nonaccrual loans and accrual loans greater than 90 days past due.

49

Non-GAAP Financial Measures and Reconciliations

The non-GAAP financial measures presented below are used by our management and our Board of Directors on a regular basis in addition to our GAAP results to facilitate the assessment of our financial performance and the efficiency of our operations. Management believes these non-GAAP financial measures provide greater understanding of our ongoing operations, enhance an investor’s understanding of our financial results by providing a meaningful basis for period-to-period comparisons, assisting in operating results analysis, and predicting future performance. This information supplements our GAAP reported results, and should not be viewed in isolation from, or as a substitute for, our GAAP results. Accordingly, this financial information should be read in conjunction with our consolidated financial statements and notes thereto for the three months ended March 31, 2026, included elsewhere in this report. Non-GAAP financial measures exclude certain items that are included in the financial results presented in accordance with GAAP. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although these non-GAAP financial measures are frequently used by investors to evaluate a company, they have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP. These non-GAAP measures are not necessarily comparable to similar measures that may be represented by other companies.

The following table presents GAAP to non-GAAP reconciliations:

[[GREPCENT_TABLE]]
[["","As of and for the three months ended"],["($ in thousands, except share and per share amounts)","March 31, 2026","","","","","","","","March 31, 2025"],["Tangible stockholders\u2019 equity to tangible assets:"],["Total stockholders' equity (GAAP)","$","1,175,507","","","","","","","","","$","1,068,295"],["Less: Goodwill and other intangible assets"],["Goodwill","(93,483)","","","","","","","","","(93,483)"],["Other intangible assets","(4,476)","","","","","","","","","(6,806)"],["Tangible stockholders' equity (non-GAAP)","$","1,077,548","","","","","","","","","$","968,006"],["Total assets (GAAP)","$","8,565,123","","","","","","","","","$","8,216,458"],["Less: Goodwill and other intangible assets"],["Goodwill","(93,483)","","","","","","","","","(93,483)"],["Other intangible assets","(4,476)","","","","","","","","","(6,806)"],["Tangible assets (non-GAAP)","$","8,467,164","","","","","","","","","$","8,116,169"],["Total stockholders' equity to total assets (GAAP)","13.72","%","","","","","","","","13.00","%"],["Less: Impact of goodwill and other intangible assets","(0.99)","%","","","","","","","","(1.07)","%"],["Tangible stockholders' equity to tangible assets (non-GAAP)","12.73","%","","","","","","","","11.93","%"],["Tangible stockholders\u2019 equity to tangible assets, reflecting net unrealized losses on HTM securities, net of tax:"],["Tangible stockholders' equity (non-GAAP)","$","1,077,548","","","","","","","","","$","968,006"],["Less: Net unrealized losses on HTM securities

[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: 2026-03-06. Report date: 2025-12-31.

Item 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF FIRSTSUN

In this section, unless the context suggests otherwise, references to “we,” “us,” and “our” mean the combined business of FirstSun and its wholly-owned subsidiaries, Sunflower Bank, Sunflower Wealth Advisors, LLC, and FEIF Capital Partners, LLC.

The following discussion is an analysis of our consolidated results of operations for the years ended December 31, 2025, 2024 and 2023, and financial condition for the years ended December 31, 2025 and 2024. This discussion and analysis should be read in conjunction with our consolidated financial statements and accompanying footnotes filed with this report in “Part II, Item 8. Financial Statements.” We have omitted discussion of 2023 results where it would be redundant to the discussion previously included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations of FirstSun” section of our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 7, 2025. Historical results of operations and the percentage relationships among any amounts included, and any trends that may appear, may not indicate trends in operations or results of operations for any future periods.

Comments regarding our business that are not historical facts are considered forward-looking statements that involve inherent risks and uncertainties. Actual results may differ materially from those contained in these forward-looking statements. For additional information regarding our cautionary disclosures, see the “Cautionary Note Regarding Forward-Looking Statements” beginning on page 3 of this report.

General Overview

FirstSun Capital Bancorp, headquartered in Denver, Colorado, is the financial holding company for Sunflower Bank, National Association, which is headquartered in Dallas, Texas and operates as Sunflower Bank, First National 1870 and Sunflower Bank Mortgage Lending. We conduct a full-service community banking and trust business through our wholly-owned subsidiaries—Sunflower Bank, Sunflower Wealth Advisors, LLC and FEIF Capital Partners, LLC.

We offer a full range of relationship-focused services to meet our clients’ personal, business and wealth management financial objectives throughout Texas, Kansas, Colorado, New Mexico, Arizona, California and Washington and a mortgage lending platform with capabilities in 44 states. Our product line includes commercial and industrial loans, commercial real estate loans, residential mortgage, public finance and other consumer loans, and a variety of commercial and consumer deposit products, including noninterest-bearing accounts, interest-bearing demand products, savings accounts, money market accounts and certificates of deposit. We also offer wealth management and trust products including personal trust and agency accounts, employee benefit and retirement related trust and agency accounts, investment management and advisory agency accounts, and foundation and endowment trust and agency accounts. We also offer online banking and bill payment services, online cash management, safe deposit box rentals, debit card and ATM card services and the availability of a network of ATMs for our customers.

We operate FirstSun through two operating segments: Banking and Mortgage Operations. We also allocate certain expenses to Corporate, which is not an operating segment. The expenses included in Corporate are not deemed to be allocable to our operating segments. The operating segments have been determined based on the products and services we offer and reflect the manner in which our financial information is evaluated by management. Each of the operating segments is complementary to each other and because of the interrelationship of the segments, the information presented is not indicative of how the segments would perform if they operated as independent entities. For additional information on our segments, see Note 21 - Segment Information included in our consolidated financial statements included elsewhere in this report.

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Pending merger with First Foundation Inc.

On October 27, 2025, we entered into a merger agreement with First Foundation, the holding company of First Foundation Bank, headquartered in Irvine, California, as amended by amendment no. 1 to the merger agreement dated February 6, 2026. Under the merger agreement, First Foundation will merge with and into FirstSun, with FirstSun continuing as the surviving entity. Immediately following the merger, First Foundation Bank will merge with and into Sunflower Bank, with Sunflower Bank continuing as the surviving bank. The consummation of the proposed merger will expand our markets in California and Texas, as well as add new markets in Florida, Nevada and Hawaii.

The merger agreement, as amended, was unanimously approved by the boards of directors of FirstSun and First Foundation, and is subject to customary closing conditions, including receipt of remaining required regulatory approvals. The stockholders of FirstSun and First Foundation approved the merger agreement and transactions contemplated thereby at special stockholders’ meetings held on February 27, 2026. The merger is expected to close early in the second quarter of 2026.

Financial Highlights For 2025

We delivered strong financial results in 2025, compared to 2024, which included:

•Net income of $97.9 million, $3.47 per diluted share (adjusted net income of $100.5 million1, $3.56 adjusted per diluted share1)

•Net interest margin of 4.10%

•Return on average total assets of 1.18% (adjusted return on average total assets of 1.21%1)

•Return on average stockholders’ equity of 8.88% (adjusted return on average stockholders’ equity of 9.11%1)

•Loan growth of 4.7%

•Average deposit growth of 6.6%

•24.3% noninterest income to total revenue (defined as net interest income plus noninterest income)

Net income totaled $97.9 million, or $3.47 per diluted share, in 2025, compared to $75.6 million, or $2.69 per diluted share, in 2024. Adjusted net income, a non-GAAP financial measure, was $100.5 million, or $3.56 per diluted share, in 2025 compared to $87.7 million, or $3.13 per adjusted diluted share, in 2024.

The return on average total assets was 1.18% in 2025, compared to 0.96% in 2024, and the return on average stockholders’ equity was 8.88% in 2025, compared to 7.56% in 2024. Adjusted return on average total assets and adjusted return on average stockholders’ equity, each a non-GAAP financial measure, were 1.21% and 9.11% respectively in 2025 compared to 1.12% and 8.77% respectively in 2024.

The following tables set forth certain financial highlights of FirstSun as of and for the years ended December 31,:

($ in thousands, except per share amounts)202520242023
Income Statement:
Net interest income$317,391$296,910$293,431
Provision for credit losses24,60027,55018,247
Noninterest income101,87989,79279,092
Noninterest expense271,774264,040222,793
Income before income taxes122,89695,112131,483
Provision for income taxes24,96019,48427,950
Net income97,93675,628103,533
Adjusted net income1100,50587,744103,533
Balance Sheet:
Total assets$8,485,162$8,097,387$7,879,724
Loans held-for-sale100,53961,82554,212
Loans held-for-investment6,673,1806,376,3576,267,096
Total deposits7,107,3566,672,2606,374,103
Total borrowed funds36,680210,841464,781
Total stockholders' equity1,153,3561,041,366877,197
1 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

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($ in thousands, except per share amounts)202520242023
Per Common Share Data:
Period end common shares outstanding27,887,33727,709,67924,960,639
Weighted average common shares outstanding, basic27,786,88727,433,86524,938,359
Basic earnings per share$3.52$2.76$4.15
Weighted average common shares outstanding, diluted28,249,79628,067,27325,387,196
Diluted earnings per share$3.47$2.69$4.08
Adjusted diluted earnings per share13.563.134.08
Cash dividends$$$
Dividend payout ratio%%%
Book value per share$41.36$37.58$35.14
Tangible book value per share137.8333.9430.96
Performance Ratios:
Return on average total assets1.18%0.96%1.38%
Adjusted return on average total assets11.21%1.12%1.38%
Return on average stockholders' equity8.88%7.56%12.50%
Adjusted return on average stockholders’ equity19.11%8.77%12.50%
Return on average tangible stockholders' equity19.95%8.74%14.88%
Adjusted return on average tangible stockholders' equity110.21%10.09%14.88%
Net interest margin4.10%4.06%4.23%
Net interest margin (FTE basis)14.16%4.12%4.29%
Efficiency ratio64.82%68.28%59.81%
Adjusted efficiency ratio164.17%64.13%59.81%
Noninterest income to total revenue224.3%23.2%21.2%
Balance Sheet Ratios:
Loan to deposit ratio93.9%95.6%98.3%
Net charge-offs (recoveries) to average loans outstanding0.43%0.32%0.13%
Allowance for credit losses to loans1.27%1.38%1.28%
Nonperforming loans to total loans0.91%1.08%1.01%
Capital Ratios:
Total risk-based capital to risk-weighted assets15.73%15.42%13.25%
Tier 1 risk-based capital to risk-weighted assets14.12%13.18%11.10%
Common Equity Tier 1 (CET 1) to risk-weighted assets14.12%13.18%11.10%
Tier 1 leverage capital to average assets12.75%12.11%10.52%
Average stockholders' equity to average total assets13.33%12.72%11.05%
Tangible stockholders' equity to tangible assets112.58%11.76%9.94%
Tangible stockholders' equity to tangible assets reflecting net unrealized losses on HTM securities, net of tax112.54%11.71%9.90%
Nonfinancial Data:
Full-time equivalent employees1,1771,1271,110
Banking branches716969
1 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.
2 Total revenue is net interest income plus noninterest income.

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Non-GAAP Financial Measures and Reconciliations

The non-GAAP financial measures presented below are used by our management and our board of directors on a regular basis in addition to our GAAP results to facilitate the assessment of our financial performance and the efficiency of our operations. Management believes these non-GAAP financial measures provide a greater understanding of our ongoing operations, enhance an investor’s understanding of our financial results by providing a meaningful basis for period-to-period comparisons, assisting in operating results analysis, and predicting future performance. This information supplements our GAAP reported results, and should not be viewed in isolation from, or as a substitute for, our GAAP results. Accordingly, this financial information should be read in conjunction with our consolidated financial statements and notes thereto for the year ended December 31, 2025, included elsewhere in this report. Non-GAAP financial measures exclude certain items that are included in the financial results presented in accordance with GAAP. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although these non-GAAP financial measures are frequently used by investors to evaluate a company, they have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP. These non-GAAP measures are not necessarily comparable to similar measures that may be represented by other companies.

The following table presents GAAP to non-GAAP reconciliations as of and for the years ended December 31,:

($ in thousands, except share and per share amounts)202520242023
Tangible stockholders’ equity to tangible assets:
Total stockholders' equity (GAAP)$1,153,356$1,041,366$877,197
Less: Goodwill and other intangible assets
Goodwill(93,483)(93,483)(93,483)
Other intangible assets(4,983)(7,434)(10,984)
Tangible stockholders' equity (non-GAAP)$1,054,890$940,449$772,730
Total assets (GAAP)$8,485,162$8,097,387$7,879,724
Less: Goodwill and other intangible assets
Goodwill(93,483)(93,483)(93,483)
Other intangible assets(4,983)(7,434)(10,984)
Tangible assets (non-GAAP)$8,386,696$7,996,470$7,775,257
Total stockholders' equity to total assets (GAAP)13.59%12.86%11.13%
Less: Impact of goodwill and other intangible assets(1.01)%(1.10)%(1.19)%
Tangible stockholders' equity to tangible assets (non-GAAP)12.58%11.76%9.94%
Tangible stockholders’ equity to tangible assets, reflecting net unrealized losses on HTM securities, net of tax:
Tangible stockholders' equity (non-GAAP)$1,054,890$940,449$772,730
Less: Net unrealized losses on HTM securities, net of tax(3,320)(4,292)(3,629)
Tangible stockholders’ equity less net unrealized losses on HTM securities, net of tax (non-GAAP)$1,051,570$936,157$769,101
Tangible assets (non-GAAP)$8,386,696$7,996,470$7,775,257
Less: Net unrealized losses on HTM securities, net of tax(3,320)(4,292)(3,629)
Tangible assets less net unrealized losses on HTM securities, net of tax (non-GAAP)$8,383,376$7,992,178$7,771,628
Tangible stockholders’ equity to tangible assets (non-GAAP)12.58%11.76%9.94%
Less: Net unrealized losses on HTM securities, net of tax(0.04)%(0.05)%(0.04)%
Tangible stockholders’ equity to tangible assets reflecting net unrealized losses on HTM securities, net of tax (non-GAAP)12.54%11.71%9.90%
Tangible book value per share:
Total stockholders' equity (GAAP)$1,153,356$1,041,366$877,197
Tangible stockholders' equity (non-GAAP)$1,054,890$940,449$772,730
Total shares outstanding27,887,33727,709,67924,960,639
Book value per share (GAAP)$41.36$37.58$35.14
Tangible book value per share (non-GAAP)$37.83$33.94$30.96

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($ in thousands, except share and per share amounts)202520242023
Adjusted net income:
Net income (GAAP)$97,936$75,628$103,533
Add: Adjustments
Merger related expenses, net of tax2,5699,949
Write-off of Guardian Mortgage tradename, net of tax625
Disposal of ATMs, net of tax1,542
Total adjustments, net of tax2,56912,116
Adjusted net income (non-GAAP)$100,505$87,744$103,533
Adjusted diluted earnings per share:
Diluted earnings per share (GAAP)$3.47$2.69$4.08
Add: Impact of adjustments
Merger related expenses, net of tax0.090.36
Write-off of Guardian Mortgage tradename, net of tax0.02
Disposal of ATMs, net of tax0.06
Adjusted diluted earnings per share (non-GAAP)$3.56$3.13$4.08
Adjusted return on average total assets:
Return on average total assets (ROAA) (GAAP)1.18%0.96%1.38%
Add: Impact of adjustments
Merger related expenses, net of tax0.03%0.13%%
Write-off of Guardian Mortgage tradename, net of tax%0.01%%
Disposal of ATMs, net of tax%0.02%%
Adjusted ROAA (non-GAAP)1.21%1.12%1.38%
Adjusted return on average stockholders’ equity:
Return on average stockholders' equity (ROACE) (GAAP)8.88%7.56%12.50%
Add: Impact of adjustments
Merger related expenses, net of tax0.23%1.00%%
Write-off of Guardian Mortgage tradename, net of tax%0.06%%
Disposal of ATMs, net of tax%0.15%%
Adjusted ROACE (non-GAAP)9.11%8.77%12.50%
Return on average tangible stockholders’ equity
Return on average stockholders’ equity (ROACE) (GAAP)8.88%7.56%12.50%
Add: Impact from goodwill and other intangible assets
Goodwill0.88%0.87%1.85%
Other intangible assets0.19%0.31%0.53%
Return on average tangible stockholders’ equity (ROATCE) (non-GAAP)9.95%8.74%14.88%
Adjusted return on average tangible stockholders’ equity:
Return on average tangible stockholders' equity (ROATCE) (non-GAAP)9.95%8.74%14.88%
Add: Impact of adjustments
Merger related expenses, net of tax0.26%1.11%%
Write-off of Guardian Mortgage tradename, net of tax%0.07%%
Disposal of ATMs, net of tax%0.17%%
Adjusted ROATCE (non-GAAP)10.21%10.09%14.88%
Adjusted total noninterest expense:
Total noninterest expense (GAAP)$271,774$264,040$222,793
Less: Adjustments
Merger related expenses(2,743)(13,178)
Write-off of Guardian Mortgage trade name(828)
Disposal of ATMs(2,042)
Total adjustments(2,743)(16,048)
Adjusted total noninterest expense (non-GAAP)$269,031$247,992$222,793

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($ in thousands, except share and per share amounts)202520242023
Adjusted efficiency ratio:
Efficiency ratio (GAAP)64.82%68.28%59.81%
Less: Impact of adjustments
Merger related expenses(0.65)%(3.41)%%
Write-off of Guardian Mortgage tradename%(0.21)%%
Disposal of ATMs%(0.53)%%
Adjusted efficiency ratio (non-GAAP)64.17%64.13%59.81%
Fully tax equivalent (“FTE”) net interest income and net interest margin:
Net interest income (GAAP)$317,391$296,910$293,431
Gross income effect of tax exempt income4,7774,7675,086
FTE net interest income (non-GAAP)$322,168$301,677$298,517
Average earning assets$7,740,525$7,320,696$6,935,567
Net interest margin4.10%4.06%4.23%
Net interest margin on FTE basis (non-GAAP)4.16%4.12%4.29%

Segments

Our operations are conducted through two operating segments: Banking and Mortgage Operations. We also allocate certain expenses to Corporate, which is not an operating segment. The operating segments have been determined based on the products and services we offer and reflect the manner in which our financial information is currently evaluated by management. Each of the operating segments is complementary to each other and because of the interrelationship of the segments, the information presented is not indicative of how the segments would perform if they operated as independent entities. For additional information on our segments, see Note 21 - Segment Information included in our audited consolidated financial statements included elsewhere in this report.

Comparison of fiscal years 2025 and 2024

Banking

Income before income taxes increased $18.3 million to $116.6 million in 2025, from $98.3 million in 2024. The period over period increase was primarily driven by an increase in net interest income, an increase in noninterest income, and a decrease in provision for credit losses, partially offset by an increase in noninterest expense. Net interest income increased $13.8 million to $297.0 million in 2025 compared to $283.2 million in 2024. The increase in net interest income was a result of lower interest expense primarily due to a decrease in balances and rates for certificates of deposit amidst the declining interest rate environment, partially offset by an increase in promotional rate money market deposit balances. Noninterest income increased $3.9 million to $52.3 million in 2025 compared to $48.4 million in 2024 primarily due to an increase in treasury management service fees and loan syndication and swap fees. Provision for credit losses decreased $1.7 million to $26.7 million in 2025 compared to $28.4 million in 2024. Noninterest expense increased $1.1 million to $206.0 million in 2025, compared to $204.9 million in 2024. The increase in noninterest expense was primarily the result of an increase in salary and employee benefits of $10.1 million primarily due to an increase in headcount of C&I bankers and support personnel, higher levels of variable compensation, and an increase in medical insurance costs. Merger related expenses decreased $8.1 million to $0.5 million in 2025 compared to $8.6 million in 2024. Identifiable assets for our Banking segment increased by $0.4 billion to $7.2 billion at December 31, 2025 from $6.8 billion at December 31, 2024.

Mortgage Operations

Income before income taxes increased $8.0 million to $17.6 million in 2025, from $9.7 million in 2024. The period over period increase was primarily driven by an increase in net interest income, an increase in mortgage banking service revenues, and a decrease in provision for (benefit from) credit losses, partially offset by an increase in noninterest expense. Net interest income increased $6.3 million to $24.9 million in 2025 compared to $18.6 million in 2024. The increase in net interest income was a result of a higher average balance and higher average yield on residential real estate loans and the impact of internal funds transfer pricing. Mortgage banking service revenues increased $8.2 million to $49.6 million in 2025 compared to $41.4 million in 2024, primarily due to an increase in gain on sales driven by higher origination volume and an increase in mortgage servicing revenue driven by higher servicing portfolio balances. Total mortgage loan originations for sale were $1.4 billion in 2025, an increase of $0.3 billion from $1.1 billion in 2024. The unpaid principal balance of mortgage loans serviced for others were $6.3 billion in 2025, an increase of $0.5 billion from $5.8 billion in 2024. Provision for (benefit from) credit losses decreased $1.3 million to $(2.1) million in 2025 compared to $(0.9) million in 2024. The increase in noninterest expense was primarily the result of an increase in salary and employee benefits of $6.2

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million to $37.8 million in 2025, from $31.6 million in 2024 primarily due to higher levels of variable compensation associated with an increase in mortgage loan originations. Identifiable assets for our Mortgage Operations segment increased by $0.1 billion to $1.2 billion at December 31, 2025 from $1.1 billion at December 31, 2024.

Critical Accounting Estimates

In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Our accounting and reporting estimates are in accordance with U.S. generally accepted accounting principles, or “GAAP,” and conform to general practices within the banking industry. Changes in underlying factors, estimates, assumptions or judgments could result in material changes in our consolidated financial position and/or results of operations.

Certain policies inherently have a greater reliance on the use of estimates, assumptions and 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 the allowance for credit losses (“ACL”) and fair value measurement of MSRs to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new or additional information becomes available or circumstances change, including overall changes in the economic climate and/or market interest rates. Therefore, we consider these policies to be critical accounting estimates and discuss them directly with the Audit Committee of our Board of Directors.

The following is a description of our critical accounting estimates and an explanation of the methods and assumptions underlying their application.

Allowance for Credit Losses - Management maintains an ACL for loans based upon management’s estimate of the lifetime expected credit losses in the loan portfolio, as of the balance sheet date, excluding loans held for sale. Additionally, management maintains an ACL for held-to-maturity or available-for-sale debt securities, and other off-balance sheet credit exposures (e.g., unfunded loan commitments). For loans and unfunded loan commitments, the estimate of lifetime credit losses includes the use of quantitative models that incorporate forward-looking macroeconomic scenarios that are applied over the contractual lives of the portfolios, adjusted, as appropriate, for prepayments and permitted extension options using historical experience. For purposes of the ACL for lending commitments, such allowance is determined using the same methodology as the ACL for loans, while also taking into consideration the probability of drawdowns or funding, and whether such commitments are cancellable by us. The ACL for held-to-maturity and available-for-sale debt securities is measured using a risk-adjusted discounted cash flow approach that also considers relevant current and forward-looking economic variables and the ACL is limited to the difference between the fair value of the security and its amortized cost. Judgment is specifically applied in the determination of economic assumptions, length of the initial loss forecast period, the reversion of losses beyond the initial forecast period, usage of macroeconomic scenarios, probabilities of default, losses given default, amortization and prepayment rates, and qualitative factors, which may not be adequately captured in the loss model, as further discussed below.

The macroeconomic scenarios utilized by management include variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to, unemployment rates, housing and commercial real estate prices, gross domestic product levels, corporate bond spreads and changes in equity market prices. Management derives the economic forecasts it uses in its ACL model from Moody’s Analytics. The latter has a large team of economists, database managers and operational engineers with a history of producing monthly economic forecasts for over 25 years.

Management has currently set an initial forecast period (“reasonable and supportable period”) of four years and a reversion period of one year, utilizing a straight-line approach and reverting back to the historical macroeconomic mean. After the reversion period, a historical loss forecast period covering the remaining contractual life, adjusted for prepayments, is used based on changes in key historical economic variables during representative historical expansionary and recessionary periods. Changes in economic forecasts impact the probability of default (“PD”), loss-given default (“LGD”), and exposure at default (“EAD”) for each instrument, and therefore influence the amount of future cash flows for each instrument that management does not expect to collect.

Further, management periodically considers the need for qualitative adjustments to the ACL. Qualitative adjustments may be related to and include, but not limited to, factors such as the following: (i) management’s assessment of economic forecasts used in the model and how those forecasts align with management’s overall evaluation of current and expected economic conditions; (ii) organization specific risks such as credit concentrations, collateral specific risks, nature, and size of the portfolio and external factors that may ultimately impact credit quality, and (iii) other limitations associated with factors such as changes in underwriting and loan resolution strategies, among others. The qualitative factors applied on

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December 31, 2025, and the importance and levels of the qualitative factors applied, may change in future periods depending on the level of changes to items such as the uncertainty of economic conditions and management’s assessment of the level of credit risk within the loan portfolio as a result of such changes, compared to the amount of ACL calculated by the model. The evaluation of qualitative factors is inherently imprecise and requires significant management judgment.

The ACL can also be impacted by factors outside of management’s control, which include unanticipated changes in asset quality of the portfolio, such as deterioration in borrower delinquencies, or credit scores in our residential real estate and consumer portfolio. Further, the current fair value of collateral is utilized to assess the expected credit losses when a financial asset is considered to be collateral dependent.

Our process for determining ACL is further discussed in “Note 1- Basis of Presentation, Description of Business and Summary of Significant Accounting Policies” included in Item 8 of this Form 10-K.

Fair Value Measurement of MSRs - Our residential mortgage servicing rights are measured at fair value on a recurring basis. We estimate the fair value of our MSRs using a process that utilizes a discounted cash flow model and analysis of current market data to arrive at the estimate. The cash flow assumptions used in the model are based on numerous factors, with the key assumptions being mortgage prepayment speeds, discount rates and cost to service that management believes are consistent with the assumptions that other similar market participants use in valuing MSRs. The change of any of these key assumptions due to market conditions or other factors could materially affect the fair value of our MSRs. We also utilize a third-party consulting firm to assist us with the valuation. Because of the nature of the valuation inputs, we classify the valuation of our MSRs as Level 3 in the fair value hierarchy. See Note 4 - Mortgage Servicing Rights included in our audited consolidated financial statements included elsewhere in this report for our assumptions used in valuing the MSRs. For information concerning the hypothetical sensitivity of the key assumptions under adverse changes on our MSRs, see the table under “Noninterest Income” elsewhere in the Management’s Discussion and Analysis of Financial Condition and Results of Operations in this report.

Results of Operations

Comparison of fiscal years 2025 and 2024

The following table sets forth our results of operations as of and for the year ended December 31,:

($ in thousands, except per share amounts)202520242023
Net interest income$317,391$296,910$293,431
Provision for credit losses24,60027,55018,247
Noninterest income101,87989,79279,092
Noninterest expense271,774264,040222,793
Income before income taxes122,89695,112131,483
Provision for income taxes24,96019,48427,950
Net income97,93675,628103,533
Diluted earnings per share$3.47$2.69$4.08
Return on average total assets1.18%0.96%1.38%
Return on average stockholders' equity8.88%7.56%12.50%
Net interest margin4.10%4.06%4.23%
Net interest margin (FTE basis)14.16%4.12%4.29%
Efficiency ratio64.82%68.28%59.81%
Noninterest income to total revenue224.3%23.2%21.2%
1 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.2 Total revenue is net interest income plus noninterest income.

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General

Our results of operations depend significantly on net interest income, which is the difference between interest income on interest-earning assets, consisting primarily of interest income on loans and investment securities and interest expense on interest-bearing liabilities, consisting primarily of deposits and borrowings. Our results of operations are also dependent on our generation of noninterest income, consisting primarily of mortgage banking services, deposit account service fees, trust and investment advisory fees and credit and debit card fees. Other factors contributing to our results of operations include our provisions for credit losses, income taxes, and noninterest expenses, such as salaries and employee benefits, occupancy and equipment, amortization of intangible assets and other operating costs.

Net Interest Income

Net interest income, representing interest income less interest expense, is a significant contributor to our revenues and earnings. We generate interest income from interest and dividends on interest-earning assets, which are principally comprised of loans and investment securities. We incur interest expense from interest owed or paid on interest-bearing liabilities, including interest-bearing deposits, FHLB advances and other borrowings. Net interest income and margin are shaped by the characteristics of the underlying products, including volume, term and structure of each product. We measure and monitor yields on our loans and other interest-earning assets, the costs of our deposits and other funding sources, our net interest spread and our net interest margin. Net interest spread is the difference between rates earned on interest-earning assets and rates paid on interest-bearing liabilities. Net interest margin is calculated as net interest income divided by average interest-earning assets.

Interest earned on our loan portfolio is the largest component of our interest income. Our loan portfolios are presented at the principal amount outstanding net of deferred origination fees and unamortized discounts and premiums. Interest income is recognized based on the principal balance outstanding and the stated rate of the loan. Loan origination fees and certain direct origination costs are capitalized and recognized as an adjustment of the yield on the related loan. Non-PCD loans acquired are initially recorded at fair value and the resulting discount or premium is recognized as an adjustment of the yield on the related loans.

Our net interest income can be significantly influenced by a variety of factors, including overall loan demand, economic conditions, credit risk, the amount of non-earning assets including nonperforming loans and OREO, the amounts of and rates at which assets and liabilities reprice, variances in prepayment of loans and securities, exercise of call options on borrowings or securities, a general rise or decline in interest rates, changes in the slope of the yield curve, and balance sheet growth or contraction.

Our net interest income was $317.4 million in 2025, an increase of $20.5 million, or 6.9%, compared to 2024. Interest income on loans increased by $3.5 million in 2025, compared to 2024. Interest income on investment securities decreased by $1.0 million in 2025, compared to 2024. Interest income on cash and other assets increased $5.7 million in 2025, compared to 2024. Interest expense from total interest-bearing liabilities decreased by $12.3 million in 2025, compared to 2024.

Our net interest margin increased four basis points to 4.10% in 2025, compared to 2024. The increase in 2025, compared to the prior year, was driven by a decrease of 36 basis points in the cost of interest-bearing liabilities, partially offset by a decrease of 24 basis points in yield on earning assets.

Total average loans, including loans held-for-sale, grew to $6.6 billion in 2025, an increase of $0.2 billion, or 3.5%, compared to 2024, due to organic growth in our loan portfolios. Yield on loans decreased 17 basis points in 2025, compared to 2024, primarily due to the declining interest rate environment and its impact on variable rate loans in our loan portfolio. Average interest-bearing cash and other assets, grew to $0.6 billion in 2025, an increase of $0.2 billion. Yield on interest-bearing cash and other assets decreased 88 basis points in 2025, compared to 2024, primarily due to the declining interest rate environment.

Average interest-bearing liabilities grew to $5.4 billion in 2025, an increase of $0.2 billion, or 4.3%, compared to 2024, primarily to support the growth in our loan portfolio. Average interest-bearing deposits increased $0.4 billion, or 7.2%, in 2025, compared to 2024. Total cost of deposits decreased by 30 basis points to 2.73% in 2025, compared to 2024, primarily due to a decrease in balances and rates for certificates of deposit amidst the declining interest rate environment, partially offset by an increase in promotional rate money market deposit balances. Average FHLB borrowings decreased $117.0 million in 2025, compared to 2024. The cost of FHLB borrowings decreased by 87 basis points to 4.61% in 2025, compared to 2024.

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The following table sets forth information related to our average balance sheet, average yields on assets, and average costs of liabilities for the periods presented. We derived these yields by dividing income or expense by the average balance of the corresponding assets or liabilities. We derived average balances from the daily balances throughout the periods indicated.

As of and for the year ended December 31,:

202520242023
(In thousands)Average BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/Rate
Interest Earning Assets
Loans1$6,634,643$425,4596.41%$6,410,520$421,9596.58%$6,178,414$385,6376.24%
Investment securities506,29417,4623.45%529,20918,4683.49%554,43317,0323.07%
Interest-bearing cash and other assets599,58824,8484.14%380,96719,1135.02%202,72011,0155.43%
Total earning assets7,740,525467,7696.04%7,320,696459,5406.28%6,935,567413,6845.96%
Other assets536,383543,650556,083
Total assets$8,276,908$7,864,346$7,491,650
Interest-bearing liabilities
Demand and NOW deposits$785,777$25,0013.18%$633,123$23,0133.63%$385,424$11,5743.00%
Savings deposits393,7712,2530.57%412,9412,8340.69%453,6542,6760.59%
Money market deposits2,709,99764,9452.40%2,161,61845,6432.11%2,122,41028,3011.33%
Certificates of deposit1,432,53953,1393.71%1,756,75579,1614.51%1,512,63858,8043.89%
Total deposits5,322,084145,3382.73%4,964,437150,6513.03%4,474,126101,3552.27%
Repurchase agreements8,9561501.67%15,5571881.21%28,3162250.80%
Total deposits and repurchase agreements5,331,040145,4882.73%4,979,994150,8393.03%4,502,442101,5802.26%
FHLB borrowings7,8473614.61%124,8336,8365.48%269,61313,6215.05%
Other long-term borrowings66,0944,5296.85%75,5864,9556.55%78,6545,0526.42%
Total interest-bearing liabilities5,404,981150,3782.78%5,180,413162,6303.14%4,850,709120,2532.48%
Noninterest-bearing deposits1,615,5111,542,8081,678,240
Other liabilities153,460140,529134,599
Stockholders’ equity1,102,9561,000,596828,102
Total liabilities and stockholders’ equity$8,276,908$7,864,346$7,491,650
Net interest income$317,391$296,910$293,431
Net interest spread3.26%3.14%3.48%
Net interest margin4.10%4.06%4.23%
Net interest margin (on a FTE basis)24.16%4.12%4.29%
1 Includes loans held-for-investment, including nonaccrual loans, and loans held-for-sale.
2 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

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Rate-Volume Analysis

The table below presents the effect of volume and rate changes on interest income and expense. Changes in volume are changes in the average balance multiplied by the previous period’s average rate. Changes in rate are changes in the average rate multiplied by the average balance from the current period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.

For the year ended December 31,For the year ended December 31,
2025 Versus 2024 Increase (Decrease) Due to:2024 Versus 2023 Increase (Decrease) Due to:
(In thousands)RateVolumeTotalRateVolumeTotal
Interest Earning Assets
Loans1$(11,034)$14,534$3,500$21,512$14,810$36,322
Investment securities(214)(792)(1,006)2,158(722)1,436
Interest-bearing cash(3,769)9,5045,735(773)8,8718,098
Total earning assets(15,017)23,2468,22922,89722,95945,856
Interest-Bearing Liabilities
Demand and NOW deposits(3,105)5,0931,9882,8228,61711,439
Savings deposits(454)(127)(581)350(192)158
Money market deposits6,70312,59919,30216,81053217,342
Certificates of deposit(12,732)(13,290)(26,022)10,10710,25020,357
Total deposits(9,588)4,275(5,313)30,08919,20749,296
Repurchase agreements58(96)(38)(280)243(37)
Total deposits and repurchase agreements(9,530)4,179(5,351)29,80919,45049,259
FHLB borrowings(939)(5,536)(6,475)1,257(8,042)(6,785)
Other long-term borrowings217(643)(426)109(206)(97)
Total interest-bearing liabilities(10,252)(2,000)(12,252)31,17511,20242,377
Net interest income$(4,765)$25,246$20,481$(8,278)$11,757$3,479
1 Includes loans held-for-investment, including nonaccrual loans, and loans held-for-sale.

Provision for Credit Losses

We established an allowance for credit losses through a provision for credit losses charged as an expense in our consolidated statements of income. The provision for credit losses is the amount of expense that, based on our judgment, is required to maintain the allowance for credit losses at an adequate level to absorb expected losses in the loan portfolio at the balance sheet date and that, in management’s judgment, is appropriate under GAAP. Our determination of the amount of the allowance for credit losses and corresponding provision for credit losses considers ongoing evaluations of the credit quality and level of credit risk inherent in our loan portfolio, levels of nonperforming loans and charge-offs, statistical trends and economic and other relevant factors. The allowance for credit losses is increased by the provision for credit losses and is decreased by charge-offs, net of recoveries on prior loan charge-offs.

The provision for credit losses totaled $24.6 million in 2025, primarily due to a combination of deterioration of two customer relationships in our commercial and industrial (C&I) portfolio, impacts from net portfolio downgrades, and impacts from growth in loan portfolio balances.

Net charge-offs in 2025 were $28.3 million, or a ratio of net charge-offs to average loans of 0.43%, compared to net charge-offs of $20.4 million, or a ratio of net charge-offs to average loans of 0.32%, in 2024. Net charge-offs in 2025 were elevated primarily due to write-downs of two customer relationships in our C&I loan portfolio.

The allowance for credit losses as a percentage of total loans was 1.27% at December 31, 2025, compared to 1.38% at December 31, 2024. The ratio of nonperforming assets to total assets was 0.85% at December 31, 2025, compared to 0.92% at December 31, 2024.

For a further discussion of the allowance for credit losses, refer to the “Allowance for Credit Losses” section of this financial review.

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Noninterest Income

The following table presents noninterest income for the year ended December 31,:

(In thousands)202520242023
Deposit account service fees$8,321$9,495$9,940
Treasury management service fees17,47314,82911,724
Credit and debit card fees10,72911,15311,681
Trust and investment advisory fees5,9455,7875,693
Mortgage banking services, net47,07239,01431,384
Other noninterest income12,3399,5148,670
Total noninterest income$101,879$89,792$79,092

Noninterest income totaled $101.9 million in 2025, an increase of $12.1 million from 2024, primarily due to increases in mortgage banking services, treasury management service fees, and other noninterest income.

Deposit account service fees include overdraft and non-sufficient funds charges, and other maintenance fees on deposit accounts. Deposit account service fees decreased $1.2 million for the year ended December 31, 2025 compared to 2024, primarily due to a decrease in overdraft and non-sufficient funds charges.

Treasury management service fees include financial information management, accounts receivable management, accounts payable services, fraud mitigation services, and cash flow management. Treasury management service fees increased $2.6 million, primarily due to growth in services provided to our business customers.

Credit and debit card fees represent interchange income from credit and debit card activity and referral fees earned from processing fees on card transactions by our business customers. Credit and debit card fees decreased $0.4 million for the year ended December 31, 2025 compared to 2024, primarily due to a decrease in card transaction volumes.

Trust and investment advisory fees represent fees we receive in connection with our investment advisory and custodial management services of investment accounts. Trust and investment advisory fees increased $0.2 million for the year ended December 31, 2025 compared to 2024, primarily due to higher average assets under management.

