grepcent / static financial knowledge base

HomeTrust Bancshares, Inc. (HTB)

CIK: 0001538263. SIC: 6035 Savings Institution, Federally Chartered. Latest 10-K as of: 2026-03-13.

SIC breadcrumb: Finance, Insurance, And Real Estate > Depository Institutions > SIC 6035 Savings Institution, Federally Chartered

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1538263. Latest filing source: 0001538263-26-000030.

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

Business

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

Risk Factors

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

Selected Fundamentals

MetricValueUnitFYFiled
Revenue256,138,000USD20252026-03-13
Net income64,364,000USD20252026-03-13
Assets4,545,635,000USD20252026-03-13

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-03-13. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001538263.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts.

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

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

Metric2016201720182019202020212022202320242025
Revenue87,747,00099,436,000117,402,000137,214,000136,254,000118,733,000116,114,000187,126,000261,616,000256,138,000
Net income11,456,00011,847,0008,235,00027,146,00022,783,00015,675,00035,653,00044,604,00054,805,00064,364,000
Diluted EPS0.650.650.441.461.300.942.232.803.203.72
Operating cash flow28,921,00015,115,00031,319,0007,628,000-39,090,0009,559,00039,109,000-32,888,00045,436,00049,490,000
Capital expenditures801,0002,821,0003,458,0002,124,0002,925,00016,081,0006,608,0003,420,0003,036,0004,166,000
Dividends paid0.000.003,176,0004,552,0005,018,0005,452,0006,229,0007,665,0008,381,000
Share buybacks27,734,0000.000.0030,638,00024,484,00016,155,00043,348,0000.00645,00013,612,000
Assets2,717,677,0003,206,533,0003,304,169,0003,476,178,0003,722,852,0003,524,723,0003,549,204,0004,672,633,0004,595,430,0004,545,635,000
Liabilities2,357,701,0002,808,886,0002,894,927,0003,067,282,0003,314,589,0003,128,204,0003,160,359,0004,172,740,0004,043,672,0003,944,945,000
Stockholders' equity359,976,000397,647,000409,242,000408,896,000408,263,000396,519,000388,845,000499,893,000551,758,000600,690,000
Cash and cash equivalents52,596,00086,985,00070,746,00071,043,000121,622,00050,990,000105,119,000347,140,000279,219,000324,692,000
Free cash flow28,120,00012,294,00027,861,0005,504,000-42,015,000-6,522,00032,501,000-36,308,00042,400,00045,324,000

Ratios

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

Metric2016201720182019202020212022202320242025
Net margin13.06%11.91%7.01%19.78%16.72%13.20%30.71%23.84%20.95%25.13%
Return on equity3.18%2.98%2.01%6.64%5.58%3.95%9.17%8.92%9.93%10.72%
Return on assets0.42%0.37%0.25%0.78%0.61%0.44%1.00%0.95%1.19%1.42%
Liabilities / equity6.557.067.077.508.127.898.138.357.336.57

Industry Peer Context

Each number-line places HTB 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

HTB Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6035; peer count 22.HTB Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6035; peer count 22.22 SIC peersMin -7.2%Median 15.2%Max 29.6%HTB 25.1%

ROE peer context

HTB ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6035; peer count 22.HTB ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6035; peer count 22.22 SIC peersMin -4.1%Median 6.5%Max 19.8%HTB 10.7%

ROA peer context

HTB ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6035; peer count 22.HTB ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6035; peer count 22.22 SIC peersMin -0.4%Median 0.7%Max 2.0%HTB 1.4%

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

HTB FY2025 free cash flow bridge from reported figures.HTB FY2025 free cash flow bridge from reported figures.HTB free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$125.0M$250.0M$49.5MOperating cash flow-$4.2MCapex$45.3MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0001538263-26-000030; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0001538263-26-000030; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0001538263-26-000030; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment

Financial Charts

HTB revenue, last 5 periods. Source: SEC companyfacts FY2025.HTB revenue, last 5 periods. Source: SEC companyfacts FY2025.HTB RevenueLatest point: FY2025 = $256.1MSource: 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 0001538263-26-000030; filed 2026-03-13. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

HTB net income, last 5 periods. Source: SEC companyfacts FY2025.HTB net income, last 5 periods. Source: SEC companyfacts FY2025.HTB Net incomeLatest point: FY2025 = $64.4MSource: 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 0001538263-26-000030; filed 2026-03-13. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

HTB diluted eps, last 5 periods. Source: SEC companyfacts FY2025.HTB diluted eps, last 5 periods. Source: SEC companyfacts FY2025.HTB Diluted EPSLatest point: FY2025 = $3.72/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 0001538263-26-000030; filed 2026-03-13. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

HTB operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.HTB operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.HTB Operating cash flowLatest point: FY2025 = $49.5MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow-$250.0M$0.0B$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001538263-26-000030; filed 2026-03-13. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

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

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001538263-26-000030; filed 2026-03-13. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

HTB dividends paid, last 5 periods. Source: SEC companyfacts FY2025.HTB dividends paid, last 5 periods. Source: SEC companyfacts FY2025.HTB Dividends paidLatest point: FY2025 = $8.4MSource: 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 0001538263-26-000030; filed 2026-03-13. Concept: PaymentsOfDividends. Source concepts: us-gaap:PaymentsOfDividends.

HTB share buybacks, last 5 periods. Source: SEC companyfacts FY2025.HTB share buybacks, last 5 periods. Source: SEC companyfacts FY2025.HTB Share buybacksLatest point: FY2025 = $13.6MSource: SEC companyfacts FY2025.Fiscal yearShare buybacks$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001538263-26-000030; filed 2026-03-13. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

HTB assets, last 5 periods. Source: SEC companyfacts FY2025.HTB assets, last 5 periods. Source: SEC companyfacts FY2025.HTB AssetsLatest point: FY2025 = $4.5BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$3.0B$6.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001538263-26-000030; filed 2026-03-13. Concept: Assets. Source concepts: us-gaap:Assets.

HTB liabilities, last 5 periods. Source: SEC companyfacts FY2025.HTB liabilities, last 5 periods. Source: SEC companyfacts FY2025.HTB LiabilitiesLatest point: FY2025 = $3.9BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$3.0B$6.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001538263-26-000030; filed 2026-03-13. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

HTB stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.HTB stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.HTB Stockholders' equityLatest point: FY2025 = $600.7MSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$375.0M$750.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001538263-26-000030; filed 2026-03-13. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

HTB cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.HTB cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.HTB Cash and cash equivalentsLatest point: FY2025 = $324.7MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001538263-26-000030; filed 2026-03-13. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

HTB free cash flow, last 5 periods. Source: SEC companyfacts FY2025.HTB free cash flow, last 5 periods. Source: SEC companyfacts FY2025.HTB Free cash flowLatest point: FY2025 = $45.3MSource: SEC companyfacts FY2025.Fiscal yearFree cash flow-$250.0M$0.0B$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001538263-26-000030; filed 2026-03-13. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-05-06. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001538263.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
2020-Q32020-03-310.07reported discrete quarter
2022-Q12021-09-3029,305,00010,527,0000.65reported discrete quarter
2022-Q22021-12-3128,488,00011,078,0000.68reported discrete quarter
2022-Q32022-03-3128,195,0008,023,0000.51reported discrete quarter
2022-Q42022-06-3030,126,0006,025,000derived Q4 = FY annual - nine-month YTD
2023-Q12022-09-3035,927,0009,199,0000.60reported discrete quarter
2023-Q22023-03-3150,666,0006,734,0000.40reported discrete quarter
2024-Q22024-06-3065,414,00012,418,0000.73reported discrete quarter
2024-Q12024-09-3066,649,00013,112,0000.76reported discrete quarter
2025-Q12025-03-3163,635,00014,539,0000.84reported discrete quarter
2025-Q22025-06-3063,641,00017,210,0001.00reported discrete quarter
2025-Q32025-09-3065,395,00016,491,0000.95reported discrete quarter
2026-Q12026-03-3161,497,00016,772,0000.99reported discrete quarter

Quarterly Charts

HTB quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.HTB quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.HTB Quarterly RevenueLatest point: 2026-Q1 = $61.5MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Revenue$0.0B$125.0M$250.0M2022-Q12022-Q22022-Q32022-Q42023-Q12023-Q22024-Q22024-Q12025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001538263-26-000046; filed 2026-05-06. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

HTB quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.HTB quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.HTB Quarterly Net incomeLatest point: 2026-Q1 = $16.8MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Net income$0.0B$125.0M$250.0M2022-Q12022-Q22022-Q32022-Q42023-Q12023-Q22024-Q22024-Q12025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001538263-26-000046; filed 2026-05-06. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

HTB quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.HTB quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.HTB Quarterly Diluted EPSLatest point: 2026-Q1 = $0.99/shareSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Diluted EPS (USD/share)$0.00/share$0.75/share$1.50/share2020-Q32022-Q12022-Q22022-Q32023-Q12023-Q22024-Q22024-Q12025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0001538263-26-000046; filed 2026-05-06. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001538263-26-000046.

Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high. Filing date: 2026-05-06. Report date: 2026-03-31.

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

Forward-Looking Statements

Certain matters in this Form 10-Q constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to our financial condition, results of operations, plans, objectives, future performance or business. Forward-looking statements are not statements of historical fact, but instead are based on certain assumptions and are generally identified by use of the words "believes," "expects," "anticipates," "estimates," "forecasts," "intends," "plans," "targets," "potentially," "probably," "projects," "outlook" or similar expressions or future or conditional verbs such as "may," "will," "should," "would" and "could." Forward-looking statements include statements with respect to our beliefs, plans, objectives, goals, expectations, assumptions and statements about future economic performance and projections of financial items. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from the results anticipated or implied by our forward-looking statements.

The factors that could result in material differentiation include, but are not limited to:

•the credit risks of lending activities, including changes in the level and trend of loan delinquencies and write offs and changes in our ACL and provision for credit losses that may be impacted by deterioration in the housing and commercial real estate markets;

•changes in general economic conditions, both nationally and in our market areas;

•the impact of geopolitical instability and trade policies on our operations including the imposition of tariffs and retaliatory tariffs;

•effects of natural disasters, other severe weather events, epidemics and other public health issues, and other external events;

•changes in interest rate levels and the duration of such changes, whether or not through actions by the Federal Reserve, which could materially affect our net interest margin, funding costs, asset values, and access to capital and liquidity;

•the impact of inflation or a potential recession, including monetary and fiscal policy responses thereto, and the impact on consumer and business behavior;

•the effects of a Federal government shutdown, a debt ceiling standoff, or other fiscal policy uncertainty;

•fluctuations in the demand for loans, the number of unsold homes, land and other properties and fluctuations in real estate values in our market areas;

•decreases in the secondary market for the sale of loans that we originate;

•expected revenues, cost savings, synergies and other benefits from our merger and acquisition activities might not be realized to the extent anticipated, within the anticipated time frames, or at all, costs or difficulties relating to integration matters, including but not limited to customer and employee retention, might be greater than expected, and goodwill impairment charges might be incurred;

•results of examinations of us by the Federal Reserve, the NCCOB or other regulatory authorities, including the possibility that any such regulatory authority may, among other things, require us to increase our ACL, write-down assets, increase our regulatory capital position or affect our ability to borrow funds or maintain or increase deposits, which could adversely affect our liquidity and earnings;

•changes in laws or regulations, changes in regulatory policies and principles or the application or interpretation of laws and regulations by regulatory agencies and tax authorities, including changes in deferred tax asset and liability activity, and the interpretation of regulatory capital or other rules;

•the availability of resources to address changes in laws, rules or regulations, or to respond to regulatory actions;

•our ability to attract and retain deposits;

•our ability to access cost-effective funding and maintain sufficient liquidity;

•management's assumptions in determining the adequacy of the ACL;

•our ability to control operating costs and expenses, including costs associated with our operation as a public company;

•the use of estimates in determining the fair value of certain assets, which estimates may prove to be incorrect and result in significant declines in valuation;

•difficulties in reducing risks associated with the loans on our balance sheet;

•staffing fluctuations in response to product demand or the implementation of corporate strategies that affect our workforce and potential associated charges;

•the ability to adapt to rapid technological changes, including advancements in artificial intelligence, digital banking and cybersecurity;

•disruptions, security breaches or other adverse events, failures or interruptions in, or attacks on, our information technology systems or on the third-party vendors who perform several of our critical processing functions;

•our ability to retain key members of our senior management team;

•costs and effects of litigation, including settlements and judgments;

•the impact of bank failures or adverse developments involving other banks and related negative press about the banking industry in general on investor and depositor sentiment;

•increased competitive pressures among financial services companies;

•changes in consumer spending, borrowing and savings habits;

•adverse changes in the securities markets;

•inability of key third-party providers to perform their obligations to us;

•changes in accounting principles, policies or guidelines and practices, as may be adopted by the financial institution regulatory agencies, the Public Company Accounting Oversight Board or the FASB;

•other economic, competitive, governmental, regulatory and technological factors affecting our operations, pricing, products and services; and

•other risks detailed from time to time in documents we file with or furnish to the SEC, including this Form 10-Q.

Any forward-looking statements are based upon management’s beliefs and assumptions at the time they are made. We undertake no obligation to publicly update or revise any forward-looking statements included in this report or to update the reasons why actual results could differ from those contained in such statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking statements discussed in this report might not occur and you should not put undue reliance on any forward-looking statements.

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As used throughout this report, the terms “we,” “our,” “us,” “HomeTrust Bancshares” or the “Company” refer to HomeTrust Bancshares, Inc. and its consolidated subsidiaries, including HomeTrust Bank (“HomeTrust” or "Bank") unless the context indicates otherwise.

Overview

For the quarter ended March 31, 2026 compared to the quarter ended December 31, 2025:

•net income was $16.8 million compared to $16.1 million;

•diluted EPS were $0.99 compared to $0.93;

•annualized ROA was 1.55% compared to 1.44%;

•annualized ROE was 11.35% compared to 10.63%;

•net interest margin was 4.31% compared to 4.20%;

•provision for credit losses was $370,000 compared to $2.1 million;

•quarterly cash dividends continued at $0.13 per share totaling $2.2 million for both periods; and

•533,240 shares of Company common stock were repurchased during the current quarter at an average price of $42.85 compared to 241,201 shares repurchased at an average price of $42.19 in the prior quarter.

Three Months Ended
(Dollars in thousands)March 31, 2026December 31, 2025
Interest and dividend income$61,497$63,467
Interest expense17,19219,254
Net interest income44,30544,213
Provision for credit losses3702,080
Net interest income after provision for credit losses43,93542,133
Noninterest income10,0319,396
Noninterest expense32,97531,694
Income before income taxes20,99119,835
Income tax expense4,2193,711
Net income$16,772$16,124
Net income per common share(1)
Basic$1.00$0.94
Diluted0.990.93
Cash dividends declared per common share0.130.13
Book value per share at end of period35.2634.75
Tangible book value per share at end of period(2)33.0232.56
Market price per share at end of period42.6542.94

(1)Basic and diluted net income per common share have been prepared in accordance with the two-class method.

(2)See Non-GAAP reconciliations below for adjustments.

Critical Accounting Policies and Estimates

Certain of our accounting policies are important to the portrayal of our financial condition, since they require management to make difficult, complex or subjective judgments, some of which may relate to matters that are inherently uncertain. Estimates associated with these policies are susceptible to material changes as a result of changes in facts and circumstances which could include, but are not limited to, changes in interest rates, changes in the performance of the economy and changes in the financial condition of borrowers. The following represents our critical accounting policy:

Allowance for Credit Losses, or ACL, on Loans. The ACL on loans held for investment reflects our estimate of credit losses that will result from the inability of our borrowers to make required loan payments. We charge off loans against the ACL and subsequent recoveries, if any, increase the ACL when they are recognized. We use a systematic methodology to determine our ACL for loans held for investment and certain off-balance sheet credit exposures. The ACL on loans held for investment is a valuation account that is deducted from the amortized cost basis to present the net amount expected to be collected on the loan portfolio. The estimate of our ACL on loans held for investment involves a high degree of judgment including consideration of the effects of past events, current conditions and reasonable and supportable forecasts on the collectability of the loan portfolio. We recognize in net income the amount needed to adjust the ACL on loans held for investment and certain off-balance sheet credit exposures for management’s current estimate of ECLs. Our ACL on loans held for investment is calculated using collectively evaluated and individually evaluated loans.

GAAP Reconciliation of Non-GAAP Financial Measures

We believe the non-GAAP financial measures included within this report provide useful information to management and investors that is supplementary to our financial condition, results of operations and cash flows computed in accordance with US GAAP; however, we acknowledge that our non-GAAP financial measures have a number of limitations. The following reconciliation tables provide detailed analyses of these non-GAAP financial measures.

32

Set forth below is a reconciliation to US GAAP of tangible book value and tangible book value per share:

As of
(Dollars in thousands, except per share data)March 31, 2026December 31, 2025March 31, 2025
Total stockholders' equity$592,407$600,690$565,449
Less: goodwill, core deposit intangibles, net of taxes37,55637,84438,793
Tangible book value$554,851$562,846$526,656
Common shares outstanding16,803,18517,286,28917,552,626
Book value per share$35.26$34.75$32.21
Tangible book value per share$33.02$32.56$30.00

Set forth below is a reconciliation to GAAP of tangible equity to tan

[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: 2026-03-13. Report date: 2025-12-31.

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

This discussion and analysis reviews our consolidated financial statements and other relevant statistical data and is intended to enhance your understanding of our financial condition and results of operations. The information in this section has been derived from the Consolidated Financial Statements and notes thereto which are included in Item 8 of this Form 10-K. You should read the information in this section in conjunction with the business and financial information regarding us as provided in this Form 10-K.

Financial Highlights

(Dollars in thousands)December 31, 2025December 31, 2024December 31, 2023June 30, 2023
Selected financial condition data
Total assets$4,545,635$4,595,430$4,672,633$4,607,487
Cash and cash equivalents324,692279,219347,140303,497
Certificates of deposit in other banks18,84128,53834,72233,152
Debt securities available for sale, at fair value142,540152,011126,950151,926
Loans, net of ACL and deferred loan fees and costs3,536,6753,603,0143,591,3813,611,630
Deposits3,709,9973,779,2033,661,3733,601,168
Junior subordinated debt10,22010,12010,0219,971
Borrowings165,000188,000433,763457,263
Stockholders’ equity600,690551,758499,893471,186
Year Ended December 31,Six Months Ended December 31, 2023Year Ended June 30, 2023
(Dollars in thousands, except per share data)20252024
Selected operations data
Total interest and dividend income$256,138$261,616$124,684$187,126
Total interest expense79,40092,11240,14429,711
Net interest income176,738169,50484,540157,415
Provision for credit losses6,9387,5455,93015,392
Net interest income after provision for credit losses169,800161,95978,610142,023
Service charges and fees on deposit accounts9,8079,1654,6869,510
Loan income and fees2,7722,7379822,571
Gain on sale of loans held for sale7,6686,2532,3305,608
BOLI income3,5524,3123,9012,116
Operating lease income7,0647,3463,3775,471
Gain on sale of branches1,448
Gain (loss) on sale of premises and equipment93(9)(248)2,097
Other3,9273,6451,8473,677
Total noninterest income36,33133,44916,87531,050
Total noninterest expense125,176125,49759,802115,909
Income before income taxes80,95569,91135,68357,164
Income tax expense16,59115,1067,38612,560
Net income$64,364$54,805$28,297$44,604
Net income per common share – basic$3.75$3.21$1.67$2.82
Net income per common share – diluted$3.72$3.20$1.67$2.80

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At or For the Year Ended December 31,At or For the Six Months Ended December 31, 2023At or For the Year Ended June 30, 2023
20252024
Performance ratios
Return on assets (ratio of net income to average total assets)(1)1.46%1.23%1.27%1.16%
Return on equity (ratio of net income to average equity)(1)11.0610.3711.5110.43
Yield on earning assets(1)6.166.285.965.20
Rate paid on interest-bearing liabilities(1)2.622.982.631.17
Average interest rate spread(1)3.543.303.334.03
Net interest margin(1)(2)4.254.074.044.38
Average interest-earning assets to average interest-bearing liabilities137.29134.60136.76141.23
Noninterest expense to average total assets(1)2.842.832.683.01
Efficiency ratio58.7561.8458.9761.50
Efficiency ratio – adjusted(3)58.7260.2860.0059.12
At or For the Year Ended December 31,At or For the Six Months Ended December 31, 2023At or For the Year Ended June 30, 2023
20252024
Asset quality ratios
Nonperforming assets to total assets(4)0.98%0.63%0.41%0.18%
Nonperforming loans to total loans(4)1.220.760.530.23
Total classified assets to total assets1.461.060.900.53
Allowance for credit losses to nonperforming loans(4)94.75163.68251.60567.56
Allowance for credit losses to total loans1.161.241.341.29
Net charge-offs to average loans(1)0.240.280.280.10
Capital ratios
Equity to total assets at end of period13.21%12.01%10.70%10.23%
Tangible equity to total tangible assets(3)12.4911.259.919.39
Average equity to average assets13.1911.9011.0311.11
Dividend payout ratio13.0213.9912.5313.97
Dividends declared per common share$0.49$0.45$0.21$0.39

(1)Ratio is annualized for the six months ended December 31, 2023.

(2)Net interest income divided by average interest-earning assets.

(3)See "GAAP Reconciliation of Non-GAAP Financial Measures" section below for additional details.

(4)Nonperforming assets and loans include nonaccruing loans and repossessed assets. There were no accruing loans more than 90 days past due at the dates indicated. At December 31, 2025, $10.1 million, or 23.2%, of nonaccruing loans were current on their loan payments.

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GAAP Reconciliation of Non-GAAP Financial Measures

We believe the non-GAAP financial measures included above provide useful information to management and investors that is supplementary to our financial condition, results of operations and cash flows computed in accordance with US GAAP; however, we acknowledge that our non-GAAP financial measures have a number of limitations. The following reconciliation tables provide detailed analyses of these non-GAAP financial measures.

Set forth below is a reconciliation to US GAAP of our efficiency ratio:

Year Ended December 31,Six Months Ended December 31, 2023Year Ended June 30, 2023
(Dollars in thousands)20252024
Noninterest expense$125,176$125,497$59,802$115,909
Less: merger-related expenses5,465
Less: contract renewal consulting fee2,965
Noninterest expense – adjusted$125,176$122,532$59,802$110,444
Net interest income$176,738$169,504$84,540$157,415
Plus: tax equivalent adjustment1,7371,4606561,163
Plus: noninterest income36,33133,44916,87531,050
Less: BOLI death benefit proceeds in excess of cash surrender value921,1432,646
Less: gain on sale of branches1,448
Less: gain on sale of available for sale and equity securities721
Less: gain (loss) on sale of premises and equipment93(9)(248)2,097
Net interest income plus noninterest income – adjusted$213,173$203,279$99,673$186,810
Efficiency ratio58.75%61.84%58.97%61.50%
Efficiency ratio – adjusted58.72%60.28%60.00%59.12%

Set forth below is a reconciliation to US GAAP of tangible book value and tangible book value per share:

(Dollars in thousands, except per share data)December 31, 2025December 31, 2024December 31, 2023June 30, 2023
Total stockholders' equity$600,690$551,758$499,893$471,186
Less: goodwill, core deposit intangibles, net of taxes37,84439,18941,08642,410
Tangible book value$562,846$512,569$458,807$428,776
Common shares outstanding17,286,28917,527,70917,387,06917,366,673
Book value per share$34.75$31.48$28.75$27.13
Tangible book value per share$32.56$29.24$26.39$24.69

Set forth below is a reconciliation to US GAAP of tangible equity to tangible assets:

(Dollars in thousands)December 31, 2025December 31, 2024December 31, 2023June 30, 2023
Tangible equity(1)$562,846$512,569$458,807$428,776
Total assets4,545,6354,595,4304,672,6334,607,487
Less: goodwill, core deposit intangibles, net of taxes37,84439,18941,08642,410
Total tangible assets$4,507,791$4,556,241$4,631,547$4,565,077
Column 1Column 2Column 3Column 4Column 5Column 6Column 7Column 8Column 9Column 10Column 11Column 12
Tangible equity to tangible assets12.49%11.25%9.91%9.39%

(1)    Tangible equity (or tangible book value) is equal to total stockholders' equity less goodwill and core deposit intangibles, net of related deferred tax liabilities.

Overview

The following discussion and analysis presents the more significant factors that affected our financial condition as of December 31, 2025 and 2024 and results of operations for the years ended December 31, 2025 and 2024. Refer to "Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations" included in our Annual Report on Form 10-K filed with the SEC on March 13, 2025 (the “2024 Form 10-K") for a discussion and analysis of the more significant factors that affected periods prior to the year ended December 31, 2025.

Our primary source of pre-tax income is net interest income. Net interest income is the difference between interest income, which is the income that we earn on our loans and investments, and interest expense, which is the interest that we pay on our deposits and borrowings. Changes in levels of interest rates affect our net interest income. A secondary source of income is noninterest income, which includes revenue we receive from providing products and services including service charges and fees on deposit accounts, loan income and fees, gains on sale of loans held for sale, BOLI income and operating lease income.

An offset to net interest income is the provision for credit losses to establish the ACL at a level that provides for ECLs inherent in our loan portfolio, off balance sheet commitments and available for sale debt securities. See "Note 1 – Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for further discussion.

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Our noninterest expenses consist primarily of salaries and employee benefits, occupancy expenses, computer services, operating lease depreciation, marketing and FDIC deposit insurance premiums. Salaries and benefits consist primarily of the salaries and wages paid to our employees, payroll taxes, expenses for retirement and other employee benefits. Occupancy expenses, which are the fixed and variable costs of buildings and equipment, consist primarily of lease payments, property taxes, depreciation charges, maintenance and costs of utilities.

Critical Accounting Policies and Estimates

Certain of our accounting policies are important to the portrayal of our financial condition, since they require management to make difficult, complex or subjective judgments, some of which may relate to matters that are inherently uncertain. Estimates associated with these policies are susceptible to material changes as a result of changes in facts and circumstances which could include, but are not limited to, changes in interest rates, changes in the performance of the economy and changes in the financial condition of borrowers. The following represents our critical accounting policy:

Allowance for Credit Losses, or ACL, on Loans. The ACL on loans held for investment reflects our estimate of credit losses that will result from the inability of our borrowers to make required loan payments. We charge off loans against the ACL and subsequent recoveries, if any, increase the ACL when they are recognized. We use a systematic methodology to determine our ACL for loans held for investment and certain off-balance sheet credit exposures. The ACL on loans held for investment is a valuation account that is deducted from the amortized cost basis to present the net amount expected to be collected on the loan portfolio. The estimate of our ACL on loans held for investment involves a high degree of judgment including consideration of the effects of past events, current conditions and reasonable and supportable forecasts on the collectability of the loan portfolio. We recognize in net income the amount needed to adjust the ACL on loans held for investment and certain off-balance sheet credit exposures for management’s current estimate of ECLs. Our ACL on loans held for investment is calculated using collectively evaluated and individually evaluated loans.

Recent Accounting Pronouncements

For a discussion of recent accounting pronouncements, see “Note 1 – Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements in Item 8 of this report on Form 10-K for further discussion.

Item(s) of Note – Year Ended December 31, 2025

On May 23, 2025, the Company completed the sale of the Bank's two branches located in Knoxville, Tennessee, to a third party financial institution. Through the transaction, the Company sold $34.3 million of deposits along with $6.3 million in branch premises and equipment, while HomeTrust retained all loans associated with the branches. The Company recorded a $1.4 million pre-tax gain associated with the transaction. The transaction aligns with the Company's strategic plan to tighten its geographic footprint, improve branch efficiencies, and allocate capital to support long-term growth in other core markets.

As noted in the "Item(s) of Note – Year Ended December 31, 2024" section which follows, in an effort to assist customers in their post-Hurricane Helene recovery and clean-up efforts, at the end of the prior calendar year we granted payment deferrals of up to six months to provide short-term relief to impacted customers. The outstanding balance of these deferrals declined from $136.0 million at December 31, 2024 to $318,000 at December 31, 2025. To date, $165,000 in charge-offs have been recognized which were directly related to Hurricane Helene.

Item(s) of Note – Year Ended December 31, 2024

In January 2024, the Company announced the decision to cease indirect auto originations and right-size our mortgage banking line of business. These changes are expected to result in annual cost savings of $800,000.

On September 26, 2024, Hurricane Helene made landfall causing significant property damage across certain parts of the Company's market areas, particularly in Western North Carolina. In an effort to assist customers in their post-Hurricane Helene recovery and clean-up efforts, in the fourth quarter we granted payment deferrals of up to six months to provide short-term relief to impacted customers. The outstanding balance of these deferrals was $136.0 million at December 31, 2024. As of this same date, we retained a $2.2 million qualitative allocation in our ACL for the potential impact of the storm upon our loan portfolio which had been established in the third quarter.

In December 2024, the Company paid a $3.0 million fee to a consulting firm who assisted in negotiating the multiyear renewal of our largest core IT processing contract. The renewal will result both in future cost savings and the expansion of our technology solutions, supporting the Company's growth initiatives and digital strategies all with the goal of enhancing the customer experience.

Comparison of Results of Operations for the Years Ended December 31, 2025 and December 31, 2024

Net Income.  Net income totaled $64.4 million, or $3.72 per diluted share, for the year ended December 31, 2025 compared to $54.8 million, or $3.20 per diluted share, for the year ended December 31, 2024, an increase of $9.6 million, or 17.4%. The results for the year ended December 31, 2025 compared to the prior year were positively impacted by a $7.2 million increase in net interest income, a $2.9 million increase in noninterest income, a $607,000 decrease in the provision for credit losses and a $321,000 decrease in noninterest expense. Details of the changes in the various components of net income are further discussed below.

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Net Interest Income.  The following table presents the distribution of average assets, liabilities and equity, as well as interest income earned on average interest-earning assets and interest expense paid on average interest-bearing liabilities. All average balances are daily average balances. Nonaccruing loans have been included in the table as loans carrying a zero yield.

Years Ended December 31,
20252024
(Dollars in thousands)Average Balance OutstandingInterest Earned / PaidYield / RateAverage Balance OutstandingInterest Earned / PaidYield / Rate
Assets
Interest-earning assets
Loans receivable(1)$3,823,319$240,3996.29%$3,884,984$247,6426.37%
Debt securities available for sale148,9516,7064.50137,1086,0454.41
Other interest-earning assets(2)182,6669,0334.95144,2627,9295.50
Total interest-earning assets4,154,936256,1386.164,166,354261,6166.28
Other assets260,395273,307
Total assets$4,415,331$4,439,661
Liabilities and equity
Interest-bearing liabilities
Interest-bearing checking accounts$555,443$4,6690.84%$570,952$5,4200.95%
Money market accounts1,342,01936,6482.731,314,86739,8513.03
Savings accounts178,5031360.08185,7121640.09
Certificate accounts919,73436,1493.93952,60242,0034.41
Total interest-bearing deposits2,995,69977,6022.593,024,13387,4382.89
Junior subordinated debt10,1678178.0410,0679289.22
Borrowings20,5979814.7661,2053,7466.12
Total interest-bearing liabilities3,026,46379,4002.623,095,40592,1122.98
Noninterest-bearing deposits743,578757,472
Other liabilities63,10958,496
Total liabilities3,833,1503,911,373
Stockholders' equity582,181528,288
Total liabilities and stockholders' equity$4,415,331$4,439,661
Net earning assets$1,128,473$1,070,949
Average interest-earning assets to average interest-bearing liabilities137.29%134.60%
Non-tax-equivalent
Net interest income$176,738$169,504
Interest rate spread3.54%3.30%
Net interest margin(3)4.25%4.07%
Tax-equivalent(4)
Net interest income$178,475$170,964
Interest rate spread3.58%3.34%
Net interest margin(3)4.30%4.10%

(1)Average loans receivable balances include loans held for sale and nonaccruing loans.

(2)Average other interest-earning assets consist of FRB stock, FHLB stock, SBIC investments and deposits in other banks.

(3)Net interest income divided by average interest-earning assets.

(4)Tax-equivalent results include adjustments to interest income of $1,737 and $1,460 for the years ended December 31, 2025 and 2024, respectively, calculated based on a combined federal and state tax rate of 24%.

Total interest and dividend income for the year ended December 31, 2025 decreased $5.5 million, or 2.1%, compared to the year ended December 31, 2024. Regarding the components of this income, loan interest income decreased $7.2 million, or 2.9%, primarily due to an overall decrease in average loan balances and the impact of decreases in the federal funds rate upon loan yields, partially offset by a $1.1 million increase in interest income on other investments and interest-bearing accounts, and a $661,000 increase in interest income on debt securities available for sale. Accretion income on acquired loans of $2.2 million and $3.2 million was recognized during the same periods, respectively, and was included in loan interest income.

Total interest expense for the year ended December 31, 2025 decreased $12.7 million, or 13.8%, compared to the year ended December 31, 2024, the result of a $9.8 million, or 11.2%, decrease in interest expense on deposits and a $2.8 million, or 73.8%, decrease in interest expense on other borrowings. The decrease in interest expense on deposits can primarily be traced to a decrease in the average cost of funds, while the decrease in interest expense on other borrowings was primarily the result of a decline in average borrowings outstanding.

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The following table shows the effects that changes in average balances (volume), including differences in the number of days in the periods compared, and average interest rates (rate) had on the interest earned on interest-earning assets and interest paid on interest-bearing liabilities:

Increase / (Decrease) Due toTotal Increase / (Decrease)
(Dollars in thousands)VolumeRate
Interest-earning assets
Loans receivable$(3,931)$(3,312)$(7,243)
Debt securities available for sale522139661
Other interest-earning assets2,111(1,007)1,104
Total interest-earning assets(1,298)(4,180)(5,478)
Interest-bearing liabilities
Interest-bearing checking accounts(147)(604)(751)
Money market accounts823(4,026)(3,203)
Savings accounts(6)(22)(28)
Certificate accounts(1,449)(4,405)(5,854)
Junior subordinated debt9(120)(111)
Borrowings(2,485)(280)(2,765)
Total interest-bearing liabilities(3,255)(9,457)(12,712)
Increase in net interest income$7,234

Provision for Credit Losses. The provision for credit losses is the amount of expense that, based on our judgment, is required to maintain the ACL at an appropriate level under the CECL model. The determination of the ACL is complex and involves a high degree of judgment and subjectivity. Refer to "Note 1 – Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for detailed discussion regarding ACL methodologies for available for sale debt securities, loans held for investment and unfunded commitments. The following table presents a breakdown of the components of the provision for credit losses:

Years Ended December 31,
(Dollars in thousands)20252024$ Change% Change
Provision for credit losses
Loans$5,465$7,460$(1,995)(27)%
Off-balance sheet credit exposure1,473851,3881,633
Total provision for credit losses$6,938$7,545$(607)(8)%

For the year ended December 31, 2025, the "loans" portion of the provision for credit losses was the result of the following, offset by net charge-offs of $9.3 million during the period:

•$2.5 million benefit driven by changes in the loan mix.

•$1.5 million benefit due to changes in the projected economic forecast, specifically the national unemployment rate, and changes in qualitative adjustments. Of note, in the quarter ended June 30, 2025, we released the $2.2 million qualitative allocation previously established in the prior year for the potential impact of Hurricane Helene on our loan portfolio. Any residual impact of the Hurricane is believed to have now been reflected elsewhere within the ACL calculation.

•$0.2 million increase in specific reserves on individually evaluated credits.

For the year ended December 31, 2024, the "loans" portion of the provision for credit losses was the result of the following, offset by net charge-offs of $10.8 million during the period:

•$1.6 million benefit driven by changes in the loan mix.

•$0.7 million benefit due to changes in the projected economic forecast, specifically the national unemployment rate, and changes in qualitative adjustments. Included in this change was the addition of a $2.2 million qualitative allocation in the quarter ended September 30, 2024 for the potential impact of Hurricane Helene on our loan portfolio.

•$1.0 million decrease in specific reserves on individually evaluated credits.

For the years ended December 31, 2025 and December 31, 2024, the amounts recorded for off-balance sheet credit exposure were the result of changes in the balance of loan commitments, loan mix and the projected economic forecast as outlined above.

See further discussion in the "Comparison of Financial Condition at December 31, 2025 and December 31, 2024 – Allowance for Credit Losses on Loans" section below.

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Noninterest Income.  Noninterest income for the year ended December 31, 2025 increased $2.9 million, or 8.6%, when compared to last year. Changes in the components of noninterest income are discussed below:

Years Ended December 31,
(Dollars in thousands)20252024$ Change% Change
Noninterest income
Service charges and fees on deposit accounts$9,807$9,165$6427%
Loan income and fees2,7722,737351
Gain on sale of loans held for sale7,6686,2531,41523
BOLI income3,5524,312(760)(18)
Operating lease income7,0647,346(282)(4)
Gain on sale of branches1,4481,448100
Gain (loss) on sale of premises and equipment93(9)1021,133
Other3,9273,6452828
Total noninterest income$36,331$33,449$2,8829%

•Gain on sale of loans held for sale: The increase was primarily driven by growth in the volume of HELOCs and residential mortgage loans sold during the current period, partially offset by a reduction in the sales volume of the guaranteed portion of SBA commercial loans. During the year ended December 31, 2025, there were $257.2 million of HELOCs sold with gains of $2.4 million compared to $95.4 million sold with gains of $887,000 in the prior year. There were $113.5 million of residential mortgage loans originated for sale which were sold with gains of $2.4 million compared to $82.0 million sold with gains of $1.4 million in the prior year. There were $40.4 million of sales of the guaranteed portion of SBA commercial loans with gains of $3.0 million compared to $48.7 million sold with gains of $3.9 million during the prior year. Lastly, our hedging of mandatory commitments on the residential mortgage loan pipeline resulted in a net loss of $131,000 for the year ended December 31, 2025 versus a net gain of $81,000 in the prior year.

•BOLI income: The decrease was due to a $1.0 million decrease in tax-free gains on death benefit proceeds in excess of the cash surrender value of the policies year-over-year, partially offset by higher yielding policies as a result of restructuring the portfolio at the end of calendar year 2023.

•Gain on sale of branches: During the current year we completed the sale of our two Knoxville, Tennessee branches, recognizing a gain of $1.4 million in the current year, with no similar activity occurring in the prior year.

Noninterest Expense.  Noninterest expense for the year ended December 31, 2025 decreased $321,000, or 0.3%, when compared to last year. Changes in the components of noninterest expense are discussed below:

Years Ended December 31,
(Dollars in thousands)20252024$ Change% Change
Noninterest expense
Salaries and employee benefits$72,956$67,900$5,0567%
Occupancy expense, net10,0219,7682533
Computer services10,65312,506(1,853)(15)
Operating lease depreciation expense7,0097,734(725)(9)
Telecom, postage and supplies2,1882,253(65)(3)
Marketing and advertising1,8791,893(14)(1)
Deposit insurance premiums1,9352,230(295)(13)
Core deposit intangible amortization1,7472,463(716)(29)
Contract renewal consulting fee2,965(2,965)(100)
Other16,78815,7851,0036
Total noninterest expense$125,176$125,497$(321)%

•Salaries and employee benefits: The increase was primarily the result of increases in both pay and incentive compensation.

•Computer services: At the end of 2024, we finalized a multiyear renewal of our largest core processing contract. The decrease in expense year-over-year is a reflection of the improved vendor pricing negotiated through this effort.

•Operating lease depreciation expense: The decrease was due to a decline in the population of operating lease contracts (assets being depreciated) year-over-year.

•Deposit insurance premiums: The decrease year-over-year was the result of higher regulatory capital ratios.

•Core deposit intangible amortization: The intangible recorded associated with the Quantum merger is being amortized on an accelerated basis, so the rate of amortization slowed year-over-year.

•Contract renewal consulting fee: In the prior year we paid a fee to a consultant to negotiate the multiyear renewal of our largest core processing contract, with no similar fee being recognized in the current year.

•Other: The change year-over-year was driven by increases of $415,000 in community association banking deposit line of business referral fees, $285,000 in losses on the sale of repossessed equipment, and $226,000 in other consulting fees.