The components of mortgage banking services, were as follows for the year ended December 31,:

(In thousands)202520242023
Net sale gains and fees from mortgage loan originations, including loans held-for-sale changes in fair value and hedging$23,907$18,855$14,275
Mortgage servicing income18,66716,97315,674
Net MSR capitalization and changes in fair value, net of derivative activity4,4983,1861,435
Mortgage banking services, net$47,072$39,014$31,384

Mortgage banking services increased $8.1 million in 2025, compared to 2024. We experienced an increase of $5.1 million in 2025, compared to 2024, in revenue related to net sale gains and fees from mortgage loan originations, including fair value changes in the held-for-sale portfolio and hedging activity primarily due to an increase in gain on sales driven by higher origination volume. We retain servicing rights on the majority of mortgage loans that we sell, which drove the increase in servicing income of $1.7 million to $18.7 million in 2025, from $17.0 million in 2024. Net MSR capitalization and changes in fair value, net of derivative activity, increased $1.3 million in 2025, compared to 2024. Revenue was higher in 2025, compared to 2024 due to an increase in net MSR capitalization of $2.3 million partially offset by a decrease in MSR fair value, net of derivative activity of $1 million. We recognize fair value adjustments to our MSR asset, which includes changes in assumptions to the valuation model and pay-offs and pay-downs of the MSR portfolio. See the impact of changes to our key MSR valuation assumptions in the table below.

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The following table shows the hypothetical effect on the fair value of our MSRs when applying certain unfavorable variations of key assumptions to these assets as of December 31, 2025.

(In thousands)10%20%
Discount rate$(3,173)$(6,209)
Total prepayment speeds(3,032)(5,903)
Cost of servicing each loan(858)(1,728)

These hypothetical sensitivities should be evaluated with care. The effect on fair value of an adverse change in assumptions generally cannot be determined because the relationship of the change in assumptions to the fair value may not be linear. Additionally, the impact of a variation in a particular assumption on the fair value is calculated while holding other assumptions constant. In reality, changes in one factor may lead to changes in other factors, which could impact the above hypothetical effects.

We also maintain a hedging strategy to manage a portion of the risk associated with changes in the fair value of our MSR portfolio. Changes in fair value of the derivative instruments used to economically hedge the MSRs are also included as a component of mortgage banking services.

Other noninterest income increased $2.8 million for the year ended December 31, 2025 compared to 2024, primarily due to an increase in loan syndication fees and swap fee income.

Noninterest Expense

The following table presents noninterest expense for the year ended December 31,:

(In thousands)202520242023
Salary and employee benefits$171,824$154,985$133,231
Occupancy, equipment and software38,24436,28233,426
Amortization and impairment of intangible assets2,4123,5494,822
Merger related expenses2,74313,178
Other (Note 16 - Other noninterest expenses)56,55156,04651,314
Total noninterest expenses$271,774$264,040$222,793

Noninterest expenses totaled $271.8 million in 2025, an increase of $7.7 million from 2024, primarily due to an increase in salary and employee benefits due to the higher headcount of C&I bankers and support personnel, higher levels of variable compensation, including compensation associated with an increase in mortgage loan originations, and higher medical insurance costs, partially offset by a decrease in merger related expenses of $10.4 million in 2025 compared to 2024.

The efficiency ratio for 2025 was 64.82% compared to 68.28% in 2024. The adjusted efficiency ratio, a non-GAAP financial measure, in 2025 was 64.17% compared to 64.13% in 2024.

Income Taxes

We had income tax expense in 2025 of $25.0 million, compared to $19.5 million in 2024. The increase in income tax expense was primarily due to our increased income during 2025. Our effective tax rate was 20.3% in 2025, compared to 20.5% in 2024. For additional information on our income taxes, see Note 15 - Income Taxes included in our audited consolidated financial statements included elsewhere in this report.

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Financial Condition

Balance Sheet

Our total assets were $8.5 billion at December 31, 2025, compared to $8.1 billion at December 31, 2024. Our total loans held-for-investment, net of deferred fees, costs, premiums and discounts were $6.7 billion at December 31, 2025, an increase of $0.3 billion from 2024, which was due to organic growth.

Investment Securities

Our securities portfolio is used to make various term investments, maintain a source of liquidity and serve as collateral for certain types of deposits and borrowings. We manage our investment portfolio according to written investment policies approved by our board of directors. Investment in our securities portfolio may change over time based on our funding needs and interest rate risk management objectives. Our liquidity levels take into account anticipated future cash flows and other available sources of funds, and are maintained at levels that we believe are appropriate to provide the necessary flexibility to meet our anticipated funding requirements.

Our investment securities portfolio consists of securities classified as available-for-sale and held-to-maturity. There were no trading securities in our investment portfolio as of December 31, 2025 and 2024. All available-for sale securities are carried at fair value and may be used for liquidity purposes should management consider it to be in our best interest.

Our securities available-for-sale decreased by $0.1 million to $469.0 million at December 31, 2025, compared to December 31, 2024. The decrease was primarily due to amortization of the portfolio. Securities held-to-maturity decreased $1.4 million to $33.8 million at December 31, 2025, compared to December 31, 2024, due primarily to amortization of the portfolio.

The following table is a summary of our investment portfolio as of December 31,:

20252024
(In thousands)Carrying Amount% of PortfolioCarrying Amount% of Portfolio
Available-for-sale:
U.S. treasury$33,2707.1%$31,7306.8%
U.S. agency4120.1%6560.2%
Obligations of states and political subdivisions28,0736.0%25,6995.5%
Mortgage backed - residential96,17620.5%96,27920.5%
Collateralized mortgage obligations150,79732.1%164,34735.0%
Mortgage backed - commercial143,99330.7%134,82728.7%
Other debt16,2493.5%15,5383.3%
Total available-for-sale$468,970100%$469,076100%
Held-to-maturity:
Obligations of states and political subdivisions$25,89076.5%$25,71373.0%
Mortgage backed - residential5,46716.2%6,37318.0%
Collateralized mortgage obligations2,4827.3%3,1569.0%
Total held-to-maturity$33,839100%$35,242100%

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The following tables show the weighted average yield to average life of each category of investment securities as of December 31, 2025:

(In thousands)One year or lessOne to five yearsFive to ten yearsAfter ten years
Carrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage Yield
Available-for-sale:
U.S. treasury$%$33,2701.28%$%$%
U.S. agency204.84%%3925.28%%
Obligations of states and political subdivisions%%25,0833.23%2,9902.01%
Mortgage backed - residential7492.50%26,2392.64%30,7432.34%38,4453.27%
Collateralized mortgage obligations373.00%38,0163.97%104,6132.86%8,1311.74%
Mortgage backed - commercial9442.56%73,8513.46%69,1982.83%%
Other debt%9,8113.13%4,5662.61%1,8723.75%
Total available-for-sale$1,7502.57%$181,1873.03%$234,5952.82%$51,4382.97%
Held-to-maturity:
Obligations of states and political subdivisions$9822.07%$%$%$24,9083.52%
Mortgage backed - residential743.69%3,6372.43%5423.33%1,2143.23%
Collateralized mortgage obligations342.50%1,4462.84%1,0023.10%%
Total held-to-maturity$1,0902.19%$5,0832.55%$1,5443.18%$26,1223.51%

We had no securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’ equity.

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Loans

Our loan portfolio represents a broad range of borrowers primarily in our markets in Texas, Kansas, Colorado, New Mexico, Arizona and California primarily comprised of commercial and industrial, commercial real estate, residential real estate, public finance and consumer financing loans. We have a diversified portfolio across a variety of industries, and the portfolio is generally centered in the states in which we have branch offices. Our lending focus continues to be on operating companies, including commercial and industrial loans and lines-of-credit, as well as owner occupied commercial real estate loans.

Total loans, net of deferred fees, costs, premiums and discounts, as of December 31, 2025 and 2024 were $6.7 billion and $6.4 billion, respectively.

The following table sets forth the composition of our loan portfolio, as of December 31,:

20252024
(In thousands)Amount% of total loansAmount% of total loans
Commercial and industrial$2,937,86744.0%$2,627,59141.2%
Commercial real estate:
Non-owner occupied742,00211.1%752,62811.8%
Owner occupied700,77410.5%700,86711.0%
Construction and land268,6524.0%362,6775.7%
Multifamily210,3683.2%94,3551.5%
Total commercial real estate1,921,79628.8%1,910,52730.0%
Residential real estate1,221,08618.3%1,180,61018.5%
Public finance501,5827.5%554,7848.7%
Consumer32,6510.5%41,1440.6%
Other58,1980.9%61,7011.0%
Total loans$6,673,180100.0%$6,376,357100.0%

Commercial and industrial loans include loans to commercial customers for use in normal business operations to finance working capital needs, equipment and inventory purchases, and other expansion projects. These loans are made primarily in our market areas and are underwritten on the basis of the borrower’s ability to service the debt from revenue, and are generally extended under our normal credit standards, controls and monitoring systems.

Commercial real estate (“CRE”) loans include owner occupied and non-owner occupied commercial real estate mortgage loans to operating commercial and agricultural businesses, and include both loans for long-term financing of land and buildings and loans made for the initial development or construction of a commercial real estate project. Non-owner occupied CRE loans were 62.5% of the Company’s risk-based capital, or 11.1% of total loans as of December 31, 2025. Non-owner occupied CRE loans associated with office space were $48.9 million, or 0.7% of total loans as of December 31, 2025. Owner occupied CRE loans associated with office space were $215.5 million, or 3.2% of total loans as of December 31, 2025.

Residential real estate loans represent loans to consumers collateralized by a mortgage on a residence and include purchase money, refinancing, secondary mortgages, and home equity loans and lines of credit.

Public finance loans include loans to our charter school and municipal based customers.

Consumer loans include direct consumer installment loans, credit card accounts, overdrafts and other revolving loans.

Other loans consist of loans to nondepository financial institutions, lease financing receivables and loans for agricultural production.

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Maturities and Sensitivity of Loans to Changes in Interest Rates

The information in the following tables is based on the contractual maturities of individual loans, including loans that may be subject to renewal at their contractual maturity. Renewal of these loans is subject to review and credit approval, as well as modification of terms upon maturity. Actual repayments of loans may differ from the maturities reflected below because borrowers have the right to prepay obligations with or without prepayment penalties. The following tables summarize the loan maturity distribution by type and related interest rate characteristics as of December 31, 2025:

(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotal
Commercial and industrial$639,033$2,035,847$241,756$21,231$2,937,867
Commercial real estate408,5451,206,960258,55547,7361,921,796
Residential real estate91,43040,76249,1101,039,7841,221,086
Public finance17,444187,206248,14848,784501,582
Consumer11,8759,23511,31722432,651
Other3,89031,02418,9994,28558,198
Total loans$1,172,217$3,511,034$827,885$1,162,044$6,673,180
(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotalTotal Loans Maturing After 1 Year
Loans maturing with:
Fixed interest rates
Commercial and industrial$99,862$202,210$131,389$509$433,970$334,108
Commercial real estate164,896508,32451,5964,510729,326564,430
Residential real estate65,72427,27233,788294,460421,244355,520
Public finance14,330187,206245,14348,784495,463481,133
Consumer1,4497,53811,06720,05418,605
Other1,35919,29416,1004,28541,03839,679
Total fixed interest rate loans$347,620$951,844$489,083$352,548$2,141,095$1,793,475
Floating or adjustable interest rates
Commercial and industrial$539,171$1,833,637$110,367$20,722$2,503,897$1,964,726
Commercial real estate243,649698,636206,95943,2261,192,470948,821
Residential real estate25,70613,49015,322745,324799,842774,136
Public finance3,1143,0056,1193,005
Consumer10,4261,69725022412,5972,171
Other2,53111,7302,89917,16014,629
Total floating or adjustable interest rate loans$824,597$2,559,190$338,802$809,496$4,532,085$3,707,488
Total loans$1,172,217$3,511,034$827,885$1,162,044$6,673,180$5,500,963

Allowance for Credit Losses

We maintain the allowance for credit losses at a level we believe is sufficient to absorb expected losses in our loan portfolio given the conditions at the time and our estimates of future economic conditions. Events that are not within our control, such as changes in economic factors, could change subsequent to the reporting date and could cause increases or decreases to the allowance. The amount of the allowance is affected by loan charge-offs, which decrease the allowance; recoveries on loans previously charged off, which increase the allowance; and the provision for credit losses charged to earnings, which increases the allowance.

In determining the provision for credit losses, management monitors fluctuations in the allowance resulting from actual charge-offs and recoveries and reviews the size and composition of the loan portfolio in light of current and anticipated economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as events change.

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The following table presents, by loan type, the changes in the allowance for credit losses for the years ended December 31,:

(In thousands)202520242023
Balance, beginning of year$88,221$80,398$65,917
Impact of adopting ASC 3265,256
Adjusted beginning balance$88,221$80,398$71,173
Loan charge-offs:
Commercial and industrial(25,800)(20,743)(9,242)
Commercial real estate(475)(83)
Residential real estate(74)(38)(13)
Public finance(1,922)
Consumer(447)(438)(334)
Other(743)
Total loan charge-offs(28,986)(21,694)(9,672)
Recoveries of loans previously charged-off:
Commercial and industrial4411,1811,118
Commercial real estate11912
Residential real estate748682
Public finance
Consumer20511950
Other
Total loan recoveries7311,3171,862
Net loan charge-offs(28,255)(20,377)(7,810)
Provision for credit losses125,05028,20017,035
Balance, end of year$85,016$88,221$80,398
Allowance for credit losses to total loans1.27%1.38%1.28%
Ratio of net charge-offs to average loans outstanding0.43%0.32%0.13%
1 For the years ended December 31, 2025, 2024 and 2023 we recorded a (benefit) provision for credit losses on unfunded commitments of $(450), $(650) and $1,212, respectively. For further information, see Note 3 - Loans.

The following table presents net charge-offs to average loans outstanding by loan category for the years ended December 31,:

(In thousands)202520242023
Commercial and industrial0.89%0.66%0.29%
Commercial real estate%0.03%%
Residential real estate%%(0.07)%
Public finance0.37%%%
Consumer0.62%0.79%0.70%
Other1.43%%%
Total0.43%0.32%0.13%

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Allocation of Allowance for Credit Losses

The following table presents the allocation of the allowance for credit losses by category and the percentage of the allocation of the allowance for credit losses by category to total loans listed as of December 31,:

20252024
(In thousands)Allowance Amount% of loans in each category to total loansAllowance Amount% of loans in each category to total loans
Commercial and industrial$42,90244.0%$38,48941.2%
Commercial real estate24,40828.8%28,32330.0%
Residential real estate13,32318.3%15,45018.5%
Public finance2,9427.5%4,7508.7%
Consumer7210.5%7500.6%
Other7200.9%4591.0%
Total$85,016100.0%$88,221100.0%

Nonperforming Assets

We have established policies and procedures to guide us in originating, monitoring and maintaining the credit quality of our loan portfolio. These policies and procedures are expected to be followed by our bankers and underwriters and exceptions to these policies require elevated levels of approval and are reported to our board of directors.

Nonperforming assets include all loans categorized as nonaccrual, accrual loans greater than 90 days past due, and other real estate owned and other repossessed assets. The accrual of interest on loans is discontinued, or the loan is placed on nonaccrual, when the full collection of principal and interest is in doubt. We do not generally accrue interest on loans that are 90 days or more past due. When a loan is placed on nonaccrual, previously accrued but unpaid interest is reversed and charged against interest income and future accruals of interest are discontinued. Payments by borrowers for loans on nonaccrual are applied to loan principal. Loans are returned to accrual status when, in our judgment, the borrower’s ability to satisfy principal and interest obligations under the loan agreement has improved sufficiently to reasonably assure recovery of principal and the borrower has demonstrated a sustained period of repayment performance. In general, we require a minimum of six consecutive months of timely payments in accordance with the contractual terms before returning a loan to accrual status.

The following table sets forth our nonperforming assets as of December 31,:

(In thousands)20252024
Nonaccrual loans:
Commercial and industrial$33,710$28,314
Commercial real estate5,1999,302
Residential real estate21,12620,220
Public finance7,226
Consumer4664
Other2,391
Total nonaccrual loans60,08167,517
Accrual loans greater than 90 days past due6901,533
Total nonperforming loans60,77169,050
Other real estate owned and foreclosed assets, net11,5145,138
Total nonperforming assets$72,285$74,188
Nonaccrual loans to total loans0.90%1.06%
Nonperforming loans to total loans0.91%1.08%
Nonperforming assets to total assets0.85%0.92%
Allowance for credit losses to nonaccrual loans141.50%130.66%

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Deposits

Deposits represent our primary source of funds. Total deposits increased by $0.4 billion to $7.1 billion at December 31, 2025, compared to December 31, 2024.

We are focused on growing our core deposits through relationship-based banking with our business and consumer clients. The following table presents our deposits by customer type as of December 31,:

($ in thousands)20252024
Consumer
Noninterest-bearing deposit accounts$404,666$410,303
Interest-bearing deposit accounts:
Demand and NOW110,15561,987
Savings308,655326,916
Money market1,880,9731,516,577
Certificates of deposit809,4011,069,704
Total interest-bearing deposit accounts3,109,1842,975,184
Total consumer deposits$3,513,850$3,385,487
Business
Noninterest-bearing deposit accounts$1,246,707$1,130,855
Interest-bearing deposit accounts:
Demand and NOW738,506669,417
Savings69,97675,422
Money market1,056,044915,208
Certificates of deposit57,34951,131
Total interest-bearing deposit accounts1,921,8751,711,178
Total business deposits$3,168,582$2,842,033
Wholesale deposits1$424,924$444,740
Total deposits$7,107,356$6,672,260
1 Wholesale deposits consist of brokered deposits included in our consolidated balance sheets within interest-bearing accounts and in Note 9 - Deposits within certificates of deposit and savings and money market accounts.
20252024
(Dollars in thousands)Average BalanceAverage Rate PaidAverage BalanceAverage Rate Paid
Noninterest-bearing deposit accounts$1,615,511%$1,542,808%
Interest-bearing deposit accounts:
Demand and NOW785,7773.18%633,1233.63%
Savings393,7710.57%412,9410.69%
Money market2,709,9972.40%2,161,6182.11%
Certificates of deposit1,432,5393.71%1,756,7554.51%
Total interest-bearing deposit accounts5,322,0842.73%4,964,4373.03%
Total deposits$6,937,5952.09%$6,507,2452.32%

As of December 31, 2025 and December 31, 2024, approximately $2.6 billion or 36.6% and $2.3 billion or 34.8%, respectively, of our deposit portfolio was uninsured. As of December 31, 2025 and December 31, 2024, approximately $2.1 billion or 29.0% and $1.7 billion or 25.2%, respectively, of our deposit portfolio was uninsured and uncollateralized. The uninsured and uncollateralized amounts are estimates based on the methodologies and assumptions used for the Bank’s regulatory reporting requirements.

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We actively participate in the IntraFi Cash Service (“ICS”) / Certificate of Deposit Account Registry Service (“CDARS”) program which provides FDIC insurance coverage for clients that maintain larger deposit balances. Deposits in the ICS / CDARS program totaled $0.9 billion, or 12.2% of all deposits as of December 31, 2025, and $0.7 billion, or 11.1% of all deposits as of December 31, 2024.

The following table sets forth the portion of the Bank's certificates of deposit, by account, that are in excess of the FDIC insurance limit, by remaining time until maturity, as of December 31, 2025:

(In thousands)
Three months or less$83,747
Over three months through six months91,497
Over six through twelve months33,174
Over twelve months through three years1,292
Over three years819
Total$210,529

Liquidity

Liquidity refers to our ability to maintain cash flow that is adequate to fund operations, support asset growth, maintain reserve requirements and meet present and future obligations of deposit withdrawals, lending obligations and other contractual obligations.

FirstSun (Parent Company)

FirstSun has routine funding requirements consisting primarily of operating expenses, debt service, and funds used for acquisitions. FirstSun can obtain funding to meet its obligations from dividends collected from its subsidiaries, primarily the Bank, and through the issuance of FirstSun common stock and varying forms of debt. At December 31, 2025, FirstSun had available cash and cash equivalents of $66.7 million and debt outstanding of $38.9 million. Management believes FirstSun has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

Federal banking laws regulate the amount of dividends that may be paid by banking subsidiaries without prior approval. The Bank may declare dividends without prior regulatory approval that do not exceed the total of retained net income for the current year combined with its retained net income for the preceding two years, subject to maintenance of minimum capital requirements. Prior regulatory approval to pay dividends was not required in 2024 or 2025 and is not currently required. At December 31, 2025, the Bank could pay dividends to FirstSun of approximately $268.3 million without prior regulatory approval. During the year ended December 31, 2025, the Bank paid dividends totaling $7.6 million to FirstSun. During the year ended December 31, 2025, Sunflower Wealth Advisors, LLC paid dividends totaling $0.2 million to FirstSun.

Bank

The Bank’s liquidity management policy and our asset and liability management policy, or ALM policy, provides the framework that we use to seek to maintain adequate liquidity and sources of available liquidity at levels that will enable us to meet all reasonably foreseeable short-term, long-term and strategic liquidity demands. Our Asset and Liability Management Committee, or ALCO, is responsible for oversight of our liquidity risk management activities in accordance with the provisions of our ALM Policy and applicable bank regulatory capital and liquidity laws and regulations. Our liquidity risk management process includes (i) ongoing analysis and monitoring of our funding requirements under various economic and interest rate scenarios, (ii) review and monitoring of lenders, depositors, brokers and other liability holders to ensure appropriate diversification of funding sources and (iii) liquidity contingency planning to address liquidity needs in the event of unforeseen market disruption, including appropriate allocation of funds to a liquid portfolio of marketable securities and investments. We continuously monitor our liquidity position in order for our assets and liabilities to be managed in a manner that we believe will meet our immediate and long-term funding requirements. We seek to manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our stockholders. We also monitor our liquidity requirements in light of interest rate trends, changes in the economy, and the scheduled maturity and interest rate sensitivity of our securities and loan portfolios and deposits. Liquidity management is made more complicated because different balance sheet components are subject to varying degrees of management control. For example, the timing of maturities of our

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investment portfolio is fairly predictable and subject to a high degree of control when we make investment decisions. Net deposit inflows and outflows, however, are far less predictable and are not subject to the same degree of certainty.

Our liquidity position is supported by management of our liquid assets and liabilities and access to alternative sources of funds. Our short-term and long-term liquidity requirements are primarily to fund on-going operations, including payment of interest on deposits and debt, extensions of credit to borrowers and capital expenditures. These liquidity requirements are met primarily through our deposits, FHLB advances and the principal and interest payments we receive on loans and investment securities. Cash, interest-bearing deposits in third-party banks, securities available for sale and maturing or prepaying balances in our investment and loan portfolios are our most liquid assets. Other sources of liquidity that are available to us include the sale of loans we hold for investment, the ability to acquire additional national market non-core deposits, borrowings through the Federal Reserve’s discount window and the issuance of debt or equity securities.

At December 31, 2025, our liquid assets, which consist of cash and amounts due from banks and interest-bearing deposits in other financial institutions, amounted to $642.2 million, or 7.6% of total assets, compared to $607.6 million, or 7.5% of total assets, at December 31, 2024. At December 31, 2025, approximately 72% of the investment securities portfolio was pledged as collateral to secure public deposits and repurchase agreements. Our unencumbered available-for-sale securities at December 31, 2025 were $132.6 million, or 1.6% of total assets, compared to $34.5 million, or 0.4% of total assets, at December 31, 2024.

The liability portion of our balance sheet serves as a primary source of liquidity. We plan to meet our future cash needs primarily through the generation of deposits. Customer deposits have historically provided a sizeable source of relatively stable and low-cost funds. At December 31, 2025, loans as a percentage of customer deposits were 93.9%, compared with 95.6% at December 31, 2024. For additional information related to our deposits, see the “Deposits” section above. We are also a member of the FHLB and FRB, from which we can borrow for leverage or liquidity purposes. The FHLB and FRB require that securities and qualifying loans be pledged to secure any advances. Liquidity sources available to us for immediate funding at December 31, 2025, are as follows:

FHLB borrowings available$1,350,157
Fed Funds lines2,269,710
Unused lines with other financial institutions160,000
Immediate funding availability$3,779,867

Management believes the Bank has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

Capital

Stockholders’ equity at December 31, 2025 was $1.2 billion, compared to $1.0 billion at 2024, an increase of $0.1 billion, or 10.8%. The increase in stockholders’ equity relates primarily to net income for the year ended December 31, 2025. We did not pay a dividend to our common shareholders during the years ended December 31, 2025 or 2024.

Capital Adequacy

We are subject to various regulatory capital requirements administered by the federal banking agencies. Management routinely analyzes our capital to seek to ensure an optimized capital structure. For further information on capital adequacy see Note 17 - Regulatory Capital Matters to the consolidated financial statements.

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Material Contractual Obligations, Commitments, and Contingent Liabilities

We have entered into contractual obligations in the normal course of business that involve elements of credit risk, interest rate risk and liquidity risk.

The following table summarizes our material contractual obligations as of December 31, 2025. Further discussion of each obligation or commitment is included in the referenced note to the consolidated financial statements.

(In thousands)Note ReferenceTotalLess than 1 Year1 - 3 Years3 - 5 YearsMore than 5 Years
Deposits:
Deposits without a stated maturity9$5,815,682$5,815,682$$$
Certificates of deposit91,291,6741,263,75921,8784,6361,401
Securities sold under agreements to repurchase1011,16011,160
Long-term debt:
Subordinated debt1138,91938,919
Operating leases2331,9638,00011,9698,1433,851

We are party to various derivative contracts as a means to manage the balance sheet and our related exposure to changes in interest rates, to manage our residential real estate loan origination and sale activity, and to provide derivative contracts to our clients. Since the derivative liabilities recorded on the balance sheet change frequently and do not represent the amounts that may ultimately be paid under these contracts, these liabilities are not included in the table of contractual obligations presented above. Further discussion of derivative instruments is included in Note 7 - Derivative Financial Instruments to the consolidated financial statements.

In the normal course of business, various legal actions and proceedings are pending against us and our affiliates which are incidental to the business in which they are engaged. Further discussion of contingent liabilities is included in Note 22 - Commitments and Contingencies to the consolidated financial statements.

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit, commercial letters of credit and standby letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated statements of financial condition. The contractual or notional amounts of those instruments reflect the extent of involvement we have in particular classes of financial instruments. Further discussion of contingent liabilities is included in Note 22 - Commitments and Contingencies to the consolidated financial statements.

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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: 0001709442-25-000008.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-03-07. Report date: 2024-12-31.

Item 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF FIRSTSUN

In this section, unless the context suggests otherwise, references to “we,” “us,” and “our” mean the combined business of FirstSun and its wholly-owned subsidiaries, Sunflower Bank, Logia Portfolio Management, LLC, and FEIF Capital Partners, LLC.

The following discussion is an analysis of our consolidated results of operations for the years ended December 31, 2024, 2023 and 2022, and financial condition for the years ended December 31, 2024 and 2023. This discussion and analysis should be read in conjunction with our consolidated financial statements and accompanying footnotes filed with this report in “Part II, Item 8. Financial Statements.” We have omitted discussion of 2022 results where it would be redundant to the discussion previously included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations of FirstSun” section of our Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on March 7, 2024. Historical results of operations and the percentage relationships among any amounts included, and any trends that may appear, may not indicate trends in operations or results of operations for any future periods.

Comments regarding our business that are not historical facts are considered forward-looking statements that involve inherent risks and uncertainties. Actual results may differ materially from those contained in these forward-looking statements. For additional information regarding our cautionary disclosures, see the “Cautionary Note Regarding Forward-Looking Statements” beginning on page 3 of this report.

General Overview

FirstSun Capital Bancorp, headquartered in Denver, Colorado, is the financial holding company for Sunflower Bank, National Association, which is headquartered in Dallas, Texas and operates as Sunflower Bank, First National 1870 and Guardian Mortgage, which we are in the process of rebranding as Sunflower Bank Mortgage Lending. We conduct a full-service community banking and trust business through our wholly-owned subsidiaries—Sunflower Bank, Logia Portfolio Management, LLC, and FEIF Capital Partners, LLC.

We offer a full range of relationship-focused services to meet our clients’ personal, business and wealth management financial objectives throughout Texas, Kansas, Colorado, New Mexico, Arizona, California and Washington and a mortgage lending platform with capabilities in 43 states. Our product line includes commercial and industrial loans, commercial real estate loans, residential mortgage, public finance and other consumer loans, and a variety of commercial and consumer deposit products, including noninterest-bearing accounts, interest-bearing demand products, savings accounts, money market accounts and certificates of deposit. We also offer wealth management and trust products including personal trust and agency accounts, employee benefit and retirement related trust and agency accounts, investment management and advisory agency accounts, and foundation and endowment trust and agency accounts. We also offer online banking and bill payment services, online cash management, safe deposit box rentals, debit card and ATM card services and the availability of a network of ATMs for our customers.

We operate FirstSun through two operating segments: Banking and Mortgage Operations. We also allocate certain expenses to Corporate, which is not an operating segment. The expenses included in Corporate are not deemed to be allocable to our operating segments. The operating segments have been determined based on the products and services we offer and reflect the manner in which our financial information is evaluated by management. Each of the operating segments is complementary to each other and because of the interrelationship of the segments, the information presented is not indicative of how the segments would perform if they operated as independent entities. For additional information on our segments, see Note 21 - Segment Information included in our consolidated financial statements included elsewhere in this report.

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Financial Highlights For 2024

We delivered strong financial results in 2024, which included:

•Net income of $75.6 million, $2.69 per diluted share (adjusted, $87.7 million, $3.13 per diluted share, see the “Non-GAAP Financial Measures and Reconciliations” below)

•Net interest margin of 4.06%

•Return on average total assets of 0.96% (adjusted, 1.12%, see the “Non-GAAP Financial Measures and Reconciliations” below)

•Return on average stockholders’ equity of 7.56% (adjusted, 8.77%, see the “Non-GAAP Financial Measures and Reconciliations” below)

•Average deposit growth of 5.8%

•Loan growth of 1.7%

•23.2% fee revenue to total revenue1

Net income totaled $75.6 million, or $2.69 per diluted share, in 2024, compared to $103.5 million, or $4.08 per diluted share, in 2023. Adjusted net income, a non-GAAP financial measure, was $87.7 million, or $3.13 per diluted share, in 2024. The return on average total assets was 0.96% in 2024, compared to 1.38% in 2023, and the return on average stockholders’ equity was 7.56% in 2024, compared to 12.50% in 2023. Adjusted return on average total assets and adjusted return on average stockholders’ equity, each a non-GAAP financial measure, were 1.12% and 8.77% respectively in 2024.

The following table sets forth certain financial highlights of FirstSun as of and for the years ended December 31,:

($ in thousands, except per share amounts)202420232022
Income Statement:
Net interest income$296,910$293,431$241,632
Provision for credit losses27,55018,24718,050
Noninterest income89,79279,09289,566
Noninterest expense264,040222,793239,126
Income before income taxes95,112131,48374,022
Provision for income taxes19,48427,95014,840
Net income75,628103,53359,182
Adjusted net income287,744103,53376,213
Balance Sheet:
Total assets$8,097,387$7,879,724$7,430,322
Total loans held-for-sale61,82554,21257,323
Total loans held-for-investment6,376,3576,267,0965,911,832
Total deposits6,672,2606,374,1035,765,062
Total borrowed funds210,841464,781724,120
Total stockholders' equity1,041,366877,197774,536
Per Common Share Data:
Period end common shares outstanding27,709,67924,960,63924,920,984
Weighted average common shares outstanding, basic27,433,86524,938,35923,245,598
Basic earnings per share$2.76$4.15$2.55
Weighted average common shares outstanding, diluted28,067,27325,387,19623,838,471
Diluted earnings per share$2.69$4.08$2.48
Adjusted diluted earnings per share23.134.083.20
Cash dividends$$$
Dividend payout ratio%%%
Book value per share$37.58$35.14$31.08
Tangible book value per share233.9430.9626.69
1 Total revenue is net interest income plus noninterest income.
2 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

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($ in thousands, except per share amounts)202420232022
Performance Ratios:
Return on average total assets0.96%1.38%0.88%
Adjusted return on average total assets21.12%1.38%1.13%
Return on average stockholders' equity7.56%12.50%8.55%
Adjusted return on average stockholders’ equity28.77%12.50%11.01%
Return on average tangible stockholders' equity28.74%14.88%10.45%
Adjusted return on average tangible stockholders' equity210.09%14.88%13.30%
Net interest margin4.06%4.23%3.87%
Net interest margin (FTE basis)24.12%4.29%3.95%
Efficiency ratio68.28%59.81%72.20%
Adjusted efficiency ratio264.13%59.81%66.54%
Noninterest income to total revenue123.2%21.2%27.0%
Balance Sheet Ratios:
Loan to deposit ratio95.6%98.3%102.5%
Net charge-offs (recoveries) to average loans outstanding0.32%0.13%(0.01)%
Allowance for credit losses to loans1.38%1.28%1.12%
Nonperforming loans to total loans31.08%1.01%0.49%
Capital Ratios:
Total risk-based capital to risk-weighted assets15.42%13.25%11.99%
Tier 1 risk-based capital to risk-weighted assets13.18%11.10%9.94%
Common Equity Tier 1 (CET 1) to risk-weighted assets13.18%11.10%9.94%
Tier 1 leverage capital to average assets12.11%10.52%9.71%
Average stockholders' equity to average total assets12.72%11.05%10.28%
Tangible stockholders' equity to tangible assets211.76%9.94%9.09%
Tangible stockholders' equity to tangible assets reflecting net unrealized losses on HTM securities, net of tax211.71%9.90%9.03%
Nonfinancial Data:
Full-time equivalent employees1,1271,1101,149
Banking branches696972
1 Total revenue is net interest income plus noninterest income.
2 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.
3 Nonperforming loans include nonaccrual loans and accrual loans greater than 90 days past due. On January 1, 2023, we adopted ASU 2022-02, whereby we no longer recognize or account for TDRs. The loans previously classified as accrual TDRs are no longer considered nonperforming. We have adjusted December 31, 2022 to reflect this change in accounting.

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Non-GAAP Financial Measures and Reconciliations

The non-GAAP financial measures presented below are used by our management and our board of directors on a regular basis in addition to our GAAP results to facilitate the assessment of our financial performance. Management believes these non-GAAP financial measures enhance an investor’s understanding of our financial results by providing a meaningful basis for period-to-period comparisons, assisting in operating results analysis, and predicting future performance. This information supplements our GAAP reported results, and should not be viewed in isolation from, or as a substitute for, our GAAP results. Accordingly, this financial information should be read in conjunction with our consolidated financial statements and notes thereto for the year ended December 31, 2024, included elsewhere in this report. Non-GAAP financial measures exclude certain items that are included in the financial results presented in accordance with GAAP. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although these non-GAAP financial measures are frequently used by investors to evaluate a company, they have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP. These non-GAAP measures are not necessarily comparable to similar measures that may be represented by other companies.

The following table presents GAAP to non-GAAP reconciliations as of and for the years ended December 31,:

($ in thousands, except share and per share amounts)202420232022
Tangible stockholders’ equity to tangible assets:
Total stockholders' equity (GAAP)$1,041,366$877,197$774,536
Less: Goodwill and other intangible assets
Goodwill(93,483)(93,483)(93,483)
Other intangible assets(7,434)(10,984)(15,806)
Tangible stockholders' equity (non-GAAP)$940,449$772,730$665,247
Total assets (GAAP)$8,097,387$7,879,724$7,430,322
Less: Goodwill and other intangible assets
Goodwill(93,483)(93,483)(93,483)
Other intangible assets(7,434)(10,984)(15,806)
Tangible assets (non-GAAP)$7,996,470$7,775,257$7,321,033
Total stockholders' equity to total assets (GAAP)12.86%11.13%10.42%
Less: Impact of goodwill and other intangible assets(1.10)%(1.19)%(1.33)%
Tangible stockholders' equity to tangible assets (non-GAAP)11.76%9.94%9.09%
Tangible stockholders’ equity to tangible assets, reflecting net unrealized losses on HTM securities, net of tax:
Tangible stockholders' equity (non-GAAP)$940,449$772,730$665,247
Less: Net unrealized losses on HTM securities, net of tax(4,292)(3,629)(4,295)
Tangible stockholders’ equity less net unrealized losses on HTM securities, net of tax (non-GAAP)$936,157$769,101$660,952
Tangible assets (non-GAAP)$7,996,470$7,775,257$7,321,033
Less: Net unrealized losses on HTM securities, net of tax(4,292)(3,629)(4,295)
Tangible assets less net unrealized losses on HTM securities, net of tax (non-GAAP)$7,992,178$7,771,628$7,316,738
Tangible stockholders’ equity to tangible assets (non-GAAP)11.76%9.94%9.09%
Less: Net unrealized losses on HTM securities, net of tax(0.05)%(0.04)%(0.06)%
Tangible stockholders’ equity to tangible assets reflecting net unrealized losses on HTM securities, net of tax (non-GAAP)11.71%9.90%9.03%
Tangible book value per share:
Total stockholders' equity (GAAP)$1,041,366$877,197$774,536
Tangible stockholders' equity (non-GAAP)$940,449$772,730$665,247
Total shares outstanding27,709,67924,960,63924,920,984
Book value per share (GAAP)$37.58$35.14$31.08
Tangible book value per share (non-GAAP)$33.94$30.96$26.69

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($ in thousands, except share and per share amounts)202420232022
Adjusted net income:
Net income (GAAP)$75,628$103,533$59,182
Add: Non-recurring adjustments
Terminated merger / Merger related expenses, net of tax9,94914,668
Provision for loan loss on acquired loans marked at a premium, net of tax2,363
Write-off of Guardian Mortgage trade name, net of tax625
Disposal of ATMs, net of tax1,542
Total adjustments, net of tax12,11617,031
Adjusted net income (non-GAAP)$87,744$103,533$76,213
Adjusted diluted earnings per share:
Diluted earnings per share (GAAP)$2.69$4.08$2.48
Add: Impact of non-recurring adjustments
Terminated merger / Merger related expenses, net of tax0.360.62
Provision for loan loss on acquired loans marked at a premium, net of tax0.10
Write-off of Guardian Mortgage trade name, net of tax0.02
Disposal of ATMs, net of tax0.06
Adjusted diluted earnings per share (non-GAAP)$3.13$4.08$3.20
Adjusted return on average total assets:
Return on average total assets (ROAA) (GAAP)0.96%1.38%0.88%
Add: Impact of non-recurring adjustments
Terminated merger / Merger related expenses, net of tax0.13%%0.21%
Provision for loan loss on acquired loans marked at a premium, net of tax%%0.04%
Write-off of Guardian Mortgage trade name0.01%%%
Disposal of ATMs0.02%%%
Adjusted ROAA (non-GAAP)1.12%1.38%1.13%
Adjusted return on average stockholders’ equity:
Return on average stockholders' equity (ROACE) (GAAP)7.56%12.50%8.55%
Add: Impact of non-recurring adjustments
Terminated merger / Merger related expenses, net of tax1.00%%2.12%
Provision for loan loss on acquired loans marked at a premium, net of tax%%0.34%
Write-off of Guardian Mortgage trade name0.06%%%
Disposal of ATMs0.15%%%
Adjusted ROACE (non-GAAP)8.77%12.50%11.01%
Return on average tangible stockholders’ equity
Return on average stockholders’ equity (ROACE)7.56%12.50%8.55%
Add: Impact from goodwill and other intangible assets
Goodwill0.87%1.85%1.34%
Other intangible assets0.31%0.53%0.56%
Return on average tangible stockholders’ equity (ROATCE)8.74%14.88%10.45%
Adjusted return on average tangible stockholders’ equity:
Return on average tangible stockholders' equity (ROATCE)8.74%14.88%10.45%
Add: Impact of non-recurring adjustments
Terminated merger / Merger related expenses, net of tax1.11%%2.45%
Provision for loan loss on acquired loans marked at a premium, net of tax%%0.40%
Write-off of Guardian Mortgage trade name0.07%%%
Disposal of ATMs0.17%%%
Adjusted ROATCE (non-GAAP)10.09%14.88%13.30%
Adjusted total noninterest expense:
Total noninterest expense (GAAP)$264,040$222,793$239,126
Less: Non-recurring adjustments
Terminated merger / Merger related expenses(13,178)(18,751)
Write-off of Guardian Mortgage trade name(828)
Disposal of ATMs(2,042)
Total adjustments, net of tax(16,048)(18,751)
Adjusted total noninterest expense (non-GAAP)$247,992$222,793$220,375

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($ in thousands, except share and per share amounts)202420232022
Adjusted efficiency ratio:
Efficiency ratio (GAAP)68.28%59.81%72.20%
Less: Impact of non-recurring adjustments
Terminated merger related expenses / Merger related expenses(3.41)%%(5.66)%
Write-off of Guardian Mortgage trade name(0.21)%%%
Disposal of ATMs(0.53)%%%
Adjusted efficiency ratio (non-GAAP)64.13%59.81%66.54%
Fully tax equivalent (“FTE”) net interest income and net interest margin:
Net interest income (GAAP)$296,910$293,431$241,632
Gross income effect of tax exempt income4,7675,0865,059
FTE net interest income (non-GAAP)$301,677$298,517$246,691
Average earning assets$7,320,696$6,935,567$6,244,221
Net interest margin4.06%4.23%3.87%
Net interest margin on FTE basis (non-GAAP)4.12%4.29%3.95%

Segments

Our operations are conducted through two operating segments: Banking and Mortgage Operations. We also allocate certain expenses to Corporate, which is not an operating segment. The operating segments have been determined based on the products and services we offer and reflect the manner in which our financial information is currently evaluated by management. Each of the operating segments is complementary to each other and because of the interrelationship of the segments, the information presented is not indicative of how the segments would perform if they operated as independent entities. For additional information on our segments, see Note 21 - Segment Information included in our audited consolidated financial statements included elsewhere in this report.

Comparison of fiscal years 2024 and 2023

Banking

Income before income taxes decreased $48.9 million to $98.3 million in 2024, from $147.2 million in 2023. The period over period decrease was primarily driven by a decrease in net interest income, increase in noninterest expenses, and increase in provision for credit losses, partially offset by an increase in noninterest income. Net interest income decreased $9.3 million to $283.2 million in 2024 compared to $292.6 million in 2023. The decrease in net interest income was a result of higher interest expense primarily due to continued intense competition for deposits amidst the elevated interest rate environment and an increase in certificates of deposit balances. Noninterest expense increased $29.3 million to $204.9 million in 2024, compared to $175.7 million in 2023. The increase in noninterest expense was primarily the result of an increase in salary and employee benefits of $15.5 million and an increase of $8.6 million in terminated merger related expenses in 2024. Provision for credit losses increased $12.6 million to $28.4 million in 2024 compared to $15.8 million in 2023. The increase in the provision for credit losses was primarily due to a $13.6 million provision for credit loss on a specific customer in our commercial and industrial (C&I) loan portfolio in 2024. Identifiable assets for our Banking segment decreased by $0.1 billion to $6.8 billion at December 31, 2024 from $6.9 billion at December 31, 2023.

Mortgage Operations

Income before income taxes increased to $9.7 million in 2024, compared to a loss of $6.5 million in 2023, primarily due to a $12.7 million increase in net interest income and a $8.4 million increase in mortgage banking services revenue, net, partially offset by a $6.3 million increase in salary and employee benefits. Net interest income increased primarily due to a higher average balance and higher average yield on residential real estate loans and the impact of internal funds transfer pricing. Mortgage banking services revenue, net increased primarily due to higher net sale gains and fees from mortgage loan originations and to a lesser extent, an increase in mortgage servicing income, and MSR capitalization and changes in fair value, net of derivative activity. Total mortgage loan originations for sale were $1.1 billion in 2024, an increase of $0.3 billion from $0.8 billion in 2023. The unpaid principal balance of mortgage loans serviced for others were $5.8 billion in 2024, an increase of $0.4 billion from $5.4 billion in 2023. Salary and employee benefits increased due to higher levels of variable compensation associated with an increase in mortgage loan originations.

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Critical Accounting Estimates

In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Our accounting and reporting estimates are in accordance with generally accepted accounting principles, or “U.S. GAAP,” and conform to general practices within the banking industry. Estimates that are susceptible to significant changes include accounting for the allowance for credit losses and fair value measurements, both of which require significant judgments by management. Actual results could result in material changes to our consolidated financial condition or consolidated results of operations.

Certain policies inherently have a greater reliance on the use of estimates, assumptions and 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 the allowance for credit losses and fair value measurements to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new or additional information becomes available or circumstances change, including overall changes in the economic climate and/or market interest rates. Therefore, we consider these policies to be critical accounting estimates and discuss them directly with the Audit Committee of our board of directors.

These critical accounting estimates and their application are reviewed at least annually by our audit committee. The following is a description of our critical accounting estimates and an explanation of the methods and assumptions underlying their application.

Allowance for Credit Losses - Management maintains an ACL for loans based upon management’s estimate of the lifetime expected credit losses in the loan portfolio, as of the balance sheet date, excluding loans held for sale. Additionally, management maintains an ACL for held-to-maturity or available-for-sale debt securities, and other off-balance sheet credit exposures (e.g., unfunded loan commitments). For loans and unfunded loan commitments, the estimate of lifetime credit losses includes the use of quantitative models that incorporate forward-looking macroeconomic scenarios that are applied over the contractual lives of the portfolios, adjusted, as appropriate, for prepayments and permitted extension options using historical experience. For purposes of the ACL for lending commitments, such allowance is determined using the same methodology as the ACL for loans, while also taking into consideration the probability of drawdowns or funding, and whether such commitments are cancellable by us. The ACL for held-to-maturity and available-for-sale debt securities is measured using a risk-adjusted discounted cash flow approach that also considers relevant current and forward-looking economic variables and the ACL is limited to the difference between the fair value of the security and its amortized cost. Judgment is specifically applied in the determination of economic assumptions, length of the initial loss forecast period, the reversion of losses beyond the initial forecast period, usage of macroeconomic scenarios, probabilities of default, losses given default, amortization and prepayment rates, and qualitative factors, which may not be adequately captured in the loss model, as further discussed below.

The macroeconomic scenarios utilized by management include variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to, unemployment rates, housing and commercial real estate prices, gross domestic product levels, corporate bond spreads and changes in equity market prices. Management derives the economic forecasts it uses in its ACL model from Moody’s Analytics. The latter has a large team of economics, database managers and operational engineers with a history of producing monthly economic forecasts for over 25 years.

Management has currently set an initial forecast period (“reasonable and supportable period”) of four years and a reversion period of one year, utilizing a straight-line approach and reverting back to the historical macroeconomic mean. After the reversion period, a historical loss forecast period covering the remaining contractual life, adjusted for prepayments, is used based on changes in key historical economic variables during representative historical expansionary and recessionary periods. Changes in economic forecasts impact the probability of default (“PD”), loss-given default (“LGD”), and exposure at default (“EAD”) for each instrument, and therefore influence the amount of future cash flows for each instrument that management does not expect to collect.

Further, management periodically considers the need for qualitative adjustments to the ACL. Qualitative adjustments may be related to and include, but not limited to, factors such as the following: (i) management’s assessment of economic forecasts used in the model and how those forecasts align with management’s overall evaluation of current and expected economic conditions; (ii) organization specific risks such as credit concentrations, collateral specific risks, nature, and size of the portfolio and external factors that may ultimately impact credit quality, and (iii) other limitations associated with factors such as changes in underwriting and loan resolution strategies, among others. The qualitative factors applied on

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December 31, 2024, and the importance and levels of the qualitative factors applied, may change in future periods depending on the level of changes to items such as the uncertainty of economic conditions and management’s assessment of the level of credit risk within the loan portfolio as a result of such changes, compared to the amount of ACL calculated by the model. The evaluation of qualitative factors is inherently imprecise and requires significant management judgement.

The ACL can also be impacted by factors outside of management’s control, which include unanticipated changes in asset quality of the portfolio, such as deterioration in borrower delinquencies, or credit scores in our residential real estate and consumer portfolio. Further, the current fair value of collateral is utilized to assess the expected credit losses when a financial asset is considered to be collateral dependent.

Our process for determining ACL is further discussed in “Note 1- Basis of Presentation, Description of Business and Summary of Significant Accounting Policies” included in Item 8 of this Form 10-K.

Additionally, as an “emerging growth company” under Section 107 of the JOBS Act, we adopted ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) (CECL) on January 1, 2023. As such, our allowance for credit losses for years prior to 2023 may not be comparable to other public financial institutions that adopted CECL in an earlier year.

Fair Value Measurement of MSRs - Our residential mortgage servicing rights are measured at fair value on a recurring basis. We estimate the fair value of our MSRs using a process that utilizes a discounted cash flow model and analysis of current market data to arrive at the estimate. The cash flow assumptions used in the model are based on numerous factors, with the key assumptions being mortgage prepayment speeds, discount rates and cost to service that management believes are consistent with the assumptions that other similar market participants use in valuing MSRs. The change of any of these key assumptions due to market conditions or other factors could materially affect the fair value of our MSRs. We also utilize a third-party consulting firm to assist us with the valuation. Because of the nature of the valuation inputs, we classify the valuation of our MSRs as Level 3 in the fair value hierarchy. See Note 4 - Mortgage Servicing Rights included in our audited consolidated financial statements included elsewhere in this report for our assumptions used in valuing the MSRs. For information concerning the hypothetical sensitivity of the key assumptions under adverse changes on our MSRs, see the table under “Noninterest Income” elsewhere in the Management’s Discussion and Analysis of Financial Condition and Results of Operations in this report.

Results of Operations

Comparison of fiscal years 2024 and 2023

The follow table sets forth our results of operations as of and for the year ended December 31,:

($ in thousands, except per share amounts)202420232022
Net interest income$296,910$293,431$241,632
Provision for credit losses27,55018,24718,050
Noninterest income89,79279,09289,566
Noninterest expense264,040222,793239,126
Income before income taxes95,112131,48374,022
Provision for income taxes19,48427,95014,840
Net income75,628103,53359,182
Diluted earnings per share$2.69$4.08$2.48
Return on average total assets0.96%1.38%0.88%
Return on average stockholders' equity7.56%12.50%8.55%
Net interest margin4.06%4.23%3.87%
Net interest margin (FTE basis)14.12%4.29%3.95%
Efficiency ratio68.28%59.81%72.20%
Noninterest income to total revenue223.2%21.2%27.0%
1 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.2 Total revenue is net interest income plus noninterest income.

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General

Our results of operations depend significantly on net interest income, which is the difference between interest income on interest-earning assets, consisting primarily of interest income on loans and investment securities and interest expense on interest-bearing liabilities, consisting primarily of deposits and borrowings. Our results of operations are also dependent on our generation of noninterest income, consisting primarily of income from mortgage banking services, service charges on deposit accounts, trust and investment advisory fees and credit and debit card fees. Other factors contributing to our results of operations include our provisions for credit losses, income taxes, and noninterest expenses, such as salaries and employee benefits, occupancy and equipment, amortization of intangible assets and other operating costs.

Net Interest Income

Net interest income, representing interest income less interest expense, is a significant contributor to our revenues and earnings. We generate interest income from interest and dividends on interest-earning assets, which are principally comprised of loans and investment securities. We incur interest expense from interest owed or paid on interest-bearing liabilities, including interest-bearing deposits, FHLB advances and other borrowings. Net interest income and margin are shaped by the characteristics of the underlying products, including volume, term and structure of each product. We measure and monitor yields on our loans and other interest-earning assets, the costs of our deposits and other funding sources, our net interest spread and our net interest margin. Net interest spread is the difference between rates earned on interest-earning assets and rates paid on interest-bearing liabilities. Net interest margin is calculated as net interest income divided by average interest-earning assets.

Interest earned on our loan portfolio is the largest component of our interest income. Our loan portfolios are presented at the principal amount outstanding net of deferred origination fees and unamortized discounts and premiums. Interest income is recognized based on the principal balance outstanding and the stated rate of the loan. Loan origination fees and certain direct origination costs are capitalized and recognized as an adjustment of the yield on the related loan. Non-PCD loans acquired are initially recorded at fair value and the resulting discount or premium are recognized as an adjustment of the yield on the related loans.

Our net interest income can be significantly influenced by a variety of factors, including overall loan demand, economic conditions, credit risk, the amount of non-earning assets including nonperforming loans and OREO, the amounts of and rates at which assets and liabilities reprice, variances in prepayment of loans and securities, exercise of call options on borrowings or securities, a general rise or decline in interest rates, changes in the slope of the yield-curve, and balance sheet growth or contraction.

Our net interest income was $296.9 million in 2024, an increase of $3.5 million, or 1.2%, compared to 2023. Interest income on loans increased by $36.3 million in 2024, compared to 2023. Interest income on investment securities increased by $1.4 million in 2024, compared to 2023. Interest expense from total interest-bearing liabilities increased by $42.4 million in 2024, compared to 2023.

Our net interest margin decreased 17 basis points to 4.06% in 2024, compared to 2023. Results in 2024, compared to the prior year, were driven by an increase of 66 basis points in the cost of interest-bearing liabilities, partially offset by an increase of 32 basis points in yield on earning assets.

Total average loans, including loans held-for-sale, grew to $6.4 billion in 2024, an increase of $0.2 billion, or 3.8%, compared to 2023, primarily due to organic growth in our loan portfolios. Yield on loans increased 34 basis points in 2024, compared to 2023, primarily due to higher yields on new originations as compared to amortizing and maturing balances.

Average interest-bearing liabilities grew to $5.2 billion in 2024, an increase of $0.3 billion, or 6.8%, compared to 2023, primarily to support the growth in our loan portfolio. Average interest-bearing deposits increased $0.5 billion, or 11.0%, in 2024, compared to 2023. Total cost of deposits increased by 76 basis points to 3.03% in 2024, compared to 2023, primarily due to continued intense competition for deposits amidst the elevated interest rate environment and an increase in certificates of deposit balances. Average FHLB borrowings decreased $144.8 million in 2024, compared to 2023. The cost of FHLB borrowings increased by 43 basis points to 5.48% in 2024, compared to 2023.

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The following tables set forth information related to our average balance sheet, average yields on assets, and average costs of liabilities for the periods presented. We derived these yields by dividing income or expense by the average balance of the corresponding assets or liabilities. We derived average balances from the daily balances throughout the periods indicated.

As of and for the year ended December 31,:

202420232022
(In thousands)Average BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/Rate
Interest Earning Assets
Loans1$6,410,520$421,9596.58%$6,178,414$385,6376.24%$5,216,212$247,9884.75%
Investment securities529,20918,4683.49%554,43317,0323.07%605,11913,1852.18%
Interest-bearing cash and other assets380,96719,1135.02%202,72011,0155.43%422,8905,6441.33%
Total earning assets7,320,696459,5406.28%6,935,567413,6845.96%6,244,221266,8174.27%
Other assets543,650556,083494,065
Total assets$7,864,346$7,491,650$6,738,286
Interest-bearing liabilities
Demand and NOW deposits$633,123$23,0133.63%$385,424$11,5743.00%$214,516$1,7750.83%
Savings deposits412,9412,8340.69%453,6542,6760.59%496,1317990.16%
Money market deposits2,161,61845,6432.11%2,122,41028,3011.33%2,528,3086,7700.27%
Certificates of deposits1,756,75579,1614.51%1,512,63858,8043.89%536,3253,8100.71%
Total deposits4,964,437150,6513.03%4,474,126101,3552.27%3,775,28013,1540.35%
Repurchase agreements15,5571881.21%28,3162250.80%54,3351190.22%
Total deposits and repurchase agreements4,979,994150,8393.03%4,502,442101,5802.26%3,829,61513,2730.35%
FHLB borrowings124,8336,8365.48%269,61313,6215.05%215,1666,2212.89%
Other long-term borrowings75,5864,9556.55%78,6545,0526.42%82,1115,6916.93%
Total interest-bearing liabilities5,180,413162,6303.14%4,850,709120,2532.48%4,126,89225,1850.61%
Noninterest-bearing deposits1,542,8081,678,2401,835,578
Other liabilities140,529134,59983,292
Stockholders’ equity1,000,596828,102692,524
Total liabilities and stockholders’ equity$7,864,346$7,491,650$6,738,286
Net interest income$296,910$293,431$241,632
Net interest spread3.14%3.48%3.66%
Net interest margin4.06%4.23%3.87%
Net interest margin (on a FTE basis)24.12%4.29%3.95%
1 Includes loans held-for-investment, including nonaccrual loans, and loans held-for-sale.
2 See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

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Rate-Volume Analysis

The tables below present the effect of volume and rate changes on interest income and expense. Changes in volume are changes in the average balance multiplied by the previous period’s average rate. Changes in rate are changes in the average rate multiplied by the average balance from the current period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.

For the year ended December 31,For the year ended December 31,
2024 Versus 2023 Increase (Decrease) Due to:2023 Versus 2022 Increase (Decrease) Due to:
(In thousands)RateVolumeTotalRateVolumeTotal
Interest Earning Assets
Loans1$21,512$14,810$36,322$86,596$51,053$137,649
Investment securities2,158(722)1,4364,835(988)3,847
Interest-bearing cash(773)8,8718,0986,788(1,417)5,371
Total earning assets22,89722,95945,85698,21948,648146,867
Interest-bearing liabilities
Demand and NOW deposits2,8228,61711,4397,5202,2799,799
Savings deposits350(192)1581,939(62)1,877
Money market deposits16,81053217,34222,436(905)21,531
Certificates of deposits10,10710,25020,35739,08615,90854,994
Total deposits30,08919,20749,29670,98117,22088,201
Repurchase agreements(280)243(37)130(24)106
Total deposits and repurchase agreements29,80919,45049,25971,11117,19688,307
FHLB borrowings1,257(8,042)(6,785)5,5281,8727,400
Other long-term borrowings109(206)(97)(406)(233)(639)
Total interest-bearing liabilities31,17511,20242,37776,23318,83595,068
Net interest income$(8,278)$11,757$3,479$21,986$29,813$51,799
1 Includes loans held-for-investment, including nonaccrual loans, and loans held-for-sale.

Provision for Credit Losses

We established an allowance for credit losses through a provision for credit losses charged as an expense in our consolidated statements of income. The provision for credit losses is the amount of expense that, based on our judgment, is required to maintain the allowance for credit losses at an adequate level to absorb expected losses in the loan portfolio at the balance sheet date and that, in management’s judgment, is appropriate under GAAP. Our determination of the amount of the allowance for credit losses and corresponding provision for credit losses considers ongoing evaluations of the credit quality and level of credit risk inherent in our loan portfolio, levels of nonperforming loans and charge-offs, statistical trends and economic and other relevant factors. The allowance for credit losses is increased by the provision for credit losses and is decreased by charge-offs, net of recoveries on prior loan charge-offs.

The provision for credit losses totaled $27.6 million in 2024, an increase of $9.3 million compared to 2023, primarily due to a $13.6 million provision for credit loss on a specific customer in our commercial and industrial (C&I) loan portfolio in 2024.

Net charge-offs in 2024 were $20.4 million, or a ratio of net charge-offs to average loans of 0.32%, compared to net charge-offs of $7.8 million, or a ratio of net charge-offs to average loans of 0.13%, in 2023. The increase in net charge-offs in 2024 is primarily due to a $16.7 million net charge-off on a specific customer in our C&I loan portfolio.

The allowance for credit losses as a percentage of total loans was 1.38% at December 31, 2024, compared to 1.28% at December 31, 2023. The ratio of nonperforming assets to total assets was 0.92% at December 31, 2024, compared to 0.85% at December 31, 2023.

For a further discussion of the allowance for credit losses, refer to the “Allowance for Credit Losses” section of this financial review.

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Noninterest Income

The following table presents noninterest income for the year ended December 31,:

(In thousands)202420232022
Service charges on deposit accounts$9,495$9,940$9,857
Treasury management service fees14,82911,7248,827
Credit and debit card fees11,15311,68111,038
Trust and investment advisory fees5,7875,6936,806
Income from mortgage banking services, net39,01431,38446,285
Other9,5148,6706,753
Total noninterest income$89,792$79,092$89,566

Noninterest income totaled $89.8 million in 2024, an increase of $10.7 million from 2023, primarily due to increases in treasury management service fees and income from mortgage banking services, net.

Service charges on deposit accounts includes overdraft and non-sufficient funds charges, and other maintenance fees on deposit accounts. Service charges on deposit accounts decreased $0.4 million for the year ended December 31, 2024 compared to 2023, primarily due to a decrease in insufficient funds and overdraft fees.

Treasury management service fees include financial information management, accounts receivable management, accounts payable services, fraud mitigation services, and cash flow management. Treasury management service fees increased $3.1 million, primarily due to an overall increase in our business customer base as well as an increase in products and services provided to our existing customer base.

Credit and debit card fees represent interchange income from credit and debit card activity and referral fees earned from processing fees on card transactions by our business customers. Credit and debit card fees decreased $0.5 million for the year ended December 31, 2024 compared to 2023, primarily due to a decrease in card transaction volumes.

Trust and investment advisory fees represent fees we receive in connection with our investment advisory and custodial management services of investment accounts. Trust and investment advisory fees increased $0.1 million for the year ended December 31, 2024 compared to 2023, primarily due to higher average assets under management.

The components of income from mortgage banking services, net, were as follows for the year ended December 31,:

(In thousands)202420232022
Net sale gains and fees from mortgage loan originations, including loans held-for-sale changes in fair value and hedging$18,855$14,275$18,924
Mortgage servicing income16,97315,67415,088
MSR capitalization and changes in fair value, net of derivative activity3,1861,43512,273
Income from mortgage banking services, net$39,014$31,384$46,285

Income from mortgage banking services increased $7.6 million in 2024, compared to 2023. We experienced an increase of $4.6 million in 2024, compared to 2023, in revenue related to net sale gains and fees from mortgage loan originations, including fair value changes in the held-for-sale portfolio and hedging activity. Total loan originations for sale were $1.1 billion in 2024, an increase of $0.3 billion from $0.8 billion in 2023. We retain servicing rights on the majority of mortgage loans that we sell, which drove the increase in servicing income of $1.3 million to $17.0 million in 2024, from $15.7 million in 2023. MSR capitalization and changes in fair value, net of derivative activity, increased $1.8 million in 2024, compared to 2023. Revenue was higher in 2024, compared to 2023 due to an increase in MSR capitalization of $3.0 million partially offset by a decrease in MSR fair value, net of derivative activity of $1.2 million. We recognize fair value adjustments to our MSR asset, which includes changes in assumptions to the valuation model and pay-offs and pay-downs of the MSR portfolio. See the impact of changes to our key MSR valuation assumptions in the table below.

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The following table shows the hypothetical effect on the fair value of our MSRs when applying certain unfavorable variations of key assumptions to these assets as of December 31, 2024.

(In thousands)10%20%
Discount rate$(3,656)$(6,709)
Total prepayment speeds(3,091)(5,623)
Cost of servicing each loan(1,330)(2,215)

These hypothetical sensitivities should be evaluated with care. The effect on fair value of an adverse change in assumptions generally cannot be determined because the relationship of the change in assumptions to the fair value may not be linear. Additionally, the impact of a variation in a particular assumption on the fair value is calculated while holding other assumptions constant. In reality, changes in one factor may lead to changes in other factors, which could impact the above hypothetical effects.

We also maintain a hedging strategy to manage a portion of the risk associated with changes in the fair value of our MSR portfolio. Changes in fair value of the derivative instruments used to economically hedge the MSRs are also included as a component of income from mortgage banking services.

Other noninterest income increased $0.8 million for the year ended December 31, 2024 compared to 2023, primarily due to an increase in the cash surrender value of BOLI.

Noninterest Expense

The following table presents noninterest expense for the year ended December 31,:

(In thousands)202420232022
Salary and employee benefits$154,985$133,231$134,359
Occupancy and equipment36,28233,42631,344
Amortization of intangible assets3,5494,8224,215
Terminated merger related expenses13,178
Merger related expenses18,751
Other (Note 16 - Other noninterest expenses)56,04651,31450,457
Total noninterest expenses$264,040$222,793$239,126

Noninterest expenses totaled $264.0 million in 2024, an increase of $41.2 million from 2023, primarily due to an increase in salaries and benefits of $21.8 million as a result of increased head count of C&I bankers and higher levels of variable compensation associated with an increase in mortgage loan originations.

Noninterest expense in 2024 included terminated merger related expenses of $13.2 million. Additional non-recurring expenses include $2.0 million of costs to dispose of a majority of our ATMs and amend our associated service contract as we move to participating in a national ATM network, and a $0.8 million write-off of the Guardian Mortgage trade name as we are in the process of rebranding our residential mortgage business as Sunflower Bank Mortgage Lending. Adjusted noninterest expense, a non-GAAP financial measure, totaled $248.0 million in 2024, an increase of $25.2 million from 2023.

The efficiency ratio for 2024 was 68.28% compared to 59.81% in 2023. The adjusted efficiency ratio, a non-GAAP financial measure, in 2024 was 64.13% compared to 59.81% in 2023.

Income Taxes

We had income tax expense in 2024 of $19.5 million, compared to $28.0 million in 2023. The decrease in income tax expense was primarily due to our decreased income during 2024. Our effective tax rate was 20.5% in 2024, compared to 21.3% in 2023. For additional information on our income taxes, see Note 15 - Income Taxes included in our audited consolidated financial statements included elsewhere in this report.

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Financial Condition

Balance Sheet

Our total assets were $8.1 billion at December 31, 2024, compared to $7.9 billion at December 31, 2023. Our total loans held-for-investment, net of deferred fees, costs, premiums and discounts were $6.4 billion at December 31, 2024, an increase of $0.1 billion from 2023, which was due to organic growth.

Investment Securities

Our securities portfolio is used to make various term investments, maintain a source of liquidity and serve as collateral for certain types of deposits and borrowings. We manage our investment portfolio according to written investment policies approved by our board of directors. Investment in our securities portfolio may change over time based on our funding needs and interest rate risk management objectives. Our liquidity levels take into account anticipated future cash flows and other available sources of funds, and are maintained at levels that we believe are appropriate to provide the necessary flexibility to meet our anticipated funding requirements.

Our investment securities portfolio consists of securities classified as available-for-sale and held-to-maturity. There were no trading securities in our investment portfolio as of December 31, 2024 and 2023. All available-for sale securities are carried at fair value and may be used for liquidity purposes should management consider it to be in our best interest.

Our securities available-for-sale decreased by $47.7 million to $469.1 million at December 31, 2024, compared to December 31, 2023. The decrease was primarily due to amortization of the portfolio. Securities held-to-maturity decreased $1.7 million to $35.2 million at December 31, 2024, compared to December 31, 2023, due to amortization of the portfolio.

The following table is a summary of our investment portfolio as of December 31,:

20242023
(In thousands)Carrying Amount% of PortfolioCarrying Amount% of Portfolio
Available-for-sale:
U.S. treasury$31,7306.8%$54,23410.5%
U.S. agency6560.2%1,8390.4%
Obligations of states and political subdivisions25,6995.5%25,9705.0%
Mortgage backed - residential96,27920.5%106,43320.6%
Collateralized mortgage obligations164,34735.0%181,53335.1%
Mortgage backed - commercial134,82728.7%131,19225.4%
Other debt15,5383.3%15,5563.0%
Total available-for-sale$469,076100%$516,757100%
Held-to-maturity:
Obligations of states and political subdivisions$25,71373.0%$25,54269.1%
Mortgage backed - residential6,37318.0%7,54820.4%
Collateralized mortgage obligations3,1569.0%3,89310.5%
Total held-to-maturity$35,242100%$36,983100%

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The following tables show the weighted average yield to average life of each category of investment securities as of December 31, 2024:

(In thousands)One year or lessOne to five yearsFive to ten yearsAfter ten years
Carrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage Yield
Available-for-sale:
U.S. treasury$%$31,7301.28%$%$%
U.S. agency%1456.11%5116.06%%
Obligations of states and political subdivisions%%20,4143.19%5,2852.60%
Mortgage backed - residential1,3142.38%33,8252.47%31,6882.43%29,4522.63%
Collateralized mortgage obligations6462.52%34,8294.03%108,1173.40%20,7551.83%
Mortgage backed - commercial5,2912.05%70,2803.55%59,2562.60%%
Other debt%3,9233.71%9,8112.52%1,8043.75%
Total available-for-sale$7,2512.15%$174,7323.03%$229,7973.01%$57,2962.38%
Held-to-maturity:
Obligations of states and political subdivisions$%$1,0002.06%$%$24,7133.52%
Mortgage backed - residential414(0.25)%4,4042.59%195.92%1,5363.26%
Collateralized mortgage obligations%3,1562.81%%%
Total held-to-maturity$414(0.25)%$8,5602.61%$195.92%$26,2493.51%

We had no securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’ equity.

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Loans

Our loan portfolio represents a broad range of borrowers primarily in our markets in Texas, Kansas, Colorado, New Mexico, Arizona and California primarily comprised of commercial and industrial, commercial real estate, residential real estate, public finance and consumer financing loans. We have a diversified portfolio across a variety of industries, and the portfolio is generally centered in the states in which we have branch offices. Our lending focus continues to be on operating companies, including commercial and industrial loans and lines-of-credit, as well as owner occupied commercial real estate loans.

Total loans, net of deferred fees, costs, premiums and discounts, as of December 31, 2024 and 2023 were $6.4 billion and $6.3 billion, respectively.

The following table sets forth the composition of our loan portfolio, as of December 31,:

20242023
(In thousands)Amount% of total loansAmount% of total loans
Commercial and industrial$2,497,77239.2%$2,467,68839.4%
Commercial real estate:
Non-owner occupied752,86111.8%812,23513.0%
Owner occupied702,77311.0%635,36510.2%
Construction and land362,6775.7%345,4305.5%
Multifamily94,3551.5%103,0661.6%
Total commercial real estate1,912,66630.0%1,896,09630.3%
Residential real estate1,180,61018.5%1,110,61017.7%
Public finance554,7848.7%602,9139.6%
Consumer41,3450.6%36,3710.6%
Other189,1803.0%153,4182.4%
Total loans$6,376,357100.0%$6,267,096100.0%

Commercial and industrial loans include loans to commercial customers for use in normal business operations to finance working capital needs, equipment and inventory purchases, and other expansion projects. These loans are made primarily in our market areas and are underwritten on the basis of the borrower’s ability to service the debt from revenue, and are generally extended under our normal credit standards, controls and monitoring systems.

Commercial real estate (“CRE”) loans include owner occupied and non-owner occupied commercial real estate mortgage loans to operating commercial and agricultural businesses, and include both loans for long-term financing of land and buildings and loans made for the initial development or construction of a commercial real estate project. Non-owner occupied CRE loans were 66.7% of the Company’s risk-based capital, or 11.8% of total loans as of December 31, 2024. Non-owner occupied CRE loans associated with office space were $88.8 million, or 1.4% of total loans as of December 31, 2024. Owner occupied CRE loans associated with office space were $186.3 million, or 2.9% of total loans as of December 31, 2024.

Residential real estate loans represent loans to consumers collateralized by a mortgage on a residence and include purchase money, refinancing, secondary mortgages, and home equity loans and lines of credit.

Public finance loans include loans to our charter school and municipal based customers.

Consumer loans include direct consumer installment loans, credit card accounts, overdrafts and other revolving loans.

Other loans consist of loans to nondepository financial institutions, lease financing receivables and loans for agricultural production.

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Maturities and Sensitivity of Loans to Changes in Interest Rates

The information in the following tables is based on the contractual maturities of individual loans, including loans that may be subject to renewal at their contractual maturity. Renewal of these loans is subject to review and credit approval, as well as modification of terms upon maturity. Actual repayments of loans may differ from the maturities reflected below because borrowers have the right to prepay obligations with or without prepayment penalties. The following tables summarize the loan maturity distribution by type and related interest rate characteristics as of December 31, 2024:

(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotal
Commercial and industrial$404,142$1,781,854$288,662$23,114$2,497,772
Commercial real estate308,9331,137,367410,38855,9781,912,666
Residential real estate111,37935,41059,475974,3461,180,610
Public finance28,317146,651284,78995,027554,784
Consumer15,46710,38615,29819441,345
Other57,013110,31918,2383,610189,180
Total loans$925,251$3,221,987$1,076,850$1,152,269$6,376,357
(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotalTotal Loans Maturing After 1 Year
Loans maturing with:
Fixed interest rates
Commercial and industrial$22,157$262,652$188,639$530$473,978$451,821
Commercial real estate154,122571,04769,0591,282795,510641,388
Residential real estate83,15627,67242,972310,085463,885380,729
Public finance25,676146,651281,45595,027548,809523,133
Consumer6,5928,66815,13530,39523,803
Other10,77025,74917,4503,61057,57946,809
Total fixed interest rate loans$302,473$1,042,439$614,710$410,534$2,370,156$2,067,683
Floating or adjustable interest rates
Commercial and industrial$381,985$1,519,202$100,023$22,584$2,023,794$1,641,809
Commercial real estate154,811566,320341,32954,6961,117,156962,345
Residential real estate28,2237,73816,503664,261716,725688,502
Public finance2,6413,3345,9753,334
Consumer8,8751,71816319410,9502,075
Other46,24384,570788131,60185,358
Total floating or adjustable interest rate loans$622,778$2,179,548$462,140$741,735$4,006,201$3,383,423
Total loans$925,251$3,221,987$1,076,850$1,152,269$6,376,357$5,451,106

Allowance for Credit Losses

We maintain the allowance for credit losses at a level we believe is sufficient to absorb expected losses in our loan portfolio given the conditions at the time and our estimates of future economic conditions. Events that are not within our control, such as changes in economic factors, could change subsequent to the reporting date and could cause increases or decreases to the allowance. The amount of the allowance is affected by loan charge-offs, which decrease the allowance; recoveries on loans previously charged off, which increase the allowance; and the provision for credit losses charged to earnings, which increases the allowance.

In determining the provision for credit losses, management monitors fluctuations in the allowance resulting from actual charge-offs and recoveries and reviews the size and composition of the loan portfolio in light of current and anticipated economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as events change.

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The following table presents, by loan type, the changes in the allowance for credit losses for the years ended December 31,:

(In thousands)202420232022
Balance, beginning of period$80,398$65,917$47,547
Impact of adopting ASC 3265,256
Adjusted beginning balance$80,398$71,173$47,547
Loan charge-offs:
Commercial and industrial(20,743)(9,242)(2,321)
Commercial real estate(475)(83)
Residential real estate(38)(13)(122)
Public finance
Consumer(438)(334)(144)
Other
Total loan charge-offs(21,694)(9,672)(2,587)
Recoveries of loans previously charged-off:
Commercial and industrial1,1811,1182,236
Commercial real estate912388
Residential real estate8682221
Public finance
Consumer1195062
Other
Total loan recoveries1,3171,8622,907
Net (charge-offs) recoveries(20,377)(7,810)320
Provision for credit losses128,20017,03518,050
Balance, end of period$88,221$80,398$65,917
Allowance for credit losses to total loans1.38%1.28%1.12%
Ratio of net charge-offs to average loans outstanding0.32%0.13%(0.01)%
1 For the years ended December 31, 2024, 2023 and 2022 we recorded a provision for credit losses on unfunded commitments of $(650), $1,212 and $525, respectively. For further information, see Note 3 - Loans.

The following table presents net charge-offs (recoveries) to average loans outstanding by loan category for the years ended December 31,:

(In thousands)202420232022
Commercial and industrial0.69%0.30%%
Commercial real estate0.03%%(0.03)%
Residential real estate%(0.07)%(0.01)%
Public finance%%%
Consumer0.79%0.70%0.21%
Other%%%

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Allocation of Allowance for Credit Losses

The following table presents the allocation of the allowance for credit losses by category and the percentage of the allocation of the allowance for credit losses by category to total loans listed as of December 31,:

20242023
(In thousands)Allowance Amount% of loans in each category to total loansAllowance Amount% of loans in each category to total loans
Commercial and industrial$37,91239.2%$29,52339.4%
Commercial real estate28,32330.0%27,54630.3%
Residential real estate15,45018.5%16,34517.7%
Public finance4,7508.7%5,3379.6%
Consumer7500.6%7170.6%
Other1,0363.0%9302.4%
Total$88,221100.0%$80,398100.0%

Nonperforming Assets

We have established policies and procedures to guide us in originating, monitoring and maintaining the credit quality of our loan portfolio. These policies and procedures are expected to be followed by our bankers and underwriters and exceptions to these policies require elevated levels of approval and are reported to our board of directors.

Nonperforming assets include all loans categorized as nonaccrual, accrual loans greater than 90 days past due, and other real estate owned and other repossessed assets. The accrual of interest on loans is discontinued, or the loan is placed on nonaccrual, when the full collection of principal and interest is in doubt. We do not generally accrue interest on loans that are 90 days or more past due. When a loan is placed on nonaccrual, previously accrued but unpaid interest is reversed and charged against interest income and future accruals of interest are discontinued. Payments by borrowers for loans on nonaccrual are applied to loan principal. Loans are returned to accrual status when, in our judgment, the borrower’s ability to satisfy principal and interest obligations under the loan agreement has improved sufficiently to reasonably assure recovery of principal and the borrower has demonstrated a sustained period of repayment performance. In general, we require a minimum of six consecutive months of timely payments in accordance with the contractual terms before returning a loan to accrual status.