Income Taxes.  The amount of income tax expense is influenced by the amount of pre-tax income, tax-exempt income, changes in the statutory rate and the effect of changes in valuation allowances maintained against deferred tax benefits. The effective tax rate was 20.5% and 21.6% for the years ended December 31, 2025 and 2024, respectively.

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Comparison of Financial Condition at December 31, 2025 and December 31, 2024

Assets. Total assets were $4.5 billion and $4.6 billion at December 31, 2025 and 2024, respectively, a decrease of $49.8 million, or 1.1%, the components of which are discussed below.

Debt Securities Available for Sale. Debt securities available for sale decreased $9.5 million, or 6.2%, to $142.5 million at December 31, 2025. Outside of changes in value, the changes between years were the result of $36.6 million in proceeds from the maturity, call and paydown of securities, partially offset by $23.0 million in purchases. All purchases were residential MBS and consistent with the composition of the existing securities held in the portfolio. The following table illustrates the changes in the fair value of the portfolio.

(Dollars in thousands)December 31, 2025December 31, 2024$ Change% Change
MBS, residential$136,082$144,147$(8,065)(6)%
Municipal bonds1,8263,396(1,570)(46)
Corporate bonds4,6324,4681644
Total$142,540$152,011$(9,471)(6)%

The composition and contractual maturities of our debt securities portfolio as of December 31, 2025 is indicated in the following table. Maturities are based on the final contractual payment dates, and do not reflect the impact of prepayments or early redemptions that may occur. Weighted average yields were calculated using amortized cost on a fully-taxable equivalent basis. The Company did not hold any tax-exempt debt securities as of December 31, 2025.

(Dollars in thousands)1 year or lessOver 1 to 5 yearsOver 5 to 10 yearsOver 10 yearsTotal
MBS, residential
Book value$10,174$29,599$26,057$69,120$134,950
Fair value10,12329,72025,93270,307136,082
Weighted average yield2.71%3.33%4.08%4.16%3.85%
Municipal bonds
Book value4091,4341,843
Fair value4081,4181,826
Weighted average yield3.58%3.85%%%3.79%
Corporate bonds
Book value5,000313155,000
Fair value4,6324,632
Weighted average yield%%3.38%%3.38%
Total
Book value$10,583$31,033$31,057$69,120$141,793
Fair value$10,531$31,138$30,564$70,307$142,540
Weighted average yield2.74%3.35%3.97%4.16%3.83%

Total Loans, Net of Deferred Loan Fees and Costs. Loans held for investment totaled $3.6 billion at December 31, 2025, a decrease of $70.1 million, or 1.9%, compared to the balance as of December 31, 2024. The following table illustrates the changes within the portfolio.

December 31, 2025December 31, 2024Change% of Total at December 31, 2025% of Total at December 31, 2024
(Dollars in thousands)$%
Commercial real estate loans
Construction and land development$277,028$274,356$2,6721%8%8%
Commercial real estate - owner occupied562,049545,49016,55931615
Commercial real estate - non-owner occupied832,502866,094(33,592)(4)2324
Multifamily110,912120,425(9,513)(8)33
Total commercial real estate loans1,782,4911,806,365(23,874)(1)5050
Commercial loans
Commercial and industrial378,686316,15962,52720109
Equipment finance311,356406,400(95,044)(23)911
Municipal leases166,396165,98441255
Total commercial loans856,438888,543(32,105)(4)2425
Residential real estate loans
Construction and land development45,61753,683(8,066)(15)11
One-to-four family633,511630,3913,1201817
HELOCs217,310195,28822,0221165
Total residential real estate loans896,438879,36217,07622523
Consumer loans42,78774,029(31,242)(42)12
Loans, net of deferred loan fees and costs$3,578,154$3,648,299$(70,145)(2)%100%100%

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The principal categories of our loan portfolio are discussed below.

Commercial Real Estate – Construction and Land Development. We originate residential construction and development loans for the construction of single-family residences, condominiums, townhouses and residential developments. Our commercial construction development loans are for the development of business properties, including multifamily, retail, office/warehouse and office buildings. Our land, lots and development loans are predominately for the purchase or refinance of unimproved land held for future residential development, improved residential lots held for speculative investment purposes and for the future construction of one-to-four family (speculative and pre-sold) or commercial real estate. Unfunded commitments totaled $111.9 million and $48.1 million at December 31, 2025 and 2024, respectively.

Land acquisition and development loans are included in the construction and land development loan portfolio and include completed residential lots where the borrower was not the developer, commercial improved and raw land for future development and residential development loans. Residential development loans are made to developers for the purpose of acquiring raw land for the subsequent development and sale of residential lots. Such loans typically finance land purchase and infrastructure development of properties (i.e., roads, utilities, etc.) into residential lots for sale. The end buyer for the majority of these lots are local, regional and national builders for the ultimate construction of residential units. The primary source of repayment is the sale of the lots or improved parcels of land, while personal guarantees may serve as secondary sources. These loans are generally secured by property in our primary market areas. In addition, these loans are secured by a first lien on the property, are generally limited to 65% of the lower of the acquisition price or the appraised value of the unimproved land and 75% of the improved land. Residential acquisition and development loans are generally paid out within three years unless there are multiple phases to the development.

The Bank provides funding to a number of builders for the construction of both speculative and pre-sold 1-4 family homes. Speculative construction loans are made to home builders and are termed “speculative” because the home builder does not have, at the time of loan origination, a signed contract with a home buyer who has a commitment for permanent financing with either us or another lender for the finished home. Loans to finance the construction of speculative single-family homes are generally offered to experienced builders with a proven track record of performance. These loans require interest-only payments during the construction phase. Unfunded commitments on these loans were $75.0 million and $67.6 million at December 31, 2025 and 2024, respectively.

Both adjustable and fixed rates are offered on commercial construction loans. Adjustable interest rate loans typically include a floor and ceiling interest rate and are indexed to The Wall Street Journal prime rate, plus or minus an interest rate margin. The initial construction period for owner occupied loans is generally limited to 12 to 24 months from the date of origination versus a construction and stabilization period for non-owner occupied loans of 24 to 36 months, both with amortization terms up to 25 years. Construction-to-permanent loans generally include a balloon maturity of five years or less; however, balloon maturities of greater than five years are allowed on a limited basis depending on factors such as property type, amortization term, lease terms, pricing or the availability of credit enhancements. Construction loan proceeds are disbursed based on the percent completion of budget as documented by periodic third-party inspections. The maximum loan-to-value limit applicable to these loans is generally 80% of the appraised post-construction value.

Commercial Real Estate Lending, including Multifamily. We originate commercial real estate loans, including loans secured by retail/wholesale facilities, hotels, industrial facilities, medical and professional buildings, office buildings, churches and multifamily residential properties located primarily in our market areas. The average outstanding loan balance was $1.0 million as of December 31, 2025. Specific to our non-owner occupied portfolio, the outstanding balance of loans secured by offices totaled $97.0 million and $93.7 million as of December 31, 2025 and 2024, respectively.

We offer both fixed- and adjustable-rate commercial real estate loans. Our commercial real estate mortgage loans generally include a balloon maturity of five years or less. Amortization terms are generally offered up to 25 years. Adjustable rate-based loans typically include a floor and ceiling interest rate and are indexed to The Wall Street Journal prime rate or the one-month term SOFR, plus or minus an interest rate margin and rates generally adjust daily. The maximum loan-to-value ratio for commercial real estate loans is generally up to 85% on purchases and refinances.

Commercial – Commercial and Industrial Loans. Over the last two years, we have intentionally focused on the growth of commercial and industrial loans to businesses located in our primary market areas. These loans are primarily originated as conventional loans to business borrowers, which include lines of credit, term loans and letters of credit. These loans are typically secured by collateral and are used for general business purposes, including working capital financing, equipment financing, capital investment and general investments. Loan terms typically vary from one to five years. The interest rates on such loans are either fixed rate or adjustable rate indexed to The Wall Street Journal prime rate plus a margin.

We originate commercial business loans made under the SBA 7(a) and USDA B&I programs to small businesses located throughout the country. Loans made by the Bank under the SBA 7(a) and USDA B&I programs generally are made to small businesses to provide working capital needs, to refinance existing debt or to provide funding for the purchase of businesses, real estate, machinery and equipment. These loans generally are secured by a combination of assets that may include receivables, inventory, furniture, fixtures, equipment, business real property, commercial real estate and sometimes additional collateral such as an assignment of life insurance and a lien on personal real estate owned by the guarantor(s). Typical maturities for this type of loan vary up to 25 years and can be 30 years in some circumstances. Under the SBA 7(a) and USDA B&I loan program the loans carry a government guaranty up to 90% of the loan in some cases. SBA 7(a) and USDA B&I loans will normally be adjustable rate loans based upon The Wall Street Journal prime lending rate. Under the loan programs, we will typically sell in the secondary market the guaranteed portion of these loans to generate noninterest income and retain the related unguaranteed portion of these loans.

Commercial – Equipment Finance. Our equipment finance line of business offers companies that are purchasing equipment for their business various products to help manage working capital needs, while offering flexible and customizable repayment terms. These products are primarily made up of commercial finance agreements and commercial loans for transportation, construction, healthcare and manufacturing equipment. The loans have terms ranging from 24 to 96 months, with an average of five years, and are secured by the financed equipment. Typical transaction sizes range from $10,000 to $4.0 million, with an average outstanding loan balance of $134,000.

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Commercial – Municipal Leases. We offer ground and equipment lease financing to fire departments located primarily throughout North Carolina, South Carolina and, to a lesser extent, Virginia. Municipal leases are secured primarily by a ground lease in our name with a sublease to the borrower for a fire station or an equipment lease for fire trucks and firefighting equipment. We originate and underwrite all leases prior to funding. These leases are at a fixed interest rate and may have a term to maturity of up to 20 years. At December 31, 2025, $105.6 million, or 63.5%, of our municipal leases were secured by fire trucks, $54.3 million, or 32.6%, were secured by fire stations, with the remaining $6.5 million, or 3.9%, secured by miscellaneous firefighting equipment and land. At December 31, 2025, the average outstanding municipal lease balance was $436,000.

Residential Real Estate – Construction and Land Development. We originate construction-to-permanent loans to homeowners building a residence. In addition, we originate land/lot loans predominately for the purchase or refinance of an improved lot for the construction of a residence to be occupied by the borrower. All of our construction and land/lot loans were made on properties located within our market area. Unfunded loan commitments totaled $38.7 million and $29.8 million at December 31, 2025 and 2024, respectively.

Construction-to-permanent loans are made for the construction of a one-to-four family property which is intended to be occupied by the borrower as either a primary or secondary residence. Construction-to-permanent loans are originated to the homeowner rather than the homebuilder and are structured to be converted to a first lien fixed- or adjustable-rate permanent loan at the completion of the construction phase. During the construction phase, which typically lasts six to 12 months, we make periodic inspections of the construction site and loan proceeds are disbursed directly to the contractors or borrowers as construction progresses. Typically, disbursements are made in monthly draws during the construction period. Loan proceeds are disbursed based on a percentage of completion. Construction-to-permanent loans require payment of interest only during the construction phase. Construction loans may be originated up to 90% of the cost or of the appraised value upon completion, whichever is less; however, we generally do not originate conforming construction loans which exceed an 80% loan-to-value without securing adequate private mortgage insurance.

Included in our construction and land/lot loan portfolio are land/lot loans, which are typically loans secured by developed lots in residential subdivisions located in our market areas. We originate these loans to individuals intending to construct their primary or secondary residence on the lot within one year of the origination date. This portfolio may also include loans for the purchase or refinance of unimproved land that is generally less than or equal to five acres and for which the purpose is to commence the improvement of the land and construction of an owner occupied primary or secondary residence within one year of the origination date.

Land/lot loans are typically originated in an amount up to 70% of the lower of the purchase price or appraisal, are secured by a first lien on the property, for up to a 20-year term, require payments of interest only and are structured with an adjustable interest rate on terms similar to our one-to-four family residential mortgage loans.

Residential Real Estate – One-to-Four Family. We originate loans secured by first mortgages on one-to-four family residences typically for the purchase or refinance of owner occupied primary or secondary residences located primarily in our market areas. We originate both fixed-rate loans and adjustable-rate loans. We generally originate fixed rate mortgage loans with terms greater than 10 years for sale to various secondary market investors, currently on a servicing retained basis. We also originate adjustable-rate mortgage, or ARM, loans which have interest rates that adjust to the average 30-day yield on the SOFR plus a margin. Most of our ARM loans are hybrid loans, which after an initial fixed rate period of one, five, seven or 10 years will convert to an annual adjustable interest rate for the remaining term of the loan. Our ARM loans have terms up to 30 years.

Residential Real Estate – Home Equity Lines of Credit. Our HELOCs consist primarily of adjustable-rate lines of credit. The lines of credit may be originated in amounts, together with the amount of the existing first mortgage, typically up to 85% of the value of the property securing the loan (less any prior mortgage loans) with an adjustable-rate based on The Wall Street Journal prime rate plus a margin. HELOCs generally have up to a 10-year draw period and amounts may be reborrowed after payment at any time during the draw period. Once the draw period has lapsed, the payment is amortized over a 15-year period based on the loan balance at that time. Unfunded commitments on these lines of credit, including loans held for sale, totaled $491.2 million and $436.0 million at December 31, 2025 and 2024, respectively.

Consumer Lending. Our consumer loans consist of loans secured by deposit accounts or personal property such as automobiles, boats and motorcycles, as well as unsecured consumer debt. This portfolio includes indirect auto finance installment contracts on new and used vehicles sourced through our relationships with automobile dealerships, both manufacturer franchised dealerships and independent dealerships. As a result of our decision to cease indirect auto finance loan originations as of March 31, 2024, the outstanding balance of the indirect auto portfolio declined to $38.3 million at December 31, 2025, a $30.8 million, or 44.5%, decrease compared to the prior year end.

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The following table details the contractual maturity ranges of our loan portfolio without factoring in scheduled payments or potential prepayments. Loan balances do not include undisbursed loan proceeds, unearned discounts, unearned income or the ACL. In addition, we have disclosed those loans with predetermined (fixed) and floating interest rates at December 31, 2025.

(Dollars in thousands)1 Year or LessAfter 1 but Within 5 YearsAfter 5 but Within 15 YearsOver 15 YearsTotal
Commercial real estate loans
Construction and land development$141,728$109,738$25,562$$277,028
Commercial real estate - owner occupied86,696288,061147,29639,996562,049
Commercial real estate - non-owner occupied159,113552,56295,17725,650832,502
Multifamily15,98971,99620,9381,989110,912
Total commercial real estate loans403,5261,022,357288,97367,6351,782,491
Commercial loans
Commercial and industrial105,493202,21369,8481,132378,686
Equipment finance14,241257,50339,612311,356
Municipal leases2,14331,86083,99048,403166,396
Total commercial loans121,877491,576193,45049,535856,438
Residential real estate loans
Construction and land development2613434945,10845,617
One-to-four family40,46692,72860,075440,242633,511
HELOCs7162,2916,744207,559217,310
Total residential real estate loans41,20895,15367,168692,909896,438
Consumer loans1,68839,85695229142,787
Loans, net of deferred loan fees and costs$568,299$1,648,942$550,543$810,370$3,578,154
Commercial real estate loans
Fixed rate loans$225,512$566,621$39,542$4,437$836,112
Adjustable rate loans178,014455,736249,43163,198946,379
Commercial loans
Fixed rate loans22,275386,949148,27548,822606,321
Adjustable rate loans99,602104,62745,175713250,117
Residential real estate loans
Fixed rate loans28,72076,86235,579134,151275,312
Adjustable rate loans12,48818,29131,589558,758621,126
Consumer loans
Fixed rate loans1,68839,85695229142,787
Adjustable rate loans
Total fixed rate loans$278,195$1,070,288$224,348$187,701$1,760,532
Total adjustable rate loans$290,104$578,654$326,195$622,669$1,817,622

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Nonperforming Assets. Nonperforming assets include nonaccrual loans and repossessed assets. Loans are placed on nonaccrual status when the collection of principal and/or interest becomes doubtful or other factors involving the loan warrant placing the loan on nonaccrual status. Total nonperforming assets were $44.4 million, or 0.98% of total assets, at December 31, 2025, compared to $28.8 milion, or 0.63% of total assets, at December 31, 2024. The following table sets forth the composition of our nonperforming assets among our different asset categories.

(Dollars in thousands)December 31, 2025December 31, 2024
Nonaccruing loans
Commercial real estate
Construction and land development$381$
Commercial real estate - owner occupied10,4678,471
Commercial real estate - non-owner occupied6,5663,551
Multifamily47
Total commercial real estate17,41412,069
Commercial
Commercial and industrial9,7863,487
Equipment finance6,6904,666
Municipal leases
Total commercial16,4768,153
Residential real estate
Construction and land development132
One-to-four family2,9612,916
HELOCs6,5233,990
Total residential real estate9,4847,038
Consumer402407
Total nonaccruing loans$43,776$27,667
Total repossessed assets6571,103
Total nonperforming assets$44,433$28,770
Total nonperforming assets as a percentage of total assets0.98%0.63%
Total SBA loans included in nonaccrual loans$20,647$6,619
Portion of SBA loans fully guaranteed by the SBA14,8853,462
Total nonaccruing loans, excluding the balance fully guaranteed by the SBA28,89124,205
Total repossessed assets6571,103
Total nonperforming assets, excluding the balance fully guaranteed by the SBA$29,548$25,308
Total nonperforming assets, excluding the balance fully guaranteed by the SBA, as a percentage of total assets0.65%0.55%

SBA loans made up the largest portion of nonperforming assets at $20.6 million and $6.6 million at December 31, 2025 and 2024, respectively. The year-over-year increase of $14.0 million was primarily the result of a management decision to accelerate the repurchase of the sold portion of nonperforming SBA loans (fully guaranteed portion) to simplify the workout process. Of the remaining nonperforming assets, equipment finance loans (concentrated in the transportation sector) made up $6.6 million and $4.6 million, respectively, and HELOCs totaled $6.5 million and $4.0 million, respectively, both at these same dates.

The ratio of nonperforming loans to total loans was 1.22% at December 31, 2025 compared to 0.76% at December 31, 2024. When adjusted for the fully guaranteed portion of SBA loans, the ratio of nonperforming loans to total loans was 0.81% at December 31, 2025 compared to 0.67% at December 31, 2024.

Allowance for Credit Losses on Loans. The ACL on loans held for investment is a valuation account that reflects our estimation of the credit losses that will result from the inability of our borrowers to make required loan payments. The ACL is maintained through provisions for credit losses that are charged to earnings in the period they are established. We charge losses on loans against the ACL when we believe the collection of loan principal is unlikely. Recoveries on loans previously charged off are added back to the ACL. See "Note 1 – Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for discussion of our ACL methodology on loans.

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The following table summarizes the distribution of the ACL by loan category at the dates indicated.

December 31, 2025December 31, 2024
(Dollars in thousands)Allocated Allowance% of Loan PortfolioACL to LoansAllocated Allowance% of Loan PortfolioACL to Loans
Commercial real estate
Construction and land development$3,9488%0.11%$3,5418%0.10%
Commercial real estate - owner occupied5,404160.155,465150.15
Commercial real estate - non-owner occupied8,908230.259,074240.25
Multifamily1,03830.031,20430.03
Total commercial real estate19,298500.5419,284500.53
Commercial
Commercial and industrial4,894100.144,83790.13
Equipment finance8,11090.2210,090110.28
Municipal leases32750.0134050.01
Total commercial13,331240.3715,267250.42
Residential real estate
Construction and land development30710.0146510.01
One-to-four family6,342180.187,441170.20
HELOCs1,84360.051,75850.05
Total residential real estate8,492250.249,664230.26
Consumer35810.011,07020.03
Total loans$41,479100%1.16%$45,285100%1.24%
December 31, 2025December 31, 2024
(Dollars in thousands)Allocated AllowanceACL to LoansAllocated AllowanceACL to Loans
ACL composition
Quantitative allocation$22,8320.64%$22,3300.61%
Qualitative allocation17,3590.5021,8800.60
Individual allocation1,2880.021,0750.03
Total ACL$41,4791.16%$45,2851.24%
At or For the Year Ended December 31,
20252024
Asset quality ratios
ACL to nonaccruing loans(1)94.75%163.68%
Net charge-offs to average loans0.240.28

(1)    At December 31, 2025, $10.1 million, or 23.2%, of nonaccruing loans were current on their loan payments. At December 31, 2024, $13.0 million, or 47.1%, of nonaccruing loans were current on their loan payments.

The ACL on loans decreased $3.8 million, or 8.4%, during the year ended December 31, 2025. See further discussion of the drivers of the change in the "Comparison of Results of Operations for the Years Ended December 31, 2025 and December 31, 2024 – Provision for Credit Losses" section above.

In an effort to assist customers in their post-Hurricane Helene recovery and clean-up efforts, in the fourth quarter of 2024 we granted payment deferrals of up to six months to provide short-term relief to impacted customers, the outstanding balance of which was $136.0 million at December 31, 2024. In the same year we established a $2.2 million qualitative allocation to address the potential impact of the Hurricane upon our loan portfolio. As of December 31, 2025, the outstanding balance of loans where payment deferrals had been granted declined to $318,000, while $165,000 in charge-offs were recognized which were directly related to Hurricane Helene. As any residual impact of the Hurricane was believed to have now been reflected elsewhere within the ACL, in 2025 we released the $2.2 million qualitative allocation previously established.

Our individually evaluated loans are comprised of loans meeting certain thresholds including those on nonaccrual status. Individually evaluated loans may be evaluated for ACL purposes using either the cash flow or the collateral valuation method. As of December 31, 2025, there were $11.5 million of loans individually evaluated compared to $13.8 million at December 31, 2024.

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The following table summarizes net charge-offs (recoveries) to average loans outstanding by loan category for the years indicated.

Year Ended December 31, 2025Year Ended December 31, 2024
(Dollars in thousands)Net Charge-Offs (Recoveries)Average Loans OutstandingNet Charge-Off (Recovery) RatioNet Charge-Offs (Recoveries)Average Loans OutstandingNet Charge-Off (Recovery) Ratio
Commercial real estate$190$1,890,9420.01%$343$1,910,4020.02%
Commercial8,567933,3730.929,667919,5641.05
Residential real estate106943,2920.01(119)921,207(0.01)
Consumer40855,7120.7392593,8110.99
Total$9,271$3,823,3190.24%$10,816$3,844,9840.28%

Liabilities. Total liabilities were $3.9 billion at December 31, 2025, compared to $4.0 billion at December 31, 2024, a decrease of $98.7 million, or 2.4%, the components of which are discussed below.

Deposits. The following table summarizes the composition of our deposit portfolio as of the dates indicated.

(Dollars in thousands)December 31, 2025December 31, 2024$ Change% Change
Core deposits
Noninterest-bearing deposits$707,748$680,926$26,8224%
NOW accounts546,387575,238(28,851)(5)
Money market accounts1,374,6351,341,99532,6402
Savings accounts171,455181,317(9,862)(5)
Total core deposits2,800,2252,779,47620,7491
Certificates of deposit909,772999,727(89,955)(9)
Total$3,709,997$3,779,203$(69,206)(2)%

The following bullet points provide further information regarding the composition of our deposit portfolio as of December 31, 2025:

•The balance of uninsured deposits was $971.5 million, or 26.2% of total deposits, which included $262.0 million of collateralized deposits to municipalities.

•The balance of brokered deposits was $271.3 million, or 7.3% of total deposits.

•Commercial and consumer depositors represented 56% and 44% of total deposits, respectively.

•The average balance of our deposit accounts was $36,000.

•Our largest 25 depositors made up $534.8 million, or 14.4% of total deposits.

Specific to time deposits, we held approximately $198.5 million in uninsured CDs as of December 31, 2025. The uninsured amount is an estimate consistent with the methodology used for the Company's regulatory reporting disclosures.

The following table indicates the amount of our CDs, both within and in excess of the $250,000 FDIC insurance limit, by time remaining until maturity as of December 31, 2025.

(Dollars in thousands)3 Months or LessOver 3 to 6 MonthsOver 6 to 12 MonthsOver 12 MonthsTotal
CDs less than $250,000$322,923$250,026$116,819$21,531$711,299
CDs of $250,000 or more112,94252,35427,0906,087198,473
Total certificates of deposit$435,865$302,380$143,909$27,618$909,772

Borrowings. Although deposits are our primary source of funds, we may utilize borrowings to manage interest rate risk or as a cost-effective source of funds. Our borrowings typically consist of advances from the FHLB of Atlanta and FRB. We may obtain advances from the FHLB of Atlanta upon the security of certain of our commercial and residential real estate loans and/or securities as well as obtain advances from the FRB upon the security of certain of our commercial and consumer loans. These advances may be made pursuant to several different credit programs, each of which has its own interest rate, range of maturities and call features.

In addition to borrowings deemed necessary to address funding needs, as a result of our merger with Quantum, we assumed $11.3 million of junior subordinated debentures, which carried a purchase accounting discount of $1.1 million as of December 31, 2025. See "Note 10 – Borrowings" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for discussion of the origin and terms of the debt.

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The following tables set forth information regarding our borrowings at the end of and during the periods indicated.

Year Ended December 31,
(Dollars in thousands)20252024
Average balances
Junior subordinated debentures$10,167$10,067
FHLB advances90324,784
FRB advances20,14525,635
Revolving lines of credit10,785
Weighted average interest rate
Junior subordinated debentures8.04%9.22%
FHLB advances4.575.55
FRB advances4.665.41
Revolving lines of credit9.12
(Dollars in thousands)December 31, 2025December 31, 2024
Balance outstanding at end of period
Junior subordinated debentures$10,220$10,120
FHLB advances
FRB advances165,000188,000
Revolving lines of credit
Weighted average interest rate
Junior subordinated debentures5.85%6.51%
FHLB advances
FRB advances3.754.50
Revolving lines of credit

All qualifying one-to-four family loans, HELOCs, commercial real estate loans, multifamily loans and FHLB of Atlanta stock are pledged as collateral to secure outstanding FHLB advances while commercial construction loans, indirect auto loans, and equipment and municipal leases are pledged as collateral to secure outstanding FRB advances. At December 31, 2025 and 2024, the Company had the ability to borrow $355.3 million and $315.5 million, respectively, through FHLB advances and $66.3 million and $106.6 million, respectively, through the unused portion of a line of credit with the FRB.

At both December 31, 2025 and 2024, the Company maintained revolving lines of credit with four unaffiliated banks, the unused portion of which totaled $165.0 million.

Capital Resources

Stockholders' equity increased $48.9 million, or 8.9%, to $600.7 million at December 31, 2025 as compared to December 31, 2024. Activity within stockholders' equity included $64.4 million in net income and $5.6 million in share-based compensation and stock option exercises, partially offset by $8.4 million in cash dividends declared and $13.6 million in stock repurchases. In addition, accumulated other comprehensive income improved by $2.3 million due to a reduction in the unrealized loss on available for sale securities due to lower market interest rates.

As of December 31, 2025, the Bank was considered "well capitalized" in accordance with its regulatory capital guidelines and exceeded all regulatory capital requirements. See “Business – How We are Regulated” included in Item 1 and “Note 18 – Regulatory Capital Matters” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for additional details on our capital requirements.

Liquidity Management

Management maintains a liquidity position that it believes will adequately provide for funding of loan demand and deposit run-off that may occur in the normal course of business. We rely on a number of different sources in order to meet our potential liquidity demands. The primary sources are increases in deposit accounts, wholesale borrowings and cash flows from loan payments and the securities portfolio.

In addition to these primary sources of funds, management has several secondary sources available to meet potential funding requirements as outlined in the "Comparison of Financial Condition at December 31, 2025 and December 31, 2024 – Borrowings" section above. Additionally, we classify our securities portfolio as available for sale, providing an additional source of liquidity. Management believes that our securities portfolio is of high quality, of short duration, and the securities would therefore be readily marketable. In addition, we have historically sold fixed-rate mortgage loans in the secondary market to reduce interest rate risk and to create still another source of liquidity. From time to time we also utilize brokered time deposits to supplement our other sources of funds. Brokered time deposits are obtained by utilizing an outside broker that is paid a fee. This funding requires advance notification to structure the type of deposit desired by us. Brokered deposits can vary in term from one month to several years and have the benefit of being a source of longer-term funding. We also utilize brokered deposits to help manage interest rate risk by extending the term to repricing of our liabilities, enhance our liquidity and fund asset growth. Brokered deposits are typically from outside our primary market areas, and our brokered deposit levels may vary from time to time depending on competitive interest rate conditions and other factors. At December 31, 2025, brokered deposits totaled $271.3 million, or 7.3% of total deposits.

Liquidity management is both a daily and long-term function of business management. Excess liquidity is generally invested in short-term investments, such as overnight deposits and federal funds. On a longer term basis, we maintain a strategy of investing in various lending

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products and debt securities, including MBS. On a stand-alone level we are a separate legal entity from the Bank and must provide for our own liquidity and pay our own operating expenses. Our primary source of funds consists of dividends or capital distributions from the Bank, although there are regulatory restrictions on the ability of the Bank to pay dividends. At December 31, 2025, we (on an unconsolidated basis) had liquid assets of $8.3 million.

At the Bank level, we use our sources of funds primarily to meet our ongoing commitments, pay maturing deposits and fund withdrawals and to fund loan commitments. At December 31, 2025, the total approved loan commitments and unused lines of credit outstanding amounted to $347.6 million and $831.3 million, respectively, as compared to $230.5 million and $712.3 million as of December 31, 2024. Certificates of deposit scheduled to mature in one year or less at December 31, 2025 totaled $882.2 million. It is management's policy to manage deposit rates that are competitive with other local financial institutions. Based on this strategy, we believe that a majority of maturing deposits will be retained.

Off-Balance Sheet Activities

In the normal course of operations, we engage in a variety of financial transactions that are not recorded in our financial statements, mainly to manage customers' requests for funding. These transactions primarily take the form of loan commitments and lines of credit and involve varying degrees of off-balance sheet credit, interest rate and liquidity risks. For further information, see “Note 17 – Commitments and Contingencies” of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10-K.

Asset/Liability Management and Interest Rate Risk

Our Risk When Interest Rates Change. The rates of interest we earn on assets and pay on liabilities generally are established contractually for a period of time. Market interest rates change over time. Our loans generally have longer maturities than our deposits. Accordingly, our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our assets and liabilities. The risk associated with changes in interest rates and our ability to adapt to these changes is known as interest rate risk and is our most significant market risk.

How We Measure Our Risk of Interest Rate Changes. As part of our process to manage our exposure to changes in interest rates and comply with applicable regulations, we monitor our interest rate risk. In monitoring interest rate risk we continually analyze and manage assets and liabilities based on market conditions, their payment streams and interest rates, the timing of their maturities, their sensitivity to actual or potential changes in market interest rates and interest rate sensitivities of our non-maturity deposits with respect to interest rates paid and the level of balances. The Board of Directors sets the asset and liability policy of HomeTrust Bank, which is implemented by management and an asset/liability committee whose members include certain members of senior management.

The purpose of this committee is to communicate, coordinate and control asset/liability management consistent with our business plan and Board approved policies. The committee establishes and monitors the volume and mix of assets and funding sources taking into account relative costs and spreads, interest rate sensitivity and liquidity needs. The objectives are to manage assets and funding sources to produce results that are consistent with liquidity, capital adequacy, growth, risk and profitability goals.

The committee generally meets on a quarterly basis to review, among other things, economic conditions and interest rate outlook, current and projected liquidity needs and capital position, anticipated changes in the volume and mix of assets and liabilities and interest rate risk exposure limits versus current projections pursuant to net present value of portfolio equity analysis and income simulations. The committee recommends strategy changes based on this review. The committee is responsible for reviewing and reporting on the effects of the policy implementations and strategies to the Asset/Liability Committee of the Board of Directors at least quarterly.

Among the techniques we have used at various times to manage interest rate risk are: (i) increasing our portfolio of hybrid and adjustable-rate one-to-four family residential loans and commercial loans; (ii) maintaining a strong capital position, which provides for a favorable level of interest-earning assets relative to interest-bearing liabilities; and (iii) emphasizing less interest rate sensitive and lower-costing “core deposits.” We also maintain a portfolio of short-term or adjustable-rate assets and use fixed-rate FHLB advances and brokered deposits to extend the term to repricing of our liabilities.

We consider the relatively short duration of our loans and deposits in our overall asset/liability management process. As short-term rates increase, we have assets and liabilities that increase with the market. This is reflected in the change in our PVE when rates increase (see the table below). PVE is defined as the net present value of our existing assets and liabilities. In addition, we have historically demonstrated an ability to maintain retail deposits through various interest rate cycles. If local retail deposit rates increase dramatically, we also have access to wholesale funding through our lines of credit with the FHLB and FRB and the brokered deposit market to replace retail deposits, as needed.

Depending on the level of general interest rates, the relationship between long- and short-term interest rates, market conditions and competitive factors, the committee may in the future determine to increase our interest rate risk position somewhat in order to maintain or increase our net interest margin. In particular, during certain periods of stable or declining interest rates, we believe that the increased net interest income resulting from a mismatch in the maturity of our assets and liabilities portfolios may provide high enough returns to justify increased exposure to sudden and unexpected increases in interest rates. As a result of this philosophy, our results of operations and the economic value of our equity will remain vulnerable to increases in interest rates and to declines due to differences between long- and short-term interest rates.

The committee regularly reviews interest rate risk by forecasting the impact of alternative interest rate environments on net interest income and our PVE. The committee also evaluates these impacts against the potential changes in net interest income and market value of our portfolio equity that are monitored by the Board of Directors of HomeTrust Bank generally on a quarterly basis.

Our asset/liability management strategy sets limits on the change in PVE given certain changes in interest rates. The table presented here, as of December 31, 2025, is forward-looking information about our sensitivity to changes in interest rates. The table incorporates data from an independent service, as it relates to maturity repricing and repayment/withdrawal of interest-earning assets and interest-bearing liabilities. Interest rate risk is measured by changes in PVE for instantaneous parallel shifts in the yield curve up and down 400 basis points. Overall, our interest rate sensitivity is very low with minimal changes to our PVE with rate increases or smaller rate decreases. Loans with interest rate

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floors assist in maintaining our net interest income when rates decrease. If larger rate decreases occur, our PVE decreases more as lower rate deposit accounts will not reprice lower than zero, causing our net interest margin to shrink. As of December 31, 2025, our loans with interest rate floors totaled approximately $744.9 million, or 20.8% of our total loan portfolio, and had a weighted average floor rate of 5.03%, of which $155.1 million were at their floor rate.

December 31, 2025
Change in Interest Rates in Basis PointsPresent Value Equity (Dollars in Thousands)
Amount$ Change% ChangePVE Ratio
+ 400$1,161,148$99,4269%27%
+ 3001,146,58984,867826
+ 2001,126,00564,283625
+ 1001,098,34736,625325
Base1,061,72223
- 1001,013,695(48,027)(5)22
- 200950,660(111,062)(10)20
- 300853,786(207,936)(20)18
- 400758,572(303,150)(29)16

In evaluating our exposure to interest rate movements, certain shortcomings inherent in the method of analysis presented in the foregoing table must be considered. For example, although certain assets and liabilities may have similar maturities or repricing periods, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in interest rates. Additionally, certain assets, such as adjustable rate mortgages, have features which restrict changes in interest rates on a short-term basis and over the life of the asset. Further, in the event of a significant change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed above. Finally, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase. We consider all of these factors in monitoring our exposure to interest rate risk.

The Board of Directors and management of HomeTrust Bank believe that certain factors afford HomeTrust Bank the ability to operate successfully despite its exposure to interest rate risk. HomeTrust Bank may manage its interest rate risk by originating and retaining adjustable rate loans in its portfolio, by borrowing from the FHLB to match the duration of our funding to the duration of originated fixed rate one-to-four family and commercial loans held in portfolio and by selling on an ongoing basis certain currently originated longer term fixed rate one-to-four family real estate loans.

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: 0001538263-25-000040.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-03-13. Report date: 2024-12-31.

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

This discussion and analysis reviews our consolidated financial statements and other relevant statistical data and is intended to enhance your understanding of our financial condition and results of operations. The information in this section has been derived from the Consolidated Financial Statements and notes thereto which are included in Item 8 of this Form 10-K. You should read the information in this section in conjunction with the business and financial information regarding us as provided in this Form 10-K.

Financial Highlights

(Dollars in thousands)December 31, 2024December 31, 2023June 30, 2023June 30, 2022
Selected financial condition data
Total assets$4,595,430$4,672,633$4,607,487$3,549,204
Cash and cash equivalents279,219347,140303,497105,119
Commercial paper, net194,427
Certificates of deposit in other banks28,53834,72233,15223,551
Debt securities available for sale, at fair value152,011126,950151,926126,978
Loans, net of ACL and deferred loan fees and costs3,603,0143,591,3813,611,6302,734,605
Deposits3,779,2033,661,3733,601,1683,099,761
Junior subordinated debt10,12010,0219,971
Borrowings188,000433,763457,263
Stockholders’ equity551,758499,893471,186388,845
Year Ended December 31, 2024Six Months Ended December 31, 2023Year Ended June 30,
(Dollars in thousands, except per share data)20232022
Selected operations data
Total interest and dividend income$261,616$124,684$187,126$116,114
Total interest expense92,94140,60129,7115,340
Net interest income168,67584,083157,415110,774
Provision (benefit) for credit losses7,5455,93015,392(592)
Net interest income after provision (benefit) for credit losses161,13078,153142,023111,366
Service charges and fees on deposit accounts9,1654,6869,5109,462
Loan income and fees2,7379822,5713,185
Gain on sale of loans held for sale6,2532,3305,60812,876
BOLI income4,3123,9012,1162,000
Operating lease income7,3463,3775,4716,392
Gain on sale of debt securities available for sale1,895
Gain (loss) on sale of premises and equipment(9)(248)2,097(87)
Other3,6451,8473,6773,386
Total noninterest income33,44916,87531,05039,109
Total noninterest expense124,66859,345115,909105,097
Income before income taxes69,91135,68357,16445,378
Income tax expense15,1067,38612,5609,725
Net income$54,805$28,297$44,604$35,653
Net income per common share – basic$3.21$1.67$2.82$2.27
Net income per common share – diluted$3.20$1.67$2.80$2.23
At or For the Year Ended December 31, 2024At or For the Six Months Ended December 31, 2023At or For the Year Ended June 30,
20232022
Performance ratios
Return on assets (ratio of net income to average total assets)(1)1.23%1.27%1.16%1.01%
Return on equity (ratio of net income to average equity)(1)10.3711.5110.439.00
Yield on earning assets(1)6.285.965.203.54
Rate paid on interest-bearing liabilities(1)3.002.661.170.23
Average interest rate spread(1)3.283.304.033.31
Net interest margin(1)(2)4.054.024.383.38
Average interest-earning assets to average interest-bearing liabilities134.60136.76141.23138.30
Noninterest expense to average total assets(1)2.812.663.012.97
Efficiency ratio61.6858.7861.5070.12
Efficiency ratio – adjusted(3)60.1259.8159.1269.19

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At or For the Year Ended December 31, 2024At or For the Six Months Ended December 31, 2023At or For the Year Ended June 30,
20232022
Asset quality ratios
Nonperforming assets to total assets(4)0.63%0.41%0.18%0.18%
Nonperforming loans to total loans(4)0.760.530.230.22
Total classified assets to total assets1.060.900.530.61
Allowance for credit losses to nonperforming loans(4)163.68251.60567.56566.83
Allowance for credit losses to total loans1.241.341.291.25
Net charge-offs to average loans(1)0.280.280.10(0.02)
Capital ratios
Equity to total assets at end of period12.01%10.70%10.23%10.96%
Tangible equity to total tangible assets(3)11.259.919.3910.31
Average equity to average assets11.9011.0311.1111.20
Dividend payout ratio13.9912.5313.9715.30
Dividends declared per common share$0.45$0.21$0.39$0.35

(1)Ratio is annualized for the six months ended December 31, 2023.

(2)Net interest income divided by average interest-earning assets.

(3)See "GAAP Reconciliation of Non-GAAP Financial Measures" section below for additional details.