The following table sets forth our nonperforming assets as of December 31,:

(In thousands)20242023
Nonaccrual loans:
Commercial and industrial$28,314$8,004
Commercial real estate9,3024,063
Residential real estate20,22022,413
Public finance7,226
Consumer6410
Other2,3912,837
Total nonaccrual loans67,51737,327
Accrual loans greater than 90 days past due1,53325,816
Total nonperforming loans69,05063,143
Other real estate owned and foreclosed assets, net5,1384,100
Total nonperforming assets$74,188$67,243
Nonaccrual loans to total loans1.06%0.60%
Nonperforming loans to total loans1.08%1.01%
Nonperforming assets to total assets0.92%0.85%
Allowance for credit losses to nonaccrual loans130.66%215.39%

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Deposits

Deposits represent our primary source of funds. Total deposits increased by $0.3 billion to $6.7 billion at December 31, 2024, compared to December 31, 2023.

We are focused on growing our core deposits through relationship-based banking with our business and consumer clients. The following table presents our deposits by customer type as of December 31,:

($ in thousands)20242023
Consumer
Noninterest bearing deposit accounts$410,303$360,168
Interest-bearing deposit accounts:
Demand and NOW deposits61,98736,162
Savings deposits326,916343,291
Money market deposits1,516,5771,196,645
Certificates of deposits1,069,7041,437,537
Total interest-bearing deposit accounts2,975,1843,013,635
Total consumer deposits$3,385,487$3,373,803
Business
Noninterest bearing deposit accounts$1,130,855$1,170,338
Interest-bearing deposit accounts:
Demand and NOW deposits669,417555,197
Savings deposits75,42280,802
Money market deposits915,208825,811
Certificates of deposits51,13187,407
Total interest-bearing deposit accounts1,711,1781,549,217
Total business deposits$2,842,033$2,719,555
Wholesale deposits1$444,740$280,745
Total deposits$6,672,260$6,374,103
1 Wholesale deposits consist of brokered deposits included in our consolidated balance sheets within interest-bearing accounts and in Note 9 - Deposits within certificates of deposits and savings and money market accounts.
20242023
(Dollars in thousands)Average BalanceAverage Rate PaidAverage BalanceAverage Rate Paid
Noninterest-bearing demand deposit accounts$1,542,808%$1,678,240%
Interest-bearing deposit accounts:
Interest-bearing demand accounts592,3813.79%344,2423.26%
Savings accounts and money market accounts2,574,5591.88%2,576,0641.20%
NOW accounts40,7421.34%41,1820.82%
Certificate of deposit accounts1,756,7554.51%1,512,6383.89%
Total interest-bearing deposit accounts4,964,4373.03%4,474,1262.27%
Total deposits$6,507,2452.32%$6,152,3661.65%

As of December 31, 2024 and December 31, 2023, approximately $2.3 billion or 34.8% and $2.0 billion or 31.2%, respectively, of our deposit portfolio was uninsured. As of December 31, 2024 and December 31, 2023, approximately $1.7 billion or 25.2% and $1.6 billion or 25.1%, respectively, of our deposit portfolio was uninsured and uncollateralized. The uninsured and uninsured and uncollateralized amounts are estimates based on the methodologies and assumptions used for the Bank's regulatory reporting requirements.

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We actively participate in the IntraFi Cash Service (“ICS”) / Certificate of Deposit Account Registry Service (“CDARS”) program which provides FDIC insurance coverage for clients that maintain larger deposit balances. Deposits in the ICS / CDARS program totaled $0.7 billion, or 11.1% of all deposits as of December 31, 2024, and $0.6 billion, or 9.2% of all deposits as of December 31, 2023.

The following table sets forth the portion of the Bank's certificates of deposit, by account, that are in excess of the FDIC insurance limit, by remaining time until maturity, as of December 31, 2024:

(In thousands)
Three months or less$51,948
Over three months through six months122,659
Over six through twelve months51,536
Over twelve months through three years7,609
Over three years1,307
Total$235,059

Liquidity

Liquidity refers to our ability to maintain cash flow that is adequate to fund operations, support asset growth, maintain reserve requirements and meet present and future obligations of deposit withdrawals, lending obligations and other contractual obligations.

FirstSun (Parent Company)

FirstSun has routine funding requirements consisting primarily of operating expenses, debt service, and funds used for acquisitions. FirstSun can obtain funding to meet its obligations from dividends collected from its subsidiaries, primarily the Bank, and through the issuance of FirstSun common stock and varying forms of debt. At December 31, 2024, FirstSun had available cash and cash equivalents of $109.0 million and debt outstanding of $78.9 million. Management believes FirstSun has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

Federal banking laws regulate the amount of dividends that may be paid by banking subsidiaries without prior approval. The Bank may declare dividends without prior regulatory approval that do not exceed the total of retained net income for the current year combined with its retained net income for the preceding two years, subject to maintenance of minimum capital requirements. Prior regulatory approval to pay dividends was not required in 2023 or 2024 and is not currently required. At December 31, 2024, the Bank could pay dividends to FirstSun of approximately $226.6 million without prior regulatory approval. During the year ended December 31, 2024, the Bank did not pay a dividend to FirstSun. During the year ended December 31, 2024, Logia paid dividends totaling $0.7 million to FirstSun.

Bank

The Bank’s liquidity management policy and our asset and liability management policy, or ALM policy, provides the framework that we use to seek to maintain adequate liquidity and sources of available liquidity at levels that will enable us to meet all reasonably foreseeable short-term, long-term and strategic liquidity demands. Our Asset and Liability Management Committee, or ALCO, is responsible for oversight of our liquidity risk management activities in accordance with the provisions of our ALM Policy and applicable bank regulatory capital and liquidity laws and regulations. Our liquidity risk management process includes (i) ongoing analysis and monitoring of our funding requirements under various economic and interest rate scenarios, (ii) review and monitoring of lenders, depositors, brokers and other liability holders to ensure appropriate diversification of funding sources and (iii) liquidity contingency planning to address liquidity needs in the event of unforeseen market disruption, including appropriate allocation of funds to a liquid portfolio of marketable securities and investments. We continuously monitor our liquidity position in order for our assets and liabilities to be managed in a manner that we believe will meet our immediate and long-term funding requirements. We seek to manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our stockholders. We also monitor our liquidity requirements in light of interest rate trends, changes in the economy, and the scheduled maturity and interest rate sensitivity of our securities and loan portfolios and deposits. Liquidity management is made more complicated because different balance sheet components are subject to varying degrees of management control. For example, the timing of maturities of our investment portfolio is fairly predictable and subject to a high degree of control when we make investment decisions. Net deposit inflows and outflows, however, are far less predictable and are not subject to the same degree of certainty.

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Our liquidity position is supported by management of our liquid assets and liabilities and access to alternative sources of funds. Our short-term and long-term liquidity requirements are primarily to fund on-going operations, including payment of interest on deposits and debt, extensions of credit to borrowers and capital expenditures. These liquidity requirements are met primarily through our deposits, FHLB advances and the principal and interest payments we receive on loans and investment securities. Cash, interest-bearing deposits in third-party banks, securities available for sale and maturing or prepaying balances in our investment and loan portfolios are our most liquid assets. Other sources of liquidity that are available to us include the sale of loans we hold for investment, the ability to acquire additional national market non-core deposits, borrowings through the Federal Reserve’s discount window and the issuance of debt or equity securities.

At December 31, 2024, our liquid assets, which consist of cash and amounts due from banks and interest-bearing deposits in other financial institutions, amounted to $607.6 million, or 7.5% of total assets, compared to $473.0 million, or 6.0% of total assets, at December 31, 2023. At December 31, 2024, approximately 91% of the investment securities portfolio was pledged as collateral to secure public deposits and repurchase agreements. Our unencumbered available-for-sale securities at December 31, 2024 were $34.5 million, or 0.4% of total assets, compared to $81.5 million, or 1.0% of total assets, at December 31, 2023.

The liability portion of our balance sheet serves as a primary source of liquidity. We plan to meet our future cash needs primarily through the generation of deposits. Customer deposits have historically provided a sizeable source of relatively stable and low-cost funds. At December 31, 2024, loans as a percentage of customer deposits were 95.6%, compared with 98.3% at December 31, 2023. For additional information related to our deposits, see Deposits section above. We are also a member of the FHLB and FRB, from which we can borrow for leverage or liquidity purposes. The FHLB and FRB requires that securities and qualifying loans be pledged to secure any advances. Liquidity sources available to us for immediate funding at December 31, 2024, are as follows:

FHLB borrowings available$1,385,345
Fed Funds lines1,973,407
Unused lines with other financial institutions160,000
Immediate funding availability$3,518,752

Management believes the Bank has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

Capital

Stockholders’ equity at December 31, 2024 was $1,041.4 million, compared to $877.2 million at 2023, an increase of $164.2 million, or 18.7%. The increase in stockholders’ equity relates primarily to net income for the year ended December 31, 2024 and issuance of FirstSun common stock in January 2024. We did not pay a dividend to our common shareholders during the years ended December 31, 2024 or 2023.

Capital Adequacy

We are subject to various regulatory capital requirements administered by the federal banking agencies. Management routinely analyzes our capital to seek to ensure an optimized capital structure. For further information on capital adequacy see Note 17 - Regulatory Capital Matters to the consolidated financial statements.

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Material Contractual Obligations, Commitments, and Contingent Liabilities

We have entered into contractual obligations in the normal course of business that involve elements of credit risk, interest rate risk and liquidity risk.

The following table summarizes our material contractual obligations as of December 31, 2024. Further discussion of each obligation or commitment is included in the referenced note to the consolidated financial statements.

(In thousands)Note ReferenceTotalLess than 1 Year1 - 3 Years3 - 5 YearsMore than 5 Years
Deposits:
Deposits without a stated maturity9$5,106,685$5,106,685$$$
Certificates of deposit91,565,5751,501,44256,5085,3772,248
Securities sold under agreements to repurchase1014,69914,699
Short-term debt:
FHLB term advances11135,000135,000
Long-term debt:
Subordinated debt1178,91978,919
Operating leases2326,1127,3399,0355,8993,839

We are party to various derivative contracts as a means to manage the balance sheet and our related exposure to changes in interest rates, to manage our residential real estate loan origination and sale activity, and to provide derivative contracts to our clients. Since the derivative liabilities recorded on the balance sheet change frequently and do not represent the amounts that may ultimately be paid under these contracts, these liabilities are not included in the table of contractual obligations presented above. Further discussion of derivative instruments is included in Note 7 - Derivative Financial Instruments to the consolidated financial statements.

In the normal course of business, various legal actions and proceedings are pending against us and our affiliates which are incidental to the business in which they are engaged. Further discussion of contingent liabilities is included in Note 22 - Commitments and Contingencies to the consolidated financial statements.

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit, commercial letters of credit and standby letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated statements of financial condition. The contractual or notional amounts of those instruments reflect the extent of involvement we have in particular classes of financial instruments. Further discussion of contingent liabilities is included in Note 22 - Commitments and Contingencies to the consolidated financial statements.

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FY 2023 10-K MD&A

SEC filing source: 0001709442-24-000013.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2024-03-07. Report date: 2023-12-31.

Item 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF FIRSTSUN

In this section, unless the context suggests otherwise, references to “we,” “us,” and “our” mean the combined business of FirstSun and its wholly-owned subsidiaries, Sunflower Bank, Logia Portfolio Management, LLC, and FEIF Capital Partners, LLC.

The following discussion is an analysis of our consolidated results of operations for the years ended December 31, 2023, 2022 and 2021, and financial condition for the years ended December 31, 2023 and 2022. This discussion and analysis should be read in conjunction with our consolidated financial statements and accompanying footnotes filed with this report in “Part II, Item 8. Financial Statements.” We have omitted discussion of 2021 results where it would be redundant to the discussion previously included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations of FirstSun” section of our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on March 16, 2023. Historical results of operations and the percentage relationships among any amounts included, and any trends that may appear, may not indicate trends in operations or results of operations for any future periods.

Comments regarding our business that are not historical facts are considered forward-looking statements that involve inherent risks and uncertainties. Actual results may differ materially from those contained in these forward-looking statements. For additional information regarding our cautionary disclosures, See the “Cautionary Note Regarding Forward-Looking Statements” beginning on page 3 of this report.

General Overview

FirstSun Capital Bancorp, headquartered in Denver, Colorado, is the financial holding company for Sunflower Bank, National Association, which is headquartered in Dallas, Texas and operates as Sunflower Bank, First National 1870 and Guardian Mortgage. We conduct a full-service community banking and trust business through our wholly-owned subsidiaries—Sunflower Bank, Logia Portfolio Management, LLC, and FEIF Capital Partners, LLC.

We offer a full range of relationship-focused services to meet our clients’ personal, business and wealth management financial objectives, with a branch network in Texas, Kansas, Colorado, New Mexico, and Arizona and mortgage capabilities in 43 states. Our product line includes commercial and industrial loans, commercial real estate loans, residential mortgage, public finance and other consumer loans, and a variety of commercial and consumer deposit products, including noninterest-bearing accounts, interest-bearing demand products, savings accounts, money market accounts and certificates of deposit. We also offer wealth management and trust products including personal trust and agency accounts, employee benefit and retirement related trust and agency accounts, investment management and advisory agency accounts, and foundation and endowment trust and agency accounts. We also offer online banking and bill payment services, online cash management, safe deposit box rentals, debit card and ATM card services and the availability of a network of ATMs for our customers.

We operate FirstSun through two operating segments: Banking and Mortgage Operations. We also allocate certain expenses to Corporate, which is not an operating segment. The expenses included in Corporate are not deemed to be allocable to our operating segments. The operating segments have been determined based on the products and services we offer and reflect the manner in which our financial information is evaluated by management. Each of the operating segments is complementary to each other and because of the interrelationship of the segments, the information presented is not indicative of how the segments would perform if they operated as independent entities. For additional information on our segments, see Note 23 - Segment Information included in our consolidated financial statements included elsewhere in this report.

Merger with Pioneer Bancshares, Inc.

On April 1, 2022, we completed our merger with Pioneer Bancshares, Inc. (“Pioneer”), pursuant to which Pioneer was merged with and into FirstSun, with FirstSun continuing as the surviving entity, and Pioneer’s wholly-owned subsidiary, Pioneer Bank, SSB, a Texas state savings bank, was merged with and into Sunflower Bank, with Sunflower Bank continuing as the surviving bank. With the acquisition, we acquired 19 branches in Texas. The results for Pioneer are reflected in our results of operations and financial condition since April 1, 2022. Further information is presented in Note 2 - Merger with Pioneer Bancshares, Inc. included in our consolidated financial statements included elsewhere in this report.

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Pending Merger with HomeStreet, Inc. and Common Equity Raise

On January 16, 2024, FirstSun and Seattle-based HomeStreet, Inc. (“HomeStreet”), the holding company of HomeStreet Bank (“HomeStreet Bank”) entered into a definitive merger agreement (the “merger agreement”). Under the merger agreement, HomeStreet will merge with and into FirstSun, with FirstSun continuing as the surviving entity. Immediately following the merger, HomeStreet Bank will merge with and into Sunflower Bank, with Sunflower Bank continuing as the surviving bank.

Subject to the terms and conditions of the merger agreement, at the effective time of the merger, each outstanding share of HomeStreet common stock will be converted into the right to receive 0.4345 of a share of FirstSun common stock. The combined entity is expected to have total assets of approximately $17 billion and 129 branch locations. The combined entity’s expanded footprint includes, FirstSun’s current presence in the Southwest and Midwest together with HomeStreet’s presence in Southern California, Hawaii and the Pacific Northwest.

The parties to the merger expect to complete the merger in the middle of 2024, subject to satisfaction of closing conditions, including receipt of customary required regulatory approvals and the approval of the merger agreement by the HomeStreet shareholders.

Concurrently with entry into the HomeStreet merger agreement, FirstSun entered into investment agreements with investors to raise capital to support the merger. In aggregate, $175 million of common stock will be issued to those investors: (a) $80 million of which was issued immediately following the merger announcement, and (b) the remaining $95 million of which will be issued substantially concurrently with, and subject to, the closing of the merger. The proceeds of this equity raise are expected to support the combined entity and result in capital ratios that exceed regulatory requirements.

For additional information on the proposed merger and equity raise, see Note 27 - Subsequent Events included in our consolidated financial statements included elsewhere in this report.

Financial Highlights For 2023

We delivered strong financial results in 2023, which included:

•Net income of $103.5 million, $4.08 per diluted share

•Net interest margin of 4.23%

•Return on average total assets of 1.38%

•Return on average stockholders’ equity of 12.50%

•Loan growth of 6.0%

•Average deposit growth of 9.7%

•21.2% fee revenue to total revenue1

Net income totaled $103.5 million, or $4.08 per diluted share, in 2023, compared to $59.2 million, or $2.48 per diluted share, in 2022. Net income in 2022 included merger costs, net of tax, of $17.0 million, or $0.72 per diluted share. There were no merger costs recorded in 2023. The return on average total assets was 1.38% in 2023, compared to 0.88% in 2022, and the return on average stockholders’ equity was 12.50% in 2023, compared to 8.55% in 2022. The unfavorable impact in 2022 of merger costs, net of tax, to return on average total assets was 0.25% and to return on average stockholders’ equity was 2.46%.

1 Total revenue is net interest income plus noninterest income.

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Financial Highlights

The following table sets forth certain financial highlights of FirstSun as of and for the year ended December 31,:

($ in thousands, except share and per share amounts)202320222021
Income Statement:
Net interest income$293,431$241,632$155,233
Taxable equivalent adjustment5,0865,0595,755
Net interest income - fully tax equivalent ("FTE") basis (non-GAAP) (3)$298,517$246,691$160,988
Provision for credit losses$18,247$18,050$3,000
Noninterest income$79,092$89,566$124,244
Noninterest expense$222,793$239,126$224,635
Net income$103,533$59,182$43,164
Per Common Share Data:
Weighted average diluted common shares25,387,19623,838,47118,770,785
Net income (basic)$4.15$2.55$2.36
Net income (diluted)$4.08$2.48$2.30
Cash dividends$$$
Dividend payout ratio%%%
Book value$35.14$31.08$28.56
Tangible book value (non-GAAP) (3)$30.96$26.69$26.31
Performance Ratios:
Return on average total assets1.38%0.88%0.79%
Return on average stockholders' equity12.50%8.55%8.37%
Return on average tangible common stockholders' equity (non-GAAP) (3)14.88%10.45%9.35%
Net interest margin4.23%3.87%3.00%
Net interest margin (on FTE basis) (3)4.29%3.95%3.11%
Efficiency ratio (1)59.81%72.20%80.38%
Net charge-offs (recoveries) to average loans outstanding0.13%(0.01)%0.09%
Allowance for credit losses to loans1.28%1.12%1.18%
Nonperforming loans to total loans (2)1.01%0.49%0.70%
Balance Sheet:
Total loans, excluding loans held-for-sale$6,267,096$5,911,832$4,037,123
Total assets$7,879,724$7,430,322$5,666,814
Total deposits$6,374,103$5,765,062$4,854,948
Total borrowed funds$464,781$724,120$109,458
Total stockholders' equity$877,197$774,536$524,038
Capital Ratios:
Total risk-based capital to risk-weighted assets13.25%11.99%11.76%
Tier 1 risk-based capital to risk-weighted assets11.10%9.94%9.70%
Common Equity Tier 1 (CET 1) to risk-weighted assets11.10%9.94%9.70%
Tier 1 leverage capital to average assets10.52%9.71%8.24%
Average stockholders' equity to average total assets11.05%10.28%9.43%
Tangible common stockholders' equity to tangible assets (non-GAAP) (3)9.94%9.09%8.58%
Tangible common stockholders’ equity to tangible assets reflecting net unrealized losses on HTM securities, net of tax (non-GAAP) (3)9.90%9.03%8.59%
Nonfinancial Data:
Full-time equivalent employees1,1101,1491,042
Banking branches697253
(1) The efficiency ratio is one measure of profitability in the banking industry. This ratio measures the cost of generating one dollar of revenue. That is, the ratio is designed to reflect the percentage of one dollar which must be expended to generate that dollar of revenue. We calculate this ratio by dividing noninterest expense by the sum of net interest income and noninterest income.
(2) Nonperforming loans include nonaccrual loans and accrual loans greater than 90 days past due. On January 1, 2023, we adopted ASU 2022-02, whereby we no longer recognize or account for TDRs. The loans previously classified as accrual TDRs are no longer considered nonperforming. We have adjusted prior periods to reflect this change in accounting.
(3) See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

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Non-GAAP Financial Measures and Reconciliations

The non-GAAP financial measures presented below are used by our management and our board of directors on a regular basis in addition to our GAAP results to facilitate the assessment of our financial performance. Management believes these non-GAAP financial measures enhance an investor’s understanding of our financial results by providing a meaningful basis for period-to-period comparisons, assisting in operating results analysis, and predicting future performance. This information supplements our GAAP reported results, and should not be viewed in isolation from, or as a substitute for, our GAAP results. Accordingly, this financial information should be read in conjunction with our consolidated financial statements and notes thereto for the year ended December 31, 2023, included elsewhere in this report. Non-GAAP financial measures exclude certain items that are included in the financial results presented in accordance with GAAP. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although these non-GAAP financial measures are frequently used by investors to evaluate a company, they have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP. These non-GAAP measures are not necessarily comparable to similar measures that may be represented by other companies.

The following table presents GAAP to non-GAAP reconciliations as of and for the year ended December 31,:

($ in thousands, except share and per share amounts)202320222021
Tangible common stockholders’ equity and tangible book value per common share:
Total common stockholders' equity (GAAP)$877,197$774,536$524,038
Less: Goodwill and other intangible assets
Goodwill(93,483)(93,483)(33,050)
Other intangible assets(10,984)(15,806)(8,250)
Tangible common stockholders' equity (non-GAAP)$772,730$665,247$482,738
Total common shares outstanding24,960,63924,920,98418,346,288
Tangible book value per common share (non-GAAP)$30.96$26.69$26.31
Tangible net income:
Net Income (GAAP)$103,533$59,182$43,164
Add: Intangible amortization, net of tax3,8093,3301,119
Tangible net income (non-GAAP)$107,342$62,512$44,283
Return on average tangible common stockholders’ equity:
Tangible net income (non-GAAP) (see above)$107,342$62,512$44,283
Total average common stockholders' equity (GAAP)$828,102$692,524$515,773
Less: Average goodwill and other intangible assets
Average goodwill(93,483)(78,582)(33,050)
Average other intangible assets(13,178)(15,811)(8,964)
Total average tangible common stockholders' equity (non-GAAP)$721,441$598,131$473,759
Return on average tangible common stockholders’ equity (non-GAAP)14.88%10.45%9.35%
Net interest margin - FTE basis:
Net interest income (GAAP)$293,431$241,632$155,233
Taxable equivalent adjustment5,0865,0595,755
Net interest income - FTE basis (non-GAAP)$298,517$246,691$160,988
Average earning assets$6,935,567$6,244,221$5,180,650
Net interest margin - FTE basis (non-GAAP)4.29%3.95%3.11%
Tangible common stockholders’ equity to tangible assets:
Total assets (GAAP)$7,879,724$7,430,322$5,666,814
Less: Goodwill and other intangible assets
Goodwill(93,483)(93,483)(33,050)
Other intangible assets(10,984)(15,806)(8,250)
Total tangible assets (non-GAAP)$7,775,257$7,321,033$5,625,514
Tangible common stockholders’ equity (non-GAAP) (see above)$772,730$665,247$482,738
Tangible common stockholders’ equity to tangible assets (non-GAAP)9.94%9.09%8.58%

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($ in thousands, except share and per share amounts)202320222021
Tangible common stockholders’ equity to tangible assets, reflecting net unrealized losses on HTM securities, net of tax:
Total tangible common stockholders' equity (non-GAAP) (see above)$772,730$665,247$482,738
Less: Net unrealized losses on HTM securities, net of tax(3,629)(4,295)447
Total tangible common stockholders’ equity less net unrealized losses on HTM securities, net of tax (non-GAAP)$769,101$660,952$483,185
Total tangible assets (non-GAAP) (see above)$7,775,257$7,321,033$5,625,514
Less: Net unrealized losses on HTM securities, net of tax(3,629)(4,295)447
Total tangible assets less net unrealized losses on HTM securities, net of tax (non-GAAP)$7,771,628$7,316,738$5,625,961
Tangible common stockholders’ equity to tangible assets (non-GAAP)9.94%9.09%8.58%
Tangible common stockholders’ equity to tangible assets reflecting net unrealized losses on HTM securities, net of tax (non-GAAP)9.90%9.03%8.59%
Net income excluding merger costs:
Net income (GAAP)$103,533$59,182$43,164
Add: Merger costs
Merger related expenses18,7513,085
Income tax effect on merger related expenses(4,083)(509)
Provision for loan loss on Pioneer loans marked at a premium2,884
Income tax effect on provision for loan loss on Pioneer loans marked at a premium(521)
Total merger costs17,0312,576
Net income excluding merger costs (non-GAAP)$103,533$76,213$45,740
Return on average total assets excluding merger costs:
Return on average total assets (ROAA) (GAAP)1.38%0.88%0.79%
Add: Impact of merger costs, net of tax%0.25%0.05%
ROAA excluding merger costs (non-GAAP)1.38%1.13%0.84%
Return on average stockholders’ equity excluding merger costs:
Return on average stockholders' equity (ROAE) (GAAP)12.50%8.55%8.37%
Add: Impact of merger costs, net of tax%2.46%0.50%
ROAE excluding merger costs (non-GAAP)12.50%11.01%8.87%
Efficiency ratio excluding merger related expenses:
Efficiency ratio (GAAP)59.81%72.20%80.38%
Less: Impact of merger related expenses%(5.66)%(1.11)%
Efficiency ratio excluding merger related expenses (non-GAAP)59.81%66.54%79.27%
Diluted earnings per share excluding merger costs:
Diluted earnings per share (GAAP)$4.08$2.48$2.30
Add: Impact of merger costs, net of tax0.720.14
Diluted earnings per share excluding merger costs (non-GAAP)$4.08$3.20$2.44

Segments

Our operations are conducted through two operating segments: Banking and Mortgage Operations. We also allocate certain expenses to Corporate, which is not an operating segment. The operating segments have been determined based on the products and services we offer and reflect the manner in which our financial information is currently evaluated by management. Each of the operating segments is complementary to each other and because of the interrelationship of the segments, the information presented is not indicative of how the segments would perform if they operated as independent entities. For additional information on our segments, see Note 23 - Segment Information included in our audited consolidated financial statements included elsewhere in this report.

Comparison of fiscal years 2023 and 2022

Banking

Income before income taxes increased $58.6 million to $147.2 million in 2023, from $88.5 million in 2022. The period over period increase was primarily driven by an increase in net interest income and to a lesser extent noninterest income and a reduction in noninterest expense, partially offset by an increase in provision for credit losses. Net interest income increased $50.7 million to $292.6 million in 2023 compared to $241.8 million in 2022. The increase in net interest income was primarily due to organic growth in our loan portfolios and an increase in net interest margin. Noninterest expense

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decreased $3.1 million to $175.7 million in 2023, compared to $178.8 million in 2022. The decrease in noninterest expense was primarily the result of the absence of merger costs in 2023 compared to $18.8 million ($0.62 diluted earnings per share) in merger-related expenses incurred in 2022 related to the Pioneer merger, partially offset by an increase in salary and employee benefits of $11.7 million and an increase of $3.1 million in occupancy expenses in 2023. Provision for credit losses increased $1.0 million to $15.8 million in 2023 compared to $14.8 million in 2022. The increase in the provision for credit losses was attributed to both organic loan growth and our implementation of a new allowance for credit loss methodology in 2023. For additional information on our new allowance for credit loss methodology see “Critical Accounting Estimates” below. Identifiable assets for our Banking segment grew by $0.3 billion to $6.9 billion at December 31, 2023 from $6.6 billion at December 31, 2022. The growth in identifiable assets was primarily driven by organic growth in our loan portfolios.

Mortgage Operations

Loss before income taxes increased to $6.5 million in 2023, compared to a loss of $4.6 million in 2022, primarily due to a $16.3 million decrease in mortgage banking services revenue, net, partially offset by a $13.1 million decrease in salary and employee benefits expenses from the decline in mortgage loan originations and reductions in staffing levels. MSR capitalization and changes in fair value, net of derivative activity, decreased $10.8 million for the year ended December 31, 2023, compared to 2022. The decrease in revenue related to our MSRs was primarily the result of market interest rate movement and the impact to fair values and overall origination activity, which led to a year over year decline in the net fair value for MSRs and the related derivative activity of $5.8 million, as the total fair value change for 2023 for MSRs, net of derivative activity, was a loss of $1.1 million. The year over year decline in capitalized servicing value for MSRs was $5.0 million. Overall gains on sale of mortgage loans declined by $4.6 million as a result of the decline in origination activity, continued margin compression, and a decline in the rate lock pipeline volume and valuation due to rising interest rates. Total loan originations for sale were $0.8 billion in 2023, a decline of $0.3 billion from $1.1 billion in 2022. The decline in gains from mortgage loan sales was partially offset by a $0.6 million increase in servicing fee income related to our mortgage servicing rights (“MSRs”), resulting from an increase of $0.2 billion in 2023 of the unpaid principal balance of loans serviced to $5.4 billion, from $5.2 billion in 2022.

Critical Accounting Estimates

In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Our accounting and reporting estimates are in accordance with generally accepted accounting principles, or “U.S. GAAP,” and conform to general practices within the banking industry. Estimates that are susceptible to significant changes include accounting for the allowance for credit losses and fair value measurements, both of which require significant judgments by management. Actual results could result in material changes to our consolidated financial condition or consolidated results of operations.

Certain policies inherently have a greater reliance on the use of estimates, assumptions and 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 the allowance for credit losses and fair value measurements to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new or additional information becomes available or circumstances change, including overall changes in the economic climate and/or market interest rates. Therefore, we consider these policies to be critical accounting estimates and discuss them directly with the Audit Committee of our board of directors. During the year ended December 31, 2023, we adopted ASU 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments which required a change to our estimate of the allowance for credit losses.

These critical accounting estimates and their application are reviewed at least annually by our audit committee. The following is a description of our critical accounting estimates and an explanation of the methods and assumptions underlying their application.

Allowance for Credit Losses - Management maintains an ACL for loans based upon management’s estimate of the lifetime expected credit losses in the loan portfolio, as of the balance sheet date, excluding loans held for sale. Additionally, management maintains an ACL for held-to-maturity or available-for-sale debt securities, and other off-balance sheet credit exposures (e.g., unfunded loan commitments). For loans and unfunded loan commitments, the estimate of lifetime credit losses includes the use of quantitative models that incorporate forward-looking macroeconomic scenarios that are applied over the contractual lives of the portfolios, adjusted, as appropriate, for prepayments and permitted extension options using historical experience. For purposes of the ACL for lending commitments, such allowance is determined using the same

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methodology as the ACL for loans, while also taking into consideration the probability of drawdowns or funding, and whether such commitments are cancellable by us. The ACL for held-to-maturity and available-for-sale debt securities is measured using a risk-adjusted discounted cash flow approach that also considers relevant current and forward-looking economic variables and the ACL is limited to the difference between the fair value of the security and its amortized cost. Judgment is specifically applied in the determination of economic assumptions, length of the initial loss forecast period, the reversion of losses beyond the initial forecast period, usage of macroeconomic scenarios, probabilities of default, losses given default, amortization and prepayment rates, and qualitative factors, which may not be adequately captured in the loss model, as further discussed below.

The macroeconomic scenarios utilized by management include variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to, unemployment rates, housing and commercial real estate prices, gross domestic product levels, corporate bond spreads and changes in equity market prices. Management derives the economic forecasts it uses in its ACL model from Moody’s Analytics. The latter has a large team of economics, database managers and operational engineers with a history of producing monthly economic forecasts for over 25 years.

Management has currently set an initial forecast period (“reasonable and supportable period”) of four years and a reversion period of one year, utilizing a straight-line approach and reverting back to the historical macroeconomic mean. After the reversion period, a historical loss forecast period covering the remaining contractual life, adjusted for prepayments, is used based on changes in key historical economic variables during representative historical expansionary and recessionary periods. Changes in economic forecasts impact the probability of default (“PD”), loss-given default (“LGD”), and exposure at default (“EAD”) for each instrument, and therefore influence the amount of future cash flows for each instrument that management does not expect to collect.

Further, management periodically considers the need for qualitative adjustments to the ACL. Qualitative adjustments may be related to and include, but not limited to, factors such as the following: (i) management’s assessment of economic forecasts used in the model and how those forecasts align with management’s overall evaluation of current and expected economic conditions; (ii) organization specific risks such as credit concentrations, collateral specific risks, nature, and size of the portfolio and external factors that may ultimately impact credit quality, and (iii) other limitations associated with factors such as changes in underwriting and loan resolution strategies, among others. The qualitative factors applied on January 1, 2023, and December 31, 2023, and the importance and levels of the qualitative factors applied, may change in future periods depending on the level of changes to items such as the uncertainty of economic conditions and management’s assessment of the level of credit risk within the loan portfolio as a result of such changes, compared to the amount of ACL calculated by the model. The evaluation of qualitative factors is inherently imprecise and requires significant management judgement.

The ACL can also be impacted by factors outside of management’s control, which include unanticipated changes in asset quality of the portfolio, such as deterioration in borrower delinquencies, or credit scores in our residential real estate and consumer portfolio. Further, the current fair value of collateral is utilized to assess the expected credit losses when a financial asset is considered to be collateral dependent.

Our process for determining ACL is further discussed in “Note 1- Basis of Presentation, Description of Business and Summary of Significant Accounting Policies” included in Item 8 of this Form 10-K.

Additionally, as an “emerging growth company” under Section 107 of the JOBS Act, we did not to adopt ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) (CECL) until January 1, 2023. As such, our allowance for credit losses for years prior to 2023 may not be comparable to other public financial institutions that adopted CECL in an earlier year.

Fair Value Measurement of MSRs - Our residential mortgage servicing rights are measured at fair value on a recurring basis. We estimate the fair value of our MSRs using a process that utilizes a discounted cash flow model and analysis of current market data to arrive at the estimate. The cash flow assumptions used in the model are based on numerous factors, with the key assumptions being mortgage prepayment speeds, discount rates and cost to service that management believes are consistent with the assumptions that other similar market participants use in valuing MSRs. The change of any of these key assumptions due to market conditions or other factors could materially affect the fair value of our MSRs. We also utilize a third-party consulting firm to assist us with the valuation. Because of the nature of the valuation inputs, we classify the valuation of our MSRs as Level 3 in the fair value hierarchy. See Note 5 - Mortgage Servicing Rights included in our audited consolidated financial statements included elsewhere in this report for our assumptions used in valuing the MSRs. For information concerning the hypothetical sensitivity of the key assumptions under adverse changes on our MSRs, see

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the table under “Noninterest Income” elsewhere in the Management’s Discussion and Analysis of Financial Condition and Results of Operations in this report.

Results of Operations

Comparison of fiscal years 2023 and 2022

The follow table sets forth our results of operations as of and for the year ended December 31,:

($ in thousands, except per share amounts)202320222021
Net interest income$293,431$241,632$155,233
Provision for credit losses18,24718,0503,000
Noninterest income79,09289,566124,244
Noninterest expense222,793239,126224,635
Income before income taxes131,48374,02251,842
Provision for income taxes27,95014,8408,678
Net income103,53359,18243,164
Diluted earnings per share$4.08$2.48$2.30
Return on average total assets1.38%0.88%0.79%
Return on average stockholders' equity12.50%8.55%8.37%
Net interest margin4.23%3.87%3.00%
Net interest margin (FTE basis) (1)4.29%3.95%3.11%
Efficiency ratio59.81%72.20%80.38%
Noninterest income to total revenue (2)21.2%27.0%44.5%
(1) See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.(2) Total revenue is presented net of interest expense.

General

Our results of operations depend significantly on net interest income, which is the difference between interest income on interest-earning assets, consisting primarily of interest income on loans and investment securities and interest expense on interest-bearing liabilities, consisting primarily of deposits and borrowings. Our results of operations are also dependent on our generation of noninterest income, consisting primarily of income from mortgage banking services, service charges on deposit accounts, trust and investment advisory fees and credit and debit card fees. Other factors contributing to our results of operations include our provisions for credit losses, income taxes, and noninterest expenses, such as salaries and employee benefits, occupancy and equipment, amortization of intangible assets and other operating costs.

Net Interest Income

Net interest income, representing interest income less interest expense, is a significant contributor to our revenues and earnings. We generate interest income from interest and dividends on interest-earning assets, which are principally comprised of loans and investment securities. We incur interest expense from interest owed or paid on interest-bearing liabilities, including interest-bearing deposits, FHLB advances and other borrowings. Net interest income and margin are shaped by the characteristics of the underlying products, including volume, term and structure of each product. We measure and monitor yields on our loans and other interest-earning assets, the costs of our deposits and other funding sources, our net interest spread and our net interest margin. Net interest spread is the difference between rates earned on interest-earning assets and rates paid on interest-bearing liabilities. Net interest margin is calculated as net interest income divided by average interest-earning assets.

Interest earned on our loan portfolio is the largest component of our interest income. Our loan portfolios are presented at the principal amount outstanding net of deferred origination fees and unamortized discounts and premiums. Interest income is recognized based on the principal balance outstanding and the stated rate of the loan. Loan origination fees and certain direct origination costs are capitalized and recognized as an adjustment of the yield on the related loan. Non-PCD loans acquired are initially recorded at fair value and the resulting discount or premium are recognized as an adjustment of the yield on the related loans.

Our net interest income can be significantly influenced by a variety of factors, including overall loan demand, economic conditions, credit risk, the amount of non-earning assets including nonperforming loans and OREO, the amounts of and

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rates at which assets and liabilities reprice, variances in prepayment of loans and securities, exercise of call options on borrowings or securities, a general rise or decline in interest rates, changes in the slope of the yield-curve, and balance sheet growth or contraction.

Our net interest income was $293.4 million for the year ended December 31, 2023, an increase of $51.8 million, or 21.4%, from 2022. Interest income on loans increased by $137.6 million for the year ended December 31, 2023, from 2022. Interest income on investment securities increased by $3.8 million for the year ended December 31, 2023, from 2022. Interest expense from total interest-bearing liabilities increased by $95.1 million for the year ended December 31, 2023, from 2022.

Total average loans, including loans held-for-sale grew to $6.2 billion at December 31, 2023, an increase of $1.0 billion, compared to December 31, 2022, primarily due to organic growth in our loan portfolios. Yield on loans held-for-investment increased 149 basis points for the year ended December 31, 2023, from 2022, primarily due to the rising interest rate environment and its impact on variable rate loans in the loan portfolio and higher yields on new originations.

Average interest-bearing liabilities increased $0.7 billion, or 17.5%, for the year ended December 31, 2023, from 2022 primarily to support the growth in our loan portfolio. Average interest-bearing deposits increased $0.7 billion, or 18.5%, for the year ended December 31, 2023, from 2022, with organic growth as the primary driver. Total cost of deposits increased by 192 basis points to 2.27% in 2023 compared to 2022, primarily due to increased pricing on our deposit products as a result of the rising interest rate environment. Average FHLB borrowings increased $54.4 million in 2023, compared to 2022. The cost of FHLB borrowings increased by 216 basis points to 5.05% in 2023, compared to 2022, also due to the rising interest rate environment.

Our net interest margin was 4.23% for the year ended December 31, 2023, compared to 3.87% for the same period in 2022, an increase of 36 basis points. We experienced a 169 basis point increase in yield from earning assets and our total cost of funds increased by 187 basis points for the year ended December 31, 2023, compared to the same period in 2022. While we have experienced a significant increase in our cost of funds in this rising interest rate environment, we do not expect our cost of funds to continue to rise in 2024 at the level of increase experienced in 2023.

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The following tables set forth information related to our average balance sheet, average yields on assets, and average costs of liabilities for the periods presented. We derived these yields by dividing income or expense by the average balance of the corresponding assets or liabilities. We derived average balances from the daily balances throughout the periods indicated.

As of and for the year ended December 31,:

202320222021
(In thousands)Average BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/Rate
Interest Earning Assets
Loans (1)$6,178,414$385,6376.24%$5,216,212$247,9884.75%$3,906,458$159,3034.08%
Investment securities554,43317,0323.07%605,11913,1852.18%531,8037,9791.50%
Interest-bearing cash and other assets202,72011,0155.43%422,8905,6441.33%742,3892,0720.28%
Total earning assets6,935,567413,6845.96%6,244,221266,8174.27%5,180,650169,3543.27%
Other assets556,083494,065288,617
Total assets$7,491,650$6,738,286$5,469,267
Interest-bearing liabilities
Demand and NOW deposits$385,424$11,5743.00%$214,516$1,7750.83%$254,679$7560.30%
Savings deposits453,6542,6760.59%496,1317990.16%455,4514600.10%
Money market deposits2,122,41028,3011.33%2,528,3086,7700.27%2,208,4984,2920.19%
Certificates of deposits1,512,63858,8043.89%536,3253,8100.71%344,2243,0360.88%
Total deposits4,474,126101,3552.27%3,775,28013,1540.35%3,262,8528,5440.26%
Repurchase agreements28,3162250.80%54,3351190.22%125,867590.05%
Total deposits and repurchase agreements4,502,442101,5802.26%3,829,61513,2730.35%3,388,7198,6030.25%
FHLB borrowings269,61313,6215.05%215,1666,2212.89%42,5279092.14%
Other long-term borrowings78,6545,0526.42%82,1115,6916.93%68,9184,6096.69%
Total interest-bearing liabilities4,850,709120,2532.48%4,126,89225,1850.61%3,500,16414,1210.40%
Noninterest-bearing deposits1,678,2401,835,5781,376,968
Other liabilities134,59983,29276,362
Stockholders’ equity828,102692,524515,773
Total liabilities and stockholders’ equity$7,491,650$6,738,286$5,469,267
Net interest income$293,431$241,632$155,233
Net interest spread3.48%3.66%2.87%
Net interest margin4.23%3.87%3.00%
Net interest margin (on a FTE basis) (2)4.29%3.95%3.11%
(1) Includes loans held-for-investment, including nonaccrual loans, and loans held-for-sale.
(2) See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

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Rate-Volume Analysis

The tables below present the effect of volume and rate changes on interest income and expense. Changes in volume are changes in the average balance multiplied by the previous period’s average rate. Changes in rate are changes in the average rate multiplied by the average balance from the current period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.

For the year ended December 31,For the year ended December 31,
2023 Versus 2022 Increase (Decrease) Due to:2022 Versus 2021 Increase (Decrease) Due to:
(In thousands)RateVolumeTotalRateVolumeTotal
Interest Earning Assets
Loans (1)$86,596$51,053$137,649$34,316$54,369$88,685
Investment securities4,835(988)3,8474,1061,1005,206
Interest-bearing cash6,788(1,417)5,3714,464(892)3,572
Total earning assets98,21948,648146,86742,88654,57797,463
Interest-bearing liabilities
Demand and NOW deposits7,5202,2799,7991,138(119)1,019
Savings deposits1,939(62)1,87729841339
Money market deposits22,436(905)21,5311,8576212,478
Certificates of deposits39,08615,90854,994(920)1,694774
Total deposits70,98117,22088,2012,3732,2374,610
Repurchase agreements130(24)10693(33)60
Total deposits and repurchase agreements71,11117,19688,3072,4662,2044,670
FHLB borrowings5,5281,8727,4001,6213,6915,312
Other long-term borrowings(406)(233)(639)2008821,082
Total interest-bearing liabilities76,23318,83595,0684,2876,77711,064
Net interest income$21,986$29,813$51,799$38,599$47,800$86,399

Provision for Credit Losses

We established an allowance for credit losses through a provision for credit losses charged as an expense in our consolidated statements of income. The provision for credit losses is the amount of expense that, based on our judgment, is required to maintain the allowance for credit losses at an adequate level to absorb expected losses in the loan portfolio at the balance sheet date and that, in management’s judgment, is appropriate under GAAP. Our determination of the amount of the allowance for credit losses and corresponding provision for credit losses considers ongoing evaluations of the credit quality and level of credit risk inherent in our loan portfolio, levels of nonperforming loans and charge-offs, statistical trends and economic and other relevant factors. The allowance for credit losses is increased by the provision for credit losses and is decreased by charge-offs, net of recoveries on prior loan charge-offs

We had a provision for credit losses of $18.2 million for the year ended December 31, 2023, compared to a provision for credit losses of $18.1 million for 2022. During 2022, our provision for credit losses was negatively impacted by $2.9 million for certain non-impaired loans acquired in the Pioneer Merger at a premium valuation. Upon elimination of the $2.9 million merger related provision for 2022, the adjusted increase in the provision for credit losses is $3.1 million for 2023. This adjusted increase is primarily due to loan growth and the charge-offs of two specific customer relationships in our loan portfolio.

For a further discussion of the allowance for credit losses, refer to the “Allowance for Credit Losses” section of this financial review.

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Noninterest Income

The following table presents noninterest income for the year ended December 31,:

(In thousands)202320222021
Service charges on deposit accounts$21,345$18,211$12,504
Credit and debit card fees12,00011,5119,596
Trust and investment advisory fees5,6936,8067,795
Income from mortgage banking services, net31,38446,28586,410
Other8,6706,7537,939
Total noninterest income$79,092$89,566$124,244

Our noninterest income decreased $10.5 million to $79.1 million for the year ended December 31, 2023 from $89.6 million in 2022, primarily due to a decrease in income from mortgage banking services, net.

Service charges on deposit accounts includes overdraft and non-sufficient funds charges, treasury management services provided to our business customers, and other maintenance fees on deposit accounts. For the year ended December 31, 2023, service charges on deposit accounts increased $3.1 million, primarily due to growth in treasury management services provided to our business customers, as compared to 2022.

Credit and debit card fees represent interchange income from credit and debit card activity and referral fees earned from processing fees on card transactions by our business customers. Credit and debit card fees increased $0.5 million for the year ended December 31, 2023 compared to 2022, primarily due to increased card transaction volumes.

Trust and investment advisory fees represent fees we receive in connection with our investment advisory and custodial management services of investment accounts. Trust and investment advisory fees decreased $1.1 million for the year ended December 31, 2023 compared to 2022 primarily due to lower average assets under management.

The components of income from mortgage banking services, net, were as follows for the year ended December 31,:

(In thousands)202320222021
Net sale gains and fees from mortgage loan originations, including loans held-for-sale changes in fair value and hedging$14,275$18,924$63,468
Mortgage servicing income15,67415,08812,525
MSR capitalization and changes in fair value, net of derivative activity1,43512,27310,417
Income from mortgage banking services, net$31,384$46,285$86,410

For the year ended December 31, 2023, income from mortgage banking services decreased $14.9 million, compared to 2022. We experienced a decline in revenue related to net sale gains and fees from mortgage loan originations, including fair value changes in the held-for-sale portfolio and hedging activity, which decreased $4.6 million for the year ended December 31, 2023, compared to 2022. Total loan originations for sale were $0.8 billion for the year ended December 31, 2023, a decline of $0.3 billion from $1.1 billion in 2022. We retain servicing rights on the majority of mortgage loans that we sell, which drove the increase in servicing income of $0.6 million to $15.7 million for the year ended December 31, 2023, from $15.1 million for 2022. MSR capitalization and changes in fair value, net of derivative activity, decreased $10.8 million for the year ended December 31, 2023, compared to 2022. The decrease in revenue related to our MSRs was primarily the result of market interest rate movement and the impact to fair values and overall origination activity, which led to a year over year decline in the net fair value for MSRs and the related derivative activity of $5.8 million, as the total fair value change for 2023 for MSRs, net of derivative activity, was a loss of $1.1 million. The year over year decline in capitalized servicing value for MSRs was $5.0 million. We recognize fair value adjustments to our MSR asset, which includes changes in assumptions to the valuation model and pay-offs and pay-downs of the MSR portfolio. See the impact of changes to our key MSR valuation assumptions in the table below.

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The following table shows the hypothetical effect on the fair value of our MSRs when applying certain unfavorable variations of key assumptions to these assets as of December 31, 2023.

(In thousands)10%20%
Discount rate$(3,451)$(6,265)
Total prepayment speeds(2,982)(5,394)
Cost of servicing each loan(1,324)(2,193)

These hypothetical sensitivities should be evaluated with care. The effect on fair value of an adverse change in assumptions generally cannot be determined because the relationship of the change in assumptions to the fair value may not be linear. Additionally, the impact of a variation in a particular assumption on the fair value is calculated while holding other assumptions constant. In reality, changes in one factor may lead to changes in other factors, which could impact the above hypothetical effects.

We also maintain a hedging strategy to manage a portion of the risk associated with changes in the fair value of our MSR portfolio. Changes in fair value of the derivative instruments used to economically hedge the MSRs are also included as a component of income from mortgage banking services. Due to a number of factors, including the overall elevated level of interest rates, low inventory in the housing market, lower refinance volumes and lower margin on loans sales, we expect revenue from mortgage banking activities to remain at a lesser level as compared to levels we experienced during the lower market rate environment experienced during 2021 and 2020.

Other noninterest income increased $1.9 million for the year ended December 31, 2023 compared to 2022, primarily due to an increase in the fair value of investments related to our deferred compensation plan.

Noninterest Expense

The following table presents noninterest expense for the year ended December 31,:

(In thousands)202320222021
Salary and employee benefits$133,231$134,359$151,926
Occupancy and equipment33,42631,34427,628
Amortization of intangible assets4,8224,2151,417
Merger related expenses18,7513,085
Other (Note 18 - Other noninterest expenses)51,31450,45740,579
Total noninterest expenses$222,793$239,126$224,635

Our noninterest expenses decreased $16.3 million to $222.8 million for the year ended December 31, 2023, from $239.1 million for 2022. The decrease is primarily due to the decrease of $18.8 million in merger related expenses. We incurred no merger related expenses for the year ended December 31, 2023. Our merger with Pioneer was completed on April 1, 2022.

The decrease of $1.1 million in our salary and employee benefits expense for the year ended December 31, 2023, compared to 2022, was driven by a decrease in commissions paid to our mortgage loan officers related to decreased mortgage origination activity during 2023, partially offset by annual compensation increases occurring in 2023.

Occupancy and equipment increased $2.1 million for the year ended December 31, 2023, compared to 2022. This increase was primarily due to having a full year of expenses related to the facilities acquired in the Pioneer merger in 2023 compared to only nine months in 2022.

Income Taxes

We had income tax expense for the year ended December 31, 2023 of $28.0 million, compared to $14.8 million in 2022. The increase in income tax expense was primarily due to our increased income during 2023. Our effective tax rate was 21.3% for the year ended December 31, 2023, compared to 20.0% in 2022. For additional information on our income taxes, see Note 17 - Income Taxes included in our audited consolidated financial statements included elsewhere in this report.

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Financial Condition

Balance Sheet

Our total assets were $7.9 billion at December 31, 2023, compared to $7.4 billion at December 31, 2022. Our total loans held-for-investment, net of deferred fees, costs, premiums and discounts were $6.3 billion at December 31, 2023, an increase of $0.4 billion from 2022, which was due to organic growth.

Investment Securities

Our securities portfolio is used to make various term investments, maintain a source of liquidity and serve as collateral for certain types of deposits and borrowings. We manage our investment portfolio according to written investment policies approved by our board of directors. Investment in our securities portfolio may change over time based on our funding needs and interest rate risk management objectives. Our liquidity levels take into account anticipated future cash flows and other available sources of funds, and are maintained at levels that we believe are appropriate to provide the necessary flexibility to meet our anticipated funding requirements.

Our investment securities portfolio consists of securities classified as available-for-sale and held-to-maturity. There were no trading securities in our investment portfolio as of December 31, 2023 and 2022. All available-for sale securities are carried at fair value and may be used for liquidity purposes should management consider it to be in our best interest.

Our securities available-for-sale decreased by $20.2 million to $516.8 million at December 31, 2023, compared to December 31, 2022. The decrease was primarily due to amortization of the portfolio and a decrease in fair value due to the rising interest rate environment. Securities held-to-maturity decreased $1.9 million to $37.0 million at December 31, 2023, compared to December 31, 2022, due to amortization of the portfolio.

The following table is a summary of our investment portfolio as of December 31,:

20232022
(In thousands)Carrying Amount% of PortfolioCarrying Amount% of Portfolio
Available-for-sale:
U.S. treasury$54,23410.5%$56,64910.5%
U.S. agency1,8390.4%2,8340.5%
Obligations of states and political subdivisions25,9705.0%24,8994.6%
Mortgage backed - residential106,43320.6%116,13521.6%
Collateralized mortgage obligations181,53335.1%204,26538.1%
Mortgage backed - commercial131,19225.4%117,33621.9%
Other debt15,5563.0%14,8552.8%
Total available-for-sale$516,757100%$536,973100%
Held-to-maturity:
Obligations of states and political subdivisions$25,54269.1%$25,37865.2%
Mortgage backed - residential7,54820.4%8,70522.4%
Collateralized mortgage obligations3,89310.5%4,81812.4%
Total held-to-maturity$36,983100%$38,901100%

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The following tables show the weighted average yield to average life of each category of investment securities as of December 31, 2023:

(In thousands)One year or lessOne to five yearsFive to ten yearsAfter ten years
Carrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage Yield
Available-for-sale:
U.S. treasury$19,8631.97%$34,3711.29%$%$%
U.S. agency%1,0167.00%8236.00%%
Obligations of states and political subdivisions%%11,2813.00%14,6893.00%
Mortgage backed - residential7302.00%27,9733.00%36,1272.00%41,6033.00%
Collateralized mortgage obligations2,6333.00%31,4333.00%133,5394.00%13,9282.00%
Mortgage backed - commercial1,4453.00%40,9644.00%88,7833.00%%
Other debt%%12,6743.00%2,8824.00%
Total available-for-sale$24,6712.15%$135,7572.97%$283,2273.17%$73,1022.53%
Held-to-maturity:
Obligations of states and political subdivisions$%$1,0182.06%$%$24,5243.52%
Mortgage backed - residential%4,3122.50%8722.57%2,3643.24%
Collateralized mortgage obligations%1,9412.67%1,9523.13%%
Total held-to-maturity$%$7,2712.49%$2,8242.95%$26,8883.50%

We had no securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’ equity.

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Loans

Our loan portfolio represents a broad range of borrowers primarily in our markets in Texas, Kansas, Colorado, New Mexico and Arizona, primarily comprised of commercial and industrial, commercial real estate, residential real estate, public finance and consumer financing loans. We have a diversified portfolio across a variety of industries, and the portfolio is generally centered in the states in which we have branch offices. Our lending focus continues to be on operating companies, including commercial and industrial loans and lines-of-credit, as well as owner occupied commercial real estate loans.

Total loans, net of deferred origination fees, premiums and discounts, as of December 31, 2023 and 2022 were $6.3 billion and $5.9 billion, respectively.

The following table sets forth the composition of our loan portfolio, as of December 31,:

20232022
(In thousands)Amount% of total loansAmount% of total loans
Commercial and industrial$2,467,68839.4%$2,310,92939.1%
Commercial real estate:
Non-owner occupied812,23513.0%779,54613.2%
Owner occupied635,36510.2%636,27210.8%
Construction and land345,4305.5%327,8175.5%
Multifamily103,0661.6%102,0681.7%
Total commercial real estate1,896,09630.3%1,845,70331.2%
Residential real estate1,110,61017.7%1,003,93117.0%
Public finance602,9139.6%590,28410.0%
Consumer36,3710.6%42,5880.7%
Other153,4182.4%118,3972.0%
Total loans$6,267,096100.0%$5,911,832100.0%

Commercial and industrial loans include loans to commercial customers for use in normal business operations to finance working capital needs, equipment and inventory purchases, and other expansion projects. These loans are made primarily in our market areas and are underwritten on the basis of the borrower’s ability to service the debt from revenue, and are generally extended under our normal credit standards, controls and monitoring systems.

Commercial real estate (“CRE”) loans include owner occupied and non-owner occupied commercial real estate mortgage loans to operating commercial and agricultural businesses, and include both loans for long-term financing of land and buildings and loans made for the initial development or construction of a commercial real estate project. Non-owner occupied CRE loans were 85.2% of the Company’s risk-based capital, or 13.0% of total loans as of December 31, 2023. Non-owner occupied CRE loans associated with office space were $109.3 million, or 1.7% of total loans as of December 31, 2023. Owner occupied CRE loans associated with office space were $149.4 million, or 2.4% of total loans as of December 31, 2023.

Residential real estate loans represent loans to consumers collateralized by a mortgage on a residence and include purchase money, refinancing, secondary mortgages, and home equity loans and lines of credit.

Public finance loans include loans to our charter school and municipal based customers.

Consumer loans include direct consumer installment loans, credit card accounts, overdrafts and other revolving loans.

Other loans consist of loans to nondepository financial institutions, lease financing receivables and loans for agricultural production.

Maturities and Sensitivity of Loans to Changes in Interest Rates

The information in the following tables is based on the contractual maturities of individual loans, including loans that may be subject to renewal at their contractual maturity. Renewal of these loans is subject to review and credit approval, as well as modification of terms upon maturity. Actual repayments of loans may differ from the maturities reflected below because

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borrowers have the right to prepay obligations with or without prepayment penalties. The following tables summarize the loan maturity distribution by type and related interest rate characteristics as of December 31, 2023:

(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotal
Commercial and industrial$365,676$1,758,252$315,581$28,179$2,467,688
Commercial real estate281,6371,096,504457,25060,7051,896,096
Residential real estate130,50136,25773,939869,9131,110,610
Public finance5,01186,345393,174118,383602,913
Consumer7,9738,96219,22321336,371
Other34,25897,97117,5683,621153,418
Total loans$825,056$3,084,291$1,276,735$1,081,014$6,267,096
(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotalTotal Loans Maturing After 1 Year
Loans maturing with:
Fixed interest rates
Commercial and industrial$14,997$301,557$204,803$550$521,907$506,910
Commercial real estate141,231675,34096,5242,665915,760774,529
Residential real estate82,04620,78254,700319,835477,363395,317
Public finance5,01183,294389,521118,383596,209591,198
Consumer6,4537,68519,22333,36126,908
Other8,99223,39017,5603,62153,56344,571
Total fixed interest rate loans$258,730$1,112,048$782,331$445,054$2,598,163$2,339,433
Floating or adjustable interest rates
Commercial and industrial$350,679$1,456,695$110,778$27,629$1,945,781$1,595,102
Commercial real estate140,406421,164360,72658,040980,336839,930
Residential real estate48,45515,47519,239550,078633,247584,792
Public finance3,0513,6536,7046,704
Consumer1,5201,2772133,0101,490
Other25,26674,581899,85574,589
Total floating or adjustable interest rate loans$566,326$1,972,243$494,404$635,960$3,668,933$3,102,607
Total loans$825,056$3,084,291$1,276,735$1,081,014$6,267,096$5,442,040

Allowance for Credit Losses

We maintain the allowance for credit losses at a level we believe is sufficient to absorb expected losses in our loan portfolio given the conditions at the time and our estimates of future economic conditions. Events that are not within our control, such as changes in economic factors, could change subsequent to the reporting date and could cause increases or decreases to the allowance. The amount of the allowance is affected by loan charge-offs, which decrease the allowance; recoveries on loans previously charged off, which increase the allowance; and the provision for credit losses charged to earnings, which increases the allowance.

In determining the provision for credit losses, management monitors fluctuations in the allowance resulting from actual charge-offs and recoveries and reviews the size and composition of the loan portfolio in light of current and anticipated economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as events change.

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The following table presents, by loan type, the changes in the allowance for credit losses for the years ended December 31,:

(In thousands)202320222021
Balance, beginning of period$65,917$47,547$47,766
Impact of adopting ASC 3265,256
Adjusted beginning balance$71,173$47,547$47,766
Loan charge-offs:
Commercial and industrial(9,242)(2,321)(4,296)
Commercial real estate(83)(375)
Residential real estate(13)(122)(42)
Public finance
Consumer(334)(144)(148)
Other
Total loan charge-offs(9,672)(2,587)(4,861)
Recoveries of loans previously charged-off:
Commercial and industrial1,1182,2361,547
Commercial real estate1238828
Residential real estate68222124
Public finance
Consumer506243
Other
Total loan recoveries1,8622,9071,642
Net (charge-offs) recoveries(7,810)320(3,219)
Provision for credit losses (1)17,03518,0503,000
Balance, end of period$80,398$65,917$47,547
Allowance for credit losses to total loans1.28%1.12%1.18%
Ratio of net charge-offs (recoveries) to average loans outstanding0.13%(0.01)%0.09%
(1) For the years ended December 31, 2023, 2022 and 2021 we recorded a provision for credit losses on unfunded commitments of $1,212, $525 and $300, respectively. For further information, see Note 4 - Loans.

The following table presents net charge-offs (recoveries) to average loans outstanding by loan category for the years ended December 31,:

(In thousands)202320222021
Commercial and industrial0.30%%0.19%
Commercial real estate%(0.03)%0.03%
Residential real estate(0.07)%(0.01)%%
Public finance%%%
Consumer0.70%0.21%0.65%
Other%%%

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Allocation of Allowance for Credit Losses

The following table presents the allocation of the allowance for credit losses by category and the percentage of the allocation of the allowance for credit losses by category to total loans listed as of December 31,:

20232022
(In thousands)Allowance Amount% of loans in each category to total loansAllowance Amount% of loans in each category to total loans
Commercial and industrial$29,52339.4%$40,78539.1%
Commercial real estate27,54630.3%19,75431.2%
Residential real estate16,34517.7%2,96317.0%
Public finance5,3379.6%1,66410.0%
Consumer7170.6%3520.7%
Other9302.4%3992.0%
Total$80,398100.0%$65,917100.0%

Nonperforming Assets

We have established policies and procedures to guide us in originating, monitoring and maintaining the credit quality of our loan portfolio. These policies and procedures are expected to be followed by our bankers and underwriters and exceptions to these policies require elevated levels of approval and are reported to our board of directors.

Nonperforming assets include all loans categorized as nonaccrual, accrual loans greater than 90 days past due, and other real estate owned and other repossessed assets. The accrual of interest on loans is discontinued, or the loan is placed on nonaccrual, when the full collection of principal and interest is in doubt. We do not generally accrue interest on loans that are 90 days or more past due. When a loan is placed on nonaccrual, previously accrued but unpaid interest is reversed and charged against interest income and future accruals of interest are discontinued. Payments by borrowers for loans on nonaccrual are applied to loan principal. Loans are returned to accrual status when, in our judgment, the borrower’s ability to satisfy principal and interest obligations under the loan agreement has improved sufficiently to reasonably assure recovery of principal and the borrower has demonstrated a sustained period of repayment performance. In general, we require a minimum of six consecutive months of timely payments in accordance with the contractual terms before returning a loan to accrual status.

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The following table sets forth our nonperforming assets as of December 31,:

(In thousands)20232022
Nonaccrual loans:
Commercial and industrial$8,004$9,494
Commercial real estate4,0638,283
Residential real estate22,41310,628
Consumer1093
Other2,837471
Total nonaccrual loans37,32728,969
Accrual loans greater than 90 days past due (1)25,81698
Total nonperforming loans (2)63,14329,067
Other real estate owned and foreclosed assets, net4,1006,358
Total nonperforming assets$67,243$35,425
Nonaccrual loans to total loans0.60%0.49%
Nonperforming loans to total loans (3)1.01%0.49%
Nonperforming assets to total assets (3)0.85%0.48%
Allowance for credit losses to nonaccrual loans215.39%227.54%
(1) Loans greater than 90 days past due, still accruing at December 31, 2023 relates primarily to one borrower relationship where interest was paid current in February 2024. Contractual principal payments related to this borrower relationship were deferred until March 15, 2024. (2) On January 1, 2023, we adopted ASU 2022-02, whereby we no longer recognize or account for TDRs. The loans previously classified as accrual TDRs are no longer considered nonperforming. We have adjusted prior periods to reflect this change in accounting. (3) Nonperforming loans include nonaccrual loans and accrual loans greater than 90 days past due.

Deposits

Deposits represent our primary source of funds. Total deposits increased by $0.6 billion to $6.4 billion at December 31, 2023, compared to December 31, 2022.

We are focused on growing our core deposits through relationship-based banking with our business and consumer clients. The following table presents our deposits by customer type as of December 31,:

($ in thousands)December 31, 2023December 31, 2022
Consumer
Noninterest bearing deposit accounts$360,168$416,709
Interest-bearing deposit accounts:
Demand and NOW deposits36,16225,940
Savings deposits343,291418,101
Money market deposits1,196,6451,375,671
Certificates of deposits1,437,537662,831
Total interest-bearing deposit accounts3,013,6352,482,543
Total consumer deposits$3,373,803$2,899,252
Business
Noninterest bearing deposit accounts$1,170,338$1,403,781
Interest-bearing deposit accounts:
Demand and NOW deposits555,197236,641
Savings deposits80,80233,753
Money market deposits825,811907,379
Certificates of deposits87,40740,874
Total interest-bearing deposit accounts1,549,2171,218,647
Total business deposits$2,719,555$2,622,428
Wholesale deposits (1)$280,745$243,382
Total deposits$6,374,103$5,765,062
(1) Wholesale deposits consist of brokered deposits included in our consolidated balance sheets within interest-bearing accounts and in Note 10 - Deposits within certificates of deposits and savings and money market accounts.

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20232022
(Dollars in thousands)Average BalanceAverage Rate PaidAverage BalanceAverage Rate Paid
Noninterest-bearing demand deposit accounts$1,678,240%$1,835,578%
Interest-bearing deposit accounts:
Interest-bearing demand accounts344,2423.26%171,0090.96%
Savings accounts and money market accounts2,576,0641.20%3,024,4390.25%
NOW accounts41,1820.82%43,5070.32%
Certificate of deposit accounts1,512,6383.89%536,3250.71%
Total interest-bearing deposit accounts4,474,1262.27%3,775,2800.35%
Total deposits$6,152,3661.65%$5,610,8580.23%

As of December 31, 2023 and December 31, 2022, approximately $2.0 billion or 31.2% and $2.4 billion or 41.6%, respectively, of our deposit portfolio was uninsured. As of December 31, 2023 and December 31, 2022, approximately $1.6 billion or 25.1% and $1.7 billion or 28.7%, respectively, of our deposit portfolio was uninsured and uncollateralized. The uninsured and uninsured and uncollateralized amounts are estimates based on the methodologies and assumptions used for the Bank's regulatory reporting requirements.

We actively participate in the IntraFi Cash Service (“ICS”) / Certificate of Deposit Account Registry Service (“CDARS”) program which provides FDIC insurance coverage for clients that maintain larger deposit balances. Deposits in the ICS / CDARS program totaled $0.6 billion, or 9.2% of all deposits as of December 31, 2023, and $0.2 billion, or 4.1% of all deposits as of December 31, 2022.

Maturities of certificates of deposit that are in excess of the FDIC insurance limit of $250,000, by remaining time to maturity are summarized as follows as of December 31,:

(In thousands)20232022
Three months or less$87,640$22,451
Over three months through twelve months396,834310,694
Over twelve months through three years36,67375,804
Over three years592961
Total$521,739$409,910

The following table sets forth the portion of the Bank's time deposits, by account, that are in excess of the FDIC insurance limit, by remaining time until maturity, as of December 31,:

(In thousands)2023
Three months or less$54,875
Over three months through six months30,141
Over six through twelve months173,642
Over twelve months through three years20,957
Over three years439
Total$280,054

Liquidity

Liquidity refers to our ability to maintain cash flow that is adequate to fund operations, support asset growth, maintain reserve requirements and meet present and future obligations of deposit withdrawals, lending obligations and other contractual obligations.

FirstSun (Parent Company)

FirstSun has routine funding requirements consisting primarily of operating expenses, debt service, and funds used for acquisitions. FirstSun can obtain funding to meet its obligations from dividends collected from its subsidiaries, primarily the Bank, and through the issuance of varying forms of debt. At December 31, 2023, FirstSun had available cash and cash equivalents of $34.1 million and debt outstanding of $78.9 million. Management believes FirstSun has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

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Federal banking laws regulate the amount of dividends that may be paid by banking subsidiaries without prior approval. The Bank may declare dividends without prior regulatory approval that do not exceed the total of retained net income for the current year combined with its retained net income for the preceding two years, subject to maintenance of minimum capital requirements. Prior regulatory approval to pay dividends was not required in 2022 or 2023 and is not currently required. At December 31, 2023, the Bank could pay dividends to FirstSun of approximately $199.0 million without prior regulatory approval. During the year ended December 31, 2023, the Bank paid dividends totaling $26.0 million to FirstSun. During the year ended December 31, 2023, Logia paid dividends totaling $0.6 million to FirstSun.

Bank

The Bank’s liquidity management policy and our asset and liability management policy, or ALM policy, provides the framework that we use to seek to maintain adequate liquidity and sources of available liquidity at levels that will enable us to meet all reasonably foreseeable short-term, long-term and strategic liquidity demands. Our Asset and Liability Management Committee, or ALCO, is responsible for oversight of our liquidity risk management activities in accordance with the provisions of our ALM Policy and applicable bank regulatory capital and liquidity laws and regulations. Our liquidity risk management process includes (i) ongoing analysis and monitoring of our funding requirements under various economic and interest rate scenarios, (ii) review and monitoring of lenders, depositors, brokers and other liability holders to ensure appropriate diversification of funding sources and (iii) liquidity contingency planning to address liquidity needs in the event of unforeseen market disruption, including appropriate allocation of funds to a liquid portfolio of marketable securities and investments. We continuously monitor our liquidity position in order for our assets and liabilities to be managed in a manner that we believe will meet our immediate and long-term funding requirements. We seek to manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our stockholders. We also monitor our liquidity requirements in light of interest rate trends, changes in the economy, and the scheduled maturity and interest rate sensitivity of our securities and loan portfolios and deposits. Liquidity management is made more complicated because different balance sheet components are subject to varying degrees of management control. For example, the timing of maturities of our investment portfolio is fairly predictable and subject to a high degree of control when we make investment decisions. Net deposit inflows and outflows, however, are far less predictable and are not subject to the same degree of certainty.

Our liquidity position is supported by management of our liquid assets and liabilities and access to alternative sources of funds. Our short-term and long-term liquidity requirements are primarily to fund on-going operations, including payment of interest on deposits and debt, extensions of credit to borrowers and capital expenditures. These liquidity requirements are met primarily through our deposits, FHLB advances and the principal and interest payments we receive on loans and investment securities. Cash, interest-bearing deposits in third-party banks, securities available for sale and maturing or prepaying balances in our investment and loan portfolios are our most liquid assets. Other sources of liquidity that are available to us include the sale of loans we hold for investment, the ability to acquire additional national market non-core deposits, borrowings through the Federal Reserve’s discount window and the issuance of debt or equity securities.

At December 31, 2023, our liquid assets, which consist of cash and amounts due from banks and interest-bearing deposits in other financial institutions, amounted to $473.0 million, or 6.0% of total assets, compared to $307.9 million, or 4.1% of total assets, at December 31, 2022. The increase in our liquid assets was primarily due to an increase in cash held at the Federal Reserve. At December 31, 2023, approximately 85% of the investment securities portfolio was pledged as collateral to secure public deposits and repurchase agreements. Our unencumbered available-for-sale securities at December 31, 2023 were $81.5 million, or 1.0% of total assets, compared to $120.4 million, or 1.6% of total assets, at December 31, 2022.

The liability portion of our balance sheet serves as a primary source of liquidity. We plan to meet our future cash needs primarily through the generation of deposits. Customer deposits have historically provided a sizeable source of relatively stable and low-cost funds. At December 31, 2023, loans as a percentage of customer deposits were 98.3%, compared with 102.5% at December 31, 2022. For additional information related to our deposits, see Deposits section above. We are also a member of the FHLB and FRB, from which we can borrow for leverage or liquidity purposes. The FHLB and FRB requires that securities and qualifying loans be pledged to secure any advances. Liquidity sources available to us for immediate funding at December 31, 2023, are as follows:

FHLB borrowings available$706,367
Fed Funds lines2,028,410
Unused lines with other financial institutions309,917
Immediate funding availability$3,044,694

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Management believes the Bank has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

Capital

Stockholders’ equity at December 31, 2023 was $877.2 million, compared to $774.5 million at 2022, an increase of $102.7 million, or 13.3%. The increase in stockholders’ equity relates primarily to net income for the year ended December 31, 2023. We did not pay a dividend to our common shareholders during the years ended December 31, 2023 or 2022.

Capital Adequacy

We are subject to various regulatory capital requirements administered by the federal banking agencies. Management routinely analyzes our capital to seek to ensure an optimized capital structure. For further information on capital adequacy see Note 19 - Regulatory Capital Matters to the consolidated financial statements.

Material Contractual Obligations, Commitments, and Contingent Liabilities

We have entered into contractual obligations in the normal course of business that involve elements of credit risk, interest rate risk and liquidity risk.

The following table summarizes our material contractual obligations as of December 31, 2023. Further discussion of each obligation or commitment is included in the referenced note to the consolidated financial statements.

(In thousands)Note ReferenceTotalLess than 1 Year1 - 3 Years3 - 5 YearsMore than 5 Years
Deposits:
Deposits without a stated maturity10$4,597,534$4,597,534$$$
Certificates of deposit101,776,5691,347,310418,2628,0382,959
Securities sold under agreements to repurchase1124,69324,693
Short-term debt:
FHLB LOC12389,468389,468
Long-term debt:
Subordinated debt1278,91978,919
Operating leases2528,1227,14610,5315,1585,287

We are party to various derivative contracts as a means to manage the balance sheet and our related exposure to changes in interest rates, to manage our residential real estate loan origination and sale activity, and to provide derivative contracts to our clients. Since the derivative liabilities recorded on the balance sheet change frequently and do not represent the amounts that may ultimately be paid under these contracts, these liabilities are not included in the table of contractual obligations presented above. Further discussion of derivative instruments is included in Note 8 - Derivative Financial Instruments to the consolidated financial statements.

In the normal course of business, various legal actions and proceedings are pending against us and our affiliates which are incidental to the business in which they are engaged. Further discussion of contingent liabilities is included in Note 24 - Commitments and Contingencies to the consolidated financial statements.

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit, commercial letters of credit and standby letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated statements of financial condition. The contractual or notional amounts of those instruments reflect the extent of involvement we have in particular classes of financial instruments. Further discussion of contingent liabilities is included in Note 24 - Commitments and Contingencies to the consolidated financial statements.

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FY 2022 10-K MD&A

SEC filing source: 0001709442-23-000005.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2023-03-16. Report date: 2022-12-31.

Item 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF FIRSTSUN

In this section, unless the context suggests otherwise, references to “we,” “us,” and “our” mean the combined business of FirstSun and its wholly-owned subsidiaries, Logia Portfolio Management, LLC and Sunflower Bank.

The following discussion is an analysis of our consolidated results of operations for the years ended December 31, 2022, 2021 and 2020, and financial condition for the years ended December 31, 2022 and 2021. This discussion and analysis should be read in conjunction with our consolidated financial statements and accompanying footnotes filed with this report in “Part II, Item 8. Financial Statements.” We have omitted discussion of 2020 results where it would be redundant to the discussion previously included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations of FirstSun” section of our Annual Report on Form 10-K for the year ended December 31, 2021, filed with the SEC on March 25, 2022. Historical results of operations and the percentage relationships among any amounts included, and any trends that may appear, may not indicate trends in operations or results of operations for any future periods.

Comments regarding our business that are not historical facts are considered forward-looking statements that involve inherent risks and uncertainties. Actual results may differ materially from those contained in these forward-looking statements.

For additional information regarding our cautionary disclosures, See the “Cautionary Note Regarding Forward-Looking Statements” beginning on page 3 of this report.

General Overview

FirstSun Capital Bancorp, headquartered in Denver, Colorado, is the financial holding company for Sunflower Bank, National Association, which operates as Sunflower Bank, First National 1870 and Guardian Mortgage. We conduct a full service community banking and trust business through our wholly-owned subsidiaries—Sunflower Bank and Logia Portfolio Management, LLC.

We offer a full range of relationship-focused services to meet our clients’ personal, business and wealth management financial objectives, with a branch network in Texas, Kansas, Colorado, New Mexico, and Arizona and mortgage capabilities in 43 states. Our product line includes commercial loans, commercial real estate loans, residential mortgage and other consumer loans, and a variety of commercial and consumer deposit products, including noninterest-bearing accounts, interest-bearing demand products, savings accounts, money market accounts and certificates of deposit. We also offer wealth management and trust products including personal trust and agency accounts, employee benefit and retirement related trust and agency accounts, investment management and advisory agency accounts, and foundation and endowment trust and agency accounts. We also offer online banking and bill payment services, online cash management, safe deposit box rentals, debit card and ATM card services and the availability of a network of ATMs for our customers.

We operate FirstSun through two operating segments: Banking and Mortgage Operations. We also allocate certain expenses to Corporate, which is not an operating segment. The expenses included in Corporate are not deemed to be allocable to our operating segments. The operating segments have been determined based on the products and services we offer and reflect the manner in which our financial information is evaluated by management. Each of the operating segments is complementary to each other and because of the interrelationship of the segments, the information presented is not indicative of how the segments would perform if they operated as independent entities. For additional information on our segments, see Note 23 - Segment Information included in our consolidated financial statements included elsewhere in this report.

Merger with Pioneer Bancshares, Inc.

On April 1, 2022, we completed our merger (the “Merger” or the “Pioneer Merger”) with Pioneer Bancshares, Inc. (“Pioneer”), pursuant to which Pioneer was merged with and into FirstSun, with FirstSun continuing as the surviving entity, and Pioneer’s wholly-owned subsidiary, Pioneer Bank, SSB, a Texas state savings bank, was merged with and into Sunflower Bank, with Sunflower Bank continuing as the surviving bank. With the acquisition, we acquired 19 branches in Texas. The results for Pioneer are reflected in our results of operations and financial condition beginning April 1, 2022. Further information is presented in Note 2 - Merger with Pioneer Bancshares, Inc. included in our consolidated financial statements included elsewhere in this report.