(4)Nonperforming assets and loans include nonaccruing loans and repossessed assets. There were no accruing loans more than 90 days past due at the dates indicated. At December 31, 2024, $13.0 million, or 47.1%, of nonaccruing loans were current on their loan payments.

GAAP Reconciliation of Non-GAAP Financial Measures

We believe the non-GAAP financial measures included above provide useful information to management and investors that is supplementary to our financial condition, results of operations and cash flows computed in accordance with US GAAP; however, we acknowledge that our non-GAAP financial measures have a number of limitations. The following reconciliation tables provide detailed analyses of these non-GAAP financial measures.

Set forth below is a reconciliation to US GAAP of our efficiency ratio:

Year Ended December 31, 2024Six Months Ended December 31, 2023Year Ended June 30,
(Dollars in thousands)20232022
Noninterest expense$124,668$59,345$115,909$105,097
Less: officer transition agreement expense1,795
Less: merger-related expenses5,465
Less: contract renewal consulting fee2,965
Noninterest expense – adjusted$121,703$59,345$110,444$103,302
Net interest income$168,675$84,083$157,415$110,774
Plus: tax equivalent adjustment1,4606561,1631,231
Plus: noninterest income33,44916,87531,05039,109
Less: BOLI death benefit proceeds in excess of cash surrender value1,1432,646
Less: gain on sale of available for sale and equity securities7211,895
Less: gain (loss) on sale of premises and equipment(9)(248)2,097(87)
Net interest income plus noninterest income – adjusted$202,450$99,216$186,810$149,306
Efficiency ratio61.68%58.78%61.50%70.12%
Efficiency ratio – adjusted60.12%59.81%59.12%69.19%

Set forth below is a reconciliation to US GAAP of tangible book value and tangible book value per share:

(Dollars in thousands, except per share data)December 31, 2024December 31, 2023June 30, 2023June 30, 2022
Total stockholders' equity$551,758$499,893$471,186$388,845
Less: goodwill, core deposit intangibles, net of taxes39,18941,08642,41025,710
Tangible book value$512,569$458,807$428,776$363,135
Common shares outstanding17,527,70917,387,06917,366,67315,591,466
Book value per share$31.48$28.75$27.13$24.94
Tangible book value per share$29.24$26.39$24.69$23.29

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Set forth below is a reconciliation to US GAAP of tangible equity to tangible assets:

(Dollars in thousands)December 31, 2024December 31, 2023June 30, 2023June 30, 2022
Tangible equity(1)$512,569$458,807$428,776$363,135
Total assets4,595,4304,672,6334,607,4873,549,204
Less: goodwill, core deposit intangibles, net of taxes39,18941,08642,41025,710
Total tangible assets$4,556,241$4,631,547$4,565,077$3,523,494
Column 1Column 2Column 3Column 4Column 5Column 6Column 7Column 8Column 9Column 10Column 11Column 12
Tangible equity to tangible assets11.25%9.91%9.39%10.31%

(1)    Tangible equity (or tangible book value) is equal to total stockholders' equity less goodwill and core deposit intangibles, net of related deferred tax liabilities.

Overview

The following discussion and analysis presents the more significant factors that affected our financial condition as of December 31, 2024 and 2023 and results of operations for the years ended December 31, 2024 and December 31, 2023. Refer to "Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations" included in our Transition Report on Form 10-KT filed with the SEC on March 12, 2024 (the “2023 Form 10-KT") for a discussion and analysis of the more significant factors that affected periods prior to the year ended December 31, 2024.

Our primary source of pre-tax income is net interest income. Net interest income is the difference between interest income, which is the income that we earn on our loans and investments, and interest expense, which is the interest that we pay on our deposits and borrowings. Changes in levels of interest rates affect our net interest income. A secondary source of income is noninterest income, which includes revenue we receive from providing products and services including service charges and fees on deposit accounts, loan income and fees, gains on sale of loans held for sale, BOLI income and operating lease income.

An offset to net interest income is the provision for credit losses to establish the ACL at a level that provides for ECLs inherent in our loan portfolio, off balance sheet commitments and available for sale debt securities. See "Note 1 – Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for further discussion.

Our noninterest expenses consist primarily of salaries and employee benefits, occupancy expenses, computer services, operating lease depreciation, marketing and FDIC deposit insurance premiums. Salaries and benefits consist primarily of the salaries and wages paid to our employees, payroll taxes, expenses for retirement and other employee benefits. Occupancy expenses, which are the fixed and variable costs of buildings and equipment, consist primarily of lease payments, property taxes, depreciation charges, maintenance and costs of utilities.

Critical Accounting Policies and Estimates

Certain of our accounting policies are important to the portrayal of our financial condition, since they require management to make difficult, complex, or subjective judgments, some of which may relate to matters that are inherently uncertain. Estimates associated with these policies are susceptible to material changes as a result of changes in facts and circumstances which could include, but are not limited to, changes in interest rates, changes in the performance of the economy and changes in the financial condition of borrowers. The following represent our critical accounting policies:

Allowance for Credit Losses, or ACL, on Loans. The ACL on loans held for investment reflects our estimate of credit losses that will result from the inability of our borrowers to make required loan payments. We charge off loans against the ACL and subsequent recoveries, if any, increase the ACL when they are recognized. We use a systematic methodology to determine our ACL for loans held for investment and certain off-balance-sheet credit exposures. The ACL on loans held for investment is a valuation account that is deducted from the amortized cost basis to present the net amount expected to be collected on the loan portfolio. The estimate of our ACL on loans held for investment involves a high degree of judgment including consideration of the effects of past events, current conditions and reasonable and supportable forecasts on the collectability of the loan portfolio. We recognize in net income the amount needed to adjust the ACL on loans held for investment and certain off-balance-sheet credit exposures for management’s current estimate of ECLs. Our ACL on loans held for investment is calculated using collectively evaluated and individually evaluated loans.

Business Combinations, Core Deposit Intangible and Acquired Loans. ASC 805 requires that we use the acquisition method of accounting for all business combinations. The acquisition method of accounting requires us as the acquirer to recognize the fair value of assets acquired and liabilities assumed at the acquisition date, as well as, recognize goodwill or a gain from a bargain purchase, if appropriate. Any acquisition-related costs and restructuring costs are recognized as period expenses as incurred.

The primary identifiable intangible asset we typically record in connection with a whole bank or branch acquisition is the value of the core deposit intangible which represents the estimated value of the long-term deposit relationships acquired in the transaction. Determining the amount of identifiable intangible assets and their average lives involves multiple assumptions and estimates and is typically determined by performing a DCF analysis, which involves a combination of any or all of the following assumptions: customer attrition/runoff, alternative funding costs, deposit servicing costs and discount rates. The core deposit intangibles are amortized using an accelerated method over the estimated useful lives of the related deposits, typically between five and 10 years. We review identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable.

The fair value for acquired loans at the time of acquisition is based on a variety of factors including discounted expected cash flows, adjusted for estimated prepayments and credit losses. In accordance with ASC 326, the fair value adjustment is recorded as premium or discount to the unpaid principal balance of each acquired loan. Loans that have been identified as having experienced a more-than-insignificant deterioration in credit quality since origination are PCD loans. An ACL on PCD loans is established at the time of acquisition as part of the purchase accounting adjustments, while the remaining net premium or discount is accreted or amortized into interest income over the remaining life of the loan using the level yield method. The net premium or discount on non-PCD loans, that includes credit quality and interest rate considerations, is accreted or amortized into interest income over the remaining life of the loan using the level yield method. The Company then records the necessary ACL on the non-PCD loans through provision for credit losses expense.

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Recent Accounting Pronouncements

For a discussion of recent accounting pronouncements, see “Note 1 – Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements in Item 8 of this report on Form 10-K for further discussion.

Item(s) of Note – Year Ended December 31, 2024

In January 2024, the Company announced the decision to cease indirect auto originations and right-size our mortgage banking line of business. These changes are expected to result in annual cost savings of $800,000.

On September 26, 2024, Hurricane Helene made landfall causing significant property damage across certain parts of the Company's market areas, particularly in Western North Carolina. In an effort to assist customers in their post-Hurricane Helene recovery and clean-up efforts, in the fourth quarter we granted payment deferrals of up to six months to provide short-term relief to impacted customers. The outstanding balance of these deferrals was $136.0 million at December 31, 2024. As of this same date, we retained a $2.2 million qualitative allocation in our ACL for the potential impact of the storm upon our loan portfolio which had been established in the third quarter.

In December 2024, the Company paid a $3.0 million fee to a consulting firm who assisted in negotiating the multiyear renewal of our largest core IT processing contract. The renewal will result both in future cost savings and the expansion of our technology solutions, supporting the Company's growth initiatives and digital strategies all with the goal of enhancing the customer experience.

Item(s) of Note – Year Ended December 31, 2023

On February 12, 2023, the Company merged with Quantum which operated two locations in the Atlanta metro area. The addition of Quantum contributed total assets of $656.7 million, including loans of $561.9 million, and $570.6 million of deposits, all reflecting the impact of purchase accounting adjustments. Merger-related expenses of $4.7 million were recognized during the year ended December 31, 2023, while a $5.3 million provision for credit losses was recognized during the year to establish ACLs on both Quantum's loan portfolio and off-balance-sheet credit exposure. The aggregate amount of consideration paid per the purchase agreement of approximately $70.8 million, inclusive of consideration of common stock, other cash consideration, and cash in lieu of fractional shares, included $15.9 million of cash consideration already paid by Quantum to its stockholders in advance of the closing date as is further described in "Note 3 – Merger with Quantum" of the Notes to the Consolidated Financial Statements in Item 8 of this report on Form 10-K. These distributions reduced Quantum's stockholders' equity by an equal amount prior to the transaction closing date.

In December 2023, the Company completed a partial restructuring of our BOLI portfolio into higher-yielding policies. The transaction was expected to annually contribute $1.0 million in additional noninterest income.

Comparison of Results of Operations for the Years Ended December 31, 2024 and December 31, 2023

Net Income.  Net income totaled $54.8 million, or $3.20 per diluted share, for the year ended December 31, 2024 compared to $50.0 million, or $2.97 per diluted share, for the year ended December 31, 2023, an increase of $4.8 million, or 9.5%. The results for the year ended December 31, 2024 compared to the prior year were positively impacted by a $7.6 million decrease in the provision for credit losses and a $1.4 million increase in noninterest income, partially offset by a $758,000 decrease in net interest income and a $1.6 million increase in noninterest expense. Details of the changes in the various components of net income are further discussed below.

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Net Interest Income.  The following table presents the distribution of average assets, liabilities and equity, as well as interest income earned on average interest-earning assets and interest expense paid on average interest-bearing liabilities. All average balances are daily average balances. Nonaccruing loans have been included in the table as loans carrying a zero yield.

Years Ended December 31,
20242023
(Dollars in thousands)Average Balance OutstandingInterest Earned/ PaidYield/ RateAverage Balance OutstandingInterest Earned/ PaidYield/ Rate
Assets
Interest-earning assets
Loans receivable(1)$3,884,984$247,6426.37%$3,732,796$222,5955.96%
Debt securities available for sale137,1086,0454.41151,1105,0373.33
Other interest-earning assets(2)144,2627,9295.50133,1086,8495.15
Total interest-earning assets4,166,354261,6166.284,017,014234,4815.84
Other assets273,307268,102
Total assets$4,439,661$4,285,116
Liabilities and equity
Interest-bearing liabilities
Interest-bearing checking accounts$570,952$5,4200.95%$619,034$4,4500.72%
Money market accounts1,314,86740,6803.091,217,47427,5342.26
Savings accounts185,7121640.09213,6011880.09
Certificate accounts952,60242,0034.41692,33823,0723.33
Total interest-bearing deposits3,024,13388,2672.922,742,44755,2442.01
Junior subordinated debt10,0679289.228,8268029.09
Borrowings61,2053,7466.12158,3749,0025.68
Total interest-bearing liabilities3,095,40592,9413.002,909,64765,0482.24
Noninterest-bearing deposits757,472852,207
Other liabilities58,49652,155
Total liabilities3,911,3733,814,009
Stockholders' equity528,288471,107
Total liabilities and stockholders' equity$4,439,661$4,285,116
Net earning assets$1,070,949$1,107,367
Average interest-earning assets to average interest-bearing liabilities134.60%138.06%
Non-tax-equivalent
Net interest income$168,675$169,433
Interest rate spread3.28%3.60%
Net interest margin(3)4.05%4.22%
Tax-equivalent(4)
Net interest income$170,135$170,677
Interest rate spread3.31%3.63%
Net interest margin(3)4.08%4.25%

(1)Average loans receivable balances include loans held for sale and nonaccruing loans.

(2)Average other interest-earning assets consist of FRB stock, FHLB stock, SBIC investments and deposits in other banks.

(3)Net interest income divided by average interest-earning assets.

(4)Tax-equivalent results include adjustments to interest income of $1,460 and $1,244 for the years ended December 31, 2024 and 2023, respectively, calculated based on a combined federal and state tax rate of 24%.

Total interest and dividend income for the year ended December 31, 2024 increased $27.1 million, or 11.6%, compared to the year ended December 31, 2023, which was driven by a $25.0 million increase in loan interest income, a $1.1 million increase in interest income on other investments and interest-bearing accounts, and a $1.0 million increase in interest income on debt securities available for sale. Accretion income on acquired loans of $3.2 million and $2.1 million was recognized during the same periods, respectively, and was included in loan interest income.

Total interest expense for the year ended December 31, 2024 increased $27.9 million, or 42.9%, compared to the year ended December 31, 2023, the result of a $33.0 million, or 59.8%, increase in interest expense on deposits and a $5.3 million, or 58.4%, decrease in interest expense on borrowings. The increase in interest expense on deposits was primarily the result of both increases in the average cost of funds across funding sources and average deposits, while the decrease in interest expense on borrowings was the result of a decline in average borrowings outstanding.

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The following table shows the effects that changes in average balances (volume), including differences in the number of days in the periods compared, and average interest rates (rate) had on the interest earned on interest-earning assets and interest paid on interest-bearing liabilities:

Increase / (Decrease) Due toTotal Increase/ (Decrease)
(Dollars in thousands)VolumeRate
Interest-earning assets
Loans receivable$9,075$15,972$25,047
Debt securities available for sale(467)1,4751,008
Other interest-earning assets5745061,080
Total interest-earning assets9,18217,95327,135
Interest-bearing liabilities
Interest-bearing checking accounts(346)1,316970
Money market accounts2,20310,94313,146
Savings accounts(25)1(24)
Certificate accounts8,67310,25818,931
Junior subordinated debt11313126
Borrowings(5,523)267(5,256)
Total interest-bearing liabilities5,09522,79827,893
Decrease in net interest income$(758)

Provision for Credit Losses. The provision for credit losses is the amount of expense that, based on our judgment, is required to maintain the ACL at an appropriate level under the CECL model. The determination of the ACL is complex and involves a high degree of judgment and subjectivity. Refer to "Note 1 – Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for detailed discussion regarding ACL methodologies for available for sale debt securities, loans held for investment and unfunded commitments. The following table presents a breakdown of the components of the provision for credit losses:

Years Ended December 31,
(Dollars in thousands)20242023$ Change% Change
Provision for credit losses
Loans$7,460$16,170$(8,710)(54)%
Off-balance-sheet credit exposure85(1,075)1,160108
Total provision for credit losses$7,545$15,095$(7,550)(50)%

For the year ended December 31, 2024, the "loans" portion of the provision for credit losses was the result of the following, offset by net charge-offs of $10.8 million during the period:

•$1.6 million benefit driven by changes in the loan mix.

•$0.7 million benefit due to changes in the projected economic forecast, specifically the national unemployment rate, and changes in qualitative adjustments.

•$1.0 million decrease in specific reserves on individually evaluated credits.

For the year ended December 31, 2023, the "loans" portion of the provision for credit losses was the result of the following, offset by net charge-offs of $6.7 million during the period:

•$4.9 million provision to establish an allowance on Quantum's loan portfolio.

•$1.4 million provision driven by changes in the loan mix.

•$2.1 million provision due to changes in the projected economic forecast, specifically the national unemployment rate, and changes in qualitative adjustments.

•$1.1 million increase in specific reserves on individually evaluated credits.

For the years ended December 31, 2024 and December 31, 2023, the amounts recorded for off-balance-sheet credit exposure were the result of changes in the balance of loan commitments, loan mix and the projected economic forecast as outlined above.

See further discussion in the "Comparison of Financial Condition at December 31, 2024 and December 31, 2023 – Allowance for Credit Losses on Loans" section below.

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Noninterest Income.  Noninterest income for the year ended December 31, 2024 increased $1.4 million, or 4.3%, when compared to the year ended December 31, 2023. Changes in the components of noninterest income are discussed below:

Years Ended December 31,
(Dollars in thousands)20242023$ Change% Change
Noninterest income
Service charges and fees on deposit accounts$9,165$9,335$(170)(2)%
Loan income and fees2,7372,33640117
Gain on sale of loans held for sale6,2535,2501,00319
BOLI income4,3124,996(684)(14)
Operating lease income7,3466,1071,23920
Gain (loss) on sale of premises and equipment(9)734(743)(101)
Other3,6453,31533010
Total noninterest income$33,449$32,073$1,3764%

•Loan income and fees: The increase was primarily driven by loan servicing income associated with SBA loans.

•Gain on sale of loans held for sale: The increase was primarily driven by an increase in the premiums received on SBA loans sold during the current period. During the year ended December 31, 2024, there were $48.7 million of sales of the guaranteed portion of SBA commercial loans with gains of $3.9 million compared to $46.7 million sold with gains of $3.0 million during the prior year, with the improvement in profitability due to more favorable pricing on the secondary market. There were $95.4 million of HELOCs sold during the current year with gains of $887,000 compared to $104.0 million sold with gains of $873,000 in the prior year. There were $82.0 million of residential mortgages originated for sale sold with gains of $1.4 million compared to $69.3 million sold with gains of $1.1 million in the prior year. Lastly, our hedging of mandatory commitments on the residential mortgage loan pipeline resulted in gains of $81,000 and $284,000 in the same periods, respectively.

•BOLI income: The decrease was primarily the result of a $1.5 million decrease in tax-free gains on death benefit proceeds in excess of the cash surrender value of the policies compared to the prior year, partially offset by the impact of higher yielding policies due to the partial restructuring of the portfolio at the end of the prior year.

•Operating lease income: The increase was the result of $2.1 million in additional contract earnings on a higher average outstanding balance of associated contracts, partially offset by an $805,000 increase in the valuation allowance against previously leased equipment.

•Gain (loss) on sale of premises and equipment: During the prior year, three properties were sold for a combined net gain of $734,000. No material disposal activity occurred during the year ended December 31, 2024.

Noninterest Expense.  Noninterest expense for the year ended December 31, 2024 increased $1.6 million, or 1.3%, when compared to the year ended December 31, 2023. Changes in the components of noninterest expense are discussed below:

Years Ended December 31,
(Dollars in thousands)20242023$ Change% Change
Noninterest expense
Salaries and employee benefits$67,900$65,692$2,2083%
Occupancy expense, net9,7689,999(231)(2)
Computer services12,50612,3881181
Operating lease depreciation expense7,7345,4062,32843
Telephone, postage and supplies2,2532,545(292)(11)
Marketing and advertising1,8932,180(287)(13)
Deposit insurance premiums2,2302,580(350)(14)
Core deposit intangible amortization2,4633,184(721)(23)
Merger-related expenses4,741(4,741)(100)
Contract renewal consulting fee2,9652,965100
Other14,95614,3745824
Total noninterest expense$124,668$123,089$1,5791%

•Salaries and employee benefits: The increase was primarily the result of pay increases, partially offset by reductions in incentive pay.

•Operating lease depreciation expense: The increase was due to a higher average outstanding balance of associated contracts.

•Core deposit intangible amortization: The intangible recorded as a result of the Quantum merger is being amortized on an accelerated basis, so the rate of amortization slowed year-over-year.

•Merger-related expenses: The prior year included expenses associated with the Quantum merger. No such expenses were incurred in the year ended December 31, 2024.

•Contract renewal consulting fee: In the current year we paid a fee to a consultant to assist in negotiating the multiyear renewal of our largest core processing contract.

Income Taxes.  The amount of income tax expense is influenced by the amount of pre-tax income, tax-exempt income, changes in the statutory rate and the effect of changes in valuation allowances maintained against deferred tax benefits. The effective tax rates for the years ended December 31, 2024 and 2023 were 21.6% and 21.0%, respectively. For more information on income taxes and deferred taxes, see "Note 12 – Income Taxes” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K.

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Comparison of Financial Condition at December 31, 2024 and December 31, 2023

Assets. Total assets were $4.6 billion and $4.7 billion at December 31, 2024 and December 31, 2023, respectively, a decrease of $77.2 million, or 1.7%, period-over-period, the components of which are discussed below.

Debt Securities Available for Sale. Debt securities available for sale increased $25.1 million, or 19.7%, to $152.0 million at December 31, 2024. Outside of changes in value, the changes between years were the result of $28.7 million in proceeds from the maturity, call and paydown of securities offset by $52.8 million in purchases. All purchases were residential MBS and consistent with the composition of the existing securities held in the portfolio. The following table illustrates the changes in the fair value of the portfolio.

(Dollars in thousands)December 31, 2024December 31, 2023$ Change% Change
MBS, residential$144,147$104,499$39,64838%
Municipal bonds3,3963,409(13)
Corporate bonds4,46819,042(14,574)(77)
Total$152,011$126,950$25,06120%

The composition and contractual maturities of our debt securities portfolio as of December 31, 2024 is indicated in the following table. Maturities are based on the final contractual payment dates, and do not reflect the impact of prepayments or early redemptions that may occur. Weighted average yields were calculated using amortized cost on a fully-taxable equivalent basis. The Company did not hold any tax-exempt debt securities as of December 31, 2024.

(Dollars in thousands)1 year or lessOver 1 year to 5 yearsOver 5 to 10 yearsOver 10 yearsTotal
MBS, residential
Book value$8,114$39,769$31,503$66,362$145,748
Fair value8,05439,38630,30866,399144,147
Weighted average yield3.36%4.48%4.16%4.92%4.55%
Municipal bonds
Book value1,5221,9293,451
Fair value1,5201,8763,396
Weighted average yield4.06%3.64%%%3.83%
Corporate bonds
Book value5,000313155,000
Fair value4,4684,468
Weighted average yield%%3.38%%3.38%
Total
Book value$9,636$41,698$36,503$66,362$154,199
Fair value$9,574$41,262$34,776$66,399$152,011
Weighted average yield3.47%4.44%4.05%4.92%4.49%

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Total Loans, Net of Deferred Loan Fees and Costs. Loans held for investment totaled $3.6 billion at December 31, 2024, an increase of $8.3 million or 0.2%. The following table illustrates the changes within the portfolio.

December 31, 2024December 31, 2023Change% of Total at December 31, 2024% of Total at December 31, 2023
(Dollars in thousands)$%
Commercial real estate loans
Construction and land development$274,356$305,269$(30,913)(10)%8%8%
Commercial real estate - owner occupied545,490536,5458,94521515
Commercial real estate - non-owner occupied866,094875,694(9,600)(1)2424
Multifamily120,42588,62331,8023632
Total commercial real estate loans1,806,3651,806,1312345049
Commercial loans
Commercial and industrial316,159237,25578,9043397
Equipment finance406,400465,573(59,173)(13)1113
Municipal leases165,984150,29215,6921054
Total commercial loans888,543853,12035,42342524
Residential real estate loans
Construction and land development53,68396,646(42,963)(44)13
One-to-four family630,391584,40545,98681716
HELOCs195,288185,8789,410555
Total residential real estate loans879,362866,92912,43312324
Consumer loans74,029113,842(39,813)(35)23
Loans, net of deferred loan fees and costs$3,648,299$3,640,022$8,277%100%100%

The principal categories of our loan portfolio are discussed below.

Commercial Real Estate – Construction and Land Development. We originate residential construction and development loans for the construction of single-family residences, condominiums, townhouses and residential developments. Our commercial construction development loans are for the development of business properties, including multifamily, retail, office/warehouse and office buildings. Our land, lots and development loans are predominately for the purchase or refinance of unimproved land held for future residential development, improved residential lots held for speculative investment purposes and for the future construction of one-to-four family (speculative and pre-sold) or commercial real estate.

In 2024 we intentionally slowed commercial real estate lending as a whole in response to continued elevated levels of inflation, a rising rate environment, and contracting incremental net interest margins. Unfunded commitments totaled $48.1 million and $56.6 million at December 31, 2024 and 2023, respectively.

Land acquisition and development loans are included in the construction and land development loan portfolio and include completed residential lots where the borrower was not the developer, commercial improved and raw land for future development and residential development loans. Residential development loans are made to developers for the purpose of acquiring raw land for the subsequent development and sale of residential lots. Such loans typically finance land purchase and infrastructure development of properties (i.e., roads, utilities, etc.) into residential lots for sale. The end buyer for the majority of these lots are local, regional and national builders for the ultimate construction of residential units. The primary source of repayment is the sale of the lots or improved parcels of land, while personal guarantees may serve as secondary sources. These loans are generally secured by property in our primary market areas. In addition, these loans are secured by a first lien on the property, are generally limited to 65% of the lower of the acquisition price or the appraised value of the unimproved land and 75% of the improved land. Residential acquisition and development loans are generally paid out within three years unless there are multiple phases to the development.

The Bank provides funding to a number of builders for the construction of both speculative and pre-sold 1-4 family homes. Speculative construction loans are made to home builders and are termed “speculative” because the home builder does not have, at the time of loan origination, a signed contract with a home buyer who has a commitment for permanent financing with either us or another lender for the finished home. Loans to finance the construction of speculative single-family homes are generally offered to experienced builders with a proven track record of performance. These loans require interest-only payments during the construction phase. Unfunded commitments on these loans were $67.6 million and $53.4 million at December 31, 2024 and 2023, respectively.

Both adjustable and fixed rates are offered on commercial construction loans. Adjustable interest rate loans typically include a floor and ceiling interest rate and are indexed to The Wall Street Journal prime rate, plus or minus an interest rate margin. The initial construction period for owner occupied loans is generally limited to 12 to 24 months from the date of origination versus a construction and stabilization period for non-owner occupied loans of 24 to 36 months, both with amortization terms up to 25 years. Construction-to-permanent loans generally include a balloon maturity of five years or less; however, balloon maturities of greater than five years are allowed on a limited basis depending on factors such as property type, amortization term, lease terms, pricing or the availability of credit enhancements. Construction loan proceeds are disbursed based on the percent completion of budget as documented by periodic third-party inspections. The maximum loan-to-value limit applicable to these loans is generally 80% of the appraised post-construction value.

Commercial Real Estate Lending, including Multifamily. We originate commercial real estate loans, including loans secured by retail/wholesale facilities, hotels, industrial facilities, medical and professional buildings, office buildings, churches and multifamily residential properties located primarily in our market areas. The average outstanding loan balance was $957,000 as of December 31, 2024. Specific to

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our non-owner occupied portfolio, the outstanding balance of loans secured by offices totaled $93.7 million as of December 31, 2024.

We offer both fixed- and adjustable-rate commercial real estate loans. Our commercial real estate mortgage loans generally include a balloon maturity of five years or less. Amortization terms are generally limited to 20 years. Adjustable rate-based loans typically include a floor and ceiling interest rate and are indexed to The Wall Street Journal prime rate or the one-month term SOFR, plus or minus an interest rate margin and rates generally adjust daily. The maximum loan-to-value ratio for commercial real estate loans is generally up to 80% on purchases and refinances.

Commercial – Commercial and Industrial Loans. Over the last year, we have intentionally focused on the growth of commercial and industrial loans to businesses located in our primary market areas. These loans are primarily originated as conventional loans to business borrowers, which include lines of credit, term loans and letters of credit. These loans are typically secured by collateral and are used for general business purposes, including working capital financing, equipment financing, capital investment and general investments. Loan terms typically vary from one to five years. The interest rates on such loans are either fixed rate or adjustable rate indexed to The Wall Street Journal prime rate plus a margin.

We originate commercial business loans made under the SBA 7(a) and USDA B&I programs to small businesses located throughout the country. Loans made by the Bank under the SBA 7(a) and USDA B&I programs generally are made to small businesses to provide working capital needs, to refinance existing debt or to provide funding for the purchase of businesses, real estate, machinery and equipment. These loans generally are secured by a combination of assets that may include receivables, inventory, furniture, fixtures, equipment, business real property, commercial real estate and sometimes additional collateral such as an assignment of life insurance and a lien on personal real estate owned by the guarantor(s). Typical maturities for this type of loan vary up to 25 years and can be 30 years in some circumstances. Under the SBA 7(a) and USDA B&I loan program the loans carry a government guaranty up to 90% of the loan in some cases. SBA 7(a) and USDA B&I loans will normally be adjustable rate loans based upon The Wall Street Journal prime lending rate. Under the loan programs, we will typically sell in the secondary market the guaranteed portion of these loans to generate noninterest income and retain the related unguaranteed portion of these loans.

In March 2022, the Company began purchasing commercial small business loans originated by a fintech partner, although in 2023 we elected to cease further purchases. At December 31, 2024, the outstanding balance of these loans totaled $11.6 million, or 0.3% of our loan portfolio. The credit risk characteristics of these loans are different from the remainder of the portfolio as they were not originated by the Company and the collateral may be located outside the Company's market area. The Company will continue to monitor the performance of these loans and adjust the ACL as necessary.

Commercial – Equipment Finance. Our equipment finance line of business offers companies that are purchasing equipment for their business various products to help manage working capital needs, while offering flexible and customizable repayment terms. These products are primarily made up of commercial finance agreements and commercial loans for transportation, construction, healthcare and manufacturing equipment. The loans have terms ranging from 24 to 96 months, with an average of five years, and are secured by the financed equipment. Typical transaction sizes range from $10,000 to $4.0 million, with an average outstanding loan balance of $140,000.

Commercial – Municipal Leases. We offer ground and equipment lease financing to fire departments located primarily throughout North Carolina, South Carolina and, to a lesser extent, Virginia. Municipal leases are secured primarily by a ground lease in our name with a sublease to the borrower for a fire station or an equipment lease for fire trucks and firefighting equipment. We originate and underwrite all leases prior to funding. These leases are at a fixed interest rate and may have a term to maturity of up to 20 years. At December 31, 2024, $106.7 million, or 64.3%, of our municipal leases were secured by fire trucks, $51.7 million, or 31.2%, were secured by fire stations, with the remaining $7.6 million, or 4.5%, secured by miscellaneous firefighting equipment and land. At December 31, 2024, the average outstanding municipal lease balance was $454,000.

Residential Real Estate – Construction and Land Development. We originate construction-to-permanent loans to homeowners building a residence. In addition, we originate land/lot loans predominately for the purchase or refinance of an improved lot for the construction of a residence to be occupied by the borrower. All of our construction and land/lot loans were made on properties located within our market area. Unfunded loan commitments totaled $29.8 million and $60.4 million at December 31, 2024 and 2023, respectively.

Construction-to-permanent loans are made for the construction of a one-to-four family property which is intended to be occupied by the borrower as either a primary or secondary residence. Construction-to-permanent loans are originated to the homeowner rather than the homebuilder and are structured to be converted to a first lien fixed- or adjustable-rate permanent loan at the completion of the construction phase. During the construction phase, which typically lasts six to 12 months, we make periodic inspections of the construction site and loan proceeds are disbursed directly to the contractors or borrowers as construction progresses. Typically, disbursements are made in monthly draws during the construction period. Loan proceeds are disbursed based on a percentage of completion. Construction-to-permanent loans require payment of interest only during the construction phase. Construction loans may be originated up to 90% of the cost or of the appraised value upon completion, whichever is less; however, we generally do not originate conforming construction loans which exceed an 80% loan-to-value without securing adequate private mortgage insurance.

Included in our construction and land/lot loan portfolio are land/lot loans, which are typically loans secured by developed lots in residential subdivisions located in our market areas. We originate these loans to individuals intending to construct their primary or secondary residence on the lot within one year of the origination date. This portfolio may also include loans for the purchase or refinance of unimproved land that is generally less than or equal to five acres and for which the purpose is to commence the improvement of the land and construction of an owner occupied primary or secondary residence within one year of the origination date.

Land/lot loans are typically originated in an amount up to 70% of the lower of the purchase price or appraisal, are secured by a first lien on the property, for up to a 20-year term, require payments of interest only and are structured with an adjustable interest rate on terms similar to our one-to-four family residential mortgage loans.

Residential Real Estate – One-to-Four Family. We originate loans secured by first mortgages on one-to-four family residences typically for the purchase or refinance of owner occupied primary or secondary residences located primarily in our market areas. We originate both

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fixed-rate loans and adjustable-rate loans. We generally originate fixed rate mortgage loans with terms greater than 10 years for sale to various secondary market investors, currently on a servicing retained basis. We also originate adjustable-rate mortgage, or ARM, loans which have interest rates that adjust to the average 30-day yield on the SOFR plus a margin. Most of our ARM loans are hybrid loans, which after an initial fixed rate period of one, five, seven or 10 years will convert to an annual adjustable interest rate for the remaining term of the loan. Our ARM loans have terms up to 30 years.

Residential Real Estate – Home Equity Lines of Credit. Our HELOCs consist primarily of adjustable-rate lines of credit. The lines of credit may be originated in amounts, together with the amount of the existing first mortgage, typically up to 85% of the value of the property securing the loan (less any prior mortgage loans) with an adjustable-rate based on The Wall Street Journal prime rate plus a margin. HELOCs generally have up to a 10-year draw period and amounts may be reborrowed after payment at any time during the draw period. Once the draw period has lapsed, the payment is amortized over a 15-year period based on the loan balance at that time. At December 31, 2024, unfunded commitments on these lines of credit, including loans held for sale, totaled $436.0 million.

Consumer Lending. Our consumer loans consist of loans secured by deposit accounts or personal property such as automobiles, boats and motorcycles, as well as unsecured consumer debt. This portfolio includes indirect auto finance installment contracts on new and used vehicles sourced through our relationships with automobile dealerships, both manufacturer franchised dealerships and independent dealerships. As a result of our decision to cease indirect auto finance loan originations as of March 31, 2024, the outstanding balance of the indirect auto portfolio declined to $69.1 million at December 31, 2024, a $37.9 million, or 35.4%, decrease compared to the prior year end.

The following table details the contractual maturity ranges of our loan portfolio without factoring in scheduled payments or potential prepayments. Loan balances do not include undisbursed loan proceeds, unearned discounts, unearned income or the ACL. In addition, we have disclosed those loans with predetermined (fixed) and floating interest rates at December 31, 2024.

(Dollars in thousands)1 Year or LessAfter 1 but Within 5 YearsAfter 5 but Within 15 YearsOver 15 YearsTotal
Commercial real estate loans
Construction and land development$129,442$121,279$23,635$$274,356
Commercial real estate - owner occupied98,095270,435130,91346,047545,490
Commercial real estate - non-owner occupied137,012559,713137,75231,617866,094
Multifamily6,96385,58325,7162,163120,425
Total commercial real estate loans371,5121,037,010318,01679,8271,806,365
Commercial loans
Commercial and industrial91,728163,18659,6611,584316,159
Equipment finance14,577336,78155,042406,400
Municipal leases1,04433,28389,25842,399165,984
Total commercial loans107,349533,250203,96143,983888,543
Residential real estate loans
Construction and land development1,47234377751,09153,683
One-to-four family49,09090,98958,200432,112630,391
HELOCs2,1763,1685,251184,693195,288
Total residential real estate loans52,73894,50064,228667,896879,362
Consumer loans1,90859,18712,65028474,029
Loans, net of deferred loan fees and costs$533,507$1,723,947$598,855$791,990$3,648,299
Commercial real estate loans
Fixed rate loans$189,538$652,664$56,980$4,527$903,709
Adjustable rate loans181,974384,346261,03675,300902,656
Commercial loans
Fixed rate loans27,457471,737157,22542,936699,355
Adjustable rate loans79,89261,51346,7361,047189,188
Residential real estate loans
Fixed rate loans35,59278,52941,467134,848290,436
Adjustable rate loans17,14615,97122,761533,048588,926
Consumer loans
Fixed rate loans1,86459,17412,65028473,972
Adjustable rate loans441357
Total fixed rate loans$254,451$1,262,104$268,322$182,595$1,967,472
Total adjustable rate loans$279,056$461,843$330,533$609,395$1,680,827

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Nonperforming Assets. Nonperforming assets include nonaccrual loans and repossessed assets. Loans are placed on nonaccrual status when the collection of principal and/or interest becomes doubtful or other factors involving the loan warrant placing the loan on nonaccrual status. Total nonperforming assets were $28.8 million, or 0.63% of total assets, at December 31, 2024, compared to $19.3 milion, or 0.41% of total assets, at December 31, 2023. The following table sets forth the composition of our nonperforming assets among our different asset categories.

(Dollars in thousands)December 31, 2024December 31, 2023
Nonaccruing loans
Commercial real estate loans
Construction and land development$$
Commercial real estate - owner occupied8,471912
Commercial real estate - non-owner occupied3,5514,032
Multifamily4774
Total commercial real estate loans12,0695,018
Commercial loans
Commercial and industrial3,4872,774
Equipment finance4,6666,463
Municipal leases
Total commercial loans8,1539,237
Residential real estate loans
Construction and land development132132
One-to-four family2,9162,205
HELOCs3,9902,173
Total residential real estate loans7,0384,510
Consumer407568
Total nonaccruing loans$27,667$19,333
Total repossessed assets1,103
Total nonperforming assets$28,770$19,333
Total nonperforming assets as a percentage of total assets0.63%0.41%

This increase was primarily driven by increases of $7.6 million in owner occupied commercial real estate and $1.8 million in home equity loans, partially offset by a $1.8 million decrease in equipment finance loans. A single owner occupied commercial real estate relationship represented $5.0 million of the total, and a loss is not currently anticipated on this relationship.

The ratio of nonperforming loans to total loans was 0.76% at December 31, 2024 and 0.53% at December 31, 2023.

Allowance for Credit Losses on Loans. The ACL on loans held for investment is a valuation account that reflects our estimation of the credit losses that will result from the inability of our borrowers to make required loan payments. The ACL is maintained through provisions for credit losses that are charged to earnings in the period they are established. We charge losses on loans against the ACL when we believe the collection of loan principal is unlikely. Recoveries on loans previously charged off are added back to the ACL. See "Note 1 – Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for discussion of our ACL methodology on loans.

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The following table summarizes the distribution of the ACL by loan category at the dates indicated.

December 31, 2024December 31, 2023
(Dollars in thousands)Allocated Allowance% of Loan PortfolioACL to LoansAllocated Allowance% of Loan PortfolioACL to Loans
Commercial real estate loans
Construction and land development$3,5418%0.10%$4,5918%0.13%
Commercial real estate - owner occupied5,465150.155,647150.16
Commercial real estate - non-owner occupied9,074240.259,187240.25
Multifamily1,20430.0389820.02
Total commercial real estate loans19,284500.5320,323490.56
Commercial loans
Commercial and industrial4,83790.134,99470.14
Equipment finance10,090110.2811,843130.32
Municipal leases34050.0118940.01
Total commercial loans15,267250.4217,026240.47
Residential real estate loans
Construction and land development46510.011,20330.03
One-to-four family7,441170.206,302160.17
HELOCs1,75850.051,77950.05
Total residential real estate loans9,664230.269,284240.25
Consumer loans1,07020.032,00830.06
Total loans$45,285100%1.24%$48,641100%1.34%
December 31, 2024December 31, 2023
(Dollars in thousands)Allocated AllowanceACL to LoansAllocated AllowanceACL to Loans
ACL composition
Quantitative allocation$22,3300.61%$23,6640.65%
Qualitative allocation21,8800.6022,8580.63
Individual allocation1,0750.032,1190.06
Total ACL$45,2851.24%$48,6411.34%
At or For the Year Ended December 31, 2024At or For the Year Ended December 31, 2023At or For the Year Ended June 30, 2023
Asset quality ratios
ACL to nonaccruing loans(1)163.68%251.60%567.56%
Net charge-offs to average loans0.280.180.10

(1)    At December 31, 2024, $13.0 million, or 47.1%, of nonaccruing loans were current on their loan payments. At December 31, 2023, $2.4 million, or 12.3%, of nonaccruing loans were current on their loan payments. At June 30, 2023, $3.3 million, or 40.0%, of nonaccruing loans were current on their loan payments.

The ACL on loans decreased $3.4 million, or 6.9%, during the year ended December 31, 2024. See further discussion of the drivers of the change in the "Comparison of Results of Operations for the Years Ended December 31, 2024 and December 31, 2023 – Provision for Credit Losses" section above.

In an effort to assist customers in their post-Hurricane Helene recovery and clean-up efforts, in the quarter ended December 31, 2024 we granted payment deferrals of up to six months to provide short-term relief to impacted customers. The outstanding balance of these deferrals was $136.0 million at December 31, 2024. As of this same date, we retained a $2.2 million qualitative allocation in our ACL for the potential impact of the storm upon our loan portfolio which had been established in the quarter ended September 30, 2024.

Our individually evaluated loans are comprised of loans meeting certain thresholds including those on nonaccrual status. Individually evaluated loans may be evaluated for ACL purposes using either the cash flow or the collateral valuation method. As of December 31, 2024, there were $13.8 million of loans individually evaluated compared to $8.8 million at December 31, 2023.

The following table summarizes net charge-offs (recoveries) to average loans outstanding by loan category as of the dates indicated.

Year Ended December 31, 2024Year Ended December 31, 2023
(Dollars in thousands)Net Charge-Offs (Recoveries)Average Loans OutstandingNet Charge-Off (Recovery) RatioNet Charge-Offs (Recoveries)Average Loans OutstandingNet Charge-Off (Recovery) Ratio
Commercial real estate loans$343$1,910,4020.02%$285$1,896,9910.02%
Commercial loans9,667919,5641.056,156860,4100.72
Residential real estate loans(119)921,207(0.01)(285)858,552(0.03)
Consumer loans92593,8110.99601116,8430.51
Total$10,816$3,844,9840.28%$6,757$3,732,7960.18%

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Liabilities. Total liabilities were $4.0 billion at December 31, 2024, compared to $4.2 billion at December 31, 2023, a decrease of $129.1 million, or 3.1%, period-over-period, the components of which are discussed below.

Deposits. The following table summarizes the composition of our deposit portfolio as of the dates indicated.

(Dollars in thousands)December 31, 2024December 31, 2023$ Change% Change
Core deposits
Noninterest-bearing deposits$680,926$784,950$(104,024)(13)%
NOW accounts575,238591,270(16,032)(3)
Money market accounts1,341,9951,246,80795,1888
Savings accounts181,317194,486(13,169)(7)
Total core deposits$2,779,476$2,817,513(38,037)(1)
Certificates of deposit999,727843,860155,86718
Total$3,779,203$3,661,373$117,8303%

The following bullet points provide further information regarding the composition of our deposit portfolio as of December 31, 2024:

•The balance of uninsured deposits was $897.7 million, or 23.8% of total deposits, which included $195.9 million of collateralized deposits to municipalities.

•The balance of brokered deposits was $387.1 million, or 10.2% of total deposits.

•Commercial and consumer depositors represented 55% and 45% of total deposits, respectively.

•The average balance of our deposit accounts was $35,000.

•Our largest 25 depositors made up $480.8 million, or 12.7% of total deposits.

Specific to time deposits, we held approximately $168.1 million in uninsured CDs as of December 31, 2024. The uninsured amount is an estimate consistent with the methodology used for the Company's regulatory reporting disclosures.

The following table indicates the amount of our CDs, both within and in excess of the $250,000 FDIC insurance limit, by time remaining until maturity as of December 31, 2024.

(Dollars in thousands)3 Months or LessOver 3 to 6 MonthsOver 6 to 12 MonthsOver 12 MonthsTotal
CDs less than $250,000$311,740$275,603$223,122$21,173$831,638
CDs of $250,000 or more65,80072,18228,4211,686168,089
Total certificates of deposit$377,540$347,785$251,543$22,859$999,727

Borrowings. Although deposits are our primary source of funds, we may utilize borrowings to manage interest rate risk or as a cost-effective source of funds. Our borrowings typically consist of advances from the FHLB of Atlanta and FRB. We may obtain advances from the FHLB of Atlanta upon the security of certain of our commercial and residential real estate loans and/or securities as well as obtain advances from the FRB upon the security of certain of our commercial and consumer loans. These advances may be made pursuant to several different credit programs, each of which has its own interest rate, range of maturities and call features.

In addition to borrowings deemed necessary to address funding needs, as a result of our merger with Quantum, we assumed $11.3 million of junior subordinated debentures, which carried a purchase accounting discount of $1.2 million as of December 31, 2024. See "Note 10 – Borrowings" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for discussion of the origin and terms of the debt.

The following tables set forth information regarding our borrowings at the end of and during the periods indicated.

Year Ended December 31,
(Dollars in thousands)20242023
Average balances
Junior subordinated debentures$10,067$8,826
FHLB advances24,784116,842
FRB advances25,63523,907
Revolving lines of credit10,78567,233
Weighted average interest rate
Junior subordinated debentures9.22%9.11%
FHLB advances5.555.29
FRB advances5.415.34
Revolving lines of credit9.128.90

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(Dollars in thousands)December 31, 2024December 31, 2023
Balance outstanding at end of period
Junior subordinated debentures$10,120$10,021
FHLB advances105,000
FRB advances188,000310,000
Revolving lines of credit18,763
Weighted average interest rate
Junior subordinated debentures6.51%7.59%
FHLB advances5.44
FRB advances4.505.50
Revolving lines of credit9.00

All qualifying one-to-four family loans, HELOCs, commercial real estate loans and FHLB of Atlanta stock are pledged as collateral to secure outstanding FHLB advances while commercial construction, indirect auto and municipal leases are pledged as collateral to secure outstanding FRB advances. At December 31, 2024 and 2023, the Company had the ability to borrow $315.5 million and $72.8 million, respectively, through FHLB advances and $106.6 million and $55.3 million, respectively, through the unused portion of a line of credit with the FRB.

At December 31, 2024 and 2023, the Company maintained revolving lines of credit with three unaffiliated banks, the unused portion of which totaled $165.0 million and $146.2 million, respectively.

Capital Resources

Stockholders' equity increased $51.9 million, or 10.4%, to $551.8 million at December 31, 2024 as compared to December 31, 2023. Activity within stockholders' equity included $54.8 million in net income and $5.9 million in stock-based compensation and stock option exercises, partially offset by $7.7 million in cash dividends declared.

As of December 31, 2024, the Bank was considered "well capitalized" in accordance with its regulatory capital guidelines and exceeded all regulatory capital requirements. See “Business – How We are Regulated” included in Item 1 and “Note 18 – Regulatory Capital Matters” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for additional details on our capital requirements.

Liquidity Management

Management maintains a liquidity position that it believes will adequately provide for funding of loan demand and deposit run-off that may occur in the normal course of business. We rely on a number of different sources in order to meet our potential liquidity demands. The primary sources are increases in deposit accounts, wholesale borrowings and cash flows from loan payments and the securities portfolio.

In addition to these primary sources of funds, management has several secondary sources available to meet potential funding requirements as outlined in the "Comparison of Financial Condition at December 31, 2024 and December 31, 2023 – Borrowings" section above. Additionally, we classify our securities portfolio as available for sale, providing an additional source of liquidity. Management believes that our securities portfolio is of high quality, of short duration, and the securities would therefore be readily marketable. In addition, we have historically sold fixed-rate mortgage loans in the secondary market to reduce interest rate risk and to create still another source of liquidity. From time to time we also utilize brokered time deposits to supplement our other sources of funds. Brokered time deposits are obtained by utilizing an outside broker that is paid a fee. This funding requires advance notification to structure the type of deposit desired by us. Brokered deposits can vary in term from one month to several years and have the benefit of being a source of longer-term funding. We also utilize brokered deposits to help manage interest rate risk by extending the term to repricing of our liabilities, enhance our liquidity and fund asset growth. Brokered deposits are typically from outside our primary market areas, and our brokered deposit levels may vary from time to time depending on competitive interest rate conditions and other factors. At December 31, 2024, brokered deposits totaled $387.1 million, or 10.2% of total deposits.

Liquidity management is both a daily and long-term function of business management. Excess liquidity is generally invested in short-term investments, such as overnight deposits and federal funds. On a longer term basis, we maintain a strategy of investing in various lending products and debt securities, including MBS. On a stand-alone level we are a separate legal entity from the Bank and must provide for our own liquidity and pay our own operating expenses. Our primary source of funds consists of dividends or capital distributions from the Bank, although there are regulatory restrictions on the ability of the Bank to pay dividends. At December 31, 2024, we (on an unconsolidated basis) had liquid assets of $1.1 million.

At the Bank level, we use our sources of funds primarily to meet our ongoing commitments, pay maturing deposits and fund withdrawals and to fund loan commitments. At December 31, 2024, the total approved loan commitments and unused lines of credit outstanding amounted to $230.5 million and $712.3 million, respectively, as compared to $240.9 million and $690.6 million as of December 31, 2023. Certificates of deposit scheduled to mature in one year or less at December 31, 2024 totaled $976.9 million. It is management's policy to manage deposit rates that are competitive with other local financial institutions. Based on this strategy, we believe that a majority of maturing deposits will be retained.

Off-Balance Sheet Activities

In the normal course of operations, we engage in a variety of financial transactions that are not recorded in our financial statements, mainly to manage customers' requests for funding. These transactions primarily take the form of loan commitments and lines of credit and involve varying degrees of off-balance sheet credit, interest rate and liquidity risks. For further information, see “Note 17 – Commitments and Contingencies” of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10-K.

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Asset/Liability Management and Interest Rate Risk

Our Risk When Interest Rates Change. The rates of interest we earn on assets and pay on liabilities generally are established contractually for a period of time. Market interest rates change over time. Our loans generally have longer maturities than our deposits. Accordingly, our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our assets and liabilities. The risk associated with changes in interest rates and our ability to adapt to these changes is known as interest rate risk and is our most significant market risk.

How We Measure Our Risk of Interest Rate Changes. As part of our process to manage our exposure to changes in interest rates and comply with applicable regulations, we monitor our interest rate risk. In monitoring interest rate risk we continually analyze and manage assets and liabilities based on market conditions, their payment streams and interest rates, the timing of their maturities, their sensitivity to actual or potential changes in market interest rates and interest rate sensitivities of our non-maturity deposits with respect to interest rates paid and the level of balances. The Board of Directors sets the asset and liability policy of HomeTrust Bank, which is implemented by management and an asset/liability committee whose members include certain members of senior management.

The purpose of this committee is to communicate, coordinate and control asset/liability management consistent with our business plan and Board approved policies. The committee establishes and monitors the volume and mix of assets and funding sources taking into account relative costs and spreads, interest rate sensitivity and liquidity needs. The objectives are to manage assets and funding sources to produce results that are consistent with liquidity, capital adequacy, growth, risk and profitability goals.

The committee generally meets on a quarterly basis to review, among other things, economic conditions and interest rate outlook, current and projected liquidity needs and capital position, anticipated changes in the volume and mix of assets and liabilities and interest rate risk exposure limits versus current projections pursuant to net present value of portfolio equity analysis and income simulations. The committee recommends strategy changes based on this review. The committee is responsible for reviewing and reporting on the effects of the policy implementations and strategies to the Board of Directors at least quarterly.

Among the techniques we have used at various times to manage interest rate risk are: (i) increasing our portfolio of hybrid and adjustable-rate one-to-four family residential loans and commercial loans; (ii) maintaining a strong capital position, which provides for a favorable level of interest-earning assets relative to interest-bearing liabilities; and (iii) emphasizing less interest rate sensitive and lower-costing “core deposits.” We also maintain a portfolio of short-term or adjustable-rate assets and use fixed-rate FHLB advances and brokered deposits to extend the term to repricing of our liabilities.

We consider the relatively short duration of our deposits in our overall asset/liability management process. As short-term rates increase, we have assets and liabilities that increase with the market. This is reflected in the change in our PVE when rates increase (see the table below). PVE is defined as the net present value of our existing assets and liabilities. In addition, we have historically demonstrated an ability to maintain retail deposits through various interest rate cycles. If local retail deposit rates increase dramatically, we also have access to wholesale funding through our lines of credit with the FHLB and FRB and the brokered deposit market to replace retail deposits, as needed.

Depending on the level of general interest rates, the relationship between long- and short-term interest rates, market conditions and competitive factors, the committee may in the future determine to increase our interest rate risk position somewhat in order to maintain or increase our net interest margin. In particular, during certain periods of stable or declining interest rates, we believe that the increased net interest income resulting from a mismatch in the maturity of our assets and liabilities portfolios may provide high enough returns to justify increased exposure to sudden and unexpected increases in interest rates. As a result of this philosophy, our results of operations and the economic value of our equity will remain vulnerable to increases in interest rates and to declines due to differences between long- and short-term interest rates.

The committee regularly reviews interest rate risk by forecasting the impact of alternative interest rate environments on net interest income and our PVE. The committee also evaluates these impacts against the potential changes in net interest income and market value of our portfolio equity that are monitored by the Board of Directors of HomeTrust Bank generally on a quarterly basis.

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Our asset/liability management strategy sets limits on the change in PVE given certain changes in interest rates. The table presented here, as of December 31, 2024, is forward-looking information about our sensitivity to changes in interest rates. The table incorporates data from an independent service, as it relates to maturity repricing and repayment/withdrawal of interest-earning assets and interest-bearing liabilities. Interest rate risk is measured by changes in PVE for instantaneous parallel shifts in the yield curve up and down 400 basis points. Overall, our interest rate sensitivity is very low with minimal changes to our PVE with rate increases or smaller rate decreases. Loans with interest rate floors assist in maintaining our net interest income when rates decrease. If larger rate decreases occur, our PVE decreases more as lower rate deposit accounts will not reprice lower than zero, causing our net interest margin to shrink. As of December 31, 2024, our loans with interest rate floors totaled approximately $749.0 million, or 20.5% of our total loan portfolio, and had a weighted average floor rate of 5.45%, of which $113.0 million were at their floor rate.

December 31, 2024
Change in Interest Rates in Basis PointsPresent Value Equity (Dollars in Thousands)
Amount$ Change% ChangePVE Ratio
+ 400$887,347$(35,521)(4)%21%
+ 300913,745(9,123)(1)21
+ 200930,7447,876121
+ 100930,6807,812121
Base922,86821
- 100902,613(20,255)(2)20
- 200841,891(80,977)(9)18
- 300727,622(195,246)(21)16
- 400581,074(341,794)(37)13

In evaluating our exposure to interest rate movements, certain shortcomings inherent in the method of analysis presented in the foregoing table must be considered. For example, although certain assets and liabilities may have similar maturities or repricing periods, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in interest rates. Additionally, certain assets, such as adjustable rate mortgages, have features which restrict changes in interest rates on a short-term basis and over the life of the asset. Further, in the event of a significant change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed above. Finally, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase. We consider all of these factors in monitoring our exposure to interest rate risk.

The Board of Directors and management of HomeTrust Bank believe that certain factors afford HomeTrust Bank the ability to operate successfully despite its exposure to interest rate risk. HomeTrust Bank may manage its interest rate risk by originating and retaining adjustable rate loans in its portfolio, by borrowing from the FHLB to match the duration of our funding to the duration of originated fixed rate one-to-four family and commercial loans held in portfolio and by selling on an ongoing basis certain currently originated longer term fixed rate one-to-four family real estate loans.

FY 2023 10-K MD&A

SEC filing source: 0001538263-23-000047.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2023-09-11. Report date: 2023-06-30.

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

This discussion and analysis reviews our consolidated financial statements and other relevant statistical data and is intended to enhance your understanding of our financial condition and results of operations. The information in this section has been derived from the Consolidated Financial Statements and notes thereto which are included in Item 8 of this Form 10-K. You should read the information in this section in conjunction with the business and financial information regarding us as provided in this Form 10-K.

Financial Highlights

(Dollars in thousands)June 30, 2023June 30, 2022June 30, 2021
Selected financial condition data
Total assets$4,607,487$3,549,204$3,524,723
Cash and cash equivalents303,497105,11950,990
Commercial paper, net194,427189,596
Certificates of deposit in other banks33,15223,55140,122
Debt securities available for sale, at fair value151,926126,978156,459
Loans, net of ACL and deferred loan fees and costs3,611,6302,734,6052,697,799
Deposits3,601,1683,099,7612,955,541
Junior subordinated debt9,971
Borrowings457,263115,000
Stockholders’ equity471,186388,845396,519
Year Ended June 30,
(Dollars in thousands, except per share data)202320222021
Selected operations data
Total interest and dividend income$187,126$116,114$118,733
Total interest expense29,7115,34015,411
Net interest income157,415110,774103,322
Provision (benefit) for credit losses15,392(592)(7,135)
Net interest income after provision (benefit) for credit losses142,023111,366110,457
Service charges and fees on deposit accounts9,5109,4629,083
Loan income and fees2,5713,1852,208
Gain on sale of loans held for sale5,60812,87617,352
BOLI income2,1162,0002,156
Operating lease income5,4716,3925,601
Gain on sale of debt securities available for sale1,895
Gain (loss) on sale of premises and equipment2,097(87)(1,311)
Other3,6773,3864,732
Total noninterest income31,05039,10939,821
Total noninterest expense115,909105,097131,182
Income before income taxes57,16445,37819,096
Income tax expense12,5609,7253,421
Net income$44,604$35,653$15,675
Net income per common share
Basic$2.82$2.27$0.96
Diluted$2.80$2.23$0.94
At or For the Year Ended June 30,
202320222021
Performance ratios
Return on assets (ratio of net income to average total assets)1.16%1.01%0.42%
Return on equity (ratio of net income to average equity)10.439.003.88
Yield on earning assets5.203.543.45
Rate paid on interest-bearing liabilities1.170.230.57
Average interest rate spread4.033.312.88
Net interest margin(1)4.383.383.00
Average interest-earning assets to average interest-bearing liabilities141.23138.30128.01
Noninterest expense to average total assets3.012.973.55
Efficiency ratio61.5070.1291.64
Efficiency ratio - adjusted(2)59.1269.1973.41

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At or For the Year Ended June 30,
202320222021
Asset quality ratios
Nonperforming assets to total assets(3)0.18%0.18%0.36%
Nonperforming loans to total loans(3)0.230.220.46
Total classified assets to total assets0.530.610.64
Allowance for credit losses to nonperforming loans(3)567.56566.83281.38
Allowance for credit losses to total loans1.291.251.30
Net charge-offs to average loans0.10(0.02)0.01
Capital ratios
Equity to total assets at end of period10.23%10.96%11.25%
Tangible equity to total tangible assets(2)9.3910.3110.59
Average equity to average assets11.1111.2010.91
Dividend payout ratio13.9715.3032.01
Dividends declared per common share$0.39$0.35$0.31

(1)Net interest income divided by average interest-earning assets.

(2)See "GAAP Reconciliation of Non-GAAP Financial Measures" section below for additional details.

(3)Nonperforming assets and loans include nonaccruing loans, consisting of certain restructured loans, and REO. There were no accruing loans more than 90 days past due at the dates indicated. At June 30, 2023, there were $1.9 million of restructured loans included in nonperforming loans and $3.3 million, or 40.0%, of nonperforming loans were current on their loan payments.

GAAP Reconciliation of Non-GAAP Financial Measures

We believe the non-GAAP financial measures included above provide useful information to management and investors that is supplementary to our financial condition, results of operations and cash flows computed in accordance with US GAAP; however, we acknowledge that our non-GAAP financial measures have a number of limitations. The following reconciliation tables provide detailed analyses of these non-GAAP financial measures.

Set forth below is a reconciliation to US GAAP of our efficiency ratio:

Year Ended June 30,
(Dollars in thousands)202320222021
Noninterest expense$115,909$105,097$131,182
Less: branch closure and restructuring expenses1,513
Less: officer transition agreement expense1,795
Less: merger-related expenses5,465
Less: prepayment penalties on borrowings22,690
Noninterest expense – adjusted$110,444$103,302$106,979
Net interest income$157,415$110,774$103,322
Plus: tax equivalent adjustment1,1631,2311,267
Plus: noninterest income31,05039,10939,821
Less: gain on sale of available for sale and equity securities7211,895
Less: gain (loss) on sale of premises and equipment2,097(87)(1,311)
Net interest income plus noninterest income – adjusted$186,810$149,306$145,721
Efficiency ratio61.50%70.12%91.64%
Efficiency ratio – adjusted59.12%69.19%73.41%

Set forth below is a reconciliation to US GAAP of tangible book value and tangible book value per share:

(Dollars in thousands, except per share data)June 30, 2023June 30, 2022June 30, 2021
Total stockholders' equity$471,186$388,845$396,519
Less: goodwill, core deposit intangibles, net of taxes42,41025,71025,902
Tangible book value$428,776$363,135$370,617
Common shares outstanding17,366,67315,591,46616,636,483
Book value per share$27.13$24.94$23.83
Tangible book value per share$24.69$23.29$22.28

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Set forth below is a reconciliation to US GAAP of tangible equity to tangible assets:

(Dollars in thousands)June 30, 2023June 30, 2022June 30, 2021
Tangible equity(1)$428,776$363,135$370,617
Total assets4,607,4873,549,2043,524,723
Less: goodwill, core deposit intangibles, net of taxes42,41025,71025,902
Total tangible assets$4,565,077$3,523,494$3,498,821
Column 1Column 2Column 3Column 4Column 5Column 6Column 7Column 8Column 9Column 10
Tangible equity to tangible assets9.39%10.31%10.59%

(1)    Tangible equity (or tangible book value) is equal to total stockholders' equity less goodwill and core deposit intangibles, net of related deferred tax liabilities.

Overview

The following discussion and analysis presents the more significant factors that affected our financial condition as of June 30, 2023 and 2022 and results of operations for each of the years in the three-year period then ended. Refer to "Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations" included in our Annual Report on Form 10-K filed with the SEC on September 12, 2022 (the “2022 Form 10-K”) for a discussion and analysis of the more significant factors that affected periods prior to fiscal year 2022.

Our primary source of pre-tax income is net interest income. Net interest income is the difference between interest income, which is the income that we earn on our loans and investments, and interest expense, which is the interest that we pay on our deposits and borrowings. Changes in levels of interest rates affect our net interest income. A secondary source of income is noninterest income, which includes revenue we receive from providing products and services including service charges and fees on deposit accounts, loan income and fees, gains on sale of loans held for sale, BOLI income, and operating lease income.

An offset to net interest income is the provision for credit losses to establish the ACL at a level that provides for ECLs inherent in our loan portfolio, off balance sheet commitments, and available for sale debt securities. See "Note 1 – Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for further discussion.

Our noninterest expenses consist primarily of salaries and employee benefits, occupancy expenses, marketing and computer services, and FDIC deposit insurance premiums. Salaries and benefits consist primarily of the salaries and wages paid to our employees, payroll taxes, expenses for retirement, and other employee benefits. Occupancy expenses, which are the fixed and variable costs of buildings and equipment, consist primarily of lease payments, property taxes, depreciation charges, maintenance, and costs of utilities.

Critical Accounting Policies and Estimates

Certain of our accounting policies are important to the portrayal of our financial condition, since they require management to make difficult, complex, or subjective judgments, some of which may relate to matters that are inherently uncertain. Estimates associated with these policies are susceptible to material changes as a result of changes in facts and circumstances which could include, but are not limited to, changes in interest rates, changes in the performance of the economy, and changes in the financial condition of borrowers. The following represent our critical accounting policies:

Allowance for Credit Losses, or ACL, on Loans. The ACL on loans held for investment reflects our estimate of credit losses that will result from the inability of our borrowers to make required loan payments. We charge off loans against the ACL and subsequent recoveries, if any, increase the ACL when they are recognized. We use a systematic methodology to determine our ACL for loans held for investment and certain off-balance-sheet credit exposures. The ACL on loans held for investment is a valuation account that is deducted from the amortized cost basis to present the net amount expected to be collected on the loan portfolio. We consider the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the loan portfolio. The estimate of our ACL on loans held for investment involves a high degree of judgment; therefore, our process for determining ECLs may result in a range of ECLs. Our ACL recorded in the balance sheet reflects our best estimate within the range of ECLs. We recognize in net income the amount needed to adjust the ACL on loans held for investment and certain off-balance-sheet credit exposures for management’s current estimate of ECLs. Our ACL on loans held for investment is calculated using collectively evaluated and individually evaluated loans.

Business Combinations, Core Deposit Intangible and Acquired Loans. ASC 805 requires that we use the acquisition method of accounting for all business combinations. The acquisition method of accounting requires us as the acquirer to recognize the fair value of assets acquired and liabilities assumed at the acquisition date, as well as, recognize goodwill or a gain from a bargain purchase, if appropriate. Any acquisition-related costs and restructuring costs are recognized as period expenses as incurred.

The primary identifiable intangible asset we typically record in connection with a whole bank or branch acquisition is the value of the core deposit intangible which represents the estimated value of the long-term deposit relationships acquired in the transaction. Determining the amount of identifiable intangible assets and their average lives involves multiple assumptions and estimates and is typically determined by performing a DCF analysis, which involves a combination of any or all of the following assumptions: customer attrition/runoff, alternative funding costs, deposit servicing costs, and discount rates. The core deposit intangibles are amortized using an accelerated method over the estimated useful lives of the related deposits, typically between five and 10 years. We review identifiable intangible assets for impairment whenever events or changes in circumstances indicate that the carrying value may not be recoverable.

The fair value for acquired loans at the time of acquisition is based on a variety of factors including discounted expected cash flows, adjusted for estimated prepayments and credit losses. In accordance with ASC 326, the fair value adjustment is recorded as premium or discount to the unpaid principal balance of each acquired loan. Loans that have been identified as having experienced a more-than-insignificant deterioration in credit quality since origination are PCD loans. An ACL on PCD loans is established at the time of acquisition as part of the purchase accounting adjustments, while the remaining net premium or discount is accreted or amortized into interest income over the remaining life of the loan using the level yield method. The net premium or discount on non-PCD loans, that includes credit quality and interest rate considerations, is accreted or amortized into interest income over the remaining life of the loan using the level yield method. The Company then records the necessary ACL on the non-PCD loans through provision for credit losses expense.

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Goodwill. We review goodwill for potential impairment on an annual basis during the fourth quarter, or more often if events or circumstances indicate there may be impairment. In testing goodwill for impairment, we have the option to assess either qualitative or quantitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If we elect to perform a qualitative assessment and determine that an impairment is more likely than not, we are then required to perform a quantitative impairment test, otherwise no further analysis is required. Under the quantitative impairment test, the evaluation involves comparing the current fair value of each reporting unit to its carrying value, including goodwill. If the estimated fair value of a reporting unit exceeds its carrying value, goodwill is considered not to be impaired. If the carrying value exceeds estimated fair value an impairment charge is recognized for the difference, but limited by the amount of goodwill allocated to that reporting unit.

Recent Accounting Pronouncements

For a discussion of recent accounting pronouncements, see “Note 1 – Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements in Item 8 of this report on Form 10-K for further discussion.

Fiscal 2023 Items of Note

On February 12, 2023, the Company merged with Quantum which operated two locations in the Atlanta metro area. The addition of Quantum contributed total assets of $656.7 million, including loans of $561.9 million, and $570.6 million of deposits, all reflecting the impact of purchase accounting adjustments. Merger-related expenses of $5.5 million were recognized during the year ended June 30, 2023, while a $5.3 million provision for credit losses was recognized during the fiscal year to establish ACLs on both Quantum's loan portfolio and off-balance-sheet credit exposure. The aggregate amount of consideration paid per the purchase agreement of approximately $70.8 million, inclusive of consideration of common stock, other cash consideration, and cash in lieu of fractional shares, included $15.9 million of cash consideration already paid by Quantum to its stockholders in advance of the closing date as is further described in "Note 3 – Merger with Quantum" of the Notes to the Consolidated Financial Statements in Item 8 of this report on Form 10-K. These distributions reduced Quantum's stockholders' equity by an equal amount prior to the transaction closing date.

Fiscal 2022 Items of Note

Beginning July 1, 2021, the Bank brought its back-office SBA loan servicing process in-house to provide additional servicing fee and gain on sale income. In aggregate, our approach is designed to lead to increased profitability and franchise value over time.

Comparison of Results of Operations for the Years Ended June 30, 2023 and June 30, 2022

Net Income. Net income totaled $44.6 million, or $2.80 per diluted share, for the year ended June 30, 2023 compared to $35.7 million, or $2.23 per diluted share, for the year ended June 30, 2022, an increase of $8.9 million, or 25.1%. The results for the year ended June 30, 2023 compared to the year ended June 30, 2022 were positively impacted by a $46.6 million, or 42.1%, increase in net interest income partially offset by a $16.0 million increase in the provision for credit losses, a combined $9.2 million, or 62.0%, decrease in gain on sale of loans held for sale and debt securities available for sale and a $5.5 million, or 100.0%, increase in merger-related expenses. Details of the changes in the various components of net income are further discussed below.

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Net Interest Income. The following table presents the Company's distribution of average assets, liabilities and equity, as well as interest income on average interest-earning assets and interest expense paid on average interest-bearing liabilities. All average balances are daily average balances. Nonaccruing loans have been included in the table as loans carrying a zero yield.

Year Ended June 30,
202320222021
(Dollars in thousands)Average Balance OutstandingInterest Earned/ PaidYield/ RateAverage Balance OutstandingInterest Earned/ PaidYield/ RateAverage Balance OutstandingInterest Earned/ PaidYield/ Rate
Assets
Interest-earning assets
Loans receivable (1)$3,263,420$176,2705.40%$2,809,673$109,6033.90%$2,819,180$111,7983.97%
Commercial paper62,6861,3002.07232,6761,7210.74217,4571,2060.55
Debt securities available for sale155,9024,3502.79122,5581,8021.47137,8632,0241.47
Other interest-earning assets(2)115,5895,2064.50114,4582,9882.61266,7833,7051.39
Total interest-earning assets3,597,597187,1265.203,279,365116,1143.543,441,283118,7333.45
Other assets250,788258,550257,111
Total assets$3,848,385$3,537,915$3,698,394
Liabilities and equity
Interest-bearing liabilities
Interest-bearing checking accounts$641,477$2,9620.46%$646,370$1,3780.21%$609,754$1,5520.25%
Money market accounts1,078,47813,3331.24996,8761,4060.14882,2521,6990.19
Savings accounts230,9951860.08227,4521630.07211,1921550.07
Certificate accounts519,2379,0431.74457,1862,3130.51568,2845,9641.05
Total interest-bearing deposits2,470,18725,5241.032,327,8845,2600.232,271,4829,3700.41
Junior subordinated debt3,7883278.63
Borrowings73,3853,8605.2643,376800.18416,8226,0411.45
Total interest-bearing liabilities2,547,36029,7111.172,371,2605,3400.232,688,30415,4110.57
Noninterest-bearing deposits823,942724,588550,265
Other liabilities49,46945,83456,315
Total liabilities3,420,7713,141,6823,294,884
Stockholders' equity427,614396,233403,510
Total liabilities and stockholders' equity$3,848,385$3,537,915$3,698,394
Net earning assets$1,050,237$908,105$752,979
Average interest-earning assets to average interest-bearing liabilities141.23%138.30%128.01%
Non-tax-equivalent
Net interest income$157,415$110,774$103,322
Interest rate spread4.03%3.31%2.88%
Net interest margin(3)4.38%3.38%3.00%
Tax-equivalent(4)
Net interest income$158,578$112,005$104,589
Interest rate spread4.06%3.35%2.92%
Net interest margin(3)4.41%3.42%3.04%

(1)    Average loans receivable balances include loans held for sale and nonaccruing loans.

(2)    Average other interest-earning assets consist of FRB stock, FHLB stock, SBIC investments, and deposits in other banks.

(3)    Net interest income divided by average interest-earning assets.

(4)    Tax-equivalent results include adjustments to interest income of $1.2 million, $1.2 million, and $1.3 million for fiscal years ended June 30, 2023, 2022, and 2021, respectively, calculated based on a combined federal and state tax rate of 24% for all three years.

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Total interest and dividend income for the year ended June 30, 2023 increased $71.0 million, or 61.2%, compared to the year ended June 30, 2022, which was driven by a $66.7 million, or 60.8%, increase in interest income on loans, a $2.5 million, or 141.4%, increase in interest income on debt securities available for sale, and a $2.2 million, or 74.2%, increase in interest income on other interest-earning assets. The overall increase in average yield and balances was the result of a continual rise in interest rates and inclusion of Quantum's loan portfolio for the current year. Accretion income on acquired loans of $1.7 million and $1.6 million was recognized during the same periods, respectively, and was included in interest income on loans.

Total interest expense for the year ended June 30, 2023 increased $24.4 million, or 456.4%, compared to the year ended June 30, 2022. The increase was primarily the result of increases in the average cost of funds across all funding sources driven by higher market interest rates.

The following table shows, for the year ended June 30, 2023 as compared to the year ended June 30, 2022, the effects that changes in average balances (volume), including differences in the number of days in the periods compared, and average interest rates (rate) had on the interest earned on interest-earning assets and interest paid on interest-bearing liabilities:

Years Ended June 30,
2023 Compared to 20222022 Compared to 2021
Increase / (Decrease) Due toTotal Increase/ (Decrease)Increase / (Decrease) Due toTotal Increase/ (Decrease)
(Dollars in thousands)VolumeRateVolumeRate
Interest-earning assets
Loans receivable$17,700$48,967$66,667$(377)$(1,818)$(2,195)
Commercial paper(1,257)836(421)84431515
Debt securities available for sale4902,0582,548(225)3(222)
Other interest-earning assets302,1882,218(2,115)1,398(717)
Total interest-earning assets16,96354,04971,012(2,633)14(2,619)
Interest-bearing liabilities
Interest-bearing checking accounts(10)1,5941,58493(267)(174)
Money market accounts11511,81211,927221(514)(293)
Savings accounts3202312(4)8
Certificate accounts3146,4166,730(1,166)(2,485)(3,651)
Junior subordinated debt327327
Borrowings553,7253,780(5,412)(549)(5,961)
Total interest-bearing liabilities80423,56724,371(6,252)(3,819)(10,071)
Net increase in tax equivalent interest income$46,641$7,452

Provision (Benefit) for Credit Losses. The provision (benefit) for credit losses is the amount of expense that, based on our judgment, is required to maintain the ACL at an appropriate level under the CECL model. The determination of the ACL is complex and involves a high degree of judgment and subjectivity. Refer to "Note 1 – Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for detailed discussion regarding ACL methodologies for available for sale debt securities, loans held for investment and unfunded commitments. The following table presents a breakdown of the components of the provision (benefit) for credit losses:

Year Ended June 30,2023 vs 20222022 vs 2021
(Dollars in thousands)202320222021$%$%
Loans$15,389$(1,473)$(7,270)$16,8621,145%$5,79780%
Off-balance-sheet credit exposure25398135(728)(74)9462,703
Commercial paper(250)(100)100(150)(150)(200)(200)
Total provision (benefit) for credit losses$15,392$(592)$(7,135)$15,9842,700%$6,54392%

For the year ended June 30, 2023, the "loans" portion of the provision (benefit) for credit losses was the result of the following, offset by net charge-offs of $3.2 million during the period:

•$4.9 million provision to establish an allowance on Quantum's loan portfolio.

•$1.3 million provision specific to fintech portfolios which have a riskier credit profile than loans originated in-house. The elevated credit risk is offset by the higher yields earned on the portfolios.

•$4.9 million provision driven by loan growth and changes in the loan mix.

•$2.6 million provision due to changes in the projected economic forecast, specifically the national unemployment rate, and changes in qualitative adjustments.

•$1.5 million reduction of specific reserves on individually evaluated credits, which was tied to two relationships which were fully charged-off during the period.

For the year ended June 30, 2022, the "loans" portion of the benefit for credit losses was driven by an improvement in the economic forecast, as more clarity was gained regarding the impact of COVID-19 upon the loan portfolio.

For the year ended June 30, 2023, a provision of $0.4 million was also recorded to establish an allowance on Quantum's off-balance-sheet credit exposure. The remainder of the change in the provision for off-balance-sheet credit exposure was the result of changes in the balance and mix of loan commitments as well as changes in the projected economic forecast outlined above, which is the same reasoning for the provision for the year ended June 30, 2022.

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See further discussion in the “Comparison of Financial Condition at June 30, 2023 and June 30, 2022 – Allowance for Credit Losses on Loans” section below.

Noninterest Income. Noninterest income for the year ended June 30, 2023 decreased $8.1 million, or 20.6%, year-over-year. Changes in selected components of noninterest income are discussed below:

Year Ended June 30,2023 vs 20222022 vs 2021
(Dollars in thousands)202320222021$%$%
Service charges and fees on deposit accounts$9,510$9,462$9,083$481%$3794%
Loan income and fees2,5713,1852,208(614)(19)97744
Gain on sale of loans held for sale5,60812,87617,352(7,268)(56)(4,476)(26)
BOLI income2,1162,0002,1561166(156)(7)
Operating lease income5,4716,3925,601(921)(14)79114
Gain on sale of debt securities available for sale1,895(1,895)(100)1,895100
Gain (loss) on sale of premises and equipment2,097(87)(1,311)2,1842,5101,22493
Other3,6773,3864,7322919(1,346)(28)
Total noninterest income$31,050$39,109$39,821$(8,059)(21)%$(712)(2)%

•Loan income and fees: The decrease was driven by lower underwriting fees, interest rate swap fees and prepayment penalties in the current year compared to last year, all of which were impacted by rising interest rates.

•Gain on sale of loans held for sale: The decrease was primarily driven by a decrease in the volume of SBA loans and residential mortgages sold during the period as a result of rising interest rates. During the year ended June 30, 2023, there were $56.6 million of residential mortgages originated for sale sold with gains of $1.1 million compared to $263.0 million sold with gains of $6.4 million in the prior year, although the implementation of a hedging program on mandatory commitments in the year ended June 30, 2023 contributed an additional $278,000 in income. There were $49.0 million of sales of the guaranteed portion of SBA commercial loans with gains of $3.4 million in the current year compared to $54.7 million sold with gains of $5.4 million in the prior year. There were $99.4 million of HELOCs sold during the current year with gains of $897,000 compared to $120.0 million sold with gains of $791,000 in the prior year. Lastly, $11.5 million of indirect auto finance loans were sold out of the held for investment portfolio during the prior year for a gain of $205,000. No such sales occurred in the current year.

•Operating lease income: The decrease was the result of lower contractual earnings due to a decline in the average balance of assets being leased as well as gains or losses incurred upon disposal of previously leased equipment, where we recognized a net loss of $451,000 for the current year versus a net loss of $12,000 in the prior year.

•Gain on sale of debt securities available for sale: The decrease was driven by the sale of seven trust preferred securities during the prior year which had previously been written down to zero through purchase accounting adjustments from a merger in a prior period. No securities were sold during the current year.

•Gain (loss) on sale of premises and equipment: During the current year, four properties were sold for a combined gain of $2.6 million, partially offset by additional impairment of $420,000 on premises associated with prior branch closures. During the prior year, no sales occurred but $87,000 of additional impairment was recorded on premises held for sale.

Noninterest Expense. Noninterest expense for the year ended June 30, 2023 increased $10.8 million, or 10.3%, year-over-year. Changes in selected components of noninterest expense are discussed below:

Year Ended June 30,2023 vs 20222022 vs 2021
(Dollars in thousands)202320222021$%$%
Salaries and employee benefits$62,221$59,591$62,956$2,6304%$(3,365)(5)%
Occupancy expense, net9,8919,6929,52119921712
Computer services11,77210,6299,6071,143111,02211
Telephone, postage and supplies2,4682,5453,122(77)(3)(577)(18)
Marketing and advertising2,1392,5831,626(444)(17)95759
Deposit insurance premiums2,2491,7121,79953731(87)(5)
Core deposit intangible amortization1,5252507351,275510(485)(66)
Branch closure and restructuring expenses1,513(1,513)(100)
Officer transition agreement expense1,795(1,795)(100)1,795100
Merger-related expense5,4655,465100
Prepayment penalties on borrowings22,690(22,690)(100)
Other18,17916,30017,6131,87912(1,313)(7)
Total noninterest expense$115,909$105,097$131,182$10,81210%$(26,085)(20)%

•Computer services: The increase can be traced to additional recurring expenses associated with incorporating Quantum's operations, continued investments in technology and the cost of services provided by third parties.