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Recent Banking Events

There were two significant bank failures in the first part of March 2023, primarily due to the failed banks’ lack of liquidity as depositors sought to withdraw their deposits. Due to rising interest rates, the failed banks were unable to sell investment securities held to meet liquidity needs without realizing substantial losses. As a result of the March 2023 bank closures and in an effort to strengthen public confidence in the banking system and protect depositors, regulators have announced that any losses to the Deposit Insurance Fund to support uninsured depositors will be recovered by a special assessment on banks, as required by law, which could increase the cost of our FDIC insurance assessments. Additionally, the Federal Reserve announced the creation of a new Bank Term Funding Program in an effort to minimize the need for banks to sell securities at a loss in times of stress. The future impact of these failures on the economy, financial institutions and their depositors, as well as any governmental regulatory responses or actions resulting from the same, is difficult to predict at this time.

Pandemic Update

Although the impacts of the COVID-19 pandemic to our business are diminishing, there remains many uncertainties related to COVID-19 including, among other things, the ongoing impact to our customers, employees and vendors; the impact to the financial services and banking industry; and the impact to the economy as a whole including rising interest rates and inflation.

Financial Highlights For 2022

We delivered strong financial results in 2022, which included:

•Net income of $59.2 million, $2.48 per diluted share (excluding merger costs, $76.2 million, $3.20 per diluted share, see the section entitled “Non-GAAP Financial Measures and Reconciliations”)

•Return on average assets of 0.88% (excluding merger costs, 1.13%, see the section entitled “Non-GAAP Financial Measures and Reconciliations”)

•Return on average equity of 8.55% (excluding merger costs, 11.01%, see the section entitled “Non-GAAP Financial Measures and Reconciliations”)

•Completed merger with Pioneer Bancshares, Inc., acquiring loans of $0.8 billion, total assets of $1.5 billion, and total deposits of $1.2 billion, net of purchase accounting adjustments

•Loan growth, excluding acquired Pioneer loans and PPP loans, 28.4%, see the section entitled “Non-GAAP Financial Measures and Reconciliations”)

•27.0% fee revenue to total revenue

•Increase in net interest margin of 87 basis points to 3.87%

Net income totaled $59.2 million, or $2.48 per diluted share, in 2022, compared to $43.2 million, or $2.30 per diluted share, in 2021. The return on average assets was 0.88% in 2022, compared to 0.79% in 2021, and the return on average equity was 8.55% in 2022, compared to 8.37% in 2021.

Net income, return on average assets and return on average equity were reduced by merger-related expenses and the provision for loan losses related to certain non-impaired loans acquired from Pioneer at a premium upon the closing of the Merger. The reduction to net income, return on average assets and return on average equity in 2022, resulting from the aggregate of merger-related expenses and the provision for loan losses related to certain non-impaired loans acquired from Pioneer at a premium, were $17.0 million, 0.25%, and 2.46% respectively. The reduction to net income, return on average assets and return on average equity in 2021, resulting from merger-related expenses, were $2.6 million, 0.05%, and 0.50%, respectively.

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Financial Highlights

The following table sets forth certain financial highlights of FirstSun as of and for the year ended December 31,:

($ in thousands, except share and per share amounts)202220212020
Income Statement:
Net interest income$241,632$155,233$135,953
Taxable equivalent adjustment5,0595,7556,490
Net interest income - fully tax equivalent ("FTE") basis (non-GAAP) (3)$246,691$160,988$142,443
Provision for loan losses$18,050$3,000$23,100
Noninterest income$89,566$124,244$148,385
Noninterest expense$239,126$224,635$204,073
Net income$59,182$43,164$47,585
Per Common Share Data:
Weighted average diluted common shares23,838,47118,770,78518,475,538
Net income (basic)$2.55$2.36$2.60
Net income (diluted)$2.48$2.30$2.58
Cash dividends$$$
Dividend payout ratio%%%
Book value$31.08$28.56$26.51
Tangible common book value (non-GAAP) (3)$26.69$26.31$24.18
Performance Ratios:
Return on average assets0.88%0.79%1.02%
Return on average stockholders' equity8.55%8.37%10.20%
Return on tangible common equity (non-GAAP) (3)9.40%9.17%11.00%
Return on average tangible common equity (non-GAAP) (3)10.45%9.35%11.50%
Net interest margin3.87%3.00%3.10%
Efficiency ratio (1)72.20%80.38%71.77%
Net charge-offs (recoveries) to average loans outstanding(0.01)%0.09%0.11%
Allowance for loan losses to loans1.12%1.18%1.24%
Nonperforming loans to total loans (2)0.69%0.86%1.07%
Balance Sheet:
Total loans, excluding loans held-for-sale$5,911,832$4,037,123$3,846,357
Total assets$7,430,322$5,666,814$4,995,457
Total deposits$5,765,062$4,854,948$4,153,549
Total borrowed funds$724,120$109,458$138,773
Total stockholders' equity$774,536$524,038$485,787
Capital Ratios:
Total risk-based capital to risk-weighted assets11.99%11.76%12.19%
Tier 1 risk-based capital to risk-weighted assets9.94%9.70%9.87%
Common Equity Tier 1 (CET 1) to risk-weighted assets9.94%9.70%9.87%
Tier 1 leverage capital to average assets9.71%8.24%8.53%
Average equity to average assets10.28%9.43%10.01%
Tangible common equity to tangible assets (non-GAAP) (3)9.09%8.58%8.95%
Nonfinancial Data:
Full-time equivalent employees1,1491,0421,059
Banking branches725356
(1) The efficiency ratio is one measure of profitability in the banking industry. This ratio measures the cost of generating one dollar of revenue. That is, the ratio is designed to reflect the percentage of one dollar which must be expended to generate that dollar of revenue. We calculate this ratio by dividing noninterest expense by the sum of net interest income and noninterest income.
(2) Nonperforming loans include nonaccrual loans, accrual troubled debt restructurings (“TDR”), and accrual loans greater than 90 days past due.
(3) See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

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Non-GAAP Financial Measures and Reconciliations

The non-GAAP financial measures presented below are used by our management and our board of directors on a regular basis in addition to our GAAP results to facilitate the assessment of our financial performance. Management believes these non-GAAP financial measures enhance an investor’s understanding of our financial results by providing a meaningful basis for period-to-period comparisons, assisting in operating results analysis, and predicting future performance. This information supplements our GAAP reported results, and should not be viewed in isolation from, or as a substitute for, our GAAP results. Accordingly, this financial information should be read in conjunction with our consolidated financial statements and notes thereto for the year ended December 31, 2022, included elsewhere in this report. Non-GAAP financial measures exclude certain items that are included in the financial results presented in accordance with GAAP. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although these non-GAAP financial measures are frequently used by investors to evaluate a company, they have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP. These non-GAAP measures are not necessarily comparable to similar measures that may be represented by other companies.

The following table presents GAAP to non-GAAP reconciliations as of and for the year ended December 31,:

($ in thousands, except share and per share amounts)202220212020
Total loan growth, excluding acquired Pioneer loans as of April 1, 2022 and PPP loans:
Total loans (GAAP)$5,911,832$4,037,123$3,846,357
Less: Acquired loans at date of merger, net of purchase accounting adjustments(811,300)
Less: PPP loans(4,352)(66,749)(251,101)
Total loans, excluding acquired Pioneer loans and PPP loans (non-GAAP)$5,096,180$3,970,374$3,595,256
Total loan growth, excluding acquired Pioneer loans and PPP loans (non-GAAP)$1,125,806$375,118$506,546
Total loan growth, excluding acquired Pioneer loans and PPP loans (non-GAAP)28.4%10.4%16.4%
Tangible stockholders’ equity and tangible book value per common share:
Total stockholders' equity (GAAP)$774,536$524,038$485,787
Less: Goodwill and other intangible assets
Goodwill(93,483)(33,050)(33,050)
Other intangible assets(15,806)(8,250)(9,667)
Tangible stockholders' equity (non-GAAP)$665,247$482,738$443,070
Total common shares outstanding24,920,98418,346,28818,321,659
Tangible book value per common share (non-GAAP)$26.69$26.31$24.18
Return on tangible stockholders’ equity:
Net Income (GAAP)$59,182$43,164$47,585
Add: Intangible amortization, net of tax3,3301,1191,173
Tangible net income (non-GAAP)$62,512$44,283$48,758
Tangible stockholders’ equity (non-GAAP) (see above)$665,247$482,738$443,070
Return on tangible stockholders’ equity (non-GAAP)9.40%9.17%11.00%
Return on average tangible stockholders’ equity:
Tangible net income (non-GAAP) (see above)$62,512$44,283$48,758
Total average stockholders' equity (GAAP)$692,524$515,773$466,619
Less: Average goodwill and other intangible assets
Average goodwill(78,582)(33,050)(33,050)
Average other intangible assets(15,811)(8,964)(9,597)
Total average tangible stockholders' equity (non-GAAP)$598,131$473,759$423,972
Return on average tangible stockholders’ equity (non-GAAP)10.45%9.35%11.50%
Net interest margin - FTE basis:
Net interest income (GAAP)$241,632$155,233$135,953
Taxable equivalent adjustment5,0595,7556,490
Net interest income - FTE basis (non-GAAP)$246,691$160,988$142,443
Average earning assets$6,244,221$5,180,650$4,382,139
Net interest margin - FTE basis (non-GAAP)3.95%3.11%3.25%

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($ in thousands, except share and per share amounts)202220212020
Tangible stockholders’ equity to tangible assets:
Total assets (GAAP)$7,430,322$5,666,814$4,995,457
Less: Goodwill and other intangible assets
Goodwill(93,483)(33,050)(33,050)
Other intangible assets(15,806)(8,250)(9,667)
Total tangible assets (non-GAAP)$7,321,033$5,625,514$4,952,740
Tangible stockholders’ equity (non-GAAP) (see above)$665,247$482,738$443,070
Tangible stockholders’ equity to tangible assets (non-GAAP)9.09%8.58%8.95%
Net income excluding merger costs:
Net income (GAAP)$59,182$43,164$47,585
Add: Merger costs
Merger related expenses18,7513,085
Income tax effect on merger related expenses(4,083)(509)
Provision for loan loss on Pioneer loans marked at a premium2,884
Income tax effect on provision for loan loss on Pioneer loans marked at a premium(521)
Total merger costs17,0312,576
Net income excluding merger costs (non-GAAP)$76,213$45,740$47,585
Return on average total assets excluding merger costs:
Return on average total assets (ROAA) (GAAP)0.88%0.79%1.02%
Add: Impact of merger costs, net of tax0.25%0.05%%
ROAA excluding merger costs (non-GAAP)1.13%0.84%1.02%
Return on average stockholders’ equity excluding merger costs:
Return on average stockholders' equity (ROAE) (GAAP)8.55%8.37%10.20%
Add: Impact of merger costs, net of tax2.46%0.50%%
ROAE excluding merger costs (non-GAAP)11.01%8.87%10.20%
Efficiency ratio excluding merger related expenses:
Efficiency ratio (GAAP)72.20%80.38%71.77%
Less: Impact of merger related expenses5.66%1.11%%
Efficiency ratio excluding merger related expenses (non-GAAP)66.54%79.27%71.77%
Diluted earnings per share excluding merger costs:
Diluted earnings per share (GAAP)$2.48$2.30$2.58
Add: Impact of merger costs, net of tax0.720.14
Diluted earnings per share excluding merger costs (non-GAAP)$3.20$2.44$2.58

Segments

Our operations are conducted through two operating segments: Banking and Mortgage Operations. We also allocate certain expenses to Corporate, which is not an operating segment. The operating segments have been determined based on the products and services we offer and reflect the manner in which our financial information is currently evaluated by management. Each of the operating segments is complementary to each other and because of the interrelationship of the segments, the information presented is not indicative of how the segments would perform if they operated as independent entities. For additional information on our segments, see Note 23 - Segment Information included in our audited consolidated financial statements included elsewhere in this report.

Comparison of fiscal years 2022 and 2021

Banking

Income before income taxes increased $53.7 million to $88.5 million in 2022, from $34.8 million in 2021. The period over period increase was primarily driven by an increase in net interest income and to a lesser extent noninterest income, partially offset by an increase in provision for loan losses and noninterest expense. Net interest income increased $89.3 million to $241.8 million in 2022 compared to $152.5 million in 2021. The increase in net interest income was primarily due to organic growth in our loan portfolios, an increase in interest earning assets resulting from the Pioneer Merger, and an increase in net interest margin. Noninterest expense increased $28.9 million to $178.8 million in 2022, compared to $149.9 million in 2021. The increase in noninterest expense was primarily due to $18.8 million ($0.62 diluted earnings per share) in merger-related expenses resulting from the Pioneer Merger. Provision for loan losses increased $11.5 million to

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$14.8 million in 2022 compared to $3.2 million in 2021. The increase in the provision for loan losses was attributed to both organic loan growth and provision recorded on Pioneer loans acquired at a premium. Due to the premium on certain of the loans, a provision for loan losses was required; however, it was not due to credit deterioration since closing of the Pioneer Merger. Identifiable assets for our Banking segment grew by $1.6 billion to $6.6 billion at December 31, 2022 from $5.1 billion at December 31, 2021. The growth in identifiable assets was primarily driven by organic growth in our loan portfolios and the assets acquired in the Pioneer Merger.

Mortgage Operations

Income (loss) before income taxes decreased to $(4.6) million in 2022, compared to income of $25.4 million in 2021, primarily due to a decrease in mortgage banking services revenue, net of $39.5 million, partially offset by a $17.1 million decrease in salary and employee benefits expenses from the decline in mortgage loan originations. Overall gains on sale of mortgage loans declined as a result of the decline in origination activity, continued margin compression, and a decline in the rate lock pipeline volume and valuation due to rising interest rates. The increase in income related to our MSRs was primarily the result of changes in market interest rates leading to lower prepayment rates and our corresponding hedging positions. Total loan originations for sale were $1.1 billion in 2022, a decline of $0.7 billion from $1.7 billion in 2021.

Critical Accounting Estimates

Our consolidated financial statements are prepared based on the application of accounting policies in accordance with U.S. generally accepted accounting principles, and follow general practices within the banking industry.

Certain policies inherently have a greater reliance on the use of estimates, assumptions and 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 the allowance for loan losses and fair value measurements to be the accounting areas that require the use of critical accounting estimates as these policies require the most subjective or complex judgments and, as such, could be most subject to revision as new or additional information becomes available or circumstances change, including overall changes in the economic climate and/or market interest rates. Changes in underlying factors, estimates, assumptions or judgements could have a material impact on our future financial condition and results of operations.

These critical accounting estimates and their application are reviewed at least annually by our audit committee. The following is a description of our critical accounting estimates and an explanation of the methods and assumptions underlying their application.

Allowance for Loan Losses - The allowance for loan losses is a valuation allowance for probable incurred credit losses and represents management's estimate of incurred losses in our loan portfolio as of the balance sheet date.

Management’s estimate of the allowance for loan losses includes both specific and general components. Management estimates the allowance balance required and necessary provision for loan losses expense using past loan loss experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, current economic conditions, and other factors which, in the opinion of management, deserve current recognition. Further information on the allowance for loan losses is presented within “Part II, Item 8. Financial Statements,” Notes 1 and 4 to the consolidated financial statements.

The allowance for loan losses may be materially affected by qualitative factors, especially during periods of economic uncertainty, for items not reflected in the loss calculation, but which are deemed appropriate by management's current assessment of the risks related to the loan portfolio and/or external factors. Such qualitative factors may include changes in our loan portfolio composition and credit concentrations, changes in the balances and/or trends in asset quality and/or loan credit performance, changes in lending underwriting standards, the effect of other external factors such as significant unique events or conditions, and actual change in economic conditions, real estate values, and/or other economic developments. The qualitative factors applied at December 31, 2022, and the importance and levels of the qualitative factors applied, may change in future periods depending on the level of changes to items such as the uncertainty of economic conditions and management's assessment of the level of credit risk within the loan portfolio as a result of such changes, compared to the amount of the allowance for loan losses currently calculated by management. The evaluation of qualitative factors is inherently imprecise and requires significant management judgment.

While management utilizes its best judgment and information available, the adequacy of the allowance for loan losses is determined by certain factors outside of our control, such as the performance of our portfolios, changes in the economic environment including economic uncertainty, changes in interest rates, and the view of the regulatory authorities toward classification of assets and the level of allowance for loan losses. Additionally, the level of the allowance for loan losses

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may fluctuate based on the balance and mix of the loan portfolio. If actual results differ significantly from our assumptions, our allowance for loan losses may not be sufficient to cover incurred losses in our loan portfolio, resulting in additions to our allowance for loan losses and an increase in the provision for loan losses.

Additionally, as an “emerging growth company” under Section 107 of the JOBS Act, we have not been required to adopt ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) (CECL). As such, our allowance for loan losses may not be comparable to other public financial institutions that have adopted CECL.

Fair Value Measurements - We use fair value measurements to record fair value adjustments to certain financial instruments and to determine fair value disclosures in accordance with Accounting Standards Codification (“ASC”) 820 and ASC 825. We group our financial instruments at fair value in three levels based on the markets in which the instruments are traded and the reliability of the assumptions used to determine fair value, with Level 1 (quoted prices for identical assets in an active market) being considered the most reliable, and Level 3 having the most unobservable inputs and therefore being considered the least reliable. We base our fair values on the price that would be received from the sale of an asset in an orderly transaction between market participants at the measurement date. We maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

Our available-for-sale (“AFS”) securities are measured at fair value on a recurring basis. Changes in the fair value of AFS securities, not related to credit loss, are recorded, net of tax, as accumulated other comprehensive income (AOCI) in stockholders' equity. We primarily use prices obtained from third-party pricing services to determine the fair value of our AFS securities. Various modeling techniques are used to determine pricing for our securities, including option pricing, discounted cash flow models, and similar techniques. The inputs to these models may include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers and reference data. All AFS securities are classified as Level 1 or Level 2 in the valuation hierarchy.

Our loans held-for-sale represent mortgage loans originated and intended for sale in the secondary market. These loans are recorded on a recurring fair value basis. The estimated fair value of these loans held-for-sale is generally based on sale, exchange, or dealer market prices and are classified within Level 2 of the valuation hierarchy.

Our mortgage servicing rights (MSRs) are measured at fair value on a recurring basis. We estimate the fair value of our MSRs using a process that utilizes a discounted cash flow model and analysis of current market data to arrive at the estimate. The cash flow assumptions and prepayment assumptions used in the model are based on numerous factors, with the key assumptions being mortgage prepayment speeds, discount rates and cost to service. The change of any of these key assumptions due to market conditions or other factors could materially affect the fair value of our MSRs. We also utilize a third party consulting firm to assist us with the valuation. Because of the nature of the valuation inputs, we classify the valuation of our MSRs as Level 3 in the valuation hierarchy.

Our derivative financial instruments are measured at fair value on a recurring basis. These derivative instruments are generally valued based on quoted prices for similar assets in an active market with inputs that are observable, exchange prices or dealer market prices and are classified within Level 2 of the valuation hierarchy. Further information on our derivative and hedging activities is presented in “Part II, Item 8. Financial Statements,” Notes 1 and 8 to the consolidated financial statements.

We did not have any other financial instruments that were measured at fair value on a recurring basis at December 31, 2022.

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Results of Operations

Comparison of fiscal years 2022 and 2021

The follow table sets forth our results of operations as of and for the year ended December 31,:

($ in thousands, except per share amounts)202220212020
Net interest income$241,632$155,233$135,953
Provision for loan losses18,0503,00023,100
Noninterest income89,566124,244148,385
Noninterest expense239,126224,635204,073
Income before income taxes74,02251,84257,165
Provision for income taxes14,8408,6789,580
Net income59,18243,16447,585
Diluted earnings per share$2.48$2.30$2.58
Return on average assets0.88%0.79%1.02%
Return on average stockholders' equity8.55%8.37%10.20%
Net interest margin3.87%3.00%3.10%
Net interest margin (FTE basis) (1)3.95%3.11%3.25%
Efficiency ratio72.20%80.38%71.77%
Fee revenue to total revenue27.0%44.5%52.2%
(1) See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

General

Our results of operations depend significantly on net interest income, which is the difference between interest income on interest-earning assets, consisting primarily of interest income on loans and investment securities and interest expense on interest-bearing liabilities, consisting primarily of deposits and borrowings. Our results of operations are also dependent on our generation of noninterest income, consisting primarily of income from mortgage banking services, service charges on deposit accounts, trust and investment advisory fees and credit and debit card fees. Other factors contributing to our results of operations include our provisions for loan losses, income taxes, and noninterest expenses, such as salaries and employee benefits, occupancy and equipment, amortization of intangible assets and other operating costs.

Net Interest Income

Net interest income, representing interest income less interest expense, is a significant contributor to our revenues and earnings. We generate interest income from interest and dividends on interest-earning assets, which are principally comprised of loans and investment securities. We incur interest expense from interest owed or paid on interest-bearing liabilities, including interest-bearing deposits, FHLB advances and other borrowings. Net interest income and margin are shaped by the characteristics of the underlying products, including volume, term and structure of each product. We measure and monitor yields on our loans and other interest-earning assets, the costs of our deposits and other funding sources, our net interest spread and our net interest margin. Net interest spread is the difference between rates earned on interest-earning assets and rates paid on interest-bearing liabilities. Net interest margin is calculated as net interest income divided by average interest-earning assets.

Interest earned on our loan portfolio is the largest component of our interest income. Our loan portfolios are presented at the principal amount outstanding net of deferred origination fees and unamortized discounts and premiums. Interest income is recognized based on the principal balance outstanding and the stated rate of the loan. Loan origination fees and certain direct origination costs are capitalized and recognized as an adjustment of the yield on the related loan. Loans acquired through acquisition are initially recorded at fair value. Discounts or premiums created when the loans were recorded at their estimated fair values at acquisition are accreted or amortized over the remaining term of the loan as an adjustment to the related loan’s yield.

Our net interest income can be significantly influenced by a variety of factors, including overall loan demand, economic conditions, credit risk, the amount of non-earning assets including nonperforming loans and OREO, the amounts of and rates at which assets and liabilities reprice, variances in prepayment of loans and securities, exercise of call options on borrowings or securities, a general rise or decline in interest rates, changes in the slope of the yield-curve, and balance sheet growth or contraction.

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Our net interest income was $241.6 million for the year ended December 31, 2022, an increase of $86.4 million, or 55.7%, from 2021. Interest income on loans held-for-investment increased by $89.4 million for the year ended December 31, 2022, from 2021. Interest income on investment securities increased by $5.2 million for the year ended December 31, 2022, from 2021. Interest expense from total interest-bearing liabilities increased by $11.1 million for the year ended December 31, 2022, from 2021.

Total average loans held-for-investment grew to $5.2 billion at December 31, 2022, an increase of $1.4 billion, compared to December 31, 2021, primarily due to organic growth in our loan portfolios and the Pioneer Merger. Yield on loans held-for-investment increased 64 basis points for the year ended December 31, 2022, from 2021, primarily due to the rising interest rate environment and its impact on variable rate loans in the loan portfolio and higher yields on new originations.

Average interest-bearing liabilities increased $0.6 billion, or 17.9%, for the year ended December 31, 2022, from 2021. Average interest-bearing deposits increased $0.5 billion, or 15.7%, for the year ended December 31, 2022, from 2021, inclusive of the deposits acquired from the Pioneer Merger, and was the primary driver of the growth in average interest-bearing liabilities.

Our net interest margin was 3.87% for the year ended December 31, 2022, compared to 3.00% in 2021, an increase of 87 basis points. We experienced a 100 basis points increase in yield from earning assets and our total cost of funds increased by 13 basis points from 2021. We have not experienced as significant an increase in our cost of funds in this rising interest rate environment as we have seen in growth in earning asset yield, however, we do expect our cost of funds to continue to rise in 2023.

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The following tables set forth information related to our average balance sheet, average yields on assets, and average costs of liabilities for the periods presented. We derived these yields by dividing income or expense by the average balance of the corresponding assets or liabilities. We derived average balances from the daily balances throughout the periods indicated.

As of and for the year ended December 31,:

202220212020
(In thousands)Average BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/Rate
Interest Earning Assets
Loans held-for-sale$59,915$3,3135.53%$125,808$4,0513.22%$121,941$3,8423.15%
Loans held-for-investment (1)5,156,297244,6754.75%3,780,650155,2524.11%3,525,837141,4134.01%
Investment securities605,11913,1852.18%531,8037,9791.50%555,03010,1001.82%
Interest-bearing cash and other assets422,8905,6441.33%742,3892,0720.28%179,3311,4820.83%
Total earning assets6,244,221266,8174.27%5,180,650169,3543.27%4,382,139156,8373.58%
Other assets494,065288,617279,806
Total assets$6,738,286$5,469,267$4,661,945
Interest-bearing liabilities
Demand and NOW deposits$214,516$1,7750.83%$254,679$7560.30%$205,557$1,0190.50%
Savings deposits496,1317990.16%455,4514600.10%380,8397030.19%
Money market deposits2,528,3086,7700.27%2,208,4984,2920.19%1,801,8096,6350.37%
Certificates of deposits536,3253,8100.71%344,2243,0360.88%488,5757,2851.49%
Total deposits3,775,28013,1540.35%3,262,8528,5440.26%2,876,78015,6420.54%
Repurchase agreements54,3351190.22%125,867590.05%116,0741570.14%
Total deposits and repurchase agreements3,829,61513,2730.35%3,388,7198,6030.25%2,992,85415,7990.53%
FHLB borrowings215,1666,2212.89%42,5279092.14%89,8611,6581.84%
Other long-term borrowings82,1115,6916.93%68,9184,6096.69%51,0913,4276.71%
Total interest-bearing liabilities4,126,89225,1850.61%3,500,16414,1210.40%3,133,80620,8840.67%
Noninterest-bearing deposits1,835,5781,376,968978,092
Other liabilities83,29276,36283,427
Stockholders’ equity692,524515,773466,620
Total liabilities and stockholders’ equity$6,738,286$5,469,267$4,661,945
Net interest income$241,632$155,233$135,953
Net interest spread3.66%2.87%2.91%
Net interest margin3.87%3.00%3.10%
Net interest margin (on a FTE basis) (2)3.95%3.11%3.25%
(1) Includes nonaccrual loans.
(2) See section entitled “Non-GAAP Financial Measures and Reconciliations” for information regarding these non-GAAP financial measures and a reconciliation to the most comparable GAAP equivalent.

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Rate-Volume Analysis

The tables below present the effect of volume and rate changes on interest income and expense. Changes in volume are changes in the average balance multiplied by the previous period’s average rate. Changes in rate are changes in the average rate multiplied by the average balance from the current period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.

For the year ended December 31,For the year ended December 31,
2022 Versus 2021 Increase (Decrease) Due to:2021 Versus 2020 Increase (Decrease) Due to:
(In thousands)RateVolumeTotalRateVolumeTotal
Interest Earning Assets
Loans held-for-sale$1,384$(2,122)$(738)$87$122$209
Loans held-for-investment32,93256,49189,4233,61910,22013,839
Investment securities4,1061,1005,206(1,699)(422)(2,121)
Interest-bearing cash4,464(892)3,572(4,063)4,653590
Total earning assets42,88654,57797,463(2,056)14,57312,517
Interest-bearing liabilities
Demand and NOW deposits1,138(119)1,019(506)244(262)
Savings deposits29841339(418)144(274)
Money market deposits1,8576212,478(3,804)1,491(2,313)
Certificates of deposits(920)1,694774(2,096)(2,153)(4,249)
Total deposits2,3732,2374,610(6,824)(274)(7,098)
Repurchase agreements93(33)60(111)13(98)
Total deposits and repurchase agreements2,4662,2044,670(6,935)(261)(7,196)
FHLB borrowings1,6213,6915,312124(873)(749)
Other long-term borrowings2008821,082(15)1,1971,182
Total interest-bearing liabilities4,2876,77711,064(6,826)63(6,763)
Net interest income$38,599$47,800$86,399$4,770$14,510$19,280

Provision for Loan Losses

We established an allowance for loan losses through a provision for loan losses charged as an expense in our consolidated statements of income. The provision for loan losses is the amount of expense that, based on our judgment, is required to maintain the allowance for loan losses at an adequate level to absorb probable losses incurred in the loan portfolio at the balance sheet date and that, in management’s judgment, is appropriate under GAAP. Our determination of the amount of the allowance for loan losses and corresponding provision for loan losses considers ongoing evaluations of the credit quality and level of credit risk inherent in our loan portfolio, levels of nonperforming loans and charge-offs, statistical trends and economic and other relevant factors. The allowance for loan losses is increased by the provision for loan losses and is decreased by charge-offs, net of recoveries on prior loan charge-offs.

We had a provision for loan losses of $18.1 million for the year ended December 31, 2022, compared to a provision for loan losses of $3.0 million for 2021. The increase in the provision for loan losses was due to several factors, including greater organic growth in the loan portfolio, loans acquired in the Pioneer Merger, and a provision required on certain non-impaired loans acquired at a premium upon the closing of the Pioneer Merger. The provision on the loans acquired at a premium was $2.9 million ($0.10 diluted earnings per share) during the year ended December 31, 2022. The 2021 provision was impacted by favorable changes in certain environmental factors as a result of improved economic conditions as the impact of the COVID-19 pandemic continued to subside.

For a further discussion of the allowance for loan losses, refer to the “Allowance for Loan Losses” section of this financial review.

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Noninterest Income

The following table presents noninterest income for the year ended December 31,:

(In thousands)202220212020
Service charges on deposit accounts$18,211$12,504$9,630
Credit and debit card fees11,5119,5967,994
Trust and investment advisory fees6,8067,7955,201
Income from mortgage banking services, net46,28586,410122,174
Other6,7537,9393,386
Total noninterest income$89,566$124,244$148,385

Our noninterest income decreased $34.7 million to $89.6 million for the year ended December 31, 2022 from $124.2 million in 2021, primarily due to a decrease in income from mortgage banking services.

Service charges on deposit accounts includes overdraft and non-sufficient funds charges, treasury management services provided to our business customers, and other maintenance fees on deposit accounts. For the year ended December 31, 2022, service charges on deposit accounts increased $5.7 million, from 2021, primarily due to higher average deposits, changes made in the second half of 2021 to our deposit product offerings as well as increased treasury management service revenue compared to 2021.

Credit and debit card fees represent interchange income from credit and debit card activity and referral fees earned from processing fees on card transactions by our business customers. Credit and debit card fees increased $1.9 million for the year ended December 31, 2022 compared to 2021, primarily due to increased card transaction volumes.

Trust and investment advisory fees represent fees we receive in connection with our investment advisory and custodial management services of investment accounts. Trust and investment advisory fees decreased $1.0 million for the year ended December 31, 2022 compared to 2021 as assets under management declined.

The components of income from mortgage banking services were as follows for the year ended December 31,:

(In thousands)202220212020
Net sale gains and fees from mortgage loan originations including loans held-for-sale changes in fair value and hedging$18,924$63,468$94,001
Mortgage servicing income15,08812,5259,798
MSR capitalization and changes in fair value, net of derivative activity12,27310,41718,375
Income from mortgage banking services, net$46,285$86,410$122,174

For the year ended December 31, 2022, income from mortgage banking services decreased $40.1 million, compared to 2021, primarily due to a decline in revenue related to net sale gains and fees from mortgage loan originations, including fair value changes in the held-for-sale portfolio and hedging activity, which decreased $44.5 million for the year ended December 31, 2022, compared to 2021. Total loan originations for sale were $1.1 billion for the year ended December 31, 2022, a decline of $0.7 billion from $1.7 billion in 2021. We retain servicing rights on the majority of mortgage loans that we sell, which drove the increase in servicing income of $2.6 million to $15.1 million for the year ended December 31, 2022, from $12.5 million for 2021. MSR capitalization and changes in fair value, net of derivative activity, increased $1.9 million for the year ended December 31, 2022, compared to 2021. The increase in revenue related to our MSRs was primarily the result of changes in market interest rates and our corresponding hedging positions. We recognize fair value adjustments to our MSR asset, which includes changes in assumptions to the valuation model and pay-offs and pay-downs of the MSR portfolio. We also maintain a hedging strategy to manage a portion of the risk associated with changes in the fair value of our MSR portfolio. Changes in fair value of the derivative instruments used to economically hedge the MSRs are also included as a component of income from mortgage banking services. Due to a number of factors, including rising interest rates, low inventory in the housing market, lower refinance volumes and a decrease in margin on loans sales, we do not expect revenue from mortgage banking activities to continue at levels seen in the prior years, which will reduce the amount of income from mortgage banking services, net recorded in future periods in comparison to prior years.

Other noninterest income decreased $1.2 million for the year ended December 31, 2022 compared to 2021, primarily due to a decrease in the fair value of investments related to our deferred compensation plan.

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Noninterest Expense

The following table presents noninterest expense for the year ended December 31,:

(In thousands)202220212020
Salary and employee benefits$134,359$151,926$139,980
Occupancy and equipment30,50926,56526,716
Amortization of intangible assets4,2151,4171,485
Merger related expenses18,7513,085
Other51,29241,64235,892
Total noninterest expenses$239,126$224,635$204,073

Our noninterest expenses increased $14.5 million to $239.1 million for the year ended December 31, 2022, from $224.6 million for 2021. The increase is primarily due to increases of $15.7 million in merger related expenses and $9.7 million in other expenses, partially offset by a decrease of $17.6 million in salary and employee benefits.

We incurred merger related expenses of $18.8 million ($0.62 per diluted share) for the year ended December 31, 2022, an increase of $15.7 million, from $3.1 million ($0.14 per diluted share) for 2021, related to our merger with Pioneer that was completed on April 1, 2022.

Other expenses increased $9.7 million for the year ended December 31, 2022, compared to 2021. This increase was primarily caused by a $1.2 million increase in travel and entertainment expenses as we continue to move away from limitations related to the COVID-19 pandemic, a $1.5 million increase to FDIC insurance costs due to organic growth and growth resulting from the Pioneer Merger and the Small Bank FDIC Assessment Credit was fully utilized in 2021, a $1.6 million increase in data processing expenses primarily due to organic growth and growth resulting from the Pioneer Merger, and a $2.4 million increase in professional services expenses as a result of the Pioneer Merger.

The decrease in our salary and employee benefits expense for the year ended December 31, 2022, compared to 2021, was driven by the decrease in commissions paid to our mortgage loan officers related to decreased mortgage origination activity during 2022.

Income Taxes

We had income tax expense for the year ended December 31, 2022 of $14.8 million, compared to $8.7 million in 2021. The increase in income tax expense was primarily due to our increased income during 2022. Our effective tax rate was 20.0% for the year ended December 31, 2022, compared to 16.7% in 2021.

Financial Condition

Balance Sheet

Our total assets were $7.4 billion at December 31, 2022, compared to $5.7 billion at December 31, 2021. Our total loans held-for-investment, net of deferred fees, costs, premiums and discounts were $5.9 billion at December 31, 2022, an increase of $1.9 billion from 2021, which was due to organic growth and the Pioneer Merger.

Investment Securities

Our securities portfolio is used to make various term investments, maintain a source of liquidity and serve as collateral for certain types of deposits and borrowings. We manage our investment portfolio according to written investment policies approved by our board of directors. Investment in our securities portfolio may change over time based on our funding needs and interest rate risk management objectives. Our liquidity levels take into account anticipated future cash flows and other available sources of funds, and are maintained at levels that we believe are appropriate to provide the necessary flexibility to meet our anticipated funding requirements.

Our investment securities portfolio consists of securities classified as available-for-sale and held-to-maturity. There were no trading securities in our investment portfolio as of December 31, 2022 and 2021. All available-for sale securities are carried at fair value and may be used for liquidity purposes should management consider it to be in our best interest.

Our securities available-for-sale decreased by $35.5 million to $537.0 million at December 31, 2022, compared to December 31, 2021. The decrease was due to unrealized losses resulting from the rising interest rate environment, partially

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offset by securities acquired in the Pioneer Merger. Securities held-to-maturity increased $20.9 million to $38.9 million at December 31, 2022, compared to December 31, 2021, due to the securities held-to-maturity acquired in the Pioneer Merger.

The following table is a summary of our investment portfolio as of December 31,:

20222021
(In thousands)Carrying Amount% of PortfolioCarrying Amount% of Portfolio
Available-for-sale:
U.S. treasury$56,64910.5%$35,1856.1%
U.S. agency2,8340.5%5,9191.0%
Obligations of states and political subdivisions24,8994.6%3,7890.7%
Mortgage backed - residential116,13521.6%138,67724.2%
Collateralized mortgage obligations204,26538.1%235,78441.2%
Mortgage backed - commercial117,33621.9%153,14726.8%
Other debt14,8552.8%%
Total available-for-sale$536,973100%$572,501100%
Held-to-maturity:
U.S. agency%%
Obligations of states and political subdivisions25,37865.2%7164.0%
Mortgage backed - residential8,70522.4%10,75059.7%
Collateralized mortgage obligations4,81812.4%6,54136.3%
Total held-to-maturity$38,901100%$18,007100%

The following tables show the weighted average yield to average life of each category of investment securities as of December 31, 2022:

(In thousands)One year or lessOne to five yearsFive to ten yearsAfter ten years
Carrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage Yield
Available-for-sale:
U.S. treasury$3,4241.34%$22,2781.89%$30,9471.29%$%
U.S. agency%1,6774.68%9294.21%2285.02%
Obligations of states and political subdivisions%%6,9063.29%17,9933.00%
Mortgage backed - residential5590.03%36,9942.22%48,0251.89%30,5572.32%
Collateralized mortgage obligations2,0492.43%59,3574.02%120,7972.63%22,0622.41%
Mortgage backed - commercial1,5072.68%39,4663.49%74,4492.21%1,9142.95%
Other debt%%12,1042.83%2,7513.78%
Total available-for-sale$7,5391.80%$159,7723.18%$294,1572.29%$75,5052.59%
Held-to-maturity:
Obligations of states and political subdivisions$%$1,0362.05%$%$24,3423.52%
Mortgage backed - residential%5,9962.45%215.96%2,6883.21%
Collateralized mortgage obligations%2,5472.43%2,2713.10%%
Total held-to-maturity$%$9,5792.40%$2,2923.13%$27,0303.49%

We had no securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’ equity.

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Loans

Our loan portfolio represents a broad range of borrowers primarily in our markets in Texas, Kansas, Colorado, New Mexico and Arizona, comprised of commercial, commercial real estate, residential real estate and consumer financing loans. We have a diversified portfolio across a variety of industries, and the portfolio is generally centered in the states in which we have branch offices.