•Marketing and advertising: The decrease was due to a reduction in traditional media advertising (print, billboards, etc.) in favor of digital platforms at lower costs.

•Deposit insurance premium: The increase in expense was due to increases in the rates the Company is charged for deposit insurance as well as growth in the assessment base due to the Quantum merger.

•Core deposit intangible amortization: The increase was the result of the Quantum merger core deposit intangible amortization

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recognized during the last two quarters of the current year.

•Officer transition agreement expense: In May 2022, the Company entered into an amended and restated employment and transition agreement with the Company's then Chairman and CEO, Dana Stonestreet. As part of this agreement, the full amount of the estimated separation payment was accrued in the prior year. No such expenses were incurred in the current year.

•Merger-related expense: Significant expenses were incurred associated with the Company's merger with Quantum, including the payout of severance and employment contracts, professional fees, termination of prior contracts, and conversion of IT systems.

Income Taxes. The amount of income tax expense is influenced by the amount of pre-tax income, tax-exempt income, changes in the statutory rate and the effect of changes in valuation allowances maintained against deferred tax benefits. The effective tax rate for 2023 and 2022 was 22.0% and 21.4%, respectively. Income tax expense for the current year increased $2.8 million as a result of higher taxable income and changes in the effective state tax rate due to the addition of Quantum. For more information on income taxes and deferred taxes, see "Note 12 – Income Taxes" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K.

Comparison of Financial Condition at June 30, 2023 and June 30, 2022

Assets. Total assets were $4.6 billion and $3.5 billion at June 30, 2023 and 2022, an increase of $1.1 billion, or 29.8%, year-over-year, the components of which are discussed below.

Debt Securities Available for Sale. Debt securities available for sale increased $24.9 million, or 19.6%, to $151.9 million at June 30, 2023. The following table illustrates the changes in the fair value of the portfolio.

June 30,Change
(Dollars in thousands)20232022$%
U.S. government agencies$14,714$18,459$(3,745)(20)%
MBS, residential107,41447,23360,181127
Municipal bonds3,3885,558(2,170)(39)
Corporate bonds26,41055,728(29,318)(53)
Total$151,926$126,978$24,94820%

The overall year-over-year increase in the portfolio was mainly the result of $10.6 million of securities acquired from Quantum.

The composition and contractual maturities of our debt securities portfolio as of June 30, 2023 is indicated in the following table. Maturities are based on the final contractual payment dates, and do not reflect the impact of prepayments or early redemptions that may occur. Weighted average yields were calculated using amortized cost on a fully-taxable equivalent basis. The Company did not hold any tax-exempt debt securities as of June 30, 2023.

(Dollars in thousands)1 year or lessOver 1 year to 5 yearsOver 5 to 10 yearsOver 10 yearsTotal
U.S. government agencies
Book value$15,000$$$$15,000
Fair value14,71414,714
Weighted average yield0.28%%%%0.28%
MBS, residential
Book value18,95438,77432,21420,923110,865
Fair value18,85237,69630,73020,136107,414
Weighted average yield3.71%4.15%4.23%4.29%4.12%
Municipal bonds
Book value2,9945113,505
Fair value2,9044843,388
Weighted average yield%3.82%3.86%%3.82%
Corporate bonds
Book value22,8815,00027,881
Fair value22,3464,06426,410
Weighted average yield1.27%%3.38%%1.65%
Total
Book value$56,835$41,768$37,725$20,923$157,251
Fair value$55,912$40,600$35,278$20,136$151,926
Weighted average yield1.82%4.13%4.11%4.29%3.31%

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Total Loans, Net of Deferred Loan Fees and Costs. Loans held for investment totaled $3.7 billion at June 30, 2023 compared to $2.8 billion at June 30, 2022, an increase of $889,528 or 32.1%. The increase was mainly the result of $561.9 million of loans acquired through the Company's merger with Quantum. The following table illustrates the changes within the portfolio.

June 30,Change% of Total at June 30,
(Dollars in thousands)20232022$%20232022
Commercial real estate loans
Construction and land development$356,674$291,202$65,47222%10%11%
Commercial real estate - owner occupied529,721335,658194,063581512
Commercial real estate - non-owner occupied901,685662,159239,526362524
Multifamily81,82781,086741123
Total commercial real estate loans1,869,9071,370,105499,802365250
Commercial loans
Commercial and industrial245,428193,31352,1152777
Equipment finance462,211394,54167,670171314
Municipal leases142,212129,76612,4461045
Total commercial loans849,851717,620132,231182426
Residential real estate loans
Construction and land development110,07481,84728,2273432
One-to-four family529,703354,203175,500501413
HELOCs187,193160,13727,0561756
Total residential real estate loans826,970596,187230,783392221
Consumer loans112,09585,38326,7123123
Loans, net of deferred loan fees and costs$3,658,823$2,769,295$889,52832%100%100%

The principal categories of our loan portfolio are discussed below.

Commercial Real Estate – Construction and Land Development. We originate residential construction and development loans for the construction of single-family residences, condominiums, townhouses, and residential developments. Our commercial construction development loans are for the development of business properties, including multi-family, retail, office/warehouse, and office buildings. Our land, lots, and development loans are predominately for the purchase or refinance of unimproved land held for future residential development, improved residential lots held for speculative investment purposes and for the future construction of one-to-four family (speculative and pre-sold) or commercial real estate.

Our expansion into larger metro markets combined with experienced commercial real estate relationship managers, credit officers, and a construction risk management group to better manage construction risk, has resulted in the purposeful growth of this portfolio. Unfunded commitments at June 30, 2023 totaled $59.8 million compared to $143.4 million at June 30, 2022.

Land acquisition and development loans are included in the construction and land development loan portfolio and include completed residential lots where the borrower was not the developer, commercial improved and raw land for future development, and residential development loans. Residential development loans are made to developers for the purpose of acquiring raw land for the subsequent development and sale of residential lots. Such loans typically finance land purchase and infrastructure development of properties (i.e., roads, utilities, etc.) into residential lots for sale. The end buyer for the majority of these lots are local, regional, and national builders for the ultimate construction of residential units. The primary source of repayment is the sale of the lots or improved parcels of land, while personal guarantees may serve as secondary sources. These loans are generally secured by property in our primary market areas. In addition, these loans are secured by a first lien on the property, are generally limited to 65% of the lower of the acquisition price or the appraised value of the unimproved land and 75% of the improved land. Residential acquisition and development loans are generally paid out within three years unless there are multiple phases to the development.

The Bank provides funding to a number of builders for the construction of both speculative and pre-sold 1-4 family homes. Speculative construction loans are made to home builders and are termed “speculative” because the home builder does not have, at the time of loan origination, a signed contract with a home buyer who has a commitment for permanent financing with either us or another lender for the finished home. Loans to finance the construction of speculative single-family homes are generally offered to experienced builders with a proven track record of performance. These loans require payment of interest-only during the construction phase. Unfunded commitments were $68.1 million at June 30, 2023 and $74.6 million at June 30, 2022.

Both adjustable and fixed rates are offered on commercial construction loans. Adjustable interest rate loans typically include a floor and ceiling interest rate and are indexed to The Wall Street Journal prime rate, plus or minus an interest rate margin. The initial construction period for owner occupied loans is generally limited to 12 to 24 months from the date of origination versus a construction and stabilization period for non-owner occupied loans of 24 to 36 months, both with amortization terms up to 25 years. Construction-to-permanent loans generally include a balloon maturity of five years or less; however, balloon maturities of greater than five years are allowed on a limited basis depending on factors such as property type, amortization term, lease terms, pricing, or the availability of credit enhancements. Construction loan proceeds are disbursed based on the percent completion of budget as documented by periodic third-party inspections. The maximum loan-to-value limit applicable to these loans is generally 80% of the appraised post-construction value.

Commercial Real Estate Lending, including Multifamily. We originate commercial real estate loans, including loans secured by office buildings, retail/wholesale facilities, hotels, industrial facilities, medical and professional buildings, churches, and multifamily residential properties located primarily in our market areas. The average outstanding loan size was $817,000 as of June 30, 2023.

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We offer both fixed- and adjustable-rate commercial real estate loans. Our commercial real estate mortgage loans generally include a balloon maturity of five years or less. Amortization terms are generally limited to 20 years. Adjustable rate-based loans typically include a floor and ceiling interest rate and are indexed to The Wall Street Journal prime rate or the one-month term SOFR, plus or minus an interest rate margin and rates generally adjust daily. The maximum loan-to-value ratio for commercial real estate loans is generally up to 80% on purchases and refinances.

Commercial – Commercial and Industrial Loans. We typically offer commercial and industrial loans to businesses located in our primary market areas. These loans are primarily originated as conventional loans to business borrowers, which include lines of credit, term loans, and letters of credit. These loans are typically secured by collateral and are used for general business purposes, including working capital financing, equipment financing, capital investment, and general investments. Loan terms typically vary from one to five years. The interest rates on such loans are either fixed rate or adjustable rate indexed to The Wall Street Journal prime rate plus a margin.

We originate commercial business loans made under the SBA 7(a) and USDA B&I programs to small businesses located throughout the country. Loans made by the Bank under the SBA 7(a) and USDA B&I programs generally are made to small businesses to provide working capital needs, to refinance existing debt or to provide funding for the purchase of businesses, real estate, machinery, and equipment. These loans generally are secured by a combination of assets that may include receivables, inventory, furniture, fixtures, equipment, business real property, commercial real estate and sometimes additional collateral such as an assignment of life insurance and a lien on personal real estate owned by the guarantor(s). Typical maturities for this type of loan vary up to 25 years and can be 30 years in some circumstances. Under the SBA 7(a) and USDA B&I loan program the loans carry a government guaranty up to 90% of the loan in some cases. SBA 7(a) and USDA B&I loans will normally be adjustable rate loans based upon The Wall Street Journal prime lending rate. Under the loan programs, we will typically sell in the secondary market the guaranteed portion of these loans to generate noninterest income and retain the related unguaranteed portion of these loans.

In March 2022, the Company began purchasing commercial small business loans originated by a fintech partner. At June 30, 2023, the outstanding balance of these loans totaled $25.1 million, or 0.6% of our loan portfolio. The credit risk characteristics of these loans are different from the remainder of the portfolio as they were not originated by the Company and the collateral may be located outside the Company's market area. The Company will continue to monitor the performance of these loans and adjust the ACL as necessary.

Commercial – Equipment Finance. Our Equipment Finance line of business offers companies that are purchasing equipment for their business various products to help manage tax and accounting issues, while offering flexible and customizable repayment terms. These products are primarily made up of commercial finance agreements and commercial loans for transportation, construction, healthcare, and manufacturing equipment. The loans have terms ranging from 24 to 84 months, with an average of five years and are secured by the financed equipment. Typical transaction sizes range from $25,000 to $1.0 million, with an average outstanding loan size of $138,000.

Commercial – Municipal Leases. We offer ground and equipment lease financing to fire departments located primarily throughout North Carolina, South Carolina and, to a lesser extent, Virginia. Municipal leases are secured primarily by a ground lease in our name with a sublease to the borrower for a fire station or an equipment lease for fire trucks and firefighting equipment. We originate and underwrite all leases prior to funding. These leases are at a fixed rate of interest and may have a term to maturity of up to 20 years. At June 30, 2023, $86.1 million, or 60.5%, of our municipal leases were secured by fire trucks, $47.9 million, or 33.7%, were secured by fire stations, $104,000, or 0.1%, were secured by both, with the remaining $8.1 million, or 5.7%, secured by miscellaneous firefighting equipment and land. At June 30, 2023, the average outstanding municipal lease size was $430,000.

Residential Real Estate – Construction and Land Development. We originate construction-to-permanent loans to homeowners building a residence. In addition, we originate land/lot loans predominately for the purchase or refinance of an improved lot for the construction of a residence to be occupied by the borrower. All of our construction and land/lot loans were made on properties located within our market area. Unfunded loan commitments totaled $93.0 million and $94.9 million at June 30, 2023 and 2022, respectively.

Construction-to-permanent loans are made for the construction of a one-to-four family property which is intended to be occupied by the borrower as either a primary or secondary residence. Construction-to-permanent loans are originated to the homeowner rather than the homebuilder and are structured to be converted to a first lien fixed- or adjustable-rate permanent loan at the completion of the construction phase. During the construction phase, which typically lasts six to 12 months, we make periodic inspections of the construction site and loan proceeds are disbursed directly to the contractors or borrowers as construction progresses. Typically, disbursements are made in monthly draws during the construction period. Loan proceeds are disbursed based on a percentage of completion. Construction-to-permanent loans require payment of interest only during the construction phase. Construction loans may be originated up to 95% of the cost or of the appraised value upon completion, whichever is less; however, we generally do not originate construction loans which exceed the lower of 80% loan to cost or appraised value without securing adequate private mortgage insurance or other form of credit enhancement such as the Federal Housing Administration or other governmental guarantee.

Included in our construction and land/lot loan portfolio are land/lot loans, which are typically loans secured by developed lots in residential subdivisions located in our market areas. We originate these loans to individuals intending to construct their primary or secondary residence on the lot within one year of the origination date. This portfolio may also include loans for the purchase or refinance of unimproved land that is generally less than or equal to five acres and for which the purpose is to commence the improvement of the land and construction of an owner occupied primary or secondary residence within one year of the origination date.

Land/lot loans are typically originated in an amount up to 70% of the lower of the purchase price or appraisal, are secured by a first lien on the property, for up to a 20-year term, require payments of interest only and are structured with an adjustable rate of interest on terms similar to our one-to-four family residential mortgage loans.

Residential Real Estate – One-to-Four Family. We originate loans secured by first mortgages on one-to-four family residences typically for the purchase or refinance of owner occupied primary or secondary residences located primarily in our market areas. We originate both fixed-rate loans and adjustable-rate loans; however, the majority of our one-to-four family residential loans are originated with fixed rates and have terms of 10 to 30 years. We generally originate fixed rate mortgage loans with terms greater than 10 years for sale to various

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secondary market investors on a servicing released basis. We also originate adjustable-rate mortgage, or ARM, loans which have interest rates that adjust annually to the yield on U.S. Treasury securities adjusted to a constant one-year maturity plus a margin. Most of our ARM loans are hybrid loans, which after an initial fixed rate period of one, five, seven, or 10 years will convert to an annual adjustable interest rate for the remaining term of the loan. Our ARM loans have terms up to 30 years.

Residential Real Estate – Home Equity Lines of Credit. Our HELOCs consist primarily of adjustable-rate lines of credit. The lines of credit may be originated in amounts, together with the amount of the existing first mortgage, typically up to 85% of the value of the property securing the loan (less any prior mortgage loans) with an adjustable-rate of interest based on The Wall Street Journal prime rate plus a margin. HELOCs generally have up to a 10-year draw period and amounts may be reborrowed after payment at any time during the draw period. Once the draw period has lapsed, the payment is amortized over a 15-year period based on the loan balance at that time. At June 30, 2023, unfunded commitments on these lines of credit totaled $393.5 million.

Consumer Lending. Our consumer loans consist of loans secured by deposit accounts or personal property such as automobiles, boats, and motorcycles, as well as unsecured consumer debt. This portfolio includes indirect auto finance installment contracts sourced through our relationships with automobile dealerships, both manufacturer franchised dealerships and independent dealerships, who utilize our origination platform to provide automotive financing through installment contracts on new and used vehicles. At June 30, 2023, the outstanding balance of indirect auto finance loans was $105.0 million.

The following table details the contractual maturity ranges of our loan portfolio without factoring in scheduled payments or potential prepayments. Loan balances do not include undisbursed loan proceeds, unearned discounts, unearned income or the ACL. In addition, we have disclosed those loans with predetermined (fixed) and floating interest rates at June 30, 2023.

(Dollars in thousands)1 Year or LessAfter 1 but Within 5 YearsAfter 5 but Within 15 YearsOver 15 YearsTotal
Commercial real estate loans
Construction and land development$166,218$169,718$20,738$$356,674
Commercial real estate - owner occupied37,993310,677121,71359,338529,721
Commercial real estate - non-owner occupied65,859520,548281,68833,590901,685
Multifamily8,31042,53629,0091,97281,827
Total commercial real estate loans278,3801,043,479453,14894,9001,869,907
Commercial loans
Commercial and industrial69,793106,67367,6001,362245,428
Equipment finance10,957352,92398,331462,211
Municipal leases1,41326,56782,94531,287142,212
Total commercial loans82,163486,163248,87632,649849,851
Residential real estate loans
Construction and land development1619043,374105,635110,074
One-to-four family27,826116,75973,425311,693529,703
HELOCs1,8785,9438,457170,915187,193
Total residential real estate loans29,865123,60685,256588,243826,970
Consumer loans3,83354,15753,787318112,095
Loans, net of deferred loan fees and costs$394,241$1,707,405$841,067$716,110$3,658,823
Commercial real estate loans
Fixed rate loans$75,994$731,304$89,947$4,231$901,476
Adjustable rate loans202,386312,175363,20190,669968,431
Commercial loans
Fixed rate loans41,313465,109202,32432,482741,228
Adjustable rate loans40,85021,05446,552167108,623
Residential real estate loans
Fixed rate loans13,868110,27551,202174,334349,679
Adjustable rate loans15,99713,33134,054413,909477,291
Consumer loans
Fixed rate loans2,01454,14653,787318110,265
Adjustable rate loans1,819111,830
Total fixed rate loans$133,189$1,360,834$397,260$211,365$2,102,648
Total adjustable rate loans$261,052$346,571$443,807$504,745$1,556,175

Nonperforming Assets. Nonperforming assets include nonaccrual loans, TDRs that haven’t performed for a sufficient period of time, and REO. Loans are placed on nonaccrual status when the collection of principal and/or interest becomes doubtful or other factors involving the loan warrant placing the loan on nonaccrual status. TDRs are loans which have renegotiated loan terms to assist borrowers who are unable to meet the original terms of their loans. Such modifications to loan terms may include a below market interest rate, a reduction in principal balance, or a longer term to maturity. Once a nonaccruing TDR has performed according to its modified terms for six months and the

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collection of principal and interest under the revised terms is deemed probable, the TDR is removed from nonaccrual status.

Total nonperforming assets were $8.3 million, or 0.18% of total assets, at June 30, 2023, compared to $6.3 milion, or 0.18% of total assets, at June 30, 2022. The following table sets forth the composition of our nonperforming assets among our different asset categories.

(Dollars in thousands)June 30, 2023June 30, 2022
Nonaccruing loans
Commercial real estate loans
Construction and land development$23$67
Commercial real estate - owner occupied517706
Commercial real estate - non-owner occupied5
Multifamily84103
Total commercial real estate loans624881
Commercial loans
Commercial and industrial1,2221,951
Equipment finance2,862270
Municipal leases106
Total commercial loans4,1902,221
Residential real estate loans
Construction and land development132137
One-to-four family1,9351,773
HELOCs957724
Total residential real estate loans3,0242,634
Consumer477384
Total nonaccruing loans$8,315$6,120
Total foreclosed assets200
Total nonperforming assets$8,315$6,320
Total nonperforming assets as a percentage of total assets0.18%0.18%

The ratio of nonperforming loans to total loans was 0.23% at June 30, 2023 and 0.22% at June 30, 2022. Performing TDRs that were excluded from nonaccruing loans totaled $8.2 million and $9.8 million at June 30, 2023 and June 30, 2022, respectively.

Allowance for Credit Losses on Loans. The ACL on loans held for investment is a valuation account that reflects our estimation of the credit losses that will result from the inability of our borrowers to make required loan payments. The ACL is maintained through provisions for credit losses that are charged to earnings in the period they are established. We charge losses on loans against the ACL when we believe the collection of loan principal is unlikely. Recoveries on loans previously charged off are added back to the ACL. See "Note 1 – Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for discussion of our ACL methodology on loans.

The following table summarizes the distribution of the ACL by loan category at the dates indicated.

June 30, 2023June 30, 2022
(Dollars in thousands)Allocated Allowance% of Loan PortfolioACL to LoansAllocated Allowance% of Loan PortfolioACL to Loans
Commercial real estate loans
Construction and land development$5,86610%0.16%$4,40211%0.16%
Commercial real estate - owner occupied4,837150.133,038120.11
Commercial real estate - non-owner occupied9,230250.265,589240.20
Multifamily75720.0238530.01
Total commercial real estate loans20,690520.5713,414500.48
Commercial loans
Commercial and industrial4,73870.135,08370.18
Equipment finance10,299130.286,651140.24
Municipal leases17940.0130250.01
Total commercial loans15,216240.4212,036260.43
Residential real estate loans
Construction and land development1,68930.051,05220.04
One-to-four family5,612140.154,673130.17
HELOCs1,98350.051,88660.07
Total residential real estate loans9,284220.257,611210.28
Consumer loans2,00320.051,62930.06
Total loans$47,193100%1.29%$34,690100%1.25%

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At or For the Year Ended June 30,
20232022
Asset quality ratios
Nonaccruing loans to total loans(1)0.23%0.22%
ACL to nonaccruing loans(1)567.56566.83
Net charge-offs (recoveries) to average loans0.10(0.02)

(1)    At June 30, 2023, there were $1.9 million of restructured loans included in nonaccruing loans and $3.3 million, or 40.0%, of nonaccruing loans were current on their loan payments as of that date. At June 30, 2022, there were $2.8 million of restructured loans included in nonaccruing loans and $3.8 million, or 62.5%, of nonaccruing loans were current on their loan payments as of that date.

The ACL on loans increased $12.5 million, or 36.0%, between June 30, 2023 and 2022 mainly as a result of a provision for credit losses on loans of $15.4 million for the year ended June 30, 2023, compared to a net benefit of $1.5 million for fiscal year 2022. See further discussion of the drivers of the change in the "Comparison of Results of Operations for the Years Ended June 30, 2023 and June 30, 2022 – Provision (Benefit) for Credit Losses" section above.

Our individually evaluated loans are comprised of loans meeting certain thresholds, on nonaccrual status, and all TDRs, whether performing or on nonaccrual status under their restructured terms. Individually evaluated loans may be evaluated for reserve purposes using either the cash flow or the collateral valuation method. As of June 30, 2023, there were $6.8 million in loans individually evaluated compared to $5.3 million at June 30, 2022.

The following table summarizes net charge-offs (recoveries) to average loans outstanding by loan category as of the dates indicated.

Year Ended June 30, 2023Year Ended June 30, 2022
(Dollars in thousands)Net Charge-Offs (Recoveries)Average Loans OutstandingNet Charge-Off (Recovery) RatioNet Charge-Offs (Recoveries)Average Loans OutstandingNet Charge-Off (Recovery) Ratio
Commercial real estate loans$(3)$1,634,449%$(603)$1,389,895(0.04)%
Commercial loans3,289784,3210.42737707,9590.10
Residential real estate loans(275)736,372(0.04)(849)613,270(0.14)
Consumer loans244108,2780.232198,5490.02
Total$3,255$3,263,4200.10%$(694)$2,809,673(0.02)%

Liabilities. Total liabilities were $4.1 billion at June 30, 2023, compared to $3.2 billion at June 30, 2022, an increase of $975.9 million, or 30.9%, year-over-year, the components of which are discussed below.

Deposits. The following table summarizes the composition of our deposit portfolio as of the dates indicated.

(Dollars in thousands)June 30, 2023June 30, 2022$ Change% Change
Core deposits
Noninterest-bearing deposits$825,481$745,746$79,73511%
NOW accounts611,105654,981(43,876)(7)
Money market accounts1,241,840969,661272,17928
Savings accounts212,220238,197(25,977)(11)
Total core deposits$2,890,646$2,608,585$282,06111%
Certificates of deposit710,522491,176219,34645
Total$3,601,168$3,099,761$501,40716%

The following bullet points provide further information regarding the composition of our deposit portfolio as of June 30, 2023:

•The balance of uninsured deposits was $913.2 million, or 25.4% of total deposits, which includes $341.9 million of collateralized deposits to municipalities.

•The balance of brokered deposits was $232.5 million, or 6.5% of total deposits.

•Total deposits are evenly distributed between commercial and consumer depositors.

•The average balance of our deposit accounts was $32,000.

•Our largest 25 depositors made up $554.7 million, or 15.4% of total deposits. Of these depositors, $405.0 million, or 11.2% of total deposits, are insured or collateralized deposits to municipalities.

Specific to time deposits, we held approximately $120.7 million in uninsured CDs as of June 30, 2023. The uninsured amount is an estimate consistent with the methodology used for the Company's regulatory reporting disclosures.

The following table indicates the amount of our CDs, both within and in excess of the $250,000 FDIC insurance limit, by time remaining until maturity as of June 30, 2023.

(Dollars in thousands)3 Months or LessOver 3 to 6 MonthsOver 6 to 12 MonthsOver 12 MonthsTotal
CDs less than $250,000$132,640$252,013$145,894$59,309$589,856
CDs of $250,000 or more14,24148,35449,6998,372120,666
Total certificates of deposit$146,881$300,367$195,593$67,681$710,522

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Borrowings. Although deposits are our primary source of funds, we may utilize borrowings to manage interest rate risk or as a cost-effective source of funds. Our borrowings typically consist of advances from the FHLB of Atlanta and FRB. We may obtain advances from the FHLB of Atlanta upon the security of certain of our commercial and residential real estate loans and/or securities as well as obtain advances from the FRB upon the security of certain of our commercial and consumer loans. These advances may be made pursuant to several different credit programs, each of which has its own interest rate, range of maturities and call features.

In addition to borrowings deemed necessary to address funding needs, as a result of our merger with Quantum, we assumed $11.3 million of junior subordinated debentures, which carried a purchase accounting discount of $1.4 million as of June 30, 2023. See "Note 10 – Borrowings" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for discussion of the origin and terms of the debt.

The following tables set forth information regarding our borrowings at the end of and during the periods indicated.

Year Ended June 30,
(Dollars in thousands)20232022
Average balances
Junior subordinated debentures$3,788$
FHLB advances54,00538,370
FRB advances11,6625,006
Revolving lines of credit7,717
Weighted average interest rate
Junior subordinated debentures8.63%%
FHLB advances4.900.16
FRB advances4.730.38
Revolving lines of credit8.59
(Dollars in thousands)June 30, 2023June 30, 2022
Balance outstanding at end of period
Junior subordinated debentures$9,971$
FHLB advances180,000
FRB advances257,000
Revolving lines of credit20,263
Weighted average interest rate
Junior subordinated debentures7.49%%
FHLB advances5.19
FRB advances5.25
Revolving lines of credit8.75

All qualifying one-to-four family loans, HELOCs, commercial real estate loans, and FHLB of Atlanta stock are pledged as collateral to secure outstanding FHLB advances while commercial construction, indirect auto, and municipal leases are pledged as collateral to secure outstanding FRB advances. At June 30, 2023 and 2022, the Company had the ability to borrow $22,673 and $277,561, respectively, through FHLB advances and $91,316 and $68,230, respectively, through the unused portion of a line of credit with the FRB. During the year ended June 30, 2021, the Company paid $22,690 in prepayment penalties on FHLB advances. No such penalties were incurred during the years ended June 30, 2023 and 2022.

At June 30, 2023 and 2022, the Company maintained revolving lines of credit with three unaffiliated banks, the unused portion of which totaled $144,737 and $120,000, respectively. At June 30, 2023, HomeTrust had drawn $20,263 on a $40,000 revolving line of credit which bears interest at The Wall Street Journal prime rate plus 50 basis points, maturing on January 30, 2024, although the term may be extended for an additional year two times if no events of default have occurred.

Capital Resources

At June 30, 2023, stockholders' equity totaled $471.2 million, compared to $388.8 million at June 30, 2022, an increase of $82.3 million, or 21.2%. Activity for the fiscal year ended June 30, 2023 included $44.6 million in net income, $37.7 million in stock issued in connection with the Company's merger with Quantum, $8.3 million in stock-based compensation and stock option exercises, offset by $6.2 million in cash dividends declared and a $1.7 million decrease in accumulated other comprehensive loss due to increases in market interest rates.

As of June 30, 2023, the Bank was considered "well capitalized" in accordance with its regulatory capital guidelines and exceeded all regulatory capital requirements. See “Business – How We are Regulated” included in Item 1 and “Note 18 – Regulatory Capital Matters” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for additional details on our capital requirements.

Liquidity Management

Management maintains a liquidity position that it believes will adequately provide for funding of loan demand and deposit run-off that may occur in the normal course of business. We rely on a number of different sources in order to meet our potential liquidity demands. The primary sources are increases in deposit accounts, wholesale borrowings, and cash flows from loan payments and the securities portfolio.

In addition to these primary sources of funds, management has several secondary sources available to meet potential funding requirements as outlined in the "Comparison of Financial Condition at June 30, 2023 and June 30, 2022 – Borrowings" section above. Additionally, we

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classify our securities portfolio as available for sale, providing an additional source of liquidity. Management believes that our securities portfolio is of high quality, of short duration, and the securities would therefore be readily marketable. In addition, we have historically sold fixed-rate mortgage loans in the secondary market to reduce interest rate risk and to create still another source of liquidity. From time to time we also utilize brokered time deposits to supplement our other sources of funds. Brokered time deposits are obtained by utilizing an outside broker that is paid a fee. This funding requires advance notification to structure the type of deposit desired by us. Brokered deposits can vary in term from one month to several years and have the benefit of being a source of longer-term funding. We also utilize brokered deposits to help manage interest rate risk by extending the term to repricing of our liabilities, enhance our liquidity, and fund asset growth. Brokered deposits are typically from outside our primary market areas, and our brokered deposit levels may vary from time to time depending on competitive interest rate conditions and other factors. At June 30, 2023, brokered deposits totaled $232.5 million, or 6.5%, of total deposits.

Liquidity management is both a daily and long-term function of business management. Excess liquidity is generally invested in short-term investments, such as overnight deposits and federal funds. On a longer term basis, we maintain a strategy of investing in various lending products and debt securities, including MBS. On a stand-alone level we are a separate legal entity from the Bank and must provide for our own liquidity and pay our own operating expenses. Our primary source of funds consists of dividends or capital distributions from the Bank, although there are regulatory restrictions on the ability of the Bank to pay dividends. At June 30, 2023, we (on an unconsolidated basis) had liquid assets of $0.9 million.

At the Bank level, we use our sources of funds primarily to meet our ongoing commitments, pay maturing deposits and fund withdrawals, and to fund loan commitments. At June 30, 2023, the total approved loan commitments and unused lines of credit outstanding amounted to $307.2 million and $608.2 million, respectively, as compared to $417.6 million and $485.2 million as of June 30, 2022. Certificates of deposit scheduled to mature in one year or less at June 30, 2023 totaled $642.8 million. It is management's policy to manage deposit rates that are competitive with other local financial institutions. Based on this strategy, we believe that a majority of maturing deposits will remain with us.

Off-Balance Sheet Activities

In the normal course of operations, we engage in a variety of financial transactions that are not recorded in our financial statements, mainly to manage customers' requests for funding. These transactions primarily take the form of loan commitments and lines of credit and involve varying degrees of off-balance sheet credit, interest rate and liquidity risks. For further information, see “Note 17 – Commitments and Contingencies” of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10-K.

Asset/Liability Management and Interest Rate Risk

Our Risk When Interest Rates Change. The rates of interest we earn on assets and pay on liabilities generally are established contractually for a period of time. Market interest rates change over time. Our loans generally have longer maturities than our deposits. Accordingly, our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our assets and liabilities. The risk associated with changes in interest rates and our ability to adapt to these changes is known as interest rate risk and is our most significant market risk.

How We Measure Our Risk of Interest Rate Changes. As part of our process to manage our exposure to changes in interest rates and comply with applicable regulations, we monitor our interest rate risk. In monitoring interest rate risk we continually analyze and manage assets and liabilities based on market conditions, their payment streams and interest rates, the timing of their maturities, their sensitivity to actual or potential changes in market interest rates, and interest rate sensitivities of our non-maturity deposits with respect to interest rates paid and the level of balances. The Board of Directors sets the asset and liability policy of HomeTrust Bank, which is implemented by management and an asset/liability committee whose members include certain members of senior management.

The purpose of this committee is to communicate, coordinate and control asset/liability management consistent with our business plan and Board approved policies. The committee establishes and monitors the volume and mix of assets and funding sources taking into account relative costs and spreads, interest rate sensitivity and liquidity needs. The objectives are to manage assets and funding sources to produce results that are consistent with liquidity, capital adequacy, growth, risk, and profitability goals.

The committee generally meets on a quarterly basis to review, among other things, economic conditions and interest rate outlook, current and projected liquidity needs and capital position, anticipated changes in the volume and mix of assets and liabilities and interest rate risk exposure limits versus current projections pursuant to net present value of portfolio equity analysis and income simulations. The committee recommends strategy changes based on this review. The committee is responsible for reviewing and reporting on the effects of the policy implementations and strategies to the Board of Directors at least quarterly.

Among the techniques we have used at various times to manage interest rate risk are: (i) increasing our portfolio of hybrid and adjustable-rate one-to-four family residential loans and commercial loans; (ii) maintaining a strong capital position, which provides for a favorable level of interest-earning assets relative to interest-bearing liabilities; and (iii) emphasizing less interest rate sensitive and lower-costing “core deposits.” We also maintain a portfolio of short-term or adjustable-rate assets and use fixed-rate FHLB advances and brokered deposits to extend the term to repricing of our liabilities.

We consider the relatively short duration of our deposits in our overall asset/liability management process. As short-term rates increase, we have assets and liabilities that increase with the market. This is reflected in the change in our PVE when rates increase (see the table below). PVE is defined as the net present value of our existing assets and liabilities. In addition, we have historically demonstrated an ability to maintain retail deposits through various interest rate cycles. If local retail deposit rates increase dramatically, we also have access to wholesale funding through our lines of credit with the FHLB and FRB and the brokered deposit market to replace retail deposits, as needed.

Depending on the level of general interest rates, the relationship between long- and short-term interest rates, market conditions, and competitive factors, the committee may in the future determine to increase our interest rate risk position somewhat in order to maintain or increase our net interest margin. In particular, during certain periods of stable or declining interest rates, we believe that the increased net interest income resulting from a mismatch in the maturity of our assets and liabilities portfolios may provide high enough returns to justify increased exposure to sudden and unexpected increases in interest rates. As a result of this philosophy, our results of operations and the

39

economic value of our equity will remain vulnerable to increases in interest rates and to declines due to differences between long- and short-term interest rates.

The committee regularly reviews interest rate risk by forecasting the impact of alternative interest rate environments on net interest income and our PVE. The committee also evaluates these impacts against the potential changes in net interest income and market value of our portfolio equity that are monitored by the Board of Directors of HomeTrust Bank generally on a quarterly basis.

Our asset/liability management strategy sets limits on the change in PVE given certain changes in interest rates. The table presented here, as of June 30, 2023, is forward-looking information about our sensitivity to changes in interest rates. The table incorporates data from an independent service, as it relates to maturity repricing and repayment/withdrawal of interest-earning assets and interest-bearing liabilities. Interest rate risk is measured by changes in PVE for instantaneous parallel shifts in the yield curve up and down 400 basis points. An increase in rates would increase our PVE because the repricing of nonmaturing deposits tend to lag behind the increase in market rates. This positive impact is partially offset by the negative effect from our loans with interest rate floors which will not adjust until such time as a  loan’s current interest rate adjusts to an increase in market rates which exceeds the interest rate floor. Conversely, in a falling interest rate environment these interest rate floors will assist in maintaining our net interest income. As of June 30, 2023, our loans with interest rate floors totaled approximately $640.1 million, or 17.5% of our total loan portfolio, and had a weighted average floor rate of 4.80%, of which $26.5 million were at their floor rate.

June 30, 2023
Change in Interest Rates in Basis PointsPresent Value Equity (Dollars in Thousands)
Amount$ Change% ChangePVE Ratio
+ 400$1,076,665$116,20112%25%
+ 3001,060,765100,3011025
+ 2001,036,92376,459824
+ 1001,004,57644,112523
Base960,46422
- 100883,606(76,858)(8)20
- 200770,247(190,217)(20)17
- 300618,481(341,983)(36)13
- 400559,706(400,758)(42)12

In evaluating our exposure to interest rate movements, certain shortcomings inherent in the method of analysis presented in the foregoing table must be considered. For example, although certain assets and liabilities may have similar maturities or repricing periods, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in interest rates. Additionally, certain assets, such as adjustable rate mortgages, have features which restrict changes in interest rates on a short-term basis and over the life of the asset. Further, in the event of a significant change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed above. Finally, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase. We consider all of these factors in monitoring our exposure to interest rate risk.

The Board of Directors and management of HomeTrust Bank believe that certain factors afford HomeTrust Bank the ability to operate successfully despite its exposure to interest rate risk. HomeTrust Bank may manage its interest rate risk by originating and retaining adjustable rate loans in its portfolio, by borrowing from the FHLB to match the duration of our funding to the duration of originated fixed rate one-to-four family and commercial loans held in portfolio and by selling on an ongoing basis certain currently originated longer term fixed rate one-to-four family real estate loans.

FY 2022 10-K MD&A

SEC filing source: 0001538263-22-000047.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2022-09-12. Report date: 2022-06-30.

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

This discussion and analysis reviews our consolidated financial statements and other relevant statistical data and is intended to enhance your understanding of our financial condition and results of operations. The information in this section has been derived from the Consolidated Financial Statements and notes thereto which are included in Item 8 of this Form 10-K. You should read the information in this section in conjunction with the business and financial information regarding us as provided in this Form 10-K.

Financial Highlights

(Dollars in thousands)June 30,
202220212020
Selected financial condition data
Total assets$3,549,204$3,524,723$3,722,852
Cash and cash equivalents105,11950,990121,622
Commercial paper, net194,427189,596304,967
Certificates of deposit in other banks23,55140,12255,689
Debt securities available for sale, at fair value126,978156,459127,537
Loans, net of ACL and deferred loan costs2,734,6052,697,7992,741,047
Deposits3,099,7612,955,5412,785,756
Borrowings115,000475,000
Stockholders’ equity388,845396,519408,263

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(Dollars in thousands, except per share data)Year Ended June 30,
202220212020
Selected operations data
Total interest and dividend income$116,114$118,733$136,254
Total interest expense5,34015,41132,150
Net interest income110,774103,322104,104
Provision (benefit) for credit losses(592)(7,135)8,500
Net interest income after provision (benefit) for credit losses111,366110,45795,604
Service charges and fees on deposit accounts9,4629,0839,382
Loan income and fees3,1852,2082,494
Gain on sale of loans held for sale12,87617,3529,946
BOLI income2,0002,1562,246
Operating lease income6,3925,6013,356
Gain on sale of debt securities1,895
Other3,3863,4212,908
Total noninterest income39,19639,82130,332
Total noninterest expense105,184131,18297,129
Income before income taxes45,37819,09628,807
Income tax expense9,7253,4216,024
Net income$35,653$15,675$22,783
Net income per common share
Basic$2.27$0.96$1.34
Diluted$2.23$0.94$1.30
At or For the Year Ended June 30,
202220212020
Performance ratios
Return on assets (ratio of net income to average total assets)1.01%0.42%0.63%
Return on equity (ratio of net income to average equity)9.003.885.54
Tax equivalent yield on earning assets(1)3.583.494.13
Rate paid on interest-bearing liabilities0.230.571.18
Tax equivalent average interest rate spread(1)3.352.922.95
Tax equivalent net interest margin(1)(2)3.423.043.17
Average interest-earning assets to average interest-bearing liabilities138.30128.01122.10
Noninterest expense to average total assets2.973.552.70
Efficiency ratio70.1491.6472.25
Efficiency ratio - adjusted(3)69.2574.0871.62
Asset quality ratios
Nonperforming assets to total assets(4)0.18%0.36%0.44%
Nonperforming loans to total loans(4)0.220.460.58
Total classified assets to total assets0.610.640.84
Allowance for credit losses to nonperforming loans(4)566.83281.38176.30
Allowance for credit losses to total loans1.251.301.01
Net charge-offs to average loans(0.02)0.010.07
Capital ratios
Equity to total assets at end of period10.96%11.25%10.97%
Tangible equity to total tangible assets(3)10.3110.5910.33
Average equity to average assets11.2010.9111.46
Dividend payout ratio15.3032.0119.98
Dividends declared per common share$0.35$0.31$0.27

(1)The weighted average rate for municipal leases is adjusted for a 24% combined federal and state tax rate since the interest from these leases is tax exempt.

(2)Net interest income divided by average interest-earning assets.

(3)See "GAAP Reconciliation of Non-GAAP Financial Measures" section below for additional details.

(4)Nonperforming assets and loans include nonaccruing loans, consisting of certain restructured loans, and REO. There were no accruing loans more than 90 days past due at the dates indicated. At June 30, 2022, there were $2.8 million of restructured loans included in nonperforming loans and $3.8 million, or 62.5%, of nonperforming loans were current on their loan payments.

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GAAP Reconciliation of Non-GAAP Financial Measures

We believe the non-GAAP financial measures included above provide useful information to management and investors that is supplementary to our financial condition, results of operations and cash flows computed in accordance with US GAAP; however, we acknowledge that our non-GAAP financial measures have a number of limitations. The following reconciliation tables provide detailed analyses of these non-GAAP financial measures.

Set forth below is a reconciliation to US GAAP of our efficiency ratio:

(Dollars in thousands)Year Ended June 30,
202220212020
Noninterest expense$105,184$131,182$97,129
Less: branch closure and restructuring expenses1,513
Less: officer transition agreement expense1,795
Less: prepayment penalties on borrowings22,690
Noninterest expense – adjusted$103,389$106,979$97,129
Net interest income$110,774$103,322$104,104
Plus: tax equivalent adjustment1,2311,2671,190
Plus: noninterest income39,19639,82130,332
Less: gain on sale of securities available for sale1,895
Net interest income plus noninterest income – adjusted$149,306$144,410$135,626
Efficiency ratio70.14%91.64%72.25%
Efficiency ratio – adjusted69.25%74.08%71.62%

Set forth below is a reconciliation to US GAAP of tangible book value and tangible book value per share:

(Dollars in thousands, except per share data)June 30,
202220212020
Total stockholders' equity$388,845$396,519$408,263
Less: goodwill, core deposit intangibles, net of taxes25,71025,90226,468
Tangible book value(1)$363,135$370,617$381,795
Common shares outstanding15,591,46616,636,48317,021,357
Book value per share$24.94$23.83$23.99
Tangible book value per share$23.29$22.28$22.43

(1)    Tangible book value is equal to total stockholders' equity less goodwill and core deposit intangibles, net of related deferred tax liabilities.

Set forth below is a reconciliation to US GAAP of tangible equity to tangible assets:

(Dollars in thousands)June 30,
202220212020
Tangible equity(1)$363,135$370,617$381,795
Total assets3,549,2043,524,7233,722,852
Less: goodwill, core deposit intangibles, net of taxes25,71025,90226,468
Total tangible assets$3,523,494$3,498,821$3,696,384
Tangible equity to tangible assets10.31%10.59%10.33%

(1)    Tangible equity (or tangible book value) is equal to total stockholders' equity less goodwill and core deposit intangibles, net of related deferred tax liabilities.

Overview

The following discussion and analysis presents the more significant factors that affected our financial condition as of June 30, 2022 and 2021 and results of operations for each of the years in the three-year period then ended. Refer to "Management’s Discussion and Analysis of Financial Condition and Results of Operations" included in our Annual Report on Form 10-K filed with the SEC on September 10, 2021 (the “2021 Form 10-K”) for a discussion and analysis of the more significant factors that affected periods prior to fiscal year 2021.

Our primary source of pre-tax income is net interest income. Net interest income is the difference between interest income, which is the income that we earn on our loans and investments, and interest expense, which is the interest that we pay on our deposits and borrowings. Changes in levels of interest rates affect our net interest income.

A secondary source of income is noninterest income, which includes revenue we receive from providing products and services, including service charges and fees on deposit accounts, loan income and fees, gains on the sale of loans held for sale, BOLI income, and operating lease income.

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An offset to net interest income is the provision for credit losses which is required to establish the ACL at a level that adequately provides for current expected credit losses inherent in our loan portfolio, off balance sheet commitments, and available for sale debt securities. See "Note 1 – Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for further discussion.

Our noninterest expenses consist primarily of salaries and employee benefits, expenses for occupancy, marketing and computer services, and FDIC deposit insurance premiums. Salaries and benefits consist primarily of the salaries and wages paid to our employees, payroll taxes, expenses for retirement, and other employee benefits. Occupancy expenses, which are the fixed and variable costs of buildings and equipment, consist primarily of lease payments, property taxes, depreciation charges, maintenance, and costs of utilities.

Critical Accounting Policies and Estimates

Certain of our accounting policies are important to the portrayal of our financial condition, since they require management to make difficult, complex, or subjective judgments, some of which may relate to matters that are inherently uncertain. Estimates associated with these policies are susceptible to material changes as a result of changes in facts and circumstances which include, but are not limited to, changes in interest rates, changes in the performance of the economy, and changes in the financial condition of borrowers. The following represents our critical accounting policy:

Allowance for Credit Losses, or ACL, on Loans.  The ACL reflects our estimate of credit losses that will result from the inability of our borrowers to make required loan payments. We charge off loans against the ACL and subsequent recoveries, if any, increase the ACL when they are recognized. We use a systematic methodology to determine our ACL for loans held for investment and certain off-balance sheet credit exposures. The ACL is a valuation account that is deducted from the amortized cost basis to present the net amount expected to be collected on the loan portfolio. We consider the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the loan portfolio. The estimate of our ACL involves a high degree of judgment; therefore, our process for determining expected credit losses may result in a range of expected credit losses. Our ACL recorded on the balance sheet reflects our best estimate within the range of expected credit losses. We recognize in net income the amount needed to adjust the ACL for management’s current estimate of expected credit losses. Our ACL is calculated using collectively evaluated and individually evaluated loans.

Recent Accounting Pronouncements

For a discussion of recent accounting pronouncements, see “Note 1 – Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements in Item 8 of this report on Form 10-K for further discussion.

Fiscal 2022 Items of Note

Beginning July 1, 2021, the Bank brought its back-office SBA loan servicing process in-house to provide additional servicing fee and gain on sale income. In aggregate, our approach is designated to lead to increased profitability and franchise value over time.

Fiscal 2021 Items of Note

On July 1, 2020, we adopted the CECL accounting standard in accordance with ASU 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." The cumulative effect adjustment from this change in accounting policy resulted in an increase in our ACL for loans of $14.8 million, additional deferred tax assets of $3.9 million, additional reserve for unfunded loan commitments of $2.3 million, and a reduction to retained earnings of $13.4 million. In addition, an ACL for commercial paper was established for $250,000 with a deferred tax asset of $58,000. The adoption of this ASU did not have an effect on available-for-sale debt securities for the year ended June 30, 2021.

On June 15, 2021, we announced a plan to close nine branches in North Carolina, Tennessee, and Virginia. The branch closures were part of our ongoing strategic initiatives to respond to changing customer preferences and were expected to reduce operating expenses and provide additional company-wide efficiencies. The branch closure and restructuring expenses recognized for the year ended June 30, 2021 included costs associated with impacted employees, impairment of an operating lease asset, the write-down of branch facilities, and other net costs. All applicable regulatory requirements were met and the branch closures occurred on September 16, 2021.

In the third and fourth quarters, the Company prepaid its remaining $475 million in long-term debt incurring a prepayment penalty of $22.7 million. No such expenses were incurred in 2022.

Comparison of Results of Operations for the Years Ended June 30, 2022 and June 30, 2021

Net Income.  Net income totaled $35.7 million, or $2.23 per diluted share, for the year ended June 30, 2022 compared to $15.7 million, or $0.94 per diluted share, for the year ended June 30, 2021, an increase of $20.0 million, or 127.5%. The results for the year ended June 30, 2022 compared to the year ended June 30, 2021 were positively impacted by higher net interest income and no prepayment penalties on borrowings, partially offset by a lower benefit for credit losses. Details of the changes in the various components of net income are further discussed below.

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Net Interest Income.  The following table presents the distribution of average assets, liabilities and equity, as well as interest income on average interest-earning assets and interest expense paid on average interest-bearing liabilities. All average balances are daily average balances. Nonaccruing loans have been included in the table as loans carrying a zero yield.

Year Ended June 30,
202220212020
(Dollars in thousands)Average Balance OutstandingInterest Earned/ Paid(2)Yield/ Rate(2)Average Balance OutstandingInterest Earned/ Paid(2)Yield/ Rate(2)Average Balance OutstandingInterest Earned/ Paid(2)Yield/ Rate(2)
Assets:
Interest-earning assets:
Loans receivable (1)$2,809,673$110,8343.94%$2,819,180$113,0654.01%$2,748,124$123,3644.49%
Commercial paper232,6761,7210.74%217,4571,2060.55%276,3435,9862.17%
Debt securities available for sale122,5581,8021.47%137,8632,0241.47%150,2493,6872.45%
Other interest-earning assets(3)114,4582,9882.61%266,7833,7051.39%150,9844,4072.92%
Total interest-earning assets3,279,365117,3453.58%3,441,283120,0003.49%3,325,700137,4444.13%
Other assets258,550257,111265,376
Total assets$3,537,915$3,698,394$3,591,076
Liabilities and equity:
Interest-bearing liabilities:
Interest-bearing checking accounts$646,370$1,3780.21%$609,754$1,5520.25%$457,455$1,6270.36%
Money market accounts996,8761,4060.14%882,2521,6990.19%767,3156,9100.90%
Savings accounts227,4521630.07%211,1921550.07%166,5881950.12%
Certificate accounts457,1862,3130.51%568,2845,9641.05%764,01314,1051.85%
Total interest-bearing deposits2,327,8845,2600.23%2,271,4829,3700.41%2,155,37122,8371.06%
Borrowings43,376800.18%416,8226,0411.45%568,3779,3131.64%
Total interest-bearing liabilities2,371,2605,3400.23%2,688,30415,4110.57%2,723,74832,1501.18%
Noninterest-bearing deposits724,588550,265365,634
Other liabilities45,83456,31590,247
Total liabilities3,141,6823,294,8843,179,629
Stockholders' equity396,233403,510411,447
Total liabilities and stockholders' equity$3,537,915$3,698,394$3,591,076
Net earning assets$908,105$752,979$601,952
Average interest-earning assets to average interest-bearing liabilities138.30%128.01%122.10%
Tax-equivalent:
Net interest income$112,005$104,589$105,294
Interest rate spread3.35%2.92%2.95%
Net interest margin(4)3.42%3.04%3.17%
Non-tax-equivalent:
Net interest income$110,774$103,322$104,104
Interest rate spread3.32%2.88%2.92%
Net interest margin(4)3.38%3.00%3.13%

(1)    The average loans receivable, net balances include loans held for sale and nonaccruing loans.

(2)    Interest income used in the average interest/earned and yield calculation includes the tax equivalent adjustment of $1.2 million, $1.3 million, and $1.2 million for fiscal years ended June 30, 2022, 2021, and 2020, respectively, calculated based on a combined federal and state tax rate of 24% for all three years.

(3)    The average other interest-earning assets consists of FRB stock, FHLB stock, SBIC investments, and deposits in other banks.

(4)    Net interest income divided by average interest-earning assets.

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Total interest and dividend income for the year ended June 30, 2022 decreased $2.6 million, or 2.2%, compared to the year ended June 30, 2021, which was driven by a $2.2 million, or 2.0%, decrease in interest income on loans, a $222,000, or 11.0%, decrease in interest income on debt securities available for sale, and a $718,000, or 19.4%, decrease in interest income on other interest-earning assets, partially offset by a $515,000, or 42.7%, increase in interest income on commercial paper. The decline in interest income on loans was partially driven by a decline in PPP interest and fee income of $754,000 year-over-year.

Total interest expense for the year ended June 30, 2022 decreased $10.1 million, or 65.3%, compared to the year ended June 30, 2021. The decrease was driven by a $6.0 million, or 98.7%, decrease in interest expense on borrowings and a $4.1 million, or 43.9%, decrease in interest expense on deposits compared to last year. The overall average cost of funds decreased 34 basis points compared to last year primarily due to the prepayment of long-term borrowings in the prior year and reduced market rates.

The following table shows the effects that changes in average balances (volume) and average interest rates (rate) had on the interest earned on our interest-earning assets and interest-bearing liabilities:

Years Ended June 30,
2022 Compared to 20212021 Compared to 2020
Increase/ (Decrease) Due toTotal Increase/ (Decrease)Increase/ (Decrease) Due toTotal Increase/ (Decrease)
(Dollars in thousands)VolumeRateVolumeRate
Interest-earning assets
Loans receivable$(381)$(1,850)$(2,231)$3,190$(13,489)$(10,299)
Commercial paper84431515(1,276)(3,504)(4,780)
Debt securities available for sale(225)3(222)(303)(1,360)(1,663)
Other interest-earning assets(2,115)1,398(717)3,382(4,084)(702)
Total interest-earning assets(2,637)(18)(2,655)4,993(22,437)(17,444)
Interest-bearing liabilities
Interest-bearing checking accounts93(267)(174)541(616)(75)
Money market accounts221(514)(293)1,035(6,246)(5,211)
Savings accounts12(4)852(92)(40)
Certificate accounts(1,166)(2,485)(3,651)(3,612)(4,529)(8,141)
Borrowings(5,412)(549)(5,961)(2,484)(788)(3,272)
Total interest-bearing liabilities$(6,252)$(3,819)$(10,071)$(4,468)$(12,271)$(16,739)
Net decrease in tax equivalent interest income$7,416$(705)

Provision (Benefit) for Credit Losses.  The provision (benefit) for credit losses is the amount of expense that, based on our judgment, is required to maintain the ACL at an appropriate level under the CECL model. The determination of the ACL is complex and involves a high degree of judgment and subjectivity. Refer to "Note 1 – Summary of Significant Accounting Policies” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for detailed discussion regarding ACL methodologies for available for sale debt securities, loans held for investment and unfunded commitments.

The following table presents a breakdown of the components of the provision (benefit) for credit losses:

Year Ended June 30,2022 vs 20212021 vs 2020
(Dollars in thousands)202220212020$%$%
Provision (benefit) for credit losses
Loans$(1,473)$(7,270)$8,500$5,797(80)%$(15,770)(186)%
Off-balance sheet credit exposure981359462,70335100
Commercial paper(100)100(200)(200)100100
Total provision (benefit) for credit losses$(592)$(7,135)$8,500$6,543(92)%$(15,635)(184)%

For the year ended June 30, 2022, the "loans" portion of the provision was primarily the result of a slight improvement in the economic forecast, as more clarity was gained regarding the impact of COVID-19 upon the loan portfolio. The provision for off-balance sheet credit exposures increased $946,000, or 2,703%, primarily as the result of loan growth and changes in the loan mix and qualitative adjustments.

For available for sale debt securities in an unrealized loss position, the Company evaluates the securities to determine whether the decline in the fair value below the amortized cost basis (impairment) is due to credit-related factors or noncredit-related factors. Any impairment that is not credit related is recognized in other comprehensive income, net of applicable taxes. Credit-related impairment is recognized as an ACL on the balance sheet, limited to the amount by which the amortized cost basis exceeds the fair value, with a corresponding adjustment to earnings. At June 30, 2022 and 2021, the Company determined that noncredit-related factors were the cause those available for sale securities

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in an unrealized loss position. Therefore, the Company carried no ACL at those respective dates and there was no credit loss expense recognized by the Company during the years ended June 30, 2022 and 2021.

See further discussion in the “Allowance for Credit Losses” section below.

Noninterest Income.  Noninterest income for the year ended June 30, 2022 decreased $625,000, or 1.6%, year-over-year. Changes in selected components of noninterest income are discussed below:

Year Ended June 30,2022 vs 20212021 vs 2020
(Dollars in thousands)202220212020$%$%
Noninterest income
Service charges and fees on deposit accounts$9,462$9,083$9,382$3794%$(299)(3)%
Loan income and fees3,1852,2082,49497744(286)(11)
Gain on sale of loans held for sale12,87617,3529,946(4,476)(26)7,40674
BOLI income2,0002,1562,246(156)(7)(90)(4)
Operating lease income6,3925,6013,356791142,24567
Gain on sale of debt securities available for sale1,8951,895100
Other3,3863,4212,908(35)(1)51318
Total noninterest income$39,196$39,821$30,332$(625)(2)%$9,48931%

•Loan income and fees: The increase in loan income and fees was primarily due to approximately $1.3 million in SBA servicing income, the result of bringing the servicing of these loans in-house effective July 1, 2021 as indicated in the "Fiscal 2022 Items of Note" section above.

•Gain on sale of loans held for sale: The decrease in the gain on sale of loans held for sale was primarily driven by decreases in the volume of residential mortgage loans and SBA commercial loans sold during the period as a result of rising interest rates. During the year ended June 30, 2022, $263.0 million of residential mortgage loans originated for sale were sold with gains of $6.4 million compared to $406.5 million sold with gains of $10.5 million in the prior year. There were $54.7 million of sales of the guaranteed portion of SBA commercial loans with recorded gains of $5.4 million in the current year compared to $66.1 million sold with gains of $6.1 million in the prior year. The Company sold $120.0 million of HELOCs during the current year for a gain of $791,000 compared to $110.8 million sold and gains of $724,000 in the prior year. Lastly, $11.5 million of indirect auto finance loans were sold out of the held for investment portfolio during the current year for a gain of $205,000. No such sales occurred in the prior year.

•Operating lease income: The increase in operating lease income year-over-year is a result of increases in lease originations and higher outstanding balances in the current year.

•Gain on sale of debt securities available for sale: The increase in the gain was driven by the sale of seven trust preferred securities during the quarter ended June 30, 2022 which had previously been written down to zero through purchase accounting adjustments from a merger in a prior period. No other securities were sold during the periods presented.

Noninterest Expense.  Noninterest expense for the year ended June 30, 2022 decreased $26.0 million, or 19.8%, year-over-year. Changes in selected components of noninterest expense are discussed below:

Year Ended June 30,2022 vs 20212021 vs 2020
(Dollars in thousands)202220212020$%$%
Noninterest expense
Salaries and employee benefits$59,591$62,956$56,709$(3,365)(5)%$6,24711%
Occupancy expense, net9,6929,5219,22817122933
Computer services9,7619,6078,15315421,45418
Telephone, postage and supplies2,7543,1223,275(368)(12)(153)(5)
Marketing and advertising2,5831,6261,87295759(246)(13)
Deposit insurance premiums1,7121,799900(87)(5)899100
REO related expense, net5885821,47561(893)(61)
Core deposit intangible amortization2507351,421(485)(66)(686)(48)
Branch closure and restructuring expenses1,513(1,513)(100)1,513100
Officer transition agreement expense1,7951,795100
Prepayment penalties on borrowings22,690(22,690)(100)22,690100
Other16,45817,03114,096(573)(3)2,93521
Total noninterest expense$105,184$131,182$97,129$(25,998)(20)%$34,05335%

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•Salaries and employee benefits: As indicated in the "Fiscal 2021 Items of Note" section above, the decrease in salaries and employee benefits was primarily the result of branch closures and lower mortgage banking incentive pay as a result of the reduction of the volume of originations.

•Marketing and advertising: The increase in marketing and advertising was primarily the result of less media advertising in the prior period during the pandemic.

•Branch closure and restructuring expenses: See explanation in the "Fiscal 2021 Items of Note" section above. No such expenses were incurred in the other two periods presented.

•Officer transition agreement expense: In May 2022, the Company entered into an amended and restated employment and transition agreement with the Company's Chairman and CEO. As part of this agreement, the full amount of the estimated separation payment was accrued in 2022. No such expenses were incurred in the other two periods presented.

•Prepayment penalties on borrowings: See explanation in the "Fiscal 2021 Items of Note" section above. No such expenses were incurred in the other two periods presented.

Income Taxes.  The amount of income tax expense is influenced by the amount of pre-tax income, the amount of tax-exempt income, changes in the statutory rate and the effect of changes in valuation allowances maintained against deferred tax benefits. Income tax expense for the year ended June 30, 2022 increased $6.3 million, or 184.3%, to $9.7 million from $3.4 million in the prior year as a result of higher taxable income. The effective tax rate for fiscal 2022 and fiscal 2021 was 21.4% and 17.9%, respectively. The higher effective tax rate in the current year compared to the prior year was driven by a comparable amount of tax-exempt income in each period, compared to a higher pre-tax book income in fiscal 2022. For more information on income taxes and deferred taxes, see "Note 11 – Income Taxes" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K.

Comparison of Financial Condition at June 30, 2022 and June 30, 2021

Assets.  Total assets were $3.5 billion at both June 30, 2022 and 2021, an increase of $24.5 million, or 0.7%, year-over-year, the components of which are discussed below.

Debt Securities Available for Sale. Debt securities available for sale decreased $29.5 million, or 18.8%, to $127.0 million at June 30, 2022. The following table illustrates the changes in the fair value of the portfolio.

June 30,Change
(Dollars in thousands)20222021$%
U.S. government agencies$18,459$19,073$(614)(3)%
MBS, residential47,23343,4043,8299
Municipal bonds5,5589,551(3,993)(42)
Corporate bonds55,72884,431(28,703)(34)
Total$126,978$156,459$(29,481)(19)%

The overall year-over-year decrease in the portfolio was the result of maturities, calls, and paydowns of the underlying securities, the proceeds of which were re-invested in interest-bearing deposits.

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The composition and contractual maturities of our debt securities portfolio as of June 30, 2022 is indicated in the following table. Maturities are based on the final contractual payment dates, and do not reflect the impact of prepayments or early redemptions that may occur. Weighted average yields were calculated using amortized cost on a fully-taxable equivalent basis. The Company did not hold any tax-exempt debt securities as of June 30, 2022.

(Dollars in thousands)1 year or lessOver 1 year to 5 yearsOver 5 to 10 yearsOver 10 yearsTotal
U.S. government agencies
Book value$3,993$15,000$$$18,993
Fair value3,99814,46118,459
Weighted average yield2.51%0.28%%%0.75%
MBS, residential
Book value15,4285,84517,5909,51448,377
Fair value15,3635,75316,9559,16247,233
Weighted average yield2.47%1.23%2.02%2.57%2.17%
Municipal bonds
Book value2,0072,4921,0465,545
Fair value2,0132,5091,0365,558
Weighted average yield4.37%3.84%3.78%%4.02%
Corporate bonds
Book value29,35022,8335,00157,184
Fair value28,94522,0484,73555,728
Weighted average yield1.76%1.18%3.38%%1.67%
Total
Book value$50,778$46,170$23,637$9,514$130,099
Fair value$50,319$44,771$22,726$9,162$126,978
Weighted average yield2.14%1.04%2.38%2.57%1.82%

Total Loans, Net of Deferred Loan Fees and Costs.  Loans held for investment totaled $2.8 billion at June 30, 2022 compared to $2.7 billion at June 30, 2021, an increase of $36,028 or 1.3%. The following table illustrates the changes within the portfolio.

Percent of Total
June 30,ChangeJune 30,
(Dollars in thousands)20222021$%20222021
Commercial real estate loans
Construction and land development$291,202$179,427$111,77562%11%7%
Commercial real estate - owner occupied335,658324,35011,30831212
Commercial real estate - non-owner occupied662,159727,361(65,202)(9)2427
Multifamily81,08690,565(9,479)(10)33
Total commercial real estate loans1,370,1051,321,70348,40245049
Commercial loans
Commercial and industrial192,652141,34151,3113675
Equipment finance394,541317,92076,621241412
Municipal leases129,766140,421(10,655)(8)55
PPP loans66146,650(45,989)(99)2
Total commercial loans717,620646,33271,288112624
Residential real estate loans
Construction and land development81,84766,02715,8202422
One-to-four family354,203406,549(52,346)(13)1315
HELOCs160,137169,201(9,064)(5)66
Total residential real estate loans596,187641,777(45,590)(7)2123
Consumer loans85,383123,455(38,072)(31)34
Loans, net of deferred loan fees and costs$2,769,295$2,733,267$36,0281%100%100%

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The principal categories of our loan portfolio are discussed below.

Commercial Real Estate – Construction and Land Development. We originate residential construction and development loans for the construction of single-family residences, condominiums, townhouses, and residential developments. Our commercial construction development loans are for the development of business properties, including multi-family, retail, office/warehouse, and office buildings. Our land, lots, and development loans are predominately for the purchase or refinance of unimproved land held for future residential development, improved residential lots held for speculative investment purposes and for the future construction of one-to-four family (speculative and pre-sold) or commercial real estate.

Our expansion into larger metro markets combined with experienced commercial real estate relationship managers, credit officers, and a construction risk management group to better manage construction risk, has resulted in the purposeful growth of this portfolio. Unfunded commitments at June 30, 2022 totaled $143.4 million compared to $131.8 million at June 30, 2021.

Land acquisition and development loans are included in the construction and development loan portfolio and include completed residential lots where the borrower was not the developer, commercial improved and raw land for future development, and residential development loans. Residential development loans are made to developers for the purpose of acquiring raw land for the subsequent development and sale of residential lots. Such loans typically finance land purchase and infrastructure development of properties (i.e. roads, utilities, etc.) into residential lots for sale. The end buyer for the majority of these lots are local, regional, and national builders for the ultimate construction of residential units. The primary source of repayment is the sale of the lots or improved parcels of land, while personal guarantees may serve as secondary sources. These loans are generally secured by property in our primary market areas. In addition, these loans are secured by a first lien on the property, are generally limited to 65% of the lower of the acquisition price or the appraised value of the unimproved land and 75% of the improved land. Residential acquisition and development loans are generally paid out within three years unless there are multiple phases to the development.

The Bank provides funding to a number of builders for the construction of both speculative and pre-sold 1-4 family homes. Speculative construction loans are made to home builders and are termed “speculative” because the home builder does not have, at the time of loan origination, a signed contract with a home buyer who has a commitment for permanent financing with either us or another lender for the finished home. Loans to finance the construction of speculative single-family homes are generally offered to experienced builders with a proven track record of performance. These loans require payment of interest-only during the construction phase. Unfunded commitments were $74.6 million at June 30, 2022 and $70.1 million at June 30, 2021.

Commercial vertical construction loans are offered on an adjustable or fixed interest rate basis. Adjustable interest rate loans typically include a floor and ceiling interest rate and are indexed to The Wall Street Journal prime rate, plus or minus an interest rate margin. The initial construction period for owner occupied loans is generally limited to 12 to 24 months from the date of origination versus a construction and stabilization period for non-owner occupied loans of 24 to 36 months, both with amortization terms up to 25 years. Construction-to-permanent loans generally include a balloon maturity of five years or less; however, balloon maturities of greater than five years are allowed on a limited basis depending on factors such as property type, amortization term, lease terms, pricing, or the availability of credit enhancements. Construction loan proceeds are disbursed based on the percent completion of budget as documented by periodic third-party inspections. The maximum loan-to-value limit applicable to these loans is generally 80% of the appraised post-construction value.

Commercial Real Estate Lending, including Multifamily. We originate commercial real estate loans, including loans secured by office buildings, retail/wholesale facilities, hotels, industrial facilities, medical and professional buildings, churches, and multifamily residential properties located primarily in our market areas. The average outstanding loan size in our commercial real estate portfolio was $796,000 as of June 30, 2022.

We offer both fixed- and adjustable-rate commercial real estate loans. Our commercial real estate mortgage loans generally include a balloon maturity of five years or less. Amortization terms are generally limited to 20 years. Adjustable rate-based loans typically include a floor and ceiling interest rate and are indexed to The Wall Street Journal prime rate, the one-month LIBOR, or the one-month term SOFR, plus or minus an interest rate margin and rates generally adjust daily. The maximum loan-to-value ratio for commercial real estate loans is generally up to 80% on purchases and refinances.

Commercial – Commercial and Industrial Loans. We typically offer commercial and industrial loans to businesses located in our primary market areas. These loans are primarily originated as conventional loans to business borrowers, which include lines of credit, term loans, and letters of credit. These loans are typically secured by collateral and are used for general business purposes, including working capital financing, equipment financing, capital investment, and general investments. Loan terms typically vary from one to five years. The interest rates on such loans are either fixed rate or adjustable rate indexed to The Wall Street Journal prime rate plus a margin.

We originate commercial business loans made under the SBA 7(a) and USDA B&I programs to small businesses located throughout the country. Loans made by the Bank under the SBA 7(a) and USDA B&I programs generally are made to small businesses to provide working capital needs, to refinance existing debt or to provide funding for the purchase of businesses, real estate, machinery, and equipment. These loans generally are secured by a combination of assets that may include receivables, inventory, furniture, fixtures, equipment, business real property, commercial real estate and sometimes additional collateral such as an assignment of life insurance and a lien on personal real estate owned by the guarantor(s). Typical maturities for this type of loan vary up to twenty-five years and can be thirty years in some circumstances. Under the SBA 7(a) and USDA B&I loan program the loans carry a government guaranty up to 90% of the loan in some cases. SBA 7(a) and USDA B&I loans will normally be adjustable rate loans based upon The Wall Street Journal prime lending rate. Under the loan programs, we will typically sell in the

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secondary market the guaranteed portion of these loans to generate noninterest income and retain the related unguaranteed portion of these loans.

In March 2022, the Company began purchasing commercial small business loans originated by a fintech partner. At June 30, 2022, the outstanding balance of these loans totaled $17.5 million, or 0.6% of our loan portfolio. The credit risk characteristics of these loans are different from the remainder of the portfolio as they were not originated by the Company and the collateral may be located outside the Company's market area. The Company will continue to monitor the performance of these loans and adjust the allowance for credit losses as necessary.

Commercial – Equipment Finance. Our Equipment Finance line of business offers companies that are purchasing equipment for their business various products to help manage tax and accounting issues, while offering flexible and customizable repayment terms. These products are primarily made up of commercial finance agreements and commercial loans for transportation, construction, healthcare, and manufacturing equipment. The loans have terms ranging from 24 to 84 months, with an average of five years and are secured by the financed equipment. Typical transaction sizes range from $25,000 to $1.0 million, with an average outstanding loan size of $130,000.

Commercial – Municipal Leases. We offer ground and equipment lease financing to fire departments located primarily throughout North Carolina, South Carolina and, to a lesser extent, Virginia. Municipal leases are secured primarily by a ground lease in our name with a sublease to the borrower for a fire station or an equipment lease for fire trucks and firefighting equipment. We originate and underwrite all leases prior to funding. These leases are at a fixed rate of interest and may have a term to maturity of up to 20 years. At June 30, 2022, $44.4 million, or 34.2%, of our municipal leases were secured by fire trucks, $48.8 million, or 37.6%, were secured by fire stations, $31.7 million, or 24.5%, were secured by both, with the remaining $4.9 million, or 3.7%, secured by miscellaneous firefighting equipment and land. At June 30, 2022, the average outstanding municipal lease size was $423,000.

Residential Real Estate – Construction and Land Development. We are an active originator of construction-to-permanent loans to homeowners building a residence. In addition, we originate land/lot loans predominately for the purchase or refinance of an improved lot for the construction of a residence to be occupied by the borrower. All of our construction and land/lot loans were made on properties located within our market area. At June 30, 2022, unfunded loan commitments totaled $94.9 million, compared to $75.7 million at June 30, 2021.

Construction-to-permanent loans are made for the construction of a one-to-four family property which is intended to be occupied by the borrower as either a primary or secondary residence. Construction-to-permanent loans are originated to the homeowner rather than the homebuilder and are structured to be converted to a first lien fixed- or adjustable-rate permanent loan at the completion of the construction phase. During the construction phase, which typically lasts for six to 12 months, we make periodic inspections of the construction site and loan proceeds are disbursed directly to the contractors or borrowers as construction progresses. Typically, disbursements are made in monthly draws during the construction period. Loan proceeds are disbursed based on a percentage of completion. Construction-to-permanent loans require payment of interest only during the construction phase. Construction loans may be originated up to 95% of the cost or of the appraised value upon completion, whichever is less; however, we generally do not originate construction loans which exceed the lower of 80% loan to cost or appraised value without securing adequate private mortgage insurance or other form of credit enhancement such as the Federal Housing Administration or other governmental guarantee.

Included in our construction and land/lot loan portfolio are land/lot loans, which are typically loans secured by developed lots in residential subdivisions located in our market areas. We originate these loans to individuals intending to construct their primary or secondary residence on the lot within one year from the date of origination. This portfolio may also include loans for the purchase or refinance of unimproved land that is generally less than or equal to five acres, and for which the purpose is to commence the improvement of the land and construction of an owner occupied primary or secondary residence within one year from the date of loan origination.

Land/lot loans are typically originated in an amount up to 70% of the lower of the purchase price or appraisal, are secured by a first lien on the property, for up to a 20-year term, require payments of interest only and are structured with an adjustable rate of interest on terms similar to our one-to-four family residential mortgage loans.

Residential Real Estate – One-to-Four Family. We originate loans secured by first mortgages on one-to-four family residences typically for the purchase or refinance of owner occupied primary or secondary residences located primarily in our market areas. We originate both fixed-rate loans and adjustable-rate loans; however, the majority of our one-to-four family residential loans are originated with fixed rates and have terms of 10 to 30 years. We generally originate fixed rate mortgage loans with terms greater than 10 years for sale to various secondary market investors on a servicing released basis. We also originate adjustable-rate mortgage, or ARM, loans which have interest rates that adjust annually to the yield on U.S. Treasury securities adjusted to a constant one-year maturity plus a margin. Most of our ARM loans are hybrid loans, which after an initial fixed rate period of one, five, seven, or 10 years will convert to an annual adjustable interest rate for the remaining term of the loan. Our ARM loans have terms up to 30 years.

Residential Real Estate – Home Equity Lines of Credit. Our HELOCs consist primarily of adjustable-rate lines of credit. The lines of credit may be originated in amounts, together with the amount of the existing first mortgage, typically up to 85% of the value of the property securing the loan (less any prior mortgage loans) with an adjustable-rate of interest based on The Wall Street Journal prime rate plus a margin. HELOCs generally have up to a 10-year draw period and amounts may be reborrowed after payment at

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any time during the draw period. Once the draw period has lapsed, the payment is amortized over a 15-year period based on the loan balance at that time. At June 30, 2022, unfunded commitments on these lines of credit totaled $313.0 million.

Consumer Lending. Our consumer loans consist of loans secured by deposit accounts or personal property such as automobiles, boats, and motorcycles, as well as unsecured consumer debt. This portfolio includes indirect auto finance installment contracts sourced through our relationships with automobile dealerships, both manufacturer franchised dealerships and independent dealerships, who utilize our origination platform to provide automotive financing through installment contracts on new and used vehicles. At June 30, 2022, the outstanding balance of indirect auto finance loans was $79.1 million.

The following table details the contractual maturity ranges of our loan portfolio without factoring in scheduled payments or potential prepayments. Loan balances do not include undisbursed loan proceeds, unearned discounts, unearned income and ACL. In addition, we have disclosed those loans with predetermined (fixed) and floating interest rates at June 30, 2022.

(Dollars in thousands)1 Year or LessAfter 1 but Within 5 YearsAfter 5 but Within 15 YearsOver 15 YearsTotal
Commercial real estate loans
Construction and land development$90,315$133,645$67,242$$291,202
Commercial real estate - owner occupied16,902203,875101,51013,371335,658
Commercial real estate - non-owner occupied45,589369,632241,6005,338662,159
Multifamily6,70638,93432,6012,84581,086
Total commercial real estate loans159,512746,086442,95321,5541,370,105
Commercial loans
Commercial and industrial43,45993,28954,5341,370192,652
Equipment finance5,143308,18781,211394,541
Municipal leases9,88321,12272,00026,761129,766
PPP loans5651887661
Total commercial loans58,541423,116207,83228,131717,620
Residential real estate loans
Construction and land development1629962,20278,48781,847
One-to-four family6,41655,57783,656208,554354,203
HELOCs4,6178,4598,814138,247160,137
Total residential real estate loans11,19565,03294,672425,288596,187
Consumer loans1,96259,61923,49231085,383
Total loans$231,210$1,293,853$768,949$475,283$2,769,295
Commercial real estate loans
Fixed rate loans$37,323$484,053$89,558$2,845$613,779
Adjustable rate loans122,189262,033353,39518,709756,326
Commercial loans
Fixed rate loans17,640412,046170,20527,980627,871
Adjustable rate loans40,90111,07037,62715189,749
Residential real estate loans
Fixed rate loans2,85446,85262,530148,472260,708
Adjustable rate loans8,34118,18032,142276,816335,479
Consumer loans
Fixed rate loans1,96256,53523,49231082,299
Adjustable rate loans3,0843,084
Total fixed rate loans$59,779$999,486$345,785$179,607$1,584,657
Total adjustable rate loans$171,431$294,367$423,164$295,676$1,184,638

Nonperforming Assets. Nonperforming assets include nonaccrual loans, TDRs that haven’t performed for a sufficient period of time, and REO. Loans are placed on nonaccrual status when the collection of principal and/or interest becomes doubtful or other factors involving the loan warrant placing the loan on nonaccrual status. TDRs are loans which have renegotiated loan terms to assist borrowers who are unable to meet the original terms of their loans. Such modifications to loan terms may include a below market interest rate, a reduction in principal balance, or a longer term to maturity. Once a nonaccruing TDR has performed according to its modified terms for six months and the collection of principal and interest under the revised terms is deemed probable, the TDR is removed from nonaccrual status.

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Total nonperforming assets were $6.3 million, or 0.18% of total assets, at June 30, 2022, compared to $12.8 milion, or 0.36% of total assets, at June 30, 2021. The following table sets forth the composition of our nonperforming assets among our different asset categories as of June 30, 2022 and 2021.

June 30,
(Dollars in thousands)20222021
Nonaccruing loans
Commercial real estate loans
Construction and land development$67$482
Commercial real estate - owner occupied7063,265
Commercial real estate - non-owner occupied5208
Multifamily1033,542
Total commercial real estate loans8817,497
Commercial loans
Commercial and industrial1,95149
Equipment finance270630
Municipal leases
PPP loans
Total commercial loans2,221679
Residential real estate loans
Construction and land development13722
One-to-four family1,7732,625
HELOCs724929
Total residential real estate loans2,6343,576
Consumer384854
Total nonaccruing loans$6,120$12,606
Total foreclosed assets$200188
Total nonperforming assets$6,320$12,794
Total nonperforming assets as a percentage of total assets0.18%0.36%

The significant decrease from June 30, 2021 was primarily a result of the payoff of two commercial real estate loan relationships totaling $5.1 million during the period. The ratio of nonperforming loans to total loans was 0.22% at June 30, 2022 and 0.46% at June 30, 2021. Performing TDRs that were excluded from nonaccruing loans totaled $9.8 million and $11.1 million at June 30, 2022 and June 30, 2021, respectively.

Allowance for Credit Losses on Loans. The ACL is a valuation account that reflects our estimation of the credit losses that will result from the inability of our borrowers to make required loan payments. The allowance is maintained through provisions for credit losses that are charged to earnings in the period they are established. We charge losses on loans against the ACL when we believe the collection of loan principal is unlikely. Recoveries on loans previously charged off are added back to the allowance. See "Note 1 – Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for discussion of our ACL methodology on loans.

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The following table summarizes the distribution of the allowance for credit losses by loan category at the dates indicated.