Total loans, net of deferred origination fees, premiums and discounts, as of December 31, 2022 and 2021 were $5.9 billion and $4.0 billion, respectively. The commercial loan portfolio included PPP loans outstanding of $4.4 million and $66.7 million at December 31, 2022 and 2021, respectively.

The following table sets forth the composition of our loan portfolio, as of December 31,:

20222021
(In thousands)Amount% of total loansAmount% of total loans
Commercial$3,019,61051.1%$2,407,88859.6%
Commercial real estate1,743,63529.5%1,174,24229.1%
Residential real estate1,105,99918.7%437,01710.8%
Consumer42,5880.7%17,9760.5%
Total loans$5,911,832100%$4,037,123100%

Commercial loans include commercial and industrial loans to commercial and agricultural customers for use in normal business operations to finance working capital needs, equipment and inventory purchases, and other expansion projects. Commercial and industrial loans also include our specialty lending verticals such as public finance offerings to our charter school and municipal based customers, asset based lending and structured finance products as well as our healthcare, SBA and other small business lending products. These loans are made primarily in our market areas and are underwritten on the basis of the borrower’s ability to service the debt from revenue, and are generally extended under our normal credit standards, controls and monitoring systems.

Commercial real estate loans include owner occupied and non-owner occupied commercial real estate mortgage loans to operating commercial and agricultural businesses, and include both loans for long-term financing of land and buildings and loans made for the initial development or construction of a commercial real estate project.

Residential real estate loans represent loans to consumers collateralized by a mortgage on a residence and include purchase money, refinancing, secondary mortgages, and home equity loans and lines of credit.

Consumer loans include direct consumer installment loans, credit card accounts, overdrafts and other revolving loans.

We have originated loans to qualified small businesses under the PPP administered by the SBA under the provisions of the CARES Act. Loans covered by the PPP may be eligible for loan forgiveness for certain costs incurred related to payroll, group health care benefit costs and qualifying mortgage, rent and utility payments. The remaining loan balance after forgiveness of any amounts is expected to be fully guaranteed by the SBA. PPP loans, which are included in our commercial loan portfolio, were $4.4 million and $66.7 million at December 31, 2022 and December 31, 2021, respectively.

For the year ended December 31, 2022, we recognized $1.9 million in PPP loan related deferred processing fees (net of amortization of related deferred origination costs) as a yield adjustment and this amount is included in interest income on loans as compared to $6.2 million in 2021.

Maturities and Sensitivity of Loans to Changes in Interest Rates

The information in the following tables is based on the contractual maturities of individual loans, including loans that may be subject to renewal at their contractual maturity. Renewal of these loans is subject to review and credit approval, as well as modification of terms upon maturity. Actual repayments of loans may differ from the maturities reflected below because

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borrowers have the right to prepay obligations with or without prepayment penalties. The following tables summarize the loan maturity distribution by type and related interest rate characteristics as of December 31, 2022:

(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotal
Commercial$268,257$1,819,543$731,239$200,571$3,019,610
Commercial real estate149,045971,420556,75166,4191,743,635
Residential real estate104,335134,870121,337745,4571,105,999
Consumer9,5829,21023,49530142,588
Total loans$531,219$2,935,043$1,432,822$1,012,748$5,911,832
(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotalTotal Loans Maturing After 1 Year
Loans maturing with:
Fixed interest rates
Commercial$70,190$836,377$628,118$171,808$1,706,493$1,636,303
Commercial real estate80,059591,380172,1131,300844,852764,793
Residential real estate71,41795,15079,174328,010573,751502,334
Consumer6,4728,25123,49538,21831,746
Total fixed interest rate loans$228,138$1,531,158$902,900$501,118$3,163,314$2,935,176
Floating or adjustable interest rates
Commercial$198,067$983,166$103,121$28,763$1,313,117$1,115,050
Commercial real estate68,986380,040384,63865,119898,783829,797
Residential real estate32,91839,72042,163417,447532,248499,330
Consumer3,1109593014,3701,260
Total floating or adjustable interest rate loans$303,081$1,403,885$529,922$511,630$2,748,518$2,445,437
Total loans$531,219$2,935,043$1,432,822$1,012,748$5,911,832$5,380,613

Allowance for Loan Losses

We maintain the allowance for loan losses at a level we believe is sufficient to absorb probable incurred losses in our loan portfolio given the conditions at the time. Events that are not within our control, such as changes in economic factors, could change subsequent to the reporting date and could cause increases or decreases to the allowance. The amount of the allowance is affected by loan charge-offs, which decrease the allowance; recoveries on loans previously charged off, which increase the allowance; and the provision for loan losses charged to earnings, which increases the allowance.

In determining the provision for loan losses, management monitors fluctuations in the allowance resulting from actual charge-offs and recoveries and reviews the size and composition of the loan portfolio in light of current and anticipated economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as events change.

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The following table presents, by loan type, the changes in the allowance for loan losses for the year ended December 31,:

(In thousands)202220212020
Balance, beginning of period$47,547$47,766$28,546
Loan charge-offs:
Commercial(2,321)(4,296)(4,064)
Commercial real estate(375)(581)
Residential real estate(122)(42)(39)
Consumer(144)(148)(216)
Total loan charge-offs(2,587)(4,861)(4,900)
Recoveries of loans previously charged-off:
Commercial2,2361,547585
Commercial real estate38828272
Residential real estate22124115
Consumer624348
Total loan recoveries2,9071,6421,020
Net recoveries (charge-offs)320(3,219)(3,880)
Provision for loan losses18,0503,00023,100
Balance, end of period$65,917$47,547$47,766
Allowance for loan losses to total loans1.12%1.18%1.24%
Ratio of net charge-offs (recoveries) to average loans outstanding(0.01)%0.09%0.11%

The following table presents net charge-offs (recoveries) to average loans outstanding by loan category for the year ended December 31,:

(In thousands)202220212020
Commercial%0.12%0.19%
Commercial real estate(0.03)%0.03%0.03%
Residential real estate(0.01)%%(0.01)%
Consumer0.21%0.65%1.00%

Allocation of Allowance for Loan Losses

The following table presents the allocation of the allowance for loan losses by category and the percentage of the allocation of the allowance for loan losses by category to total loans listed as of December 31,:

20222021
(In thousands)Allowance Amount% of loans in each category to total loansAllowance Amount% of loans in each category to total loans
Commercial$42,84751.1%$33,27759.6%
Commercial real estate19,36929.5%12,89929.1%
Residential real estate3,34918.7%1,13610.8%
Consumer3520.7%2350.5%
Total$65,917100%$47,547100%

Nonperforming Assets

We have established policies and procedures to guide us in originating, monitoring and maintaining the credit quality of our loan portfolio. These policies and procedures are expected to be followed by our bankers and underwriters and exceptions to these policies require elevated levels of approval and are reported to our board of directors.

Nonperforming assets include all loans categorized as nonaccrual, loans identified as a troubled debt restructuring (“TDR”), accrual loans greater than 90 days past due, and other real estate owned and other repossessed assets. The accrual of interest on loans is discontinued, or the loan is placed on nonaccrual, when the full collection of principal and interest is in doubt. We do not generally accrue interest on loans that are 90 days or more past due. When a loan is placed on nonaccrual, previously accrued but unpaid interest is reversed and charged against interest income and future accruals of

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interest are discontinued. Payments by borrowers for loans on nonaccrual are applied to loan principal. Loans are returned to accrual status when, in our judgment, the borrower’s ability to satisfy principal and interest obligations under the loan agreement has improved sufficiently to reasonably assure recovery of principal and the borrower has demonstrated a sustained period of repayment performance.

A loan is identified as a TDR, when we, for economic or legal reasons related to the borrower’s financial difficulties, grant a concession to the borrower. The concessions may be granted in various forms including interest rate reductions, principal forgiveness, extension of maturity date, waiver or deferral of payments and other actions intended to minimize potential losses. Generally, a nonaccrual loan that is restructured remains on nonaccrual status for a period of no less than six months to demonstrate that the borrower can meet the restructured terms. However, the borrower’s performance prior to the restructuring or other significant events at the time of restructuring may be considered in assessing whether the borrower can meet the new terms and may result in the loan being returned to accrual status after a shorter performance period. If the borrower’s performance under the new terms is not reasonably assured, the loan remains classified as a nonaccrual loan.

The following table sets forth our nonperforming assets as of December 31,:

(In thousands)20222021
Nonaccrual loans:
Commercial$9,965$16,492
Commercial real estate8,2834,781
Residential real estate10,6286,052
Consumer932
Total nonaccrual loans28,96927,327
Accrual TDRs11,8436,450
Accrual loans greater than 90 days past due981,061
Total nonperforming loans40,91034,838
Other real estate owned and foreclosed assets, net6,3585,487
Total nonperforming assets$47,268$40,325
Nonaccrual loans to total loans0.49%0.68%
Nonperforming loans to total loans (1)0.69%0.86%
Nonperforming assets to total assets (1)0.64%0.71%
Allowance for loan losses to nonaccrual loans227.54%173.99%
(1) Nonperforming loans include nonaccrual loans, accrual TDR’s, and accrual loans greater than 90 days past due.

Deposits

Deposits represent our primary source of funds. We are focused on growing our core deposits through relationship-based banking with our business and consumer clients. Total deposits increased by $0.9 billion to $5.8 billion at December 31, 2022, compared to December 31, 2021. Deposit growth over this period occurred primarily in our Texas markets, generally due to our acquisition of Pioneer, resulting in $1.2 billion of deposits recorded as of April 1, 2022, net of purchase accounting adjustments.

The following table sets forth the average balance amounts and the average rates paid on deposits held by us for the year ended December 31,:

20222021
(Dollars in thousands)Average BalanceAverage Rate PaidAverage BalanceAverage Rate Paid
Noninterest-bearing demand deposit accounts$1,835,578%$1,376,968%
Interest-bearing deposit accounts:
Interest-bearing demand accounts171,0090.96%186,4320.20%
Savings accounts and money market accounts3,024,4390.25%2,663,9490.18%
NOW accounts43,5070.32%68,2470.55%
Certificate of deposit accounts536,3250.71%344,2240.88%
Total interest-bearing deposit accounts3,775,2800.35%3,262,8520.26%
Total deposits$5,610,8580.23%$4,639,8200.18%

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The following table sets forth the average balance amounts and the average rates paid on deposits by customer type held by us for the year ended December 31,:

20222021
(Dollars in thousands)Average BalanceAverage Rate PaidAverage BalanceAverage Rate Paid
Consumer$2,928,7060.27%$2,391,5500.25%
Business Customers2,682,1520.20%2,248,2700.11%
Total deposits$5,610,8580.23%$4,639,8200.18%

Maturities of certificates of deposit of $250,000 or more outstanding are summarized as follows as of December 31,:

(In thousands)20222021
Three months or less$22,451$14,624
Over three months through twelve months310,69443,922
Over twelve months through three years75,80413,490
Over three years9611,241
Total$409,910$73,277

The following table sets forth the portion of the Bank's time deposits, by account, that are in excess of the FDIC insurance limit, by remaining time until maturity, as of December 31,:

(In thousands)2022
Three months or less$9,362
Over three months through twelve months69,895
Over twelve months through three years80,572
Over three years2,529
Total$162,358

As of December 31, 2022 and 2021, approximately $2.4 billion and $2.5 billion, respectively, of our deposit portfolio was uninsured. The uninsured amounts are estimates based on the methodologies and assumptions used for the Bank's regulatory reporting requirements.

Liquidity

Liquidity refers to our ability to maintain cash flow that is adequate to fund operations, support asset growth, maintain reserve requirements and meet present and future obligations of deposit withdrawals, lending obligations and other contractual obligations.

FirstSun (Parent Company)

FirstSun has routine cash needs consisting primarily of operating expenses, debt service, and funds used for acquisitions. FirstSun can obtain funding to meet its obligations from dividends collected from its subsidiaries, primarily the Bank, and through the issuance of varying forms of debt. At December 31, 2022, FirstSun has cash and cash equivalents of $17.3 million and debt outstanding of $84.4 million. Management believes FirstSun has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

Federal banking laws regulate the amount of dividends that may be paid by banking subsidiaries without prior approval. The Bank may declare dividends without prior regulatory approval that do not exceed the total of retained net income for the current year combined with its retained net income for the preceding two years, subject to maintenance of minimum capital requirements. Prior regulatory approval to pay dividends was not required in 2021 or 2022 and is not currently required. At December 31, 2022, the Bank could pay dividends to FirstSun of approximately $107.0 million without prior regulatory approval. During the year ended December 31, 2022, the Bank paid a dividend of $8.0 million to FirstSun. During the year ended December 31, 2022, Logia paid a dividend of $0.7 million to FirstSun.

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Bank

The Bank’s liquidity management policy and our asset and liability management policy, or ALM policy, provides the framework that we use to seek to maintain adequate liquidity and sources of available liquidity at levels that will enable us to meet all reasonably foreseeable short-term, long-term and strategic liquidity demands. Our Asset and Liability Management Committee, or ALCO, is responsible for oversight of our liquidity risk management activities in accordance with the provisions of our ALM Policy and applicable bank regulatory capital and liquidity laws and regulations. Our liquidity risk management process includes (i) ongoing analysis and monitoring of our funding requirements under various economic and interest rate scenarios, (ii) review and monitoring of lenders, depositors, brokers and other liability holders to ensure appropriate diversification of funding sources and (iii) liquidity contingency planning to address liquidity needs in the event of unforeseen market disruption, including appropriate allocation of funds to a liquid portfolio of marketable securities and investments. We continuously monitor our liquidity position in order for our assets and liabilities to be managed in a manner that we believe will meet our immediate and long-term funding requirements. We seek to manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our stockholders. We also monitor our liquidity requirements in light of interest rate trends, changes in the economy, and the scheduled maturity and interest rate sensitivity of our securities and loan portfolios and deposits. Liquidity management is made more complicated because different balance sheet components are subject to varying degrees of management control. For example, the timing of maturities of our investment portfolio is fairly predictable and subject to a high degree of control when we make investment decisions. Net deposit inflows and outflows, however, are far less predictable and are not subject to the same degree of certainty.

Our liquidity position is supported by management of our liquid assets and liabilities and access to alternative sources of funds. Our short-term and long-term liquidity requirements are primarily to fund on-going operations, including payment of interest on deposits and debt, extensions of credit to borrowers and capital expenditures. These liquidity requirements are met primarily through our deposits, FHLB advances and the principal and interest payments we receive on loans and investment securities. Cash, interest-bearing deposits in third party banks, securities available for sale and maturing or prepaying balances in our investment and loan portfolios are our most liquid assets. Other sources of liquidity that are available to us include the sale of loans we hold for investment, the ability to acquire additional national market non-core deposits, borrowings through the Federal Reserve’s discount window and the issuance of debt or equity securities.

At December 31, 2022, our liquid assets, which consist of cash and amounts due from banks and interest-bearing deposits in other financial institutions, amounted to $307.9 million, or 4.1% of total assets, compared to $583.0 million, or 10.3% of total assets, at December 31, 2021. The decrease in our liquid assets was primarily due to a decrease in cash held at the Federal Reserve. Our available-for-sale securities at December 31, 2022 were $537.0 million, or 7.2% of total assets, compared to $572.5 million, or 10.1% of total assets, at December 31, 2021. Investment securities with an aggregate carrying value of $428.7 million and $465.7 million at December 31, 2022 and December 31, 2021, respectively, were pledged to secure public deposits and repurchase agreements. The decrease in our pledged securities was primarily due to changes in public deposits and repurchase agreements.

The liability portion of our balance sheet serves as a primary source of liquidity. We plan to meet our future cash needs primarily through the generation of deposits. Customer deposits have historically provided a sizeable source of relatively stable and low-cost funds. At December 31, 2022, net loans as a percentage of customer deposits were 102.5%, compared with 83.2% at December 31, 2021. For additional information related to our deposits, see Deposits section above. We are also a member of the FHLB, from which we can borrow for leverage or liquidity purposes. The FHLB requires that securities and qualifying loans be pledged to secure any advances. At December 31, 2022, we had $643.9 million in advances from the FHLB and a remaining credit availability of $357.0 million. In addition, we maintain a $6.1 million line with the Federal Reserve Bank’s discount window that is secured by certain loans from our loan portfolio, and have unused lines-of-credit with certain other financial institutions totaling $330.0 million as of December 31, 2022.

Management believes the Bank has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

Capital

Stockholders’ equity at December 31, 2022 was $774.5 million, compared to $524.0 million at 2021, an increase of $250.5 million, or 47.8%. The increase in stockholders’ equity relates primarily to the value of the common shares issued to the Pioneer shareholders in our Merger with Pioneer on April 1, 2022, and net income for the year ended December 31, 2022, partially offset by a decline in accumulated other comprehensive income (loss), net, for unrealized losses in our available-for-sale securities portfolio resulting from the rising interest rate environment.

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Capital Adequacy

We are subject to various regulatory capital requirements administered by the federal banking agencies. Management routinely analyzes our capital to ensure an optimized capital structure. For further information on capital adequacy see Note 19 - Regulatory Capital Matters to the consolidated financial statements.

Material Contractual Obligations, Commitments, and Contingent Liabilities

We have entered into contractual obligations in the normal course of business that involve elements of credit risk, interest rate risk and liquidity risk.

The following table summarizes our material contractual obligations as of December 31, 2022. Further discussion of each obligation or commitment is included in the referenced note to the consolidated financial statements.

(In thousands)Note ReferenceTotalLess than 1 Year1 - 3 Years3 - 5 YearsMore than 5 Years
Deposits:
Deposits without a stated maturity10$4,843,040$4,843,040$$$
Certificates of deposit10922,022639,438264,14115,6142,829
Securities sold under agreements to repurchase1136,72136,721
Short-term debt:
FHLB LOC12643,885643,885
Long-term debt:
FHLB term advances12
Convertible notes payable125,4565,456
Subordinated debt1278,91978,919
Operating leases2533,0947,51712,3666,3236,888

We are party to various derivative contracts as a means to manage the balance sheet and our related exposure to changes in interest rates, to manage our residential real estate loan origination and sale activity, and to provide derivative contracts to our clients. Since the derivative liabilities recorded on the balance sheet change frequently and do not represent the amounts that may ultimately be paid under these contracts, these liabilities are not included in the table of contractual obligations presented above. Further discussion of derivative instruments is included in Note 8 - Derivative Financial Instruments to the consolidated financial statements.

In the normal course of business, various legal actions and proceedings are pending against us and our affiliates which are incidental to the business in which they are engaged. Further discussion of contingent liabilities is included in Note 24 - Commitments and Contingencies to the consolidated financial statements.

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit, commercial letters of credit and standby letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated statements of financial condition. The contractual or notional amounts of those instruments reflect the extent of involvement we have in particular classes of financial instruments. Further discussion of contingent liabilities is included in Note 24 - Commitments and Contingencies to the consolidated financial statements.

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FY 2021 10-K MD&A

SEC filing source: 0001709442-22-000009.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2022-03-25. Report date: 2021-12-31.

Item 7.

MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OF FIRSTSUN

In this section, unless the context suggests otherwise, references to “we,” “us,” and “our” mean the combined business of FirstSun and its wholly-owned subsidiaries, Logia Portfolio Management, LLC and Sunflower Bank.

The following discussion is an analysis of our consolidated results of operations for the years ended December 31, 2021, 2020 and 2019, and financial condition for the years ended December 31, 2021 and 2020. This discussion and analysis should be read in conjunction with our consolidated financial statements and accompanying footnotes filed with this report in “Part II, Item 8. Financial Statements.” We have omitted discussion of 2019 results where it would be redundant to the discussion previously included in “Management’s Discussion and Analysis of Financial Condition and Results of Operations of FirstSun” section of our Prospectus dated August 10, 2021, filed pursuant to Securities Act Rule 424(b)(3) under the Securities Act on August 12, 2021, relating to FirstSun’s Registration Statement on Form S-4 (File No. 333-258176), in connection with our proposed merger with Pioneer, which discussion is incorporated herein by reference. Historical results of operations and the percentage relationships among any amounts included, and any trends that may appear, may not indicate trends in operations or results of operations for any future periods.

Comments regarding our business that are not historical facts are considered forward-looking statements that involve inherent risks and uncertainties. Actual results may differ materially from those contained in these forward-looking statements.

For additional information regarding our cautionary disclosures, See the “Cautionary Note Regarding Forward-Looking Statements” beginning on page 3 of this report.

General Overview

FirstSun, headquartered in Denver, Colorado, is the financial holding company for Sunflower Bank, which operates as Sunflower Bank, First National 1870 and Guardian Mortgage. We conduct a full service community banking and trust business through Sunflower Bank and Logia.

We offer a full range of relationship-focused services to meet our clients’ personal, business and wealth management financial objectives, with a branch network in Kansas, Colorado, New Mexico, Texas and Arizona and mortgage capabilities in 43 states.

Financial Highlights For 2021

We delivered strong financial results in 2021, which included:

•Net income of $43.2 million, $2.30 per diluted share

•Return on average assets of 0.79%

•Return on average equity of 8.37%

•Loan growth of 5.0% (excluding PPP loan balances (non-GAAP), 10.4%)

•Average deposit balance growth of 20.0%

Net income totaled $43.2 million, or $2.30 per diluted share, during 2021, compared to $47.6 million, or $2.58 per diluted share, in 2020. The return on average assets was 0.79% during 2021, compared to 1.02% in 2020, and the return on average equity was 8.37% during 2021, compared to 10.20% in 2020.

Pending Merger with Pioneer Bancshares, Inc.

On May 11, 2021, FirstSun and Pioneer Bancshares, Inc. (“Pioneer”) entered into an Agreement and Plan of Merger that provides for the merger of Pioneer with and into FirstSun. If the merger is completed, each share of Pioneer common stock will be converted into the right to receive 1.0443 shares of FirstSun common stock plus cash in lieu of any fractional shares. In September 2021, the Pioneer stockholders approved the merger. On March 7, 2022, we received the necessary regulatory approvals to complete the mergers, subject to applicable waiting periods. We expect to close the mergers on April 1, 2022, subject to customary closing conditions. In 2021, we incurred $3.1 million of expenses relating to the proposed transaction and anticipate additional expenses to be incurred in 2022.

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Pandemic Update

The COVID-19 pandemic has created economic and financial disruptions that adversely affected our operations during 2020 and to a lesser extent in 2021. Our historically diligent management of credit risk, diverse loan portfolios, and Southwest-based footprint has helped minimize any adverse impact to us. In addition, the combination of the vaccine rollout, government stimulus payments, and reduced spending during the pandemic are likely contributing factors mitigating the impact of the pandemic on our business, financial condition, results of operations, and our clients as of December 31, 2021. However, there are continuing concerns that indicate a slower return to pre-pandemic routines. Examples of these concerns relate to increases in new COVID-19 cases, hospitalizations and deaths leading to additional government imposed restrictions; refusals to receive the vaccine along with new strain concerns; supply chain issues remaining unresolved longer than anticipated; unemployment increases while consumer confidence and spending falls; and rising geopolitical tensions. Given the ongoing and dynamic nature of the circumstances surrounding the pandemic, it is difficult to predict the future adverse financial impact to us, although we expect to continue to be impacted by the pandemic in 2022.

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Financial Highlights

The following table sets forth certain financial highlights of FirstSun as of and for the years ended December 31,:

($ in thousands, except share and per share amounts)20212020
Income Statement:
Net interest income$155,233$135,953
Taxable equivalent adjustment5,7556,490
Net interest income - fully tax equivalent ("FTE") basis (Non-GAAP)$160,988$142,443
Provision for loan losses$3,000$23,100
Noninterest income$124,244$148,385
Noninterest expense$224,635$204,073
Net income$43,164$47,585
Per Common Share Data:
Weighted average diluted common shares18,770,78518,475,538
Net income (basic)$2.36$2.60
Net income (diluted)$2.30$2.58
Cash dividends$$
Dividend payout ratio%%
Book value$28.56$26.51
Tangible common book value (Non-GAAP)$26.31$24.18
Performance Ratios:
Return on average assets0.79%1.02%
Return on average stockholders' equity8.37%10.20%
Return on tangible common equity (Non-GAAP)9.17%11.00%
Return on average tangible common equity (Non-GAAP)9.35%11.50%
Net interest margin3.00%3.10%
Efficiency ratio (1)80.38%71.77%
Net charge-offs to average loans outstanding0.09%0.11%
Allowance for loan losses to loans1.18%1.24%
Nonperforming loans to total loans (2)0.86%1.07%
Balance Sheet:
Total loans, excluding loans held-for-sale$4,037,123$3,846,357
Total assets$5,666,814$4,995,457
Total deposits$4,854,948$4,153,549
Total borrowed funds$109,458$138,773
Total stockholders' equity$524,038$485,787
Capital Ratios:
Total risk-based capital to risk-weighted assets11.76%12.19%
Tier 1 risk-based capital to risk-weighted assets9.70%9.87%
Common Equity Tier 1 (CET 1) to risk-weighted assets9.70%9.87%
Tier 1 leverage capital to average assets8.24%8.53%
Average equity to average assets9.43%10.01%
Tangible equity to tangible assets (non-GAAP)8.58%8.95%
Nonfinancial Data:
Full-time equivalent employees1,0421,059
Banking branches5356
(1) The efficiency ratio is one measure of profitability in the banking industry. This ratio measures the cost of generating one dollar of revenue. That is, the ratio is designed to reflect the percentage of one dollar which must be expended to generate that dollar of revenue. We calculate this ratio by dividing noninterest expense by the sum of net interest income and noninterest income.
(2) Nonperforming loans include nonaccrual loans, accrual troubled debt restructurings (“TDR”), and accrual loans greater than 90 days past due.

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Non-GAAP Financial Measures and Reconciliations

The non-GAAP financial measures presented below are used by our management and our Board of Directors on a regular basis in addition to our GAAP results to facilitate the assessment of our financial performance. Management believes these non-GAAP financial measures enhance an investor’s understanding of our financial results by providing a meaningful basis for period-to-period comparisons, assisting in operating results analysis, and predicting future performance. This information supplements our GAAP reported results, and should not be viewed in isolation from, or as a substitute for, our GAAP results. Accordingly, this financial information should be read in conjunction with our consolidated financial statements and notes thereto for the year ended December 31, 2021, included elsewhere in this report. Non-GAAP financial measures exclude certain items that are included in the financial results presented in accordance with GAAP. Non-GAAP financial measures have inherent limitations, are not required to be uniformly applied, and are not audited. Although these non-GAAP financial measures are frequently used by investors to evaluate a company, they have limitations as analytical tools, and should not be considered in isolation, or as a substitute for analyses of results as reported under GAAP. These non-GAAP measures are not necessarily comparable to similar measures that may be represented by other companies.

The following table presents GAAP to non-GAAP reconciliations as of and for the years ended December 31,:

($ in thousands, except share and per share amounts)20212020
Loan growth excluding PPP loan balances:
Total loans (GAAP)$4,037,123$3,846,357
Less: PPP loans(66,749)(251,101)
Total loans excluding PPP loans (non-GAAP)$3,970,374$3,595,256
Loan growth excluding PPP loan balances in $$375,118N/A
Loan growth excluding PPP loan balances10.4%N/A
Tangible common book value:
Total stockholders' equity (GAAP)$524,038$485,787
Less: Goodwill and other intangible assets
Goodwill(33,050)(33,050)
Other intangible assets(8,250)(9,667)
Total tangible stockholders' equity (non-GAAP)$482,738$443,070
Total common shares outstanding18,346,28818,321,659
Tangible common book value (non-GAAP)$26.31$24.18
Return on tangible common equity:
Net Income (GAAP)$43,164$47,585
Add: Intangible amortization, net of tax1,1191,173
Tangible net income (non-GAAP)$44,283$48,758
Tangible stockholders’ equity (non-GAAP) (see above)$482,738$443,070
Return on tangible common equity9.17%11.00%
Return on average tangible common equity:
Tangible net income (non-GAAP) (see above)$44,283$48,758
Total average stockholders' equity (GAAP)$515,773$466,619
Less: Average goodwill and other intangible assets
Average goodwill(33,050)(33,050)
Average other intangible assets(8,964)(9,597)
Total average tangible stockholders' equity (non-GAAP)$473,759$423,972
Return on average tangible common equity9.35%11.50%
Net interest margin:
Net interest income (GAAP)$155,233$135,953
Taxable equivalent adjustment5,7556,490
Net interest income - FTE basis (non-GAAP)$160,988$142,443
Average earning assets$5,180,650$4,382,139
Net interest margin - FTE basis (non-GAAP)3.11%3.25%

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($ in thousands, except share and per share amounts)20212020
Tangible common equity to tangible assets:
Total assets (GAAP)$5,666,814$4,995,457
Less: Goodwill and other intangible assets
Goodwill(33,050)(33,050)
Other intangible assets(8,250)(9,667)
Total tangible assets (non-GAAP)$5,625,514$4,952,740
Tangible common equity (non-GAAP) (see above)$482,738$443,070
Tangible equity to tangible assets (non-GAAP)8.58%8.95%

Comparison of fiscal years 2021 and 2020

Segments

Our operations are conducted through two operating segments: Banking and Mortgage Operations. We also allocate certain expenses to Corporate, which is not an operating segment. The operating segments have been determined based on the products and services we offer and reflect the manner in which our financial information is currently evaluated by management. Each of the operating segments is complementary to each other and because of the interrelationship of the segments, the information presented is not indicative of how the segments would perform if they operated as independent entities. For additional information on our segments, see Note 21 - Segment Information included in our audited consolidated financial statements included elsewhere in this report.

Banking

Identifiable assets for our Banking segment grew by $0.6 billion to $5.1 billion at December 31, 2021 from $4.5 billion for the same period in 2020. The growth in identifiable assets was primarily driven by growth in cash and cash equivalents and our loan portfolio. Income (loss) before taxes increased $36.8 million to $34.8 million for the year ended December 31, 2021, from a loss of $2.0 million for the year ended December 31, 2020. The period over period increase was driven by a $20.1 million decrease in our provision for loan losses, decreasing from a $23.3 million provision in the year ended December 31, 2020 to a $3.2 million provision in the year ended December 31, 2021. This reduction in the provision was due to favorable changes to certain environmental factors as a result of improved economic conditions and the performance of our loan portfolio. Noninterest income increased $11.3 million to $35.4 million in the year ended December 31, 2021, compared to $24.1 million in the same period in 2020, primarily resulting from increases in trust and investment advisory fee income, treasury management service fees, customer accommodation interest rate swap fees and changes in fair value. Noninterest expense increased $15.0 million to $149.9 million for the year ended December 31, 2021 compared to $134.9 million for the year ended December 31, 2020. The increase in noninterest expense was primarily due to our continued growth, including increased salary and employee benefits associated with headcount increases from an expanding sales force, as well as our expanded operations in certain markets, including Arizona and Texas.

Mortgage Operations

Income before income taxes from our Mortgage Operations segment decreased to $25.4 million for the year ended December 31, 2021, compared to $63.8 million for the year ended December 31, 2020, due to a combination of factors including an $8.0 million decline in revenue related to mortgage servicing rights (“MSR”) capitalization and changes in fair value, net of hedging activity, and a $2.9 million increase in noninterest expense. The revenue decline related to our MSRs was primarily the result of changes in market interest rates and our corresponding hedging positions. Additionally, while total loan originations remained steady at $2.3 billion for both the years ended December 31, 2021 and 2020, overall gain on sale margins declined by $30.5 million to $63.5 million for the year ended December 31, 2021 from $94.0 million in the prior year. Noninterest expense for the year ended December 31, 2021 was $71.0 million, compared to $68.0 million for the year ended December 31, 2020. The $2.9 million increase was primarily due to the increased salary and employee benefits expense associated with higher headcount as we continue to invest in our workforce.

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Critical Accounting Estimates

Our consolidated financial statements are prepared based on the application of accounting policies in accordance with U.S. generally accepted accounting principles, and follow general practices within the banking industry.

Certain policies inherently have a greater reliance on the use of estimates, assumptions and 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 the allowance for loan losses and fair value measurements to be the accounting areas that require the use of critical accounting estimates as these policies require the most subjective or complex judgments and, as such, could be most subject to revision as new or additional information becomes available or circumstances change, including overall changes in the economic climate and/or market interest rates. Changes in underlying factors, estimates, assumptions or judgements could have a material impact on our future financial condition and results of operations.

These critical accounting estimates and their application are reviewed at least annually by our audit committee. The following is a description of our critical accounting estimates and an explanation of the methods and assumptions underlying their application.

Allowance for Loan Losses - The allowance for loan losses is a valuation allowance for probable incurred credit losses and represents management's estimate of incurred losses in our loan portfolio as of the balance sheet date.

Management’s estimate of the allowance for loan losses includes both specific and general components. Management estimates the allowance balance required and necessary provision for loan losses expense using past loan loss experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, current economic conditions, and other factors which, in the opinion of management, deserve current recognition. Further information on the allowance for loan losses is presented within “Part II, Item 8. Financial Statements,” Notes 1 and 4 to the consolidated financial statements.

The allowance for loan losses may be materially affected by qualitative factors, especially during periods of economic uncertainty, for items not reflected in the loss calculation, but which are deemed appropriate by management's current assessment of the risks related to the loan portfolio and/or external factors. Such qualitative factors may include changes in our loan portfolio composition and credit concentrations, changes in the balances and/or trends in asset quality and/or loan credit performance, changes in lending underwriting standards, the effect of other external factors such as significant unique events or conditions, and actual change in economic conditions, real estate values, and/or other economic developments. The qualitative factors applied at December 31, 2021, and the importance and levels of the qualitative factors applied, may change in future periods depending on the level of changes to items such as the uncertainty of economic conditions and management's assessment of the level of credit risk within the loan portfolio as a result of such changes, compared to the amount of the allowance for loan losses currently calculated by management. The evaluation of qualitative factors is inherently imprecise and requires significant management judgment.

While management utilizes its best judgment and information available, the adequacy of the allowance for loan losses is determined by certain factors outside of our control, such as the performance of our portfolios, changes in the economic environment including economic uncertainty, changes in interest rates, and the view of the regulatory authorities toward classification of assets and the level of allowance for loan losses. Additionally, the level of the allowance for loan losses may fluctuate based on the balance and mix of the loan portfolio. If actual results differ significantly from our assumptions, our allowance for loan losses may not be sufficient to cover incurred losses in our loan portfolio, resulting in additions to our allowance for loan losses and an increase in the provision for loan losses.

Additionally, as an “emerging growth company” under Section 107 of the JOBS Act, we have not been required to adopt ASU 2016-13, Financial Instruments - Credit Losses (Topic 326) (CECL). As such, our allowance for loan losses may not be comparable to other public financial institutions that have adopted CECL.

Fair Value Measurements - We use fair value measurements to record fair value adjustments to certain financial instruments and to determine fair value disclosures in accordance with Accounting Standards Codification ("ASC") 820 and ASC 825. We group our financial instruments at fair value in three levels based on the markets in which the instruments are traded and the reliability of the assumptions used to determine fair value, with Level 1 (quoted prices for identical assets in an active market) being considered the most reliable, and Level 3 having the most unobservable inputs and therefore being considered the least reliable. We base our fair values on the price that would be received from the sale of an asset in an orderly transaction between market participants at the measurement date. We maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value.

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Our AFS securities are measured at fair value on a recurring basis. Changes in the fair value of AFS securities, not related to credit loss, are recorded, net of tax, as accumulated other comprehensive income (AOCI) in stockholders' equity. We primarily use prices obtained from third-party pricing services to determine the fair value of our AFS securities. Various modeling techniques are used to determine pricing for our securities, including option pricing, discounted cash flow models, and similar techniques. The inputs to these models may include benchmark yields, reported trades, broker/dealer quotes, issuer spreads, benchmark securities, bids, offers and reference data. All AFS securities are classified as Level 1 or Level 2 in the valuation hierarchy.

Our loans held-for-sale represent mortgage loans originated and intended for sale in the secondary market. These loans are recorded on a recurring fair value basis. The estimated fair value of these loans held-for-sale is generally based on sale, exchange, or dealer market prices and are classified within Level 2 of the valuation hierarchy.

Our mortgage servicing rights (MSRs) are measured at fair value on a recurring basis. We estimate the fair value of our MSRs using a process that utilizes a discounted cash flow model and analysis of current market data to arrive at the estimate. The cash flow assumptions and prepayment assumptions used in the model are based on numerous factors, with the key assumptions being mortgage prepayment speeds, discount rates and cost to service. The change of any of these key assumptions due to market conditions or other factors could materially affect the fair value of our MSR. We also utilize a third party consulting firm to assist us with the valuation. Because of the nature of the valuation inputs, we classify the valuation of our MSR as Level 3 in the valuation hierarchy.

Our derivative financial instruments are measured at fair value on a recurring basis. These derivative instruments are generally valued based on quoted prices for similar assets in an active market with inputs that are observable, exchange prices or dealer market prices and are classified within Level 2 of the valuation hierarchy. Further information on our derivative and hedging activities is presented in “Part II, Item 8. Financial Statements,” Notes 1 and 7 to the consolidated financial statements.

We did not have any other financial instruments that were measured at fair value on a recurring basis at December 31, 2021.

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Results of Operations

Comparison of fiscal years 2021 and 2020

The follow table sets forth our results of operations as of and for the years ended December 31,:

($ in thousands, except per share amounts)202120202019
Net interest income$155,233$135,953$127,222
Provision for loan losses3,00023,1006,050
Noninterest income124,244148,38570,967
Noninterest expense224,635204,073170,200
Income before income taxes51,84257,16521,939
Provision for income taxes8,6789,5801,436
Net income43,16447,58520,503
Diluted earnings per share$2.30$2.58$1.03
Return on average assets0.79%1.02%0.52%
Return on average equity8.37%10.20%4.62%
Net interest margin3.00%3.10%3.45%
Net interest margin (FTE basis)3.11%3.25%3.56%
Efficiency ratio80.38%71.77%85.88%
Noninterest income to total revenue44.46%52.19%35.81%

General

Our results of operations depend significantly on net interest income, which is the difference between interest income on interest-earning assets, consisting primarily of interest income on loans and investment securities and interest expense on interest-bearing liabilities, consisting primarily of deposits and borrowings. Our results of operations are also dependent on our generation of noninterest income, consisting primarily of income from mortgage banking services, service charges on deposit accounts, trust and investment advisory fees and credit and debit card fees. Other factors contributing to our results of operations include our provisions for loan losses, income taxes, and noninterest expenses, such as salaries and employee benefits, occupancy and equipment, amortization of intangible assets and other operating costs.

Net income for the year ended December 31, 2021 was $43.2 million, compared to $47.6 million for the year ended December 31, 2020. The $4.4 million decrease in net income for the year ended December 31, 2021, compared to 2020, was primarily due to a decrease in noninterest income of $24.1 million, due primarily to a decrease in income from mortgage banking services and an increase in noninterest expenses of $20.6 million, partially offset by a $39.4 million increase in net interest income after provision for loan losses.