June 30,
20222021
(Dollars in thousands)Allocated Allowance% of Loan PortfolioACL to LoansAllocated Allowance% of Loan PortfolioACL to Loans
Commercial real estate loans
Construction and land development$4,40211%0.16%$1,8017%0.07%
Commercial real estate - owner occupied3,038120.113,295120.12
Commercial real estate - non-owner occupied5,589240.209,296270.34
Multifamily38530.0169230.03
Total commercial real estate loans13,414500.4815,084490.56
Commercial loans
Commercial and industrial5,08370.182,59250.09
Equipment finance6,651140.246,537120.24
Municipal leases30250.0153450.02
PPP loans2
Total commercial loans12,036260.439,663240.35
Residential real estate loans
Construction and land development1,05220.0481220.03
One-to-four family4,673130.175,409150.20
HELOCs1,88660.071,96460.07
Total residential real estate loans7,611210.288,185230.30
Consumer loans1,62930.062,53640.09
Total loans$34,690100%1.25%$35,468100%1.30%
At or For the Year Ended June 30,
20222021
Asset quality ratios
Nonaccruing loans to total loans(1)0.22%0.46%
ACL to nonaccruing loans(1)566.83281.38
Net charge-offs (recoveries) to average loans(0.02)0.01

(1)    At June 30, 2022, $2.8 million of restructured loans were included in nonaccruing loans and $3.8 million, or 62.5%, of nonaccruing loans were current on their loan payments. At June 30, 2021, $5.5 million of restructured loans were included in nonaccruing loans and $6.6 million, or 52.6%, of nonaccruing loans were current on their loan payments.

The ACL on loans decreased $778,000, or 2.2%, between June 30, 2022 and 2021 and there was a net benefit for credit losses on loans of $1.5 million for the year ended June 30, 2022, compared to a net benefit of $7.3 million for fiscal year 2021. The net benefit on loans for the year ended June 30, 2022 was primarily the result of a slight improvement in the economic forecast, as more clarity was gained regarding the impact of COVID-19 upon the loan portfolio.

Our individually evaluated loans are comprised of loans meeting certain thresholds, on nonaccrual status, and all TDRs, whether performing or on nonaccrual status under their restructured terms. Individually evaluated loans may be evaluated for reserve purposes using either the cash flow or the collateral valuation method. As of June 30, 2022, there were $5.3 million in loans individually evaluated compared to $8.8 million at June 30, 2021. For more information on these individually evaluated loans, see "Note 5 – Loans and Allowance for Credit Losses on Loans" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K.

The following table summarizes net charge-offs (recoveries) to average loans outstanding by loan category as of the dates indicated.

Year Ended June 30,
20222021
(Dollars in thousands)Net Charge-Offs (Recoveries)Average Loans OutstandingNet Charge-Off (Recovery) RatioNet Charge-Offs (Recoveries)Average Loans OutstandingNet Charge-Off (Recovery) Ratio
Commercial real estate loans$(603)$1,389,895(0.04)%$851$1,319,3090.06%
Commercial loans737707,9590.10(1,166)647,363(0.18)
Residential real estate loans(849)613,270(0.14)(121)716,998(0.02)
Consumer loans2198,5490.02579135,5100.43
Total$(694)$2,809,673(0.02)%$143$2,819,1800.01%

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Liabilities. Total liabilities were $3.2 billion at June 30, 2022, compared to $3.1 billion at June 30, 2021, an increase of $32.2 million, the components of which are discussed below.

Deposits. The following table summarizes the composition of our deposit portfolio as of the dates indicated.

Year Ended June 30,Change
(Dollars in thousands)20222021$%
Core deposits
Noninterest-bearing deposits$745,746$636,414$109,33217%
Interest-bearing checking accounts654,981644,95810,0232
Money market accounts969,661975,001(5,340)(1)
Savings accounts238,197226,39111,8065
Total core deposits$2,608,585$2,482,764$125,8215%
Certificates of deposit491,176472,77718,3994
Total$3,099,761$2,955,541$144,2205%

As of June 30, 2022, we held approximately $640.4 million in uninsured deposits, including $156.6 million of uninsured time deposits. The uninsured amount is an estimate consistent with the methodology used for the Company's regulatory reporting disclosures. The following table indicates the amount of our CDs, both within and in excess of the $250,000 FDIC insurance limit, by time remaining until maturity as of June 30, 2022.

(Dollars in thousands)3 Months or LessOver 3 to 6 MonthsOver 6 to 12 MonthsOver 12 MonthsTotal
CDs less than $250,000$114,062$108,999$58,081$53,476$334,618
CDs of $250,000 or more33,58877,29936,7048,967156,558
Total certificates of deposit$147,650$186,298$94,785$62,443$491,176

Borrowings. Although deposits are our primary source of funds, we may utilize borrowings to manage interest rate risk or as a cost-effective source of funds. Our borrowings typically consist of advances from the FHLB of Atlanta and FRB. We may obtain advances from the FHLB of Atlanta upon the security of certain of our commercial and residential real estate loans and/or securities as well as obtain advances from the FRB upon the security of certain of our commercial and consumer loans. These advances may be made pursuant to several different credit programs, each of which has its own interest rate, range of maturities and call features.

The following tables set forth information regarding our borrowings at the end of and during the periods indicated.

Year Ended June 30,
(Dollars in thousands)20222021
Average balances
FHLB advances$38,370$416,822
FRB advances5,006
Weighted average interest rate
FHLB advances0.16%1.45%
FRB advances0.38
June 30,
(Dollars in thousands)20222021
Balance outstanding at end of period
FHLB advances$$115,000
Weighted average interest rate
FHLB advances%0.16%

There were no borrowings at June 30, 2022 compared to $115.0 million at June 30, 2021 due to continual paydown of borrowings during the period. As of June 30, 2022, we had the ability to borrow an additional $277.6 million through the FHLB. In addition to FHLB advances, at June 30, 2022, we had an unused line of credit with the FRB in the amount of $68.2 million, subject to qualifying collateral, and $120.0 million available through lines of credit with three unaffiliated banks. See “Note 9 – Borrowings” of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10-K for more information about our borrowings.

Capital Resources

At June 30, 2022, stockholders' equity totaled $388.8 million, compared to $396.5 million at June 30, 2021, a decrease of $7.7 million. Stockholders’ equity decreased during the period primarily due to the cost of repurchased shares of $43.3 million, offset by our net income of

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$35.7 million. See “Business – How We are Regulated” included in Item 1 and “Note 17 – Regulatory Capital Matters” of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for additional details on our capital requirements.

Liquidity Management

Management maintains a liquidity position that it believes will adequately provide funding for loan demand and deposit run-off that may occur in the normal course of business. We rely on a number of different sources in order to meet our potential liquidity demands. The primary sources are increases in deposit accounts and cash flows from loan payments and the securities portfolio.

In addition to these primary sources of funds, management has several secondary sources available to meet potential funding requirements as outlined in the "Comparison of Financial Condition – Borrowings" section above. Additionally, we classify our securities portfolio as available for sale, providing an additional source of liquidity. Management believes that our security portfolio is of high quality and the securities would therefore be marketable. In addition, we have historically sold fixed-rate mortgage loans in the secondary market to reduce interest rate risk and to create still another source of liquidity. From time to time we also utilize brokered time deposits to supplement our other sources of funds. Brokered time deposits are obtained by utilizing an outside broker that is paid a fee. This funding requires advance notification to structure the type of deposit desired by us. Brokered deposits can vary in term from one month to several years and have the benefit of being a source of longer-term funding. We also utilize brokered deposits to help manage interest rate risk by extending the term to repricing of our liabilities, enhance our liquidity, and fund asset growth. Brokered deposits are typically from outside our primary market areas, and our brokered deposit levels may vary from time to time depending on competitive interest rate conditions and other factors. At June 30, 2022, brokered deposits totaled $26.3 million, or 0.8% of total deposits.

Liquidity management is both a daily and long-term function of business management. Excess liquidity is generally invested in short-term investments, such as overnight deposits and federal funds. On a longer term basis, we maintain a strategy of investing in various lending products and debt securities, including mortgage-backed securities. On a stand-alone level we are a separate legal entity from HomeTrust Bank and must provide for our own liquidity and pay our own operating expenses. Our primary source of funds consists of dividends or capital distributions from HomeTrust Bank, although there are regulatory restrictions on the ability of HomeTrust Bank to pay dividends. At June 30, 2022, we (on an unconsolidated basis) had liquid assets of $6.9 million.

At the Bank level, we use our sources of funds primarily to meet our ongoing commitments, pay maturing deposits and fund withdrawals, and to fund loan commitments. At June 30, 2022, the total approved loan commitments and unused lines of credit outstanding amounted to $417.6 million and $485.2 million, respectively, as compared to $401.1 million and $530.5 million, respectively, as of June 30, 2021. Certificates of deposit scheduled to mature in one year or less at June 30, 2022, totaled $428.7 million. It is management's policy to manage deposit rates that are competitive with other local financial institutions. Based on this management strategy, we believe that a majority of maturing deposits will remain with us.

Off-Balance Sheet Activities

In the normal course of operations, we engage in a variety of financial transactions that are not recorded in our financial statements, mainly to manage customers' requests for funding. These transactions primarily take the form of loan commitments and lines of credit and involve varying degrees of off-balance sheet credit, interest rate and liquidity risks. For further information, see “Note 16 – Commitments and Contingencies” of the Notes to Consolidated Financial Statements included in Item 8 of this Form 10-K.

Asset/Liability Management and Interest Rate Risk

Our Risk When Interest Rates Change.  The rates of interest we earn on assets and pay on liabilities generally are established contractually for a period of time. Market interest rates change over time. Our loans generally have longer maturities than our deposits. Accordingly, our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our assets and liabilities. The risk associated with changes in interest rates and our ability to adapt to these changes is known as interest rate risk and is our most significant market risk. If interest rates rise, our net interest income could be reduced because interest paid on interest-bearing liabilities, including deposits and borrowings, could increase more quickly than interest received on interest-earning assets, including loans and other investments. In addition, rising interest rates may hurt our income because they may reduce the demand for loans.

How We Measure Our Risk of Interest Rate Changes.  As part of our process to manage our exposure to changes in interest rates and comply with applicable regulations, we monitor our interest rate risk. In monitoring interest rate risk we continually analyze and manage assets and liabilities based on market conditions, their payment streams and interest rates, the timing of their maturities, their sensitivity to actual or potential changes in market interest rates, and interest rate sensitivities of our non-maturity deposits with respect to interest rates paid and the level of balances. The Board of Directors sets the asset and liability policy of HomeTrust Bank, which is implemented by management and an asset/liability committee whose members include certain members of senior management.

The purpose of this committee is to communicate, coordinate and control asset/liability management consistent with our business plan and Board approved policies. The committee establishes and monitors the volume and mix of assets and funding sources taking into account relative costs and spreads, interest rate sensitivity and liquidity needs. The objectives are to manage assets and funding sources to produce results that are consistent with liquidity, capital adequacy, growth, risk, and profitability goals.

The committee generally meets on a quarterly basis to review, among other things, economic conditions and interest rate outlook, current and projected liquidity needs and capital position, anticipated changes in the volume and mix of assets and liabilities and interest rate risk exposure limits versus current projections pursuant to net present value of portfolio equity analysis and income simulations. The committee recommends strategy changes based on this review. The committee is responsible for reviewing and reporting on the effects of the policy implementations and strategies to the Board of Directors at least quarterly.

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Among the techniques we have used at various times to manage interest rate risk are: (i) increasing our portfolio of hybrid and adjustable-rate one-to-four family residential loans and commercial loans; (ii) maintaining a strong capital position, which provides for a favorable level of interest-earning assets relative to interest-bearing liabilities; and (iii) emphasizing less interest rate sensitive and lower-costing “core deposits.” We also maintain a portfolio of short-term or adjustable-rate assets and use fixed-rate FHLB advances and brokered deposits to extend the term to repricing of our liabilities.

We consider the relatively short duration of our deposits in our overall asset/liability management process. As short-term rates increase, we have assets and liabilities that increase with the market. This is reflected in the change in our PVE when rates increase (see the table below). PVE is defined as the net present value of our existing assets and liabilities. In addition, we have historically demonstrated an ability to maintain retail deposits through various interest rate cycles. If local retail deposit rates increase dramatically, we also have access to wholesale funding through our lines of credit with the FHLB and FRB, as well as through the brokered deposit market to replace retail deposits, as needed.

Depending on the level of general interest rates, the relationship between long- and short-term interest rates, market conditions, and competitive factors, the committee may in the future determine to increase our interest rate risk position somewhat in order to maintain or increase our net interest margin. In particular, during certain periods of stable or declining interest rates, we believe that the increased net interest income resulting from a mismatch in the maturity of our assets and liabilities portfolios may provide high enough returns to justify increased exposure to sudden and unexpected increases in interest rates. As a result of this philosophy, our results of operations and the economic value of our equity will remain vulnerable to increases in interest rates and to declines due to differences between long- and short-term interest rates.

The committee regularly reviews interest rate risk by forecasting the impact of alternative interest rate environments on net interest income and our PVE. The committee also evaluates these impacts against the potential changes in net interest income and market value of our portfolio equity that are monitored by the Board of Directors of HomeTrust Bank generally on a quarterly basis.

Our asset/liability management strategy sets limits on the change in PVE given certain changes in interest rates. The table presented here, as of June 30, 2022, is forward-looking information about our sensitivity to changes in interest rates. The table incorporates data from an independent service, as it relates to maturity repricing and repayment/withdrawal of interest-earning assets and interest-bearing liabilities. Interest rate risk is measured by changes in PVE for instantaneous parallel shifts in the yield curve up and down 400 basis points. Given the current targeted federal funds rate is 1.50% to 1.75% making an immediate change of -300 or -400 basis points improbable, a PVE calculation for a decrease of greater than 200 basis points has not been prepared. An increase in rates would increase our PVE because the repricing of nonmaturing deposits tend to lag behind the increase in market rates. This positive impact is partially offset by the negative effect from our loans with interest rate floors which will not adjust until such time as a  loan’s current interest rate adjusts to an increase in market rates which exceeds the interest rate floor. Conversely, in a falling interest rate environment these interest rate floors will assist in maintaining our net interest income. As of June 30, 2022, our loans with interest rate floors totaled approximately $511.4 million, or 18.5% of our total loan portfolio, and had a weighted average floor rate of 3.70%. Of these loans, $22.3 million were at their floor rate and $17.3 million, or 77.7%, had yields that would begin floating again once prime rates increase at least 100 basis points.

June 30, 2022
Change in Interest Rates inPresent Value EquityPVE
Basis PointsAmount$ Change% ChangeRatio
(Dollars in Thousands)
+ 400$904,290$150,10720%27%
+ 300878,297124,1141626
+ 200848,33194,1481225
+ 100807,63953,456723
Base754,18322
- 100639,196(114,987)(15)18
- 200477,864(276,319)(37)13

In evaluating our exposure to interest rate movements, certain shortcomings inherent in the method of analysis presented in the foregoing table must be considered. For example, although certain assets and liabilities may have similar maturities or repricing periods, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in interest rates. Additionally, certain assets, such as adjustable rate mortgages, have features which restrict changes in interest rates on a short-term basis and over the life of the asset. Further, in the event of a significant change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed above. Finally, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase. We consider all of these factors in monitoring our exposure to interest rate risk.

The Board of Directors and management of HomeTrust Bank believe that certain factors afford HomeTrust Bank the ability to operate successfully despite its exposure to interest rate risk. HomeTrust Bank may manage its interest rate risk by originating and retaining adjustable rate loans in its portfolio, by borrowing from the FHLB to match the duration of our funding to the duration of originated fixed rate one-to-four family and commercial loans held in portfolio and by selling on an ongoing basis certain currently originated longer term fixed rate one-to-four family real estate loans.

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FY 2021 10-K MD&A

SEC filing source: 0001538263-21-000071.

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: 2021-09-10. Report date: 2021-06-30.

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

This discussion and analysis reviews our consolidated financial statements and other relevant statistical data and is intended to enhance your understanding of our financial condition and results of operations. The information in this section has been derived from the Consolidated Financial Statements and notes thereto, which are included in Item 8 of this Form 10-K. You should read the information in this section in conjunction with the business and financial information regarding us as provided in this Form 10-K.

Overview

Our principal business consists of attracting deposits from the general public and investing those funds, along with borrowed funds, in commercial real estate loans, construction and development loans, commercial and industrial loans, equipment finance leases, municipal leases, loans secured by first and second mortgages on one-to-four family residences including home equity loans, construction and land/lot loans, indirect automobile loans, and other consumer loans. We also originate one-to-four family loans, SBA loans, and HELOCs to sell to third parties. In addition, we invest in debt securities issued by United States Government agencies and GSEs, corporate bonds, commercial paper and certificates of deposit in other banks insured by the FDIC.

We offer a variety of deposit accounts for individuals, businesses, and nonprofit organizations. Deposits and borrowings are our primary source of funds for our lending and investing activities.

We are significantly affected by prevailing economic conditions, as well as, government policies and regulations concerning, among other things, monetary and fiscal affairs, housing and financial institutions. Deposit flows are influenced by a number of factors, including interest rates paid on competing time deposits, other investments, account maturities, and the overall level of personal income and savings. Lending activities are influenced by the demand for funds, the number and quality of lenders, and regional economic cycles.

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Our primary source of pre-tax income is net interest income. Net interest income is the difference between interest income, which is the income that we earn on our loans and investments, and interest expense, which is the interest that we pay on our deposits and borrowings. Changes in levels of interest rates affect our net interest income. Changes in levels of interest rates affect our net interest income. Because the length of the COVID-19 pandemic and the efficacy of the extraordinary measures being put in place to address its economic consequences are unknown, including the 150 basis point reduction in the targeted federal funds rate during 2020, until the pandemic subsides, expect our net interest income and net interest margin to be adversely affected throughout fiscal 2021 and possibly longer.

A secondary source of income is noninterest income, which includes revenue we receive from providing products and services, including service charges and fees on deposit accounts, loan income and fees, gains on the sale of loans held for sale, and gains and losses from sales of debt securities.

An offset to net interest income is the provision for credit losses which is required to establish the ACL at a level that adequately provides for current expected credit losses inherent in our loan portfolio, off balance sheet commitments, and debt securities. Under the new CECL standard all financial assets measured at amortized cost and off balance sheet credit exposures, including loans, investment securities and unfunded commitments are evaluated for credit losses. See Note 1 "Summary of Significant Accounting Policies" in this report on Form 10-K for further discussion.

Our noninterest expenses consist primarily of salaries and employee benefits, expenses for occupancy, marketing and computer services, and FDIC deposit insurance premiums. Salaries and benefits consist primarily of the salaries and wages paid to our employees, payroll taxes, expenses for retirement and other employee benefits. Occupancy expenses, which are the fixed and variable costs of buildings and equipment, consist primarily of lease payments, property taxes, depreciation charges, maintenance and costs of utilities.

Our geographic footprint includes seven markets accessed through numerous strategic acquisitions as well as two de novo commercial loan offices. Looking forward, we believe opportunities currently exist within our market areas to grow our franchise. While COVID-19 has dampened our growth activities, we believe as the local and global economy returns to normalcy we remain in a position to create organic growth through marketing efforts. We may also seek to expand our franchise through the selective acquisition of individual branches, loan purchases and, to a lesser degree, whole bank transactions that meet our investment and market objectives. We will continue to be disciplined as it pertains to future expansion focusing primarily on organic growth in our current market areas.

At June 30, 2021, we had 41 locations in North Carolina (including the Asheville metropolitan area, Piedmont region, Charlotte, and Raleigh/Cary), Upstate South Carolina (Greenville), East Tennessee (including Kingsport/Johnson City/Bristol, Knoxville, and Morristown) and Southwest Virginia (including the Roanoke Valley).

Business and Operating Strategy and Goals

Our primary objective is to continue to operate and grow HomeTrust Bank as a well-capitalized, profitable, independent, community banking organization. Our mission is to create stockholder value by building relationships with our employees, customers, and communities in our primary markets in North Carolina (including the Asheville metropolitan area, Piedmont region, Charlotte, and Raleigh/Cary), Upstate South Carolina (Greenville), East Tennessee (including Kingsport/Johnson City/Bristol, Knoxville, and Morristown) and Southwest Virginia (including the Roanoke Valley) through exceptional service and helping our customers every day to be "Ready For What’s Next" in their financial lives. We will also need to continue providing our employees with the tools necessary to effectively deliver our products and services to customers in order to compete effectively with other financial institutions operating in our market areas and to fulfill our "Commitment to the Customer Experience."

Since our Conversion in 2012, we have been busy implementing new lines of business, adding new markets, improving processes, and updating our systems. We now have the lines of business and markets necessary to continue our growth. Our focus over the next few years will be on strategic initiatives to enhance profitability by reducing ongoing costs and increasing revenues in our diversified maturing lines of business. The focus on the operating environment will be designed to maximize our new systems and create efficient scalable processes. In connection with profitability improvement initiatives, we recently announced the closure of nine branches and restructuring of our balance sheet with the prepayment of our remaining long-term borrowings. In addition, beginning July 1, 2021, the Bank brought its back-office SBA loan servicing process in-house, which is expected to provide additional servicing fee and gain on sale income. In aggregate, our approach is designated to lead to increased profitability and franchise value over time.

Critical Accounting Policies

Certain of our accounting policies are important to the portrayal of our financial condition, since they require management to make difficult, complex or subjective judgments, some of which may relate to matters that are inherently uncertain. Estimates associated with these policies are susceptible to material changes as a result of changes in facts and circumstances. Facts and circumstances which could affect these judgments include, but are not limited to, changes in interest rates, changes in the performance of the economy and changes in the financial condition of borrowers.

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The following represent our critical accounting policies:

Allowance for Credit Losses or ACL.  The ACL reflects our estimate of credit losses that will result from the inability of our borrowers to make required loan payments. We record loans charged off against the ACL and subsequent recoveries, if any, increase the ACL when they are recognized. We use a systematic methodology to determine our ACL for loans held for investment and certain off-balance-sheet credit exposures. The ACL is a valuation account that is deducted from the amortized cost basis to present the net amount expected to be collected on the loan portfolio. We consider the effects of past events, current conditions, and reasonable and supportable forecasts on the collectability of the loan portfolio. The estimate of our ACL involves a high degree of judgment; therefore, our process for determining expected credit losses may result in a range of expected credit losses. Our ACL recorded in the balance sheet reflects our best estimate within the range of expected credit losses. We recognize in net income the amount needed to adjust the ACL for management’s current estimate of expected credit losses. Our ACL is calculated using collectively evaluated and individually evaluated loans. See "Adoption of CECL Standard" in "Note 1 - Summary of Significant Accounting Policies" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for further discussion of the adoption of CECL.

Goodwill and Intangibles. We review goodwill for potential impairment on an annual basis during the fourth quarter, or more often if events or circumstances indicate there may be impairment. In testing goodwill for impairment, we have the option to assess either qualitative or quantitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If we elect to perform a qualitative assessment and determine that an impairment is more likely than not, we are then required to perform a quantitative impairment test, otherwise no further analysis is required. Under the quantitative impairment test, the evaluation involves comparing the current fair value of each reporting unit to its carrying value, including goodwill. If the estimated fair value of a reporting unit exceeds its carrying value, goodwill is considered not to be impaired. If the carrying value exceeds estimated fair value an impairment charge is recognized for the difference, but limited by the amount of goodwill allocated to that reporting unit. Other identifiable intangible assets are evaluated for impairment if events or changes in circumstances indicate a possible impairment.

Non-GAAP Financial Measures

In addition to results presented in accordance with GAAP, this Form 10-K contains certain non-GAAP financial measures, which include: efficiency ratio; tangible book value per share; tangible equity to tangible assets ratio and the ratio of the allowance for credit losses to total loans excluding PPP loans and acquired loans. We believe these non-GAAP financial measures and ratios as presented are useful for both investors and management to understand the effects of certain items and provide an alternative view of our performance over time and in comparison to our competitors. These non-GAAP measures have inherent limitations, are not required to be uniformly applied and are not audited. They should not be considered in isolation or as a substitute for total stockholders' equity or operating results determined in accordance with GAAP. These non-GAAP measures may not be comparable to similarly titled measures reported by other companies.

Set forth below is a reconciliation to GAAP of our efficiency ratio:

(Dollars in thousands)Year Ended June 30,
20212020201920182017
Noninterest expense$131,182$97,129$90,134$85,331$90,259
Less: merger-related expenses7,805
Less: branch closure and restructuring expenses1,513
Less: prepayment penalties on borrowings22,690
Noninterest expense – as adjusted$106,979$97,129$90,134$85,331$82,454
Net interest income$103,322$104,104$106,831$101,330$91,191
Plus: noninterest income39,82130,33222,94018,97216,107
Plus: tax equivalent adjustment1,2671,1901,1731,5592,354
Less: gain from sale of premises and equipment164385
Less: realized gain on sale of debt securities22
Net interest income plus noninterest income – as adjusted$144,410$135,626$130,944$121,697$109,245
Efficiency ratio - adjusted74.08%71.62%68.83%70.12%75.48%
Efficiency ratio - unadjusted91.64%72.25%69.46%70.93%84.12%

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Set forth below is a reconciliation to GAAP of tangible book value and tangible book value per share:

(Dollars in thousands, except per share data)June 30,
20212020201920182017
Total stockholders' equity$396,519$408,263$408,896$409,242$397,647
Less: goodwill, core deposit intangibles, net of taxes25,90226,46827,56229,12530,157
Tangible book value (1)$370,617$381,795$381,334$380,117$367,490
Common shares outstanding16,636,48317,021,35717,984,10519,041,66818,967,875
Tangible book value per share$22.28$22.43$21.20$19.96$19.37
Book value per share$23.83$23.99$22.74$21.49$20.96

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(1)    Tangible book value is equal to total stockholders' equity less goodwill and core deposit intangibles, net of related deferred tax liabilities.

Set forth below is a reconciliation to GAAP of tangible equity to tangible assets:

(Dollars in thousands)June 30,
20212020201920182017
Tangible equity(1)$370,617$381,795$381,334$380,117$367,490
Total assets3,524,7233,722,8523,476,1783,304,1693,206,533
Less: goodwill, core deposit intangibles, net of taxes25,90226,46827,56229,12530,157
Total tangible assets(2)$3,498,821$3,696,384$3,448,616$3,275,044$3,176,376
Tangible equity to tangible assets10.59%10.33%11.06%11.61%11.57%

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(1)    Tangible equity (or tangible book value) is equal to total stockholders' equity less goodwill and core deposit intangibles, net of related deferred tax liabilities.

(2)    Total tangible assets is equal to total assets less goodwill and core deposit intangibles, net of related deferred tax liabilities.

Set forth below is a reconciliation to GAAP of the allowance for credit losses to total loans and the allowance for credit losses as adjusted to exclude PPP loans:

(Dollars in thousands)June 30,
20212020
Total gross loans receivable (GAAP)$2,733,267$2,768,930
Less: PPP loans46,65080,697
Adjusted loans (non-GAAP)$2,686,617$2,688,233
Allowance for credit losses (GAAP)$35,468$28,072
Allowance for credit losses / Adjusted loans (non-GAAP)1.32%1.04%

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(1) PPP loans are fully guaranteed loans by the U.S. government.

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Recent Developments: COVID-19, the CARES Act, and Our Response

The COVID-19 pandemic has caused economic and social disruption on an unprecedented scale. While some industries have been impacted more severely than others, all businesses have been impacted to some degree. This disruption resulted in business closures across the country, significant job loss, and aggressive measures by the federal government.

Congress, the President, and the Federal Reserve have taken several actions designed to cushion the economic fallout. Most notably, the CARES Act (Coronavirus Aid, Relief, and Economic Security Act of 2020) was signed into law on March 27, 2020 as a $2.2 trillion legislative package. The purpose of the CARES Act was to prevent a severe economic downturn through various measures, including direct financial aid to families and economic stimulus to significantly impacted industry sectors. The package also included extensive emergency funding for hospitals and healthcare providers. On December 27, 2020, the 2021 Consolidated Appropriations Act was signed into law providing an additional $900 billion in stimulus relief. Effective February 24, 2021, the Biden Administration extended the national emergency declaration for one year due to COVID-19. In addition to the general impact of COVID-19, certain provisions of the CARES Act as well as the Consolidated Appropriations Act and regulatory relief efforts have had a material impact on our operations.

In response to the COVID-19 pandemic, we offered a variety of relief options designed to support our customers and the communities we serve. As businesses reopened and the economy started to improve, we began to see our markets return to some normalcy; however, we continue to monitor the impact of the new Delta variant of COVID-19 which has prompted many public health officials and municipalities to reinstate mask mandates and reconsider lifting pandemic restrictions. While it is not possible to know the full extent of the impact as of the date of this filing, set forth (below) are potentially material items of which we are aware.

See "Note 1 - Summary of Significant Accounting Policies" in the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for additional information.

Paycheck Protection Program Participation. The CARES Act authorized the SBA to temporarily guarantee loans under the new PPP loan program. The goal of the PPP was to avoid as many layoffs as possible, and to encourage small businesses to maintain payrolls. As a qualified SBA lender, we were automatically authorized to originate PPP loans upon commencement of the program in April 2020. PPP loans have: (a) an interest rate of 1.0%, (b) a two-year loan term to maturity; and (c) principal and interest payments deferred for six months from the date of disbursement. The SBA guarantees 100% of the PPP loans made to eligible borrowers. The entire principal amount of the borrower’s PPP loan, including any accrued interest, is eligible to be forgiven and repaid by the SBA so long as employee and compensation levels of the business are maintained and 60% of the loan proceeds are used for payroll expenses, with the remaining 40% of the loan proceeds used for other qualifying expenses.

We participated in the SBA PPP during calendar years 2020 and 2021. During the quarter ended June 30, 2021, the program’s funds were depleted and subsequently we ended our participation. We originated a total of $112.0 million or 469 PPP loans under the program throughout the pandemic which included a total of $31.2 million in PPP loans for calendar year 2021. As of June 30, 2021, outstanding PPP loans totaled $46.7 million which included $1.1 million in net deferred fees that will be accreted into interest income over the remaining life of the loans unless the loans are forgiven, at which point these fees would be accelerated into income. We earned $1.8 million and $179,000 in fees through accretion including some accelerated accretion resulting from loan forgiveness for the years ended June 30, 2021 and 2020, respectively. We have worked with the SBA and our customers to forgive a total of $64.2 million in PPP loans during our participation in the program.

Loan Modifications. As of June 30, 2021, substantially all loans placed on full payment deferral during the pandemic had come out of deferral and borrowers are either making regular loan payments or interest-only payments until the latter part of calendar year 2021. As of June 30, 2021, we had $78.9 million in commercial loan deferrals on interest-only payments and only $107,000 in loans with full principal and interest payment deferrals compared to $551.3 million as of June 30, 2020. We continue to work with our customers to determine the best option for repayment of accrued interest on the deferred payments.

We believe the steps we have taken and continue to take are necessary to effectively manage our portfolio and assist our customers through the ongoing uncertainty surrounding the duration, impact and government response to the COVID-19 pandemic. In addition, we will continue to work with our customers to determine the best option for repayment of accrued interest on the deferred payments.

Allowance for Credit Losses. We recorded a benefit for credit losses of $7.1 million for the year ended June 30, 2021, compared to a $8.5 million provision in the year ended June 30, 2020. On July 1, 2020, we adopted the new CECL accounting standard with an allowance for credit losses which included the impact of COVID-19 based on the current expected credit losses. While leading economic indicators have improved as of June 30, 2021, we continue to maintain qualitative reserves in our allowance for credit losses which includes management's estimate of the impact for COVID-19. Under the prior incurred loss model, approximately $4.3 million of the prior year provision reflects probable credit losses related to COVID-19 based upon the conditions that existed as of June 30, 2020, including consideration for the downturn in certain leading economic indicators, such as the weaker stock market, lower manufacturing activity and retail sales, consumer confidence, and increases in unemployment with the remaining provision being driven by increased charge-offs and impairments in our commercial and equipment finance portfolios. The provision during the previous year was primarily related to the additional allowance stemming from our assessment of COVID-19 on the loan portfolio.

Branch Operations and Support Personnel. Throughout the pandemic we have provided banking services with a focus on the health and safety of our customers and employees. We continue to monitor the effects of customer behavior specific to in-person branch transactions and have experienced meaningful increases in digital banking activity and online deposit account openings. Partially in response to these changes,

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we recently announced our plans to close nine branches in North Carolina, Tennessee, and Virginia. We continue to respond to the banking needs of our customers whether through physical branch locations and/or digital banking services.

Capital. At June 30, 2021 and 2020, our tangible equity to total tangible assets ratio was 10.59% and 10.33%, respectively, and HomeTrust Bank’s capital was well in excess of all regulatory requirements. As a result of our strong capital levels, we are well positioned to face the challenges of the COVID-19 pandemic.

Accounting and Reporting Considerations. The CARES Act provides that a financial institution may elect to suspend (1) the requirements under GAAP for certain loan modifications that would otherwise be categorized as a TDR and (2) any determination that such loan modifications would be considered a TDR, including the related impairment for accounting purposes. We have elected this as a policy change.

Also in response to the COVID-19 pandemic, the Federal Reserve, the FDIC, the National Credit Union Administration, the Office of the Comptroller of the Currency, and the CFPB, in consultation with the state financial regulators (collectively, the “agencies”) issued a joint interagency statement (issued March 22, 2020; revised statement issued April 7, 2020). Some of the provisions applicable to us include, but are not limited to:

•Loan modifications that do not meet the conditions of the CARES Act may still qualify as a modification that does not need to be accounted for as a TDR. The agencies confirmed with FASB staff that short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief are not TDRs. This includes short-term (e.g., six months) modifications such as payment deferrals, fee waivers, extensions of repayment terms, or insignificant delays in payment.

•With regard to loans not otherwise reportable as past due, financial institutions are not expected to designate loans with deferrals granted due to COVID-19 as past due because of the deferral. A loan’s payment date is governed by the due date stipulated in the legal agreement. If a financial institution agrees to a payment deferral, these loans would not be considered past due during the period of the deferral.

•While short-term COVID-19 modifications are in effect, these loans generally should not be reported as nonaccrual or as classified.

See "Risk Factors" under Part I, Item 1A for additional risks related to COVID-19.

Comparison of Financial Condition at June 30, 2021 and June 30, 2020

General.  Total assets and liabilities decreased by $198.1 million and $186.4 million, down to $3.5 billion and $3.1 billion, respectively, at June 30, 2021 as compared to June 30, 2020. The cumulative decrease of $201.6 million, or 41.8% in cash and cash equivalents, commercial paper, and certificates of deposit in other banks; along with the $169.8 million, or 6.1% increase in deposits was used to pay down borrowings by $360.0 million. The $16.4 million, or 21.2% increase in loans held for sale primarily relates to additional one-to-four family and home equity loans originated for sale during the period. The $15.2 million, or 39.1% decrease in other investments, at cost was due to FHLB stock being sold back in connection with the paydown of borrowings mentioned below.

On July 1, 2020, we adopted the CECL accounting standard in accordance with ASU 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." The cumulative effect adjustment from this change in accounting policy resulted in an increase in our allowance for credit losses for loans of $14.8 million, additional deferred tax assets of $3.9 million, additional reserve for unfunded loan commitments of $2.3 million, and a reduction to retained earnings of $13.2 million. In addition, an allowance for credit losses for commercial paper was established for $250,000 with a deferred tax asset of $58,000. The adoption of this ASU did not have an effect on available-for-sale debt securities for the year ended June 30, 2021.

Cash, cash equivalents, and commercial paper.  Total cash and cash equivalents decreased $70.6 million, or 58.1%, to $51.0 million at June 30, 2021 from $121.6 million at June 30, 2020. The commercial paper balance decreased $115.4 million, or 37.8% to $189.6 million at June 30, 2021 from $305.0 million at June 30, 2020. Our investments in commercial paper have short-term maturities and limited exposure of $15.0 million per each highly-rated company.

Investments.  Debt securities available for sale increased $28.9 million, or 22.7%, to $156.5 million at June 30, 2021 compared to $127.5 million at June 30, 2020. During fiscal year 2021, $108.0 million of securities were purchased (primarily shorter term corporate bonds) partially offset by $61.5 million of securities which matured and $15.2 million of MBS principal repayments which were received. The overall higher levels of shorter-term corporate bonds provides us with higher yields compared to MBS and agency securities while remaining within our investment policy. At June 30, 2021, certificates of deposit in other banks decreased $15.6 million, or 28.0% to $40.1 million compared to $55.7 million at June 30, 2020. The decrease in certificates of deposit in other banks was due to $22.9 million in maturities partially offset by $7.3 million in purchases. All certificates of deposit in other banks are fully insured by the FDIC. On a quarterly basis, management evaluates securities for impairment where there has been a decline in fair value below the amortized cost basis of a security to determine whether there is a credit loss associated with the decline in fair value. All debt securities available for sale in an unrealized loss position as of June 30, 2021 continue to perform as scheduled and management does not believe that there is a credit loss or that a provision for credit losses is necessary. Other investments at cost decreased $15.2 million, or 39.1% to $23.7 million at June 30, 2021 from $38.9 million at June 30, 2020. Other investments at cost included SBIC investments, FRB stock, and FHLB stock totaling $10.2 million, $7.3 million, and $6.2 million, respectively. The overall decrease was driven by a $17.2 million, or 73.6% reduction in FHLB stock as a result of the payoff of borrowings during fiscal year 2021.

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Loans held for sale. Loans held for sale increased to $93.5 million at June 30, 2021 from $77.2 million at June 30, 2020. The $16.4 million, or 21.2% increase was driven by a $9.7 million increase HELOCs originated for sale, a $3.8 million increase in mortgage loans originated for sale, and a $2.9 million increase in SBA commercial loans originated for sale.

Loans.  Total loans decreased $35.9 million, or 1.3%, to $2.7 billion at June 30, 2021 driven by PPP loan forgiveness totaling $64.2 million, the continued payoff of purchased HELOCs of $32.8 million, partially offset by $31.0 million in organic loan growth (which excludes PPP loans and purchases of home equity lines of credit).

Retail consumer and commercial loans consist of the following at the dates indicated:

Percent of Total
(Dollars in thousands)June 30,ChangeJune 30,
20212020Amount%20212020
Commercial loans:
Commercial real estate$1,142,276$1,052,906$89,3708.5%41.8%38.0%
Construction and development179,427215,934(36,507)(16.9)6.67.8
Commercial and industrial141,341154,825(13,484)(8.7)5.25.6
Equipment finance317,920229,23988,68138.711.68.3
Municipal leases140,421127,98712,4349.75.14.6
PPP loans46,65080,697(34,047)(42.2)1.72.9
Total commercial loans1,968,0351,861,588106,4475.772.067.2
Retail consumer loans:
One-to-four family406,549473,693$(67,144)(14.2)14.917.0
HELOCs - originated130,225137,447(7,222)(5.3)4.85.0
HELOCs - purchased38,97671,781(32,805)(45.7)1.42.6
Construction and land/lots66,02781,859(15,832)(19.3)2.43.0
Indirect auto finance115,093132,303(17,210)(13.0)4.24.8
Consumer8,36210,259(1,897)(18.5)0.30.4
Total retail consumer loans765,232907,342(142,110)(15.7)28.032.8
Total loans$2,733,267$2,768,930$(35,663)(1.3)%100.0%100.0%

Asset quality. Nonperforming assets decreased by $3.5 million, or 21.3% to $12.8 million, or 0.36% of total assets, at June 30, 2021 compared to $16.3 million, or 0.44% of total assets at June 30, 2020. Nonperforming assets included $12.6 million in nonaccruing loans and $188,000 in REO at June 30, 2021, compared to $15.9 million and $337,000 in nonaccruing loans and REO, respectively, at June 30, 2020. The decrease in nonaccruing loans primarily relates to five loans totaling $3.3 million that were charged off or paid off during the fiscal year. Included in nonperforming loans at June 30, 2021 are $5.5 million of TDR loans of which $4.2 million were current at June 30, 2021, with respect to their modified payment terms. At June 30, 2021, $6.6 million, or 52.6%, of nonaccruing loans were current on their loan payments. The ratio of nonperforming loans to total loans was 0.46% at June 30, 2021 and 0.58% at June 30, 2020. Performing TDRs that were excluded from nonaccruing loans totaled $11.1 million and $13.2 million at June 30, 2021 and June 30, 2020, respectively.

The ratio of classified assets to total assets decreased to 0.76% at June 30, 2021 from 0.84% at June 30, 2020 due to the decrease in classified loans during fiscal 2021. Classified assets decreased to $26.7 million at June 30, 2021 compared to $31.1 million at June 30, 2020 primarily due to $5.7 million in payoffs, $1.6 million in charge-offs, and $950,000 in upgrades during the year ended June 30, 2021. Delinquent loans (loans delinquent 30 days or more) at June 30, 2021 were $7.1 million, or 0.3% of total loans compared to $16.1 million, or 0.6% of total loans at June 30, 2020.

Our overall asset quality metrics continue to demonstrate our commitment to growing and maintaining a loan portfolio with a moderate risk profile; however, we will remain diligent in our review of the portfolio and overall economy as we continue to maneuver through the uncertainty surrounding COVID-19. See "Recent Developments: COVID-19, the CARES Act, and Our Response" on page 57 for additional information regarding our response to COVID-19.

Allowance for credit losses. As previously mentioned, we adopted the CECL accounting standard in accordance with ASU 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments." See "Adoption of CECL Standard" in "Note 1 - Summary of Significant Accounting Policies," "Note 5 - Loans and Allowance for Credit Losses on Loans," and "Critical Accounting Policies – Allowance for Credit Losses" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for further discussion of the adoption of CECL.

The allowance for credit losses was $35.5 million, or 1.30% of total loans, at June 30, 2021 compared to $28.1 million, or 1.01% of total loans, at June 30, 2020, which was primarily driven by additional allowance stemming from the our adoption of the new CECL accounting standard. The allowance for credit losses to total gross loans excluding PPP loans was 1.32% at June 30, 2021, compared to 1.04% at June 30, 2020.

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There was a net benefit for credit losses of $7.1 million for the year ended June 30, 2021, compared to an $8.5 million provision for credit losses for fiscal year 2020. The net benefit for credit losses was primarily driven by changes in the economic forecast which improved in outlook since the adoption of the standard and a decline in the balance of total loans. Net charge-offs totaled $143,000 for the year ended June 30, 2021, compared to $1.9 million for fiscal year 2020. Net charge-offs as a percentage of average loans were 0.01% and 0.07% for the years ended June 30, 2021 and 2020, respectively.

Our individually evaluated loans are comprised of loans meeting certain thresholds, on nonaccrual status, and all TDRs, whether performing or on nonaccrual status under their restructured terms. Individually evaluated loans may be evaluated for reserve purposes using either the cash flow or the collateral valuation method. As of June 30, 2021, there were $8.8 million in loans individually evaluated. For more information on these individually evaluated loans, see "Note 5 - Loans and Allowance for Credit Losses on Loans" in this Quarterly Report on Form 10-Q.

Management believes the ACL as of June 30, 2021 was adequate to absorb the estimated losses in the loan portfolio at that date. While management believes the estimates and assumptions used in our determination of the adequacy of the allowance are reasonable, there can be no assurance that such estimates and assumptions will not be proven incorrect in the future, or that the actual amount of future provisions will not exceed the amount of past provisions or that any increased provisions that may be required will not adversely impact our financial condition and results of operations. In addition, the determination of the amount of the ACL is subject to review by bank regulators as part of the routine examination process, which may result in the establishment of additional reserves based upon their judgment of information available to them at the time of their examination. Lastly, a further deterioration in national and local economic conditions, as a result of the COVID-19 pandemic or other factors, could result in a material increase in the ACL and may adversely affect our financial condition and results of operations.

Real estate owned.  REO decreased $149,000, or 44.2% to $188,000 at June 30, 2021 from $337,000 at June 30, 2020.

Deferred income taxes. Deferred income taxes increased $567,000, or 3.5%, to $16.9 million at June 30, 2021 from $16.3 million at June 30, 2020. The increase was primarily driven by a $1.7 million increase in deferred tax assets related to the allowance for credit losses partially offset by a $1.0 million increase in deferred tax liabilities related to the depreciable basis in premises and equipment and other deferred tax liabilities.

Other assets. Other assets increased $8.0 million, or 16.1%, to $57.5 million at June 30, 2021 from $49.5 million at June 30, 2020. The increase was driven by a $4.3 million increase in operating leases from our equipment finance line of business, a $1.4 million increase in current taxes receivable, a $1.1 million increase in SBA servicing assets, and a $897,000 increase in ROU assets, partially offset by decreases across various other assets.

Deposits.  Total deposits increased $169.8 million, or 6.1%, to $3.0 billion at June 30, 2021 from $2.8 billion at June 30, 2020. The increase was driven by a $436.2 million, or 21.3% increase in core deposits as a result of additional funds to customers from government stimulus and our focused effort to realign the deposit mix. Partially offsetting the increase was a managed runoff of certificates of deposit and brokered deposits totaling $266.4 million, or 36.0% down to $472.8 million at June 30, 2021.

Borrowings.  Total borrowings decreased $360.0 million, or 75.8% to $115.0 million at June 30, 2021 from $475.0 million at June 30, 2020 due to the early retirement of $475.0 million in long-term FHLB borrowings partially offset by $115.0 million in additional borrowings at lower rates and 30-day maturities.

Equity.  Stockholders’ equity at June 30, 2021 decreased $11.7 million, or 2.9% to $396.5 million from $408.3 million at June 30, 2020. Changes within stockholders' equity included $15.7 million in net income and $6.7 million in stock-based compensation and stock option exercises, offset by $13.4 million related to the adoption of the new CECL accounting standard, 733,347 shares of common stock being repurchased at an average cost of $22.03, or approximately $16.2 million in total, and $5.0 million related to cash dividends declared. As of June 30, 2021, we were considered "well capitalized" in accordance with the regulatory capital guidelines and exceeded all regulatory capital requirements. Tangible book value per share decreased $0.15, or 0.7% to $22.28 as of June 30, 2021 compared to $22.43 at June 30, 2020.

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Average Balances, Interest and Average Yields/Cost

The following table sets forth the average balance sheet, interest income and expense, and average yields and costs for the years indicated. All average balances are daily average balances. Nonaccruing loans have been included in the table as loans carrying a zero yield.

Year Ended June 30,
202120202019
(Dollars in thousands)Average Balance OutstandingInterest Earned/ Paid(2)Yield/ Rate(2)Average Balance OutstandingInterest Earned/ Paid(2)Yield/ Rate(2)Average Balance OutstandingInterest Earned/ Paid(2)Yield/ Rate(2)
Assets:
Interest-earning assets:
Loans receivable (1)$2,819,180$113,0654.01%$2,748,124$123,3644.49%$2,633,298$123,0764.67%
Commercial paper and deposits in other banks447,7212,5730.57%385,2087,6992.00%326,0358,2782.54%
Debt securities available for sale137,8632,0241.47%150,2493,6872.45%145,3443,4432.37%
Other interest-earning assets(3)36,5192,3386.40%42,1192,6946.40%46,3603,5907.74%
Total interest-earning assets3,441,283120,0003.49%3,325,700137,4444.13%3,151,037138,3874.39%
Other assets257,111265,376245,859
Total assets$3,698,394$3,591,076$3,396,896
Liabilities and equity:
Interest-bearing liabilities:
Interest-bearing checking accounts$609,754$1,5520.25%$457,455$1,6270.36%$462,933$1,2510.27%
Money market accounts882,2521,6990.19%767,3156,9100.90%689,9465,1020.74%
Savings accounts211,1921550.07%166,5881950.12%194,6352450.13%
Certificate accounts568,2845,9641.05%764,01314,1051.85%596,7279,1591.53%
Total interest-bearing deposits2,271,4829,3700.41%2,155,37122,8371.06%1,944,24115,7570.81%
Borrowings416,8226,0411.45%568,3779,3131.64%672,18614,6262.18%
Total interest-bearing liabilities2,688,30415,4110.57%2,723,74832,1501.18%2,616,42730,3831.16%
Noninterest-bearing deposits550,265365,634307,420
Other liabilities56,31590,24763,229
Total liabilities3,294,8843,179,6292,987,076
Stockholders' equity403,510411,447409,820
Total liabilities and stockholders' equity$3,698,394$3,591,076$3,396,896
Net earning assets$752,979$601,952$534,610
Average interest-earning assets to average interest-bearing liabilities128.01%122.10%120.43%
Tax-equivalent:
Net interest income$104,589$105,294$108,004
Interest rate spread2.92%2.95%3.23%
Net interest margin(4)3.04%3.17%3.43%
Non-tax-equivalent:
Net interest income$103,322$104,104$106,831
Interest rate spread2.88%2.92%3.19%
Net interest margin(4)3.00%3.13%3.39%

(1)    The average loans receivable, net balances include loans held for sale and nonaccruing loans.

(2)    Interest income used in the average interest/earned and yield calculation includes the tax equivalent adjustment of $1.3 million, $1.2 million, and $1.2 million for fiscal years ended June 30, 2021, 2020, and 2019, respectively, calculated based on a combined federal and state tax rate of 24% for all three years.

(3)    The average other interest-earning assets consists of FRB stock, FHLB stock, and SBIC investments.

(4)    Net interest income divided by average interest-earning assets.

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Rate/Volume Analysis

The following schedule presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities. It distinguishes between the changes related to outstanding balances and that due to the changes in interest rates. For each category of interest-earning assets and interest-bearing liabilities, information is provided on changes attributable to (i) changes in volume (i.e., changes in volume multiplied by old rate) and (ii) changes in rate (i.e., changes in rate multiplied by old volume). For purposes of this table, changes attributable to both rate and volume, which cannot be segregated, have been allocated proportionately to the change due to volume and the change due to rate.

Years Ended June 30,
2021 Compared to 20202020 Compared to 2019
(Dollars in thousands)Increase/ (Decrease) Due toTotal Increase/ (Decrease)Increase/ (Decrease) Due toTotal Increase/ (Decrease)
VolumeRateVolumeRate
Interest-earning assets:
Loans receivable$3,235$(13,534)$(10,299)$5,367$(5,079)$288
Commercial paper and deposits in other banks1,249(6,375)(5,126)1,502(2,081)(579)
Debt securities(303)(1,360)(1,663)116128244
Other(357)1(356)(328)(568)(896)
Total interest-earning assets3,824(21,268)(17,444)6,657(7,600)(943)
Interest-bearing liabilities:
Interest-bearing checking accounts541(616)(75)(15)391376
Money market accounts1,035(6,246)(5,211)5721,2361,808
Savings accounts52(92)(40)(35)(15)(50)
Certificate accounts(3,612)(4,529)(8,141)2,5682,3784,946
Borrowings(2,484)(788)(3,272)(2,258)(3,055)(5,313)
Total interest-bearing liabilities$(4,468)$(12,271)$(16,739)$832$935$1,767
Net decrease in tax equivalent interest income$(705)$(2,710)

Comparison of Results of Operations for the Years Ended June 30, 2021 and June 30, 2020

General.  Net income totaled $15.7 million, or $0.94 per diluted share for 2021, compared to $22.8 million, or $1.30 per diluted share for 2020. Earnings during 2021 were negatively impacted by $22.7 million in prepayment penalties on borrowings as well as a $1.5 million charge related to branch closure and restructuring expenses, which were partially offset by a $7.1 million benefit for credit losses compared an $8.5 million provision for credit losses in 2020.

On June 15, 2021, we announced a plan to close nine branches in North Carolina, Tennessee, and Virginia. The branch closures are part of our ongoing strategic initiatives to respond to changing customer preferences and will reduce operating expenses and provide additional company-wide efficiencies. The branch closure and restructuring expenses recognized for the year ended June 30, 2021 includes costs associated with impacted employees, impairment of an operating lease asset, the write-down of branch facilities, and other net costs. All applicable regulatory requirements have been met and the branch closures will occur on September 16, 2021.

Net Interest Income.  Net interest income for 2021 was $103.3 million, compared to $104.1 million for 2020. The $782,000, or 0.8% decrease was due to a $17.5 million decrease in interest and dividend income partially offset by a $16.7 million decrease in interest expense, both of which were driven primarily by the lower rate environment in the current year.

During 2021, average interest-earning assets increased $115.6 million, or 3.5% to $3.4 billion compared to $3.3 billion in the prior year. The average balance of total loans receivable increased by $71.1 million, or 2.6% compared to last year. The average balance of commercial paper and deposits in other banks increased $62.5 million, or 16.2% during 2021. These increases were funded by a $12.4 million, or 8.2% decrease in debt securities available for sale, a $5.6 million, or 13.3% decrease in other interest-earning assets and a $149.2 million, or 4.8% increase in average deposits (interest and noninterest-bearing) and borrowings as compared to last year. Net interest margin (on a fully taxable-equivalent basis) for 2021 decreased to 3.04% from 3.17% in prior year.

Interest Income.  Total interest and dividend income for 2021 decreased $17.5 million, or 12.9%, compared to 2020, which was driven by a $10.4 million, or 8.5% decrease in interest income from loans, a $5.1 million, or 66.6% decrease in interest income from commercial paper and deposits in other banks, a $1.7 million, or 45.1% decrease in interest income from debt securities available for sale, and a $356,000, or 13.2% decrease in interest income from other interest-earning assets. The lower interest income was driven by the decrease in market yields compared to the prior year. Average loan yields decreased 48 basis points to 4.01% for 2021 from 4.49% last year. For the years ended June 30, 2021 and 2020, average loan yields included seven and six basis points, respectively, from the accretion of purchase discounts on acquired

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loans. Average yields on commercial paper and deposits in other banks decreased 143 basis points to 0.57% for 2021 from 2.00% in the prior year. Average yields on debt securities available for sale decreased 98 basis points to 1.47% for 2021 from 2.45% in the prior year.

Interest Expense.  Total interest expense in 2021 decreased $16.7 million, or 52.1%, compared to 2020. The decrease was driven by a $13.5 million, or 59.0% decrease in interest expense on deposits and a $3.3 million, or 35.1% decrease in interest expense on borrowings compared to last year. The $116.1 million, or 5.4% increase in average interest-bearing deposits for 2021 was more than offset by the 65 basis point decrease down to 0.41% in the corresponding cost of deposits compared to 1.06% in 2020. Average borrowings for 2021 decreased $151.6 million, or 26.7% along with a 19 basis point decrease in the average cost of borrowings compared to last year. The overall average cost of funds decreased 61 basis points to 0.57% for 2021 compared to 1.18% last year due primarily to the impact of the lower amount of borrowings and reduced market rates.

Provision for Credit Losses.  During 2021, there was a net benefit for credit losses of $7.1 million compared to a $8.5 million provision for credit losses in 2020. As discussed earlier, the current year benefit was driven by changes in the economic forecast which continue to improve since the adoption of the CECL standard. See "Comparison of Financial Condition at June 30, 2021 and 2020 - Asset Quality and Allowance for Credit Losses" for additional details.

Noninterest Income.  Noninterest income in 2021 increased $9.5 million, or 31.3% to $39.8 million from $30.3 million in 2020 primarily due to a $7.4 million, or 74.5% increase in the gain on sale of loans held for sale and a $2.8 million, or 44.0% increase in other noninterest income, partially offset by a $299,000, or 3.2% decrease in service charges and fees on deposit accounts, and a $286,000, or 11.5% decrease in loan income and fees. The increase in the gain on sale of loans held for sale was primarily driven by an increase in sales of mortgage, SBA and home equity loans. There were $406.5 million of residential mortgage loans originated for sale which were sold with gains of $10.5 million compared to $203.9 million sold with gains of $5.4 million in the prior year. Included in the prior year's gain on sale of loans was an additional $1.3 million non-recurring gain related to $154.9 million one-to-four family portfolio loans reclassed to loans held for sale that were sold during the year. During 2021, $66.1 million of the guaranteed portion of SBA commercial loans were sold with recorded gains of $6.1 million compared to $38.1 million sold with gains of $2.8 million in 2020. In addition, $110.8 million of home equity loans were sold during 2021 with gains of $724,000 compared to $71.1 million sold with gains of $415,000 in 2020. The increase in other noninterest income primarily related to a $2.2 million, or 66.9% increase in operating lease income from the equipment finance line of business and a $538,000, or 63.4% increase in the investment services line of business. The decrease in service charges and fees on deposit accounts was primarily related to lower nonsufficient fund fees as customers decreased spending during the pandemic. The decrease in loan income and fees was primarily a result of lower fees from our adjustable rate conversion program.

Noninterest Expense.  Noninterest expense for 2021 increased $34.1 million, or 35.1% to $131.2 million compared to $97.1 million in 2020. The increase was primarily due to $22.7 million in prepayment penalties on borrowings and $1.5 million in branch closure and restructuring charges previously mentioned. In addition, there was a $6.2 million, or 11.0% increase in salaries and employee benefits; a $2.9 million, or 20.8% increase in other expenses, driven by depreciation from our equipment finance line of business; a $1.5 million, or 17.8% increase in computer services; an $899,000 increase in deposit insurance premiums as a result of credits issued by the FDIC being utilized in the prior year period; and a $293,000, or 3.2% increase in net occupancy expense. Partially offsetting these increases was a $686,000, or 48.3% decrease in core deposit intangible amortization and a cumulative decrease of $399,000, or 7.8% in telephone, postage, and supplies expense, and marketing and advertising expense for the year ended June 30, 2021 compared to last year. In addition, there was a $893,000, or 60.5% decrease in REO related expenses as a result of fewer properties held, no post-foreclosure writedowns, and a gain on the sale of REO in the current period compared to a loss last year.

Income Taxes.  Income tax expense for 2021 decreased $2.6 million, or 43.2% to $3.4 million from $6.0 million in 2020 as a result of lower taxable income. The effective tax rate for 2021 and 2020 was 17.9% and 20.9%, respectively. The lower effective tax rate in the current period compared to the prior period was driven by a comparable amount of tax-exempt income in each period compared to lower pre-tax book income for 2021. For more information on income taxes and deferred taxes, see "Note 12 - Income Taxes" of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K.

Comparison of Results of Operation for the Years Ended June 30, 2020 and June 30, 2019

General. During 2020, net income totaled $22.8 million, or $1.30 per diluted share for the year ended June 30, 2020, compared to $27.1 million, or $1.46 per diluted share for fiscal year 2019. Earnings during the year ended June 30, 2020 were negatively impacted by a significant increase in the provision for credit losses based on our assessment of COVID-19 on various macroeconomic factors. In addition, the decrease in interest rates over the past year has negatively affected our net interest margin.

Net Interest Income. Net interest income for 2020 was $104.1 million, compared to $106.8 million for 2019. The $2.7 million, or 2.6% decrease was due to a $960,000 decrease in interest and dividend income primarily driven by a decrease in yields and a $1.8 million increase in interest expense.

During 2020, average interest-earning assets increased $174.7 million, or 5.5% to $3.3 billion compared to $3.2 billion in the prior year. For the year ended June 30, 2020, the average balance of total loans receivable increased $114.8 million, or 4.4% compared to last year primarily due to organic loan growth. The average balance of commercial paper and deposits in other banks increased $59.2 million, or 18.1% between the years driven by increases in commercial paper investments. These increases were primarily funded by the $165.5 million, or 5.7% increase in average interest-bearing liabilities and noninterest-bearing deposits, as compared to last year. Net interest margin (on a fully taxable-equivalent basis) for the year ended June 30, 2020 decreased to 3.17% from 3.43% for the year ended June 30, 2019.

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Interest Income. Total interest and dividend income for 2020 decreased $960,000, or 0.7%, compared to 2019, which was driven by a $896,000, or 25.0% decrease in interest income on other interest-earning assets and a $579,000, or 7.0% decrease in interest income from commercial paper and interest-bearing deposits in other banks. The reduced income was a result of lower interest rates on commercial paper and other investments as well as lower interest earned on FHLB stock as borrowings were paid down during the year. The overall decreases were partially offset by a $271,000, or 0.2% increase in loan interest income and a $244,000, or 7.1% increase in interest income from debt securities available for sale. The additional loan interest income was driven by the increase in the average balance of loans receivable offset by a decrease in loan interest yield compared to the prior year. Average loan yields decreased by 18 basis points to 4.49% for the year ended June 30, 2020 from 4.67% last year. For the years ended June 30, 2020 and 2019, average loan yields included six and eight basis points, respectively, from the accretion of purchase discounts on acquired loans. The accretion on purchase discounts on acquired loans stems from the discount established at the time these loan portfolios were acquired and the related impact of prepayments on purchased loans. Each quarter prior to the adoption of ASU No. 206-13, we analyzed the cash flow assumptions on loan pools purchased and, at least semi-annually, we updated loss estimates, prepayment speeds, and other variables when analyzing cash flows. In addition to this accretion income, which was recognized over the estimated life of the loans pools, if a loan was removed from a pool due to payoff or foreclosure, the unaccreted discount in excess of losses was recognized as an accretion gain in interest income. As a result, income from loan pools could be volatile from quarter to quarter as well as year over year.

Interest Expense. Total interest expense in 2020 increased $1.8 million, or 5.8%, compared to 2019. The increase was driven by a $7.1 million, or 44.9% increase in deposit interest expense partially offset by a $5.3 million, or 36.3% decrease in interest expense on borrowings. The additional deposit interest expense was a result of a $211.1 million, or 10.9% increase in the average balance of interest-bearing deposits along with a 25 basis point increase in the average cost of those deposits for the year ended June 30, 2020 as compared to last year. Average borrowings for the year ended June 30, 2020 decreased $103.8 million, or 15.4% along with a 54 basis point decrease in the average cost of borrowings compared to last year. The overall cost of funds increased two basis points to 1.18% for the year ended June 30, 2020 compared to 1.16% last year.

Provision for Credit Losses. During 2020, there was an $8.5 million provision for credit losses, compared to a $5.7 million in 2019. As discussed earlier, the current year provision was driven by COVID-19 and increased charge-offs compared to prior year's provision which primarily related to one commercial relationship.

Noninterest Income. Noninterest income in 2020 increased $7.4 million, or 32.2% to $30.3 million from $22.9 million in 2019 primarily due

to a $3.7 million, or 60.0% increase in the gain on sale of loans held for sale, a $2.7 million, or 74.7% increase in other noninterest income, and a $1.1 million, or 75.4% increase in loan income and fees. The increase in the gain on sale of loans held for sale was a result of the one-to-four family loans sold during the period which resulted in a non-recurring $1.3 million gain. In addition to this non-recurring gain, $203.9 million of residential mortgage loans were sold with gains of $5.4 million for the year ended June 30, 2020, compared to $120.6 million sold with gains of $2.8 million in the prior year. During the year ended June 30, 2020, $38.1 million of SBA commercial loans were sold with recorded gains of $2.8 million compared to $47.4 million sold and gains of $3.4 million in the prior year. In addition, $71.1 million of home equity loans were sold during the year for a gain of $415,000. The increase in other noninterest income primarily related to a $2.4 million increase in operating lease income from the equipment finance line of business. The increase in loan income and fees is primarily a result of our adjustable rate conversion program and prepayment fees on equipment finance loans.

Noninterest Expense. Noninterest expense for 2020 increased $7.0 million, or 7.8% to $97.1 million compared to $90.1 million in 2019. The

increase was primarily due to a $4.4 million, or 8.4% increase in salaries and employee benefits; a $3.0 million, or 27.4% increase in other expenses, mainly driven by depreciation from our equipment finance line of business and expenses related to our core conversion; a $489,000,

or 6.4% increase in computer services; a $235,000, or 7.7% increase in telephone, postage, and supplies; and a $162,000, or 12.3% increase in

REO-related expenses. Partially offsetting these increases was a $608,000, or 30.0% decrease in core deposit intangible amortization; a decrease of $526,000, or 36.9% in deposit insurance premiums related to credit from the FDIC; and a $226,000, or 2.4% decrease in net occupancy expenses for the year ended June 30, 2020 compared to the last year.

Income Taxes. Income tax expense for 2020 decreased $767,000, or 11.3% to $6.0 million from $6.8 million in 2019 as a result of lower taxable income. The effective tax rate for the years ended June 30, 2020 and 2019 was 20.9% and 20.0%, respectively.

Asset/Liability Management

Our Risk When Interest Rates Change.  The rates of interest we earn on assets and pay on liabilities generally are established contractually for a period of time. Market interest rates change over time. Our loans generally have longer maturities than our deposits. Accordingly, our results of operations, like those of other financial institutions, are impacted by changes in interest rates and the interest rate sensitivity of our assets and liabilities. The risk associated with changes in interest rates and our ability to adapt to these changes is known as interest rate risk and is our most significant market risk. If interest rates rise, our net interest income could be reduced because interest paid on interest-bearing liabilities, including deposits and borrowings, could increase more quickly than interest received on interest-earning assets, including loans and other investments. In addition, rising interest rates may hurt our income because they may reduce the demand for loans.

How We Measure Our Risk of Interest Rate Changes.  As part of our process to manage our exposure to changes in interest rates and comply with applicable regulations, we monitor our interest rate risk. In monitoring interest rate risk we continually analyze and manage assets and liabilities based on market conditions, their payment streams and interest rates, the timing of their maturities, their sensitivity to actual or potential changes in market interest rates, and interest rate sensitivities of our non-maturity deposits with respect to interest rates

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paid and the level of balances. The board of directors sets the asset and liability policy of HomeTrust Bank, which is implemented by management and an asset/liability committee whose members include certain members of senior management.

The purpose of this committee is to communicate, coordinate and control asset/liability management consistent with our business plan and board approved policies. The committee establishes and monitors the volume and mix of assets and funding sources taking into account relative costs and spreads, interest rate sensitivity and liquidity needs. The objectives are to manage assets and funding sources to produce results that are consistent with liquidity, capital adequacy, growth, risk, and profitability goals.

The committee generally meets on a quarterly basis to review, among other things, economic conditions and interest rate outlook, current and projected liquidity needs and capital position, anticipated changes in the volume and mix of assets and liabilities and interest rate risk exposure limits versus current projections pursuant to net present value of portfolio equity analysis and income simulations. The committee recommends strategy changes based on this review. The committee is responsible for reviewing and reporting on the effects of the policy implementations and strategies to the board of directors at least quarterly.

Among the techniques we have used at various times to manage interest rate risk are: (i) increasing our portfolio of hybrid and adjustable-rate one-to-four family residential loans and commercial loans; (ii) maintaining a strong capital position, which provides for a favorable level of interest-earning assets relative to interest-bearing liabilities; and (iii) emphasizing less interest rate sensitive and lower-costing “core deposits.” We also maintain a portfolio of short-term or adjustable-rate assets and use fixed-rate FHLB advances and brokered deposits to extend the term to repricing of our liabilities.

We consider the relatively short duration of our deposits in our overall asset/liability management process. As short-term rates increase, we have assets and liabilities that increase with the market. This is reflected in the change in our PVE when rates increase (see the table below). PVE is defined as the net present value of our existing assets and liabilities. In addition, we have historically demonstrated an ability to maintain retail deposits through various interest rate cycles. If local retail deposit rates increase dramatically, we also have access to wholesale funding through our lines of credit with the FHLB and FRB, as well as through the brokered deposit market to replace retail deposits, as needed.

Depending on the level of general interest rates, the relationship between long- and short-term interest rates, market conditions and competitive factors, the committee may in the future determine to increase our interest rate risk position somewhat in order to maintain or increase our net interest margin. In particular, during certain periods of stable or declining interest rates, we believe that the increased net interest income resulting from a mismatch in the maturity of our assets and liabilities portfolios may provide high enough returns to justify increased exposure to sudden and unexpected increases in interest rates. As a result of this philosophy, our results of operations and the economic value of our equity will remain vulnerable to increases in interest rates and to declines due to differences between long- and short-term interest rates.

The committee regularly reviews interest rate risk by forecasting the impact of alternative interest rate environments on net interest income and our PVE. The committee also evaluates these impacts against the potential changes in net interest income and market value of our portfolio equity that are monitored by the board of directors of HomeTrust Bank generally on a quarterly basis.

Our asset/liability management strategy sets limits on the change in PVE given certain changes in interest rates. The table presented here, as of June 30, 2021, is forward-looking information about our sensitivity to changes in interest rates. The table incorporates data from an independent service, as it relates to maturity repricing and repayment/withdrawal of interest-earning assets and interest-bearing liabilities. Interest rate risk is measured by changes in PVE for instantaneous parallel shifts in the yield curve up and down 400 basis points. Given the current targeted federal funds rate is 0.00% to 0.25% making an immediate change of -200, -300 and -400 basis points improbable, a PVE calculation for a decrease of greater than 100 basis points has not been prepared. An increase in rates would increase our PVE because the repricing of nonmaturing deposits tend to lag behind the increase in market rates. This positive impact is partially offset by the negative effect from our loans with interest rate floors which will not adjust until such time as a  loan’s current interest rate adjusts to an increase in market rates which exceeds the interest rate floor. Conversely, in a falling interest rate environment these interest rate floors will assist in maintaining our net interest income. As of June 30, 2021, our loans with interest rate floors totaled approximately $543.5 million or 19.9% of our total loan portfolio and had a weighted average floor rate of 3.9%, $353.5 million of these loans were at their floor rate, of which $323.6 million, or 91.5%, had yields that would begin floating again once prime rates increase at least 200 basis points.

June 30, 2021
Change in Interest Rates inPresent Value EquityPVE
Basis PointsAmount$ Change% ChangeRatio
(Dollars in Thousands)
+ 400$812,406$166,40726%24%
+ 300786,659140,6602223
+ 200751,582105,5831622
+ 100704,23858,239920
Base645,99918
- 100520,130(125,869)(19)15

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In evaluating our exposure to interest rate movements, certain shortcomings inherent in the method of analysis presented in the foregoing table must be considered. For example, although certain assets and liabilities may have similar maturities or repricing periods, they may react in different degrees to changes in market interest rates. Also, the interest rates on certain types of assets and liabilities may fluctuate in advance of changes in market interest rates, while interest rates on other types may lag behind changes in interest rates. Additionally, certain assets, such as adjustable rate mortgages, have features which restrict changes in interest rates on a short-term basis and over the life of the asset. Further, in the event of a significant change in interest rates, prepayment and early withdrawal levels would likely deviate significantly from those assumed above. Finally, the ability of many borrowers to service their debt may decrease in the event of an interest rate increase. We consider all of these factors in monitoring our exposure to interest rate risk.

The board of directors and management of HomeTrust Bank believe that certain factors afford HomeTrust Bank the ability to operate successfully despite its exposure to interest rate risk. HomeTrust Bank may manage its interest rate risk by originating and retaining adjustable rate loans in its portfolio, by borrowing from the FHLB to match the duration of our funding to the duration of originated fixed rate one-to-four family and commercial loans held in portfolio and by selling on an ongoing basis certain currently originated longer term fixed rate one-to-four family real estate loans.

Liquidity

Management maintains a liquidity position that it believes will adequately provide funding for loan demand and deposit run-off that may occur in the normal course of business. We rely on a number of different sources in order to meet our potential liquidity demands. The primary sources are increases in deposit accounts and cash flows from loan payments and the securities portfolio.

In addition to these primary sources of funds, management has several secondary sources available to meet potential funding requirements. As of June 30, 2021, HomeTrust Bank had an additional borrowing capacity of $289.4 million with the FHLB of Atlanta, a $92.9 million line of credit with the FRB, and three lines of credit with three unaffiliated banks totaling $100.0 million. Additionally, we classify our securities portfolio as available for sale, providing an additional source of liquidity. Management believes that our security portfolio is of high quality and the securities would therefore be marketable. In addition, we have historically sold fixed-rate mortgage loans in the secondary market to reduce interest rate risk and to create still another source of liquidity. From time to time we also utilize brokered time deposits to supplement our other sources of funds. Brokered time deposits are obtained by utilizing an outside broker that is paid a fee. This funding requires advance notification to structure the type of deposit desired by us. Brokered deposits can vary in term from one month to several years and have the benefit of being a source of longer-term funding. We also utilize brokered deposits to help manage interest rate risk by extending the term to repricing of our liabilities, enhance our liquidity and fund asset growth. Brokered deposits are typically from outside our primary market areas, and our brokered deposit levels may vary from time to time depending on competitive interest rate conditions and other factors. At June 30, 2021, brokered deposits totaled $4.3 million or 0.2% of total deposits.

Liquidity management is both a daily and long-term function of business management. Excess liquidity is generally invested in short-term investments, such as overnight deposits and federal funds. On a longer term basis, we maintain a strategy of investing in various lending products and debt securities, including mortgage-backed securities. On a stand-alone level we are a separate legal entity from HomeTrust Bank and must provide for our own liquidity and pay our own operating expenses. Our primary source of funds consists of dividends or capital distributions from HomeTrust Bank, although there are regulatory restrictions on the ability of HomeTrust Bank to pay dividends. At June 30, 2021, we (on an unconsolidated basis) had liquid assets of $9.6 million.

At the Bank level, we use our sources of funds primarily to meet our ongoing commitments, pay maturing deposits and fund withdrawals, and to fund loan commitments. At June 30, 2021, the total approved loan commitments and unused lines of credit outstanding amounted to $401.1 million and $530.5 million, respectively, as compared to $199.4 million and $398.8 million, respectively, as of June 30, 2020. Certificates of deposit scheduled to mature in one year or less at June 30, 2021, totaled $392.9 million. It is management's policy to manage deposit rates that are competitive with other local financial institutions. Based on this management strategy, we believe that a majority of maturing deposits will remain with us.

During fiscal 2021, cash and cash equivalents decreased $70.6 million, or 58.1%, from $121.6 million as of June 30, 2020 to $51.0 million as of June 30, 2021. Cash used in financing activities of $229.7 million was partially offset by cash provided by investing activities of $156.3 million and operating activities of $2.8 million. Primary uses of cash during the year included the prepayment (or early retirement) of $475.0 million in borrowings, $108.0 million in purchases of debt securities available for sale, $22.7 million in prepayment penalties on borrowings, $16.2 million in common stock repurchases, $16.1 million in purchases of premises and equipment, $9.2 million in purchases of operating lease equipment, and $5.0 million in cash dividends. Primary sources of cash for the year ended June 30, 2021 included a $169.8 million increase in deposits, $116.2 million net decrease in commercial paper, $64.2 million decrease in loans, $61.5 million in maturing debt securities available for sale, $15.6 million in maturities of certificates of deposit in other banks, net of purchases, $15.2 million in principal repayments from MBSs, and $15.2 million in net redemptions of other investments. All sources and uses of cash reflect our cash management strategy to increase our higher yielding investments and loans by increasing lower costing borrowings and reducing our holdings of lower yielding investments.

During fiscal 2020, cash and cash equivalents increased $50.6, or 71.2%, from $71.0 million as of June 30, 2019 to $121.6 million as of June 30, 2020. Cash provided by financing activities of $217.6 million was partially offset by cash used in investing activities of $124.9 million and operating activities of $42.1 million. Primary sources of cash for the year ended June 30, 2020 included a $450.3 million increase in deposits, $154.9 million in loans not initially originated for sale were sold, $57.9 million in maturing debt securities available for sale, $14.5 million in principal repayments from MBSs, and $6.4 million in net redemptions of other investments. Primary uses of cash during the year

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included a $205.0 million decrease in borrowings, an increase in loans of $205.7 million, a net increase in commercial paper of $57.5 million, $77.2 million in purchases of debt securities available for sale, $3.7 million in purchases of certificates of deposit in other banks, net of maturities, $14.0 million in purchases of operating lease equipment, $4.6 million in cash dividends, and $24.5 million in common stock repurchases.

Contractual Obligations

The following table presents our significant contractual obligations at June 30, 2021:

(Dollars in thousands)1 Year or LessOver 1 to 3 YearsOver 3 to 5 YearsMore Than 5 YearsTotal
Borrowings$115,000$$$$115,000
Capital lease1342792921,7022,407
Operating leases1,4052,2238632,3756,866
Total contractual obligations$116,539$2,502$1,155$4,077$124,273

Off-Balance Sheet Activities

In the normal course of operations, we engage in a variety of financial transactions that are not recorded in our financial statements. These transactions involve varying degrees of off-balance sheet credit, interest rate and liquidity risks. These transactions are used primarily to manage customers’ requests for funding and take the form of loan commitments and lines of credit. For the year ended June 30, 2021, we engaged in no off-balance sheet transactions likely to have a material effect on our financial condition, results of operations or cash flows.

A summary of our off-balance sheet commitments to extend credit at June 30, 2021, is as follows:

(Dollars in thousands)
Undisbursed portion of construction loans$277,600
Commitments to make loans123,463
Unused lines of credit530,505
Unused letters of credit8,681
Total loan commitments$940,249

Capital Resources

At June 30, 2021, stockholders' equity totaled $396.5 million. Management monitors our capital levels to provide for current and future business opportunities and to ensure HomeTrust Bank meets regulatory guidelines for “well-capitalized” institutions.

We are a bank holding company and a financial holding company subject to regulation by the Federal Reserve. As a bank holding company, we are subject to capital adequacy requirements of the Federal Reserve under the BHCA and the regulations of the Federal Reserve. Our subsidiary, the Bank, an FDIC-insured, North Carolina state-chartered bank and a member of the Federal Reserve System, is supervised and regulated by the Federal Reserve and the NCCOB and is subject to minimum capital requirements applicable to state member banks established by the Federal Reserve that are calculated in the same manner as those applicable to bank holding companies.

Both the Bank and us as a company are required to maintain specified levels of regulatory capital under federal banking regulations. The capital adequacy requirements are quantitative measures established by regulation that require us and the Bank to maintain minimum amounts and ratios of capital. Our company and the Bank’s capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors. Failure to meet minimum capital requirements can initiate certain mandatory and possibly additional discretionary actions by bank regulators that, if undertaken, could have a direct material effect on our financial statements. At June 30, 2021, our company and the Bank both exceeded all regulatory capital requirements.

Consistent with our goals to operate a sound and profitable organization, our policy is for the Bank to maintain a “well-capitalized” status under the regulatory capital categories of the Federal Reserve. As of June 30, 2021, the Bank was considered "well capitalized" in accordance with its regulatory capital guidelines and exceeded all regulatory capital requirements with Common Equity Tier 1, Tier 1 Risk-Based, Total Risk-Based, and Tier 1 Leverage capital ratios of 10.74%, 10.74%, 11.43%, and 9.81%, respectively. As of June 30, 2020, Common Equity Tier 1, Tier 1 Risk-Based, Total Risk-Based, and Tier 1 Leverage capital ratios were 10.91%, 10.91%, 11.77%, and 9.94%, respectively.

As of June 30, 2021, HomeTrust Bancshares, Inc. exceeded all regulatory capital requirements with Common Equity Tier 1, Tier 1 Risk-Based, Total Risk-Based, and Tier 1 Leverage capital ratios of 11.26%, 11.26%, 11.96%, and 10.29%, respectively. As of June 30, 2020, Common Equity Tier 1, Tier 1 Risk-Based, Total Risk-Based, and Tier 1 Leverage capital ratios were 11.26%, 11.26%, 12.12%, and 10.26%, respectively.

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See Item 1, “Business-How We are Regulated,” and Note 18 of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K for additional details on our capital requirements.

Impact of Inflation

The Consolidated Financial Statements and related financial data presented herein have been prepared in accordance with accounting principles generally accepted in the United States of America. These principles generally require the measurement of financial position and operating results in terms of historical dollars, without considering changes in the relative purchasing power of money over time due to inflation.

Unlike most industrial companies, virtually all the assets and liabilities of a financial institution are monetary in nature. The primary impact of inflation is reflected in the increased cost of our operations. As a result, interest rates generally have a more significant impact on a financial institution’s performance than do general levels of inflation. Interest rates do not necessarily move in the same direction or to the same extent as the prices of goods and services. In a period of rapidly rising interest rates, the liquidity and maturity structures of our assets and liabilities are critical to the maintenance of acceptable performance levels.

The principal effect of inflation on earnings, as distinct from levels of interest rates, is in the area of noninterest expense. Expense items such as employee compensation, employee benefits, and occupancy and equipment costs may be subject to increases as a result of inflation. An additional effect of inflation is the possible increase in dollar value of the collateral securing loans that we have made. Our management is unable to determine the extent, if any, to which properties securing loans have appreciated in dollar value due to inflation.

Recent Accounting Pronouncements

For a discussion of recent accounting pronouncements, see Note 1 of the Notes to the Consolidated Financial Statements included in Item 8 of this Form 10-K.