Net Interest Income

Net interest income, representing interest income less interest expense, is a significant contributor to our revenues and earnings. We generate interest income from interest and dividends on interest-earning assets, which are principally comprised of loans and investment securities. We incur interest expense from interest owed or paid on interest-bearing liabilities, including interest-bearing deposits, FHLB advances and other borrowings. Net interest income and margin are shaped by the characteristics of the underlying products, including volume, term and structure of each product. We measure and monitor yields on our loans and other interest-earning assets, the costs of our deposits and other funding sources, our net interest spread and our net interest margin. Net interest spread is the difference between rates earned on interest-earning assets and rates paid on interest-bearing liabilities. Net interest margin is calculated as the annualized net interest income divided by average interest-earning assets.

Interest earned on our loan portfolio is the largest component of our interest income. Our loan portfolios are presented at the principal amount outstanding net of deferred origination fees and unamortized discounts and premiums. Interest income is recognized based on the principal balance outstanding and the stated rate of the loan. Loan origination fees and certain direct origination costs are capitalized and recognized as an adjustment of the yield on the related loan. Loans acquired through acquisition are initially recorded at fair value. Discounts or premiums created when the loans were recorded at their estimated fair values at acquisition are accreted over the remaining term of the loan as an adjustment to the related loan’s yield.

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Our net interest income can be significantly influenced by a variety of factors, including overall loan demand, economic conditions, credit risk, the amount of non-earning assets including nonperforming loans and OREO, the amounts of and rates at which assets and liabilities reprice, variances in prepayment of loans and securities, exercise of call options on borrowings or securities, a general rise or decline in interest rates, changes in the slope of the yield-curve, and balance sheet growth or contraction.

Our net interest income was $155.2 million for the year ended December 31, 2021, an increase of $19.3 million, or 14.2%, from 2020. This increase was primarily attributable to growth of $254.8 million in average total loans held-for-investment during 2021, driving an increase in interest income on loans of $13.8 million despite the negative impact of declining market interest rates on loan yields. Interest and fee income on PPP loans contributed $3.2 million of the overall increase in interest income on loans for the period. Interest income on investment securities decreased by $2.1 million for the year ended December 31, 2021, compared to 2020. Interest expense from interest-bearing deposits declined by $7.1 million driven by a 28 basis point reduction in the average rate on our interest-bearing deposits.

Average earning assets for the year ended December 31, 2021 were $5.2 billion, an increase of $0.8 billion, or 18.2%, compared to 2020. Total average loans, including loans held-for-sale, grew to $3.9 billion for the year ended December 31, 2021, an increase of $0.3 billion, compared to 2020. The growth in interest income on loans held-for-investment is due to growth in loan balances and a ten basis point increase in the yield on loans in the year ended December 31, 2021, compared to 2020. Interest income from investment securities declined period over period, due to a combination of a 32 basis point decrease in yield due to decreasing market interest rates, as well as a $23.2 million decrease in average balances, year over year.

Average interest-bearing liabilities increased $0.4 billion, or 11.7%, for the year ended December 31, 2021, compared to 2020. Average interest-bearing deposits increased $0.4 billion, or 13.4%, in the year ended December 31, 2021, compared to 2020 and was the primary driver of the growth in average interest-bearing liabilities. We also saw growth in noninterest-bearing deposits of $0.4 billion, or 40.8% for the year ended December 31, 2021, compared to 2020. In addition to growth in our overall commercial and consumer customer base, we saw deposit growth in the year ended December 31, 2021 as a result of funds our customers received from federal stimulus programs related to the COVID-19 pandemic.

Our net interest margin was 3.00% for the year ended December 31, 2021, compared to 3.10% for 2020, a decrease of ten basis points. While our total cost of funds declined by 27 basis points period over period, we also experienced a 31 basis point decline in yield from earning assets over the same period during 2021. Our earning asset yield was also negatively impacted by the $0.6 billion increase in interest bearing cash balances, compared to the prior year period, from the heightened level of overall liquidity in the marketplace.

The following tables set forth information related to our average balance sheet, average yields on assets, and average costs of liabilities for the periods presented. We derived these yields by dividing income or expense by the average balance of the corresponding assets or liabilities. We derived average balances from the daily balances throughout the periods indicated.

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As of and for the years ended December 31,:

202120202019
(In thousands)Average BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/RateAverage BalanceInterestAverage Yield/Rate
Interest Earning Assets
Loans held-for-sale$125,808$4,0513.22%$121,941$3,8423.15%$80,885$3,0743.80%
Loans held-for-investment (1)3,780,650155,2524.11%3,525,837141,4134.01%2,903,876134,5394.63%
Investment securities531,8037,9791.50%555,03010,1001.82%613,26515,7942.58%
Interest-bearing cash and other assets742,3892,0720.28%179,3311,4820.83%90,2772,4312.69%
Total earning assets5,180,650169,3543.27%4,382,139156,8373.58%3,688,303155,8384.23%
Other assets288,617279,806285,258
Total assets$5,469,267$4,661,945$3,973,561
Interest-bearing liabilities
Demand and NOW deposits$254,679$7560.30%$205,557$1,0190.50%$82,075$6030.73%
Savings deposits455,4514600.10%380,8397030.19%322,3847820.24%
Money market deposits2,208,4984,2920.19%1,801,8096,6350.37%1,604,09011,1170.69%
Certificates of deposits344,2243,0360.88%488,5757,2851.49%559,51610,5501.89%
Total deposits3,262,8528,5440.26%2,876,78015,6420.54%2,568,06523,0520.90%
Repurchase agreements125,867590.05%116,0741570.14%78,3147280.93%
Total deposits and repurchase agreements3,388,7198,6030.25%2,992,85415,7990.53%2,646,37923,7800.90%
FHLB borrowings42,5279092.14%89,8611,6581.84%97,2672,3002.36%
Other long-term borrowings68,9184,6096.69%51,0913,4276.71%30,4442,5368.33%
Total interest-bearing liabilities3,500,16414,1210.40%3,133,80620,8840.67%2,774,09028,6161.03%
Noninterest-bearing deposits1,376,968978,092704,761
Other liabilities76,36283,42750,923
Stockholders’ equity515,773466,620443,787
Total liabilities and stockholders’ equity$5,469,267$4,661,945$3,973,561
Net interest income$155,233$135,953$127,222
Net interest spread2.87%2.91%3.19%
Net interest margin3.00%3.10%3.45%
Net interest margin (on an FTE basis)3.11%3.25%3.56%
(1) Includes nonaccrual loans

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Rate-Volume Analysis

The tables below present the effect of volume and rate changes on interest income and expense. Changes in volume are changes in the average balance multiplied by the previous period’s average rate. Changes in rate are changes in the average rate multiplied by the average balance from the previous period. The net changes attributable to the combined impact of both rate and volume have been allocated proportionately to the changes due to volume and the changes due to rate.

For the year ended December 31,For the year ended December 31,
2021 Versus 2020 Increase (Decrease) Due to:2020 Versus 2019 Increase (Decrease) Due to:
(In thousands)RateVolumeTotalRateVolumeTotal
Interest Earning Assets
Loans held-for-sale$87$122$209$(792)$1,560$768
Loans held-for-investment3,61910,22013,839(21,942)28,8166,874
Investment securities(1,699)(422)(2,121)(4,194)(1,500)(5,694)
Interest-bearing cash(4,063)4,653590(3,347)2,398(949)
Total earning assets(2,056)14,57312,517(30,275)31,274999
Interest-bearing liabilities
Demand and NOW deposits(506)244(262)(492)908416
Savings deposits(418)144(274)(190)142(48)
Money market deposits(3,804)1,491(2,313)(5,883)1,370(4,513)
Certificates of deposits(2,096)(2,153)(4,249)(1,927)(1,338)(3,265)
Total deposits(6,824)(274)(7,098)(8,492)1,082(7,410)
Repurchase agreements(111)13(98)(922)351(571)
Total deposits and repurchase agreements(6,935)(261)(7,196)(9,414)1,433(7,981)
FHLB borrowings124(873)(749)(468)(174)(642)
Other long-term borrowings(15)1,1971,182(829)1,720891
Total interest-bearing liabilities(6,826)63(6,763)(10,711)2,979(7,732)
Net interest income$4,770$14,510$19,280$(19,564)$28,295$8,731

Provision for Loan Losses

We established an allowance for loan losses through a provision for loan losses charged as an expense in our consolidated statements of income. The provision for loan losses is the amount of expense that, based on our judgment, is required to maintain the allowance for loan losses at an adequate level to absorb probable losses incurred in the loan portfolio at the balance sheet date and that, in management’s judgment, is appropriate under GAAP. Our determination of the amount of the allowance for loan losses and corresponding provision for loan losses considers ongoing evaluations of the credit quality and level of credit risk inherent in our loan portfolio, levels of nonperforming loans and charge-offs, statistical trends and economic and other relevant factors. The allowance for loan losses is increased by the provision for loan losses and is decreased by charge-offs, net of recoveries on prior loan charge-offs.

We had a provision for loan losses of $3.0 million for the year ended December 31, 2021, compared to a provision for loan losses of $23.1 million for 2020. The increase in our provision for loan losses during 2020 was primarily due to changes in certain environmental factors that resulted from uncertainty surrounding the COVID-19 pandemic, as well as an increase in loan balances. The decrease in provision recorded during 2021 was primarily due to favorable changes to certain environmental factors as a result of improved economic conditions, partially offset by a $375.1 million increase in loan balances, excluding PPP loan balances during the year ended December 31, 2021.

For a further discussion of the allowance for loan losses, refer to the “Allowance for Loan Losses” section of this financial review.

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Noninterest Income

The following table presents noninterest income for the years ended December 31,:

(In thousands)202120202019
Service charges on deposit accounts$12,504$9,630$11,104
Credit and debit card fees9,5967,9947,785
Trust and investment advisory fees7,7955,2013,768
Income from mortgage banking services, net86,410122,17442,992
Other7,9393,3865,318
Total noninterest income$124,244$148,385$70,967

Our noninterest income decreased $24.1 million to $124.2 million for the year ended December 31, 2021 from $148.4 million for 2020, primarily due to a decrease in income from mortgage banking services.

Service charges on deposit accounts includes overdraft and non-sufficient funds charges, treasury management services provided to our business customers, and other maintenance fees on deposit accounts. For the year ended December 31, 2021, service charges on deposit accounts increased $2.9 million, compared to 2020, primarily due to increased treasury management service fee income which increased by $2.0 million, compared to the prior year.

Credit and debit card fees represent interchange income from credit and debit card activity and referral fees earned from processing fees on card transactions at our business customers. Credit and debit card fees increased $1.6 million for the year ended December 31, 2021 compared to 2020, due primarily to increased card transaction volumes.

Trust and investment advisory fees represent fees we receive in connection with our investment advisory and custodial management services of investment accounts. Trust and investment advisory fees increased by $2.6 million for the year ended December 31, 2021 compared to 2020. The increase is primarily due to our September 2020 acquisition of certain customer relationships of a trust and wealth advisory business based in Arizona which added revenues from late 2020 throughout 2021.

For the year ended December 31, 2021, income from mortgage banking services decreased $35.8 million compared to 2020 primarily due to a decline in revenue related to net gain on sales and fees from loan originations, including fair value changes in the held-for-sale portfolio and hedging activity, which decreased $30.5 million for the year ended December 31, 2021 compared to 2020. Loan originations remained relatively flat at $2.3 billion for the years ended December 31, 2021 and 2020, however, gain on sale margins declined in 2021 as compared to 2020. We retain servicing rights on the majority of mortgage loans that we sell, driving the increase in servicing income of $2.7 million from $9.8 million in 2020 to $12.5 million in 2021. MSR capitalization and changes in fair value, net of derivative activity, declined $8.0 million in the year ended December 31, 2021, compared to 2020. The revenue decline related to our MSRs was primarily the result of changes in market interest rates, mortgage spreads and our corresponding hedge positions. We recognize fair value adjustments to our MSR asset, which includes changes in assumptions to the valuation model and pay-offs and pay-downs of the MSR portfolio. We also maintain a hedging strategy to manage a portion of the risk associated with changes in the fair value of our MSR portfolio. Changes in fair value of the derivative instruments used to economically hedge the MSRs are also included as a component of income from mortgage banking services.

The components of mortgage banking income were as follows for the years ended December 31,:

(In thousands)202120202019
Net sale gains and fees from mortgage loan originations including loans held-for-sale changes in fair value and hedging$63,468$94,001$31,786
Mortgage servicing income12,5259,7987,800
MSR capitalization and changes in fair value, net of derivative activity10,41818,3753,406
Income from mortgage banking services, net$86,410$122,174$42,992

Other noninterest income increased $4.6 million for the year ended December 31, 2021 compared to 2020 primarily due to certain loan-related fee income streams such as loan syndication fee income and customer accommodation interest rate swap fees and changes in fair value as well as unused credit line fees. An increase in gains on other real estate sales of $0.6 million also contributed to the increased other noninterest income.

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Noninterest Expense

The following table presents noninterest expense for the years ended December 31,:

(In thousands)202120202019
Salary and employee benefits$151,926$139,980$104,699
Occupancy and equipment26,56526,71623,439
Amortization of intangible assets1,4171,4851,896
Merger related expenses3,085
Other41,64235,89240,166
Total noninterest expenses$224,635$204,073$170,200

Our noninterest expense increased $20.6 million to $224.6 million for the year ended December 31, 2021, from $204.1 million for 2020, primarily due to increases of $11.9 million in salary and employee benefits expense and $5.8 million in other expenses in the year ended December 31, 2021.

The increase in our salary and employee benefits expense for the year ended December 31, 2021, compared to 2020, was driven by the increase in commissions paid to our mortgage loan officers related to increased mortgage origination activity earlier in the year as well as an increase in headcount associated with expanding our presence in certain markets, including in Texas and Arizona.

We incurred merger related expenses of $3.1 million for the year ended December 31, 2021, related to our proposed merger with Pioneer. We had no merger related expenses in 2020.

Other noninterest expenses increased $5.8 million for the year ended December 31, 2021, compared to 2020. This increase was primarily caused by a $1.3 million increase in data processing expenses related to an increase in volume and enhanced products and services for our customers and a $1.2 million increase in FDIC insurance costs as the Small Bank FDIC Assessment Credit was fully utilized in 2020.

Income Taxes

We had income tax expense for the year ended December 31, 2021 of $8.7 million, compared to $9.6 million in 2020. The decrease in income tax expense was primarily due to our decreased income during 2021. Our effective tax rate was 16.7% for the year ended December 31, 2021, compared to 16.8% in 2020.

Financial Condition

Balance Sheet

Our total assets were $5.7 billion at December 31, 2021, compared to $5.0 billion at December 31, 2020. Our total loans held-for-investment, net of deferred fees, costs, premiums and discounts were $4.0 billion at December 31, 2021, an increase of $190.8 million from 2020.

Investment Securities

Our securities portfolio is used to make various term investments, maintain a source of liquidity and serve as collateral for certain types of deposits and borrowings. We manage our investment portfolio according to written investment policies approved by our board of directors. Investment in our securities portfolio may change over time based on our funding needs and interest rate risk management objectives. Our liquidity levels take into account anticipated future cash flows and other available sources of funds, and are maintained at levels that we believe are appropriate to provide the necessary flexibility to meet our anticipated funding requirements.

Our investment securities portfolio consists of securities classified as available-for-sale and held-to-maturity. There were no trading securities in our investment portfolio as of December 31, 2021 and 2020. All available-for sale securities are carried at fair value and may be used for liquidity purposes should management consider it to be in our best interest.

Our securities available-for-sale increased by $103.9 million to $572.5 million at December 31, 2021. During 2021, the securities held-to-maturity paid down resulting in a decrease of $14.2 million to $18.0 million.

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The following table is a summary of our investment portfolio as of December 31,:

20212020
(In thousands)Carrying Amount% of PortfolioCarrying Amount% of Portfolio
Available-for-sale:
U.S. treasury$35,1856.1%$%
U.S. agency5,9191.0%8,9961.9%
Obligations of states and political subdivisions3,7890.7%3,4350.7%
Mortgage backed - residential138,67724.2%119,56225.5%
Collateralized mortgage obligations235,78441.2%203,19643.4%
Mortgage backed - commercial153,14726.8%133,39728.5%
Total available-for-sale$572,501100%$468,586100.0%
Held-to-maturity:
U.S. agency%5,09915.8%
Obligations of states and political subdivisions7164.0%7302.3%
Mortgage backed - residential10,75059.7%16,05049.9%
Collateralized mortgage obligations6,54136.3%10,30932.0%
Total held-to-maturity$18,007100%$32,188100.0%

The following tables show the weighted average yield to average life of each category of investment securities as of December 31, 2021:

(In thousands)One year or lessOne to five yearsFive to ten yearsAfter ten years
Carrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage YieldCarrying AmountAverage Yield
Available-for-sale:
U.S. treasury$%$%$35,1851.29%$%
U.S. agency%3,1361.78%2,7831.38%%
Obligations of states and political subdivisions%%5571.50%3,2322.10%
Mortgage backed - residential9510.77%77,7761.81%31,3431.50%28,6072.03%
Collateralized mortgage obligations13,7641.12%142,2271.10%64,4641.51%15,3290.81%
Mortgage backed - commercial2,1102.29%41,3141.52%94,9721.93%14,7512.86%
Total available-for-sale$16,8251.25%$264,4531.38%$229,3041.64%$61,9191.93%
Held-to-maturity:
Obligations of states and political subdivisions%7161.55%%%
Mortgage backed - residential%8,4032.24%%2,3473.26%
Collateralized mortgage obligations706(1.61)%5,8352.09%%%
Total held-to-maturity$706(1.61)%$14,9542.15%$%$2,3473.26%

We had no securities of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’ equity.

Loans

Our loan portfolio represents a broad range of borrowers primarily in our markets in Kansas, Colorado, New Mexico, Texas, and Arizona, comprised of commercial, commercial real estate, residential real estate and consumer financing loans. We have a diversified portfolio across a variety of industries, and the portfolio is generally centered in the states in which we have branch offices.

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Total loans, net of deferred origination fees, as of December 31, 2021 and 2020 were $4.0 billion and $3.8 billion, respectively. The commercial loan portfolio included PPP loans outstanding of $66.7 million and $251.1 million at December 31, 2021 and 2020, respectively.

The following table sets forth the composition of our loan portfolio, as of December 31,:

20212020
(In thousands)Amount% of total loansAmount% of total loans
Commercial$2,407,88859.6%$2,173,61556.5%
Commercial real estate1,174,24229.1%1,154,57630.0%
Residential real estate437,01710.8%503,69713.1%
Consumer17,9760.4%14,4690.4%
Total loans$4,037,123100%$3,846,357100%

Commercial loans include commercial and industrial loans to commercial and agricultural customers for use in normal business operations to finance working capital needs, equipment and inventory purchases, and other expansion projects. Commercial and industrial loans also include our specialty lending verticals such as public finance offerings to our charter school and municipal based customers, asset based lending and structured finance products as well as our healthcare, SBA and other small business lending products. These loans are made primarily in our market areas and are underwritten on the basis of the borrower’s ability to service the debt from revenue, and are generally extended under our normal credit standards, controls and monitoring systems.

Commercial real estate loans include owner occupied and non-owner occupied commercial real estate mortgage loans to operating commercial and agricultural businesses, and include both loans for long-term financing of land and buildings and loans made for the initial development or construction of a commercial real estate project.

Residential real estate loans represent loans to consumers collateralized by a mortgage on a residence and include purchase money, refinancing, secondary mortgages, and home equity loans and lines of credit.

Consumer loans include direct consumer installment loans, credit card accounts, overdrafts and other revolving loans.

The CARES Act created the PPP to provide certain small businesses with liquidity to support their operations during the COVID-19 pandemic. Under the PPP, eligible small businesses could apply to an SBA-approved lender for a loan that does not require collateral or personal guarantees. Entities were required to meet certain eligibility requirements to receive PPP loans, and they must maintain specified levels of payroll and employment to have the loans forgiven. The conditions are subject to audit by the U.S. government, but entities that borrowed less than $2.0 million (together with any affiliates) will be deemed to have made the required certification concerning the necessity of the loan in good faith. However, the SBA does reserve the right to audit any PPP borrower. While the PPP program ended on May 31, 2021, we are now focused on assisting our customers through the loan forgiveness process.

PPP loans issued prior to June 5, 2020 mature in two years unless otherwise modified and loans issued after June 5, 2020 mature in five years. However, PPP loans are eligible for forgiveness (in full or in part, including any accrued interest) under certain conditions. All borrowers are required to retain the supporting documents for six years. For loans (or parts of loans) that are forgiven, the lender will collect the forgiven amount from the U.S. government. The average amount of each of our originated PPP loans was approximately $0.2 million at each of December 31, 2021 and 2020.

The PPP loans have a 1% fixed interest rate and produced an annualized yield for the year ended December 31, 2021 of 5.18%, due to the amortization of net deferred loan fees and the accelerated recognition of loan fees in conjunction with loan forgiveness occurring prior to a scheduled maturity. At December 31, 2021, the remaining amount of unamortized net deferred loan fees on our PPP loans was $1.7 million. Our PPP loans are included in the commercial loans category.

Maturities and Sensitivity of Loans to Changes in Interest Rates

The information in the following tables is based on the contractual maturities of individual loans, including loans that may be subject to renewal at their contractual maturity. Renewal of these loans is subject to review and credit approval, as well as modification of terms upon maturity. Actual repayments of loans may differ from the maturities reflected below because

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borrowers have the right to prepay obligations with or without prepayment penalties. The following tables summarize the loan maturity distribution by type and related interest rate characteristics as of December 31, 2021:

(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotal
Commercial$216,356$1,203,870$791,600$196,062$2,407,888
Commercial real estate127,348539,356494,65712,8811,174,242
Residential real estate19,50451,86381,068284,582437,017
Consumer7,7909,76642017,976
Total loans$370,998$1,804,855$1,367,745$493,525$4,037,123
(In thousands)One year or lessAfter one through five yearsAfter five through 15 yearsAfter 15 yearsTotalTotal Loans Maturing After 1 Year
Loans maturing with:
Fixed interest rates
Commercial$65,046$353,131$694,236$184,681$1,297,094$1,232,048
Commercial real estate52,343413,019189,4711,300656,133603,790
Residential real estate18,54038,58448,35459,270164,748146,208
Consumer6,8627,00327514,1407,278
Total fixed interest rate loans$142,791$811,737$932,336$245,251$2,132,115$1,989,324
Floating or adjustable interest rates
Commercial$151,310$850,739$97,364$11,381$1,110,794$959,484
Commercial real estate75,005126,337305,18611,581518,109443,104
Residential real estate96413,27932,714225,312272,269271,305
Consumer9282,7631453,8362,908
Total floating or adjustable interest rate loans$228,207$993,118$435,409$248,274$1,905,008$1,676,801
Total loans$370,998$1,804,855$1,367,745$493,525$4,037,123$3,666,125

Allowance for Loan Losses

We maintain the allowance for loan losses at a level we believe is sufficient to absorb probable incurred losses in our loan portfolio given the conditions at the time. Events that are not within our control, such as changes in economic factors, could change subsequent to the reporting date and could cause increases or decreases to the allowance. The amount of the allowance is affected by loan charge-offs, which decrease the allowance; recoveries on loans previously charged off, which increase the allowance; and the provision for loan losses charged to earnings, which increases the allowance.

In determining the provision for loan losses, management monitors fluctuations in the allowance resulting from actual charge-offs and recoveries and reviews the size and composition of the loan portfolio in light of current and anticipated economic conditions. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as events change.

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The following table presents, by loan type, the changes in the allowance for loan losses for the years ended December 31,:

(In thousands)202120202019
Balance, beginning of year$47,766$28,546$26,399
Loan charge-offs:
Commercial(4,296)(4,064)(4,171)
Commercial real estate(375)(581)(325)
Residential real estate(42)(39)(272)
Consumer(148)(216)(281)
Total loan charge-offs(4,861)(4,900)(5,049)
Recoveries of loans previously charged-off:
Commercial1,547585635
Commercial real estate28272284
Residential real estate24115148
Consumer434879
Total loan recoveries1,6421,0201,146
Net charge-offs(3,219)(3,880)(3,903)
Provision for loan losses3,00023,1006,050
Balance, end of year$47,547$47,766$28,546
Allowance for loan losses to total loans1.18%1.24%0.92%
Ratio of net charge-offs to average loans outstanding0.09%0.11%0.13%

The following table presents net charge-offs (recoveries) to average loans outstanding by loan category for the years ended December 31,:

(In thousands)202120202019
Commercial0.12%0.19%0.30%
Commercial real estate0.03%0.03%%
Residential real estate%(0.01)%0.02%
Consumer0.65%1.00%1.08%

Allocation of Allowance for Loan Losses

The following table presents the allocation of the allowance for loan losses by category and the percentage of the allocation of the allowance for loan losses by category to total loans listed as of December 31,:

20212020
(In thousands)Allowance Amount% of loans in each category to total loansAllowance Amount% of loans in each category to total loans
Commercial$33,27759.6%$32,00956.5%
Commercial real estate12,89929.1%13,86330.0%
Residential real estate1,13610.8%1,60613.1%
Consumer2350.4%2880.4%
Total$47,547100.0%$47,766100.0%

Nonperforming Assets

We have established policies and procedures to guide us in originating, monitoring and maintaining the credit quality of our loan portfolio. These policies and procedures are expected to be followed by our bankers and underwriters and exceptions to these policies require elevated levels of approval and are reported to our board of directors.

Nonperforming assets include all loans categorized as nonaccrual, loans identified as a troubled debt restructuring (“TDR”), accrual loans greater than 90 days past due, and other real estate owned and other repossessed assets. The accrual of interest on loans is discontinued, or the loan is placed on nonaccrual, when the full collection of principal and interest is in doubt. We do not generally accrue interest on loans that are 90 days or more past due. When a loan is placed on nonaccrual, previously accrued but unpaid interest is reversed and charged against interest income and future accruals of

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interest are discontinued. Payments by borrowers for loans on nonaccrual are applied to loan principal. Loans are returned to accrual status when, in our judgment, the borrower’s ability to satisfy principal and interest obligations under the loan agreement has improved sufficiently to reasonably assure recovery of principal and the borrower has demonstrated a sustained period of repayment performance. In general, we require a minimum of six consecutive months of timely payments in accordance with the contractual terms before returning a loan to accrual status.

A loan is identified as a TDR, when we, for economic or legal reasons related to the borrower’s financial difficulties, grant a concession to the borrower. The concessions may be granted in various forms including interest rate reductions, principal forgiveness, extension of maturity date, waiver or deferral of payments and other actions intended to minimize potential losses. A loan that has been restructured in a TDR may not be disclosed as a TDR in years subsequent to the restructuring if certain conditions are met. Generally, a nonaccrual loan that is restructured remains on nonaccrual status for a period of no less than six months to demonstrate that the borrower can meet the restructured terms. However, the borrower’s performance prior to the restructuring or other significant events at the time of restructuring may be considered in assessing whether the borrower can meet the new terms and may result in the loan being returned to accrual status after a shorter performance period. If the borrower’s performance under the new terms is not reasonably assured, the loan remains classified as a nonaccrual loan.

The CARES Act, as extended by certain provisions of the Consolidated Appropriations Act, 2021, permitted banks to suspend requirements under GAAP for loan modifications to borrowers affected by COVID-19 that may otherwise be characterized as a TDR and suspended any determination related thereto if (i) the borrower was not more than 30 days past due as of December 31, 2019, (ii) the modifications were related to COVID-19, and (iii) the modification occurred between March 1, 2020 and January 1, 2022. Federal bank regulatory authorities also issued guidance to encourage banks to make loan modifications for borrowers affected by COVID-19.

As of December 31, 2021 and 2020, $0.8 million and $51.8 million, respectively, of restructured loans were exempt from the accounting guidance for TDRs as a result of loans which are included in the COVID-19 related loan payment deferral total.

The following table sets forth our nonperforming assets as of December 31,:

(In thousands)20212020
Nonaccrual loans:
Commercial$16,492$22,779
Commercial real estate4,7812,934
Residential real estate6,0529,498
Consumer238
Total nonaccrual loans27,32735,249
Accrual TDRs6,4505,005
Accrual loans greater than 90 days past due1,061777
Total nonperforming loans34,83841,031
Other real estate owned and foreclosed assets, net5,4873,354
Total nonperforming assets$40,325$44,385
Nonaccrual loans to total loans0.68%0.92%
Nonperforming loans to total loans (1)0.86%1.07%
Nonperforming assets to total assets (1)0.71%0.89%
Allowance for loan losses to nonaccrual loans173.99%135.51%
(1) Nonperforming loans include nonaccrual loans, accrual TDR’s, and accrual loans greater than 90 days past due.

Total nonperforming assets were $40.3 million as of December 31, 2021, compared to $44.4 million at 2020.

Deposits

Deposits represent our primary source of funds. We are focused on growing our core deposits through relationship-based banking with our business and consumer clients. Total deposits increased to $4.9 billion at December 31, 2021, compared to $4.2 billion at December 31, 2020. Deposit growth over this period occurred across all of the states in our footprint including Kansas, New Mexico and Colorado, as well as in our newer markets in Arizona and Texas. In addition, government stimulus efforts in response to the COVID-19 pandemic have contributed to a portion of our deposit growth for both commercial and consumer clients. Noninterest-bearing demand deposits increased on average by $0.4 billion from

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December 31, 2020 to December 31, 2021, primarily driven by our growth in our commercial deposit base. Our certificates of deposit have decreased on average by $0.1 billion from 2020 to 2021 primarily due to the low interest rate environment.

The following table sets forth the average balance amounts and the average rates paid on deposits held by us for the years ended December 31,:

20212020
(Dollars in thousands)Average BalanceAverage Rate PaidAverage BalanceAverage Rate Paid
Noninterest-bearing demand deposit accounts$1,376,968%$978,092%
Interest-bearing deposit accounts:
Interest-bearing demand accounts186,4320.20%127,4080.33%
Savings accounts and money market accounts2,663,9490.18%2,182,6480.34%
NOW accounts68,2470.55%78,1490.77%
Certificate of deposit accounts344,2240.88%488,5751.49%
Total interest-bearing deposit accounts3,262,8520.26%2,876,7800.54%
Total deposits$4,639,8200.18%$3,854,8720.41%

The following table sets forth the average balance amounts and the average rates paid on deposits by customer type held by us for the years ended December 31,:

20212020
(Dollars in thousands)Average BalanceAverage Rate PaidAverage BalanceAverage Rate Paid
Consumer$2,391,5500.25%$2,083,7010.52%
Business Customers2,248,2700.11%1,771,1710.27%
Total deposits$4,639,8200.18%$3,854,8720.41%

Maturities of certificates of deposit of $250,000 or more outstanding are summarized as follows as of December 31,:

(In thousands)20212020
Three months or less$14,624$10,891
Over three months through twelve months43,92257,457
Over twelve months through three years13,49017,713
Over three years1,2412,401
Total$73,277$88,462

The following table sets forth the portion of the Bank's time deposits, by account, that are in excess of the FDIC insurance limit, by remaining time until maturity, as of December 31,:

(In thousands)2021
Three months or less$11,214
Over three months through twelve months42,198
Over twelve months through three years13,460
Over three years2,518
Total$69,390

As of December 31, 2021 and 2020, approximately $2.5 billion and $1.7 billion, respectively, of our deposit portfolio was uninsured. The uninsured amounts are estimates based on the methodologies and assumptions used for the Bank's regulatory reporting requirements.

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Liquidity

Liquidity refers to our ability to maintain cash flow that is adequate to fund operations, support asset growth, maintain reserve requirements and meet present and future obligations of deposit withdrawals, lending obligations and other contractual obligations.

FirstSun (Parent Company)

FirstSun has routine funding requirements consisting primarily of operating expenses, debt service, and funds used for acquisitions. FirstSun can obtain funding to meet its obligations from dividends collected from its subsidiaries, primarily the Bank, and through the issuance of varying forms of debt. At December 31, 2021, FirstSun has cash and cash equivalents of $11.1 million and debt outstanding of $74.6 million. Management believes FirstSun has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

Federal banking laws regulate the amount of dividends that may be paid by banking subsidiaries without prior approval. The Bank may declare dividends without prior regulatory approval that do not exceed the total of retained net income for the current year combined with its retained net income for the preceding two years, subject to maintenance of minimum capital requirements. Prior regulatory approval to pay dividends was not required in 2020 or 2021 and is not currently required. At December 31, 2021, the Bank could pay dividends to FirstSun of approximately $100.0 million without prior regulatory approval.

Bank

The Bank’s liquidity management policy and our asset and liability management policy, or ALM policy, provides the framework that we use to seek to maintain adequate liquidity and sources of available liquidity at levels that will enable us to meet all reasonably foreseeable short-term, long-term and strategic liquidity demands. Our Asset and Liability Management Committee, or ALCO, is responsible for oversight of our liquidity risk management activities in accordance with the provisions of our ALM Policy and applicable bank regulatory capital and liquidity laws and regulations. Our liquidity risk management process includes (i) ongoing analysis and monitoring of our funding requirements under various economic and interest rate scenarios, (ii) review and monitoring of lenders, depositors, brokers and other liability holders to ensure appropriate diversification of funding sources and (iii) liquidity contingency planning to address liquidity needs in the event of unforeseen market disruption, including appropriate allocation of funds to a liquid portfolio of marketable securities and investments. We continuously monitor our liquidity position in order for our assets and liabilities to be managed in a manner that we believe will meet our immediate and long-term funding requirements. We seek to manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our stockholders. We also monitor our liquidity requirements in light of interest rate trends, changes in the economy, and the scheduled maturity and interest rate sensitivity of our securities and loan portfolios and deposits. Liquidity management is made more complicated because different balance sheet components are subject to varying degrees of management control. For example, the timing of maturities of our investment portfolio is fairly predictable and subject to a high degree of control when we make investment decisions. Net deposit inflows and outflows, however, are far less predictable and are not subject to the same degree of certainty.

Our liquidity position is supported by management of our liquid assets and liabilities and access to alternative sources of funds. Our short-term and long-term liquidity requirements are primarily to fund on-going operations, including payment of interest on deposits and debt, extensions of credit to borrowers and capital expenditures. These liquidity requirements are met primarily through our deposits, FHLB advances and the principal and interest payments we receive on loans and investment securities. Cash, interest-bearing deposits in third party banks, securities available for sale and maturing or prepaying balances in our investment and loan portfolios are our most liquid assets. Other sources of liquidity that are available to us include the sale of loans we hold for investment, the ability to acquire additional national market non-core deposits, borrowings through the Federal Reserve’s discount window and the issuance of debt or equity securities.

At December 31, 2021, our liquid assets, which consist of cash and amounts due from banks and interest-bearing deposits in other financial institutions, amounted to $583.0 million, or 10.3% of total assets, compared to $144.9 million, or 2.9% of total assets, at December 31, 2020. The increase in our liquid assets was primarily due to an increase in cash held at the Federal Reserve. Our available-for-sale securities at December 31, 2021 were $572.5 million, or 10.1% of total assets, compared to $468.6 million, or 9.4% of total assets, at December 31, 2020. Investment securities with an aggregate carrying value of $465.7 million and $437.2 million at December 31, 2021 and December 31, 2020, respectively, were pledged to secure public deposits and repurchase agreements. The increase in our pledged securities was due to increases in public funds and repurchase agreements.

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The liability portion of our balance sheet serves as a primary source of liquidity. We plan to meet our future cash needs primarily through the generation of deposits. Customer deposits have historically provided a sizeable source of relatively stable and low-cost funds. At December 31, 2021, customer deposits, excluding brokered deposits and certificates of deposit greater than $250,000, were 113.2% of net loans, compared with 98.8% at December 31, 2020. For additional information related to our deposits, see Deposits section above. We are also a member of the FHLB, from which we can borrow for leverage or liquidity purposes. The FHLB requires that securities and qualifying loans be pledged to secure any advances. At December 31, 2021, we had $40.0 million in advances from the FHLB and a remaining credit availability of $505.0 million. In addition, we maintain a $8.5 million line with the Federal Reserve Bank’s discount window that is secured by certain loans from our loan portfolio.

Management believes the Bank has the ability to generate and obtain adequate amounts of liquidity to meet its requirements in the short-term and the long-term.

Capital

Stockholders’ equity at December 31, 2021 was $524.0 million, compared to $485.8 million at 2020, an increase of $38.3 million, or 7.9%. The increase was primarily driven by net income in 2021.

Capital Adequacy

We are subject to various regulatory capital requirements administered by the federal banking agencies. Management routinely analyzes our capital to ensure an optimized capital structure. For further information on capital adequacy see Note 17 - Regulatory Capital Matters to the consolidated financial statements.

Material Contractual Obligations, Commitments, and Contingent Liabilities

We have entered into contractual obligations in the normal course of business that involve elements of credit risk, interest rate risk and liquidity risk.

The following table summarizes our material contractual obligations as of December 31, 2021. Further discussion of each obligation or commitment is included in the referenced note to the consolidated financial statements.

(In thousands)Note ReferenceTotalLess than 1 Year1 - 3 Years3 - 5 YearsMore than 5 Years
Deposits:
Deposits without a stated maturity9$4,531,203$4,531,203$$$
Certificates of deposit9323,745222,25977,94419,7803,762
Securities sold under agreements to repurchase1092,09392,093
Short-term debt:
FHLB LOC11
Long-term debt:
FHLB term advances1140,00010,00020,00010,000
Convertible notes payable (1)1120,6736,75013,923
Subordinated debt1153,91953,919
Operating leases2239,1516,67213,51310,7908,176
(1) On January 21, 2022 , we paid off $6,750 of the convertible notes at par. This payoff is recognized in the less than 1 year column of our commitments table. For further information see Note 11 - Debt.

We are party to various derivative contracts as a means to manage the balance sheet and our related exposure to changes in interest rates, to manage our residential real estate loan origination and sale activity, and to provide derivative contracts to our clients. Since the derivative liabilities recorded on the balance sheet change frequently and do not represent the amounts that may ultimately be paid under these contracts, these liabilities are not included in the table of contractual obligations presented above. Further discussion of derivative instruments is included in Note 7 - Derivative Financial Instruments to the consolidated financial statements.

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In the normal course of business, various legal actions and proceedings are pending against us and our affiliates which are incidental to the business in which they are engaged. Further discussion of contingent liabilities is included in Note 22 - Commitments and Contingencies to the consolidated financial statements.

We are a party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of our customers. These financial instruments include commitments to extend credit, commercial letters of credit and standby letters of credit. Those instruments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated statements of financial condition. The contractual or notional amounts of those instruments reflect the extent of involvement we have in particular classes of financial instruments. Further discussion of contingent liabilities is included in Note 22 - Commitments and Contingencies to the consolidated financial statements.