grepcent / static financial knowledge base

Midland States Bancorp, Inc. (MSBI)

CIK: 0001466026. SIC: 6022 State Commercial Banks. Latest 10-K as of: 2026-03-02.

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

SEC company page: https://www.sec.gov/edgar/browse/?CIK=1466026. Latest filing source: 0001466026-26-000020.

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

Business

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

Risk Factors

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

Selected Fundamentals

MetricValueUnitFYFiled
Revenue236,804,000USD20252026-03-02
Net income-124,281,000USD20252026-03-02
Assets6,513,420,000USD20252026-03-02

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-03-02. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001466026.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
Revenue105,254,000129,662,000180,087,000189,815,000199,136,000207,675,000256,695,000248,821,000236,346,000236,804,000
Net income31,542,00016,056,00039,421,00055,784,00022,537,00081,317,000100,237,00061,155,00038,044,000-124,281,000
Diluted EPS2.170.871.662.260.953.574.282.331.32-6.12
Operating cash flow24,126,00070,449,00097,093,000538,653,000499,147,000334,438,000285,819,000153,358,000176,546,000125,679,000
Capital expenditures2,179,0006,182,0007,200,0005,538,0002,589,0002,718,0003,470,0008,731,0006,901,0005,346,000
Dividends paid9,853,00014,008,00019,977,00023,599,00024,958,00025,172,00025,923,00026,573,00027,072,00027,679,000
Share buybacks0.004,019,00039,615,00011,692,0001,109,00017,898,0005,475,0009,658,000
Assets3,233,723,0004,412,701,0005,637,673,0006,087,017,0006,868,540,0007,443,805,0007,793,066,0007,790,046,0007,506,809,0006,513,420,000
Liabilities2,911,953,0003,963,156,0005,029,148,0005,425,106,0006,247,149,0006,779,968,0007,096,927,0007,074,933,0006,795,962,0005,947,921,000
Stockholders' equity321,770,000449,545,000608,525,000661,911,000621,391,000600,190,000696,139,000715,113,000710,847,000565,499,000
Cash and cash equivalents190,716,000215,202,000213,700,000394,505,000341,640,000680,371,000160,631,000135,061,000114,766,000127,811,000
Free cash flow21,947,00064,267,00089,893,000533,115,000496,558,000331,720,000282,349,000144,627,000169,645,000120,333,000

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 margin29.97%12.38%21.89%29.39%11.32%39.16%39.05%24.58%16.10%-52.48%
Return on equity9.80%3.57%6.48%8.43%3.63%13.55%14.40%8.55%5.35%-21.98%
Return on assets0.98%0.36%0.70%0.92%0.33%1.09%1.29%0.79%0.51%-1.91%
Liabilities / equity9.058.828.268.2010.0511.3010.199.899.5610.52

Industry Peer Context

Each number-line places MSBI 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

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

ROE peer context

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

ROA peer context

MSBI ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.MSBI ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.149 SIC peersMin -2.3%Median 1.1%Max 2.5%MSBI -1.9%

Financial Bridges

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

Free cash flow = operating cash flow - capital expenditures

MSBI FY2025 free cash flow bridge from reported figures.MSBI FY2025 free cash flow bridge from reported figures.MSBI free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$125.0M$250.0M$125.7MOperating cash flow-$5.3MCapex$120.3MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0001466026-26-000020; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0001466026-26-000020; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0001466026-26-000020; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment

Financial Charts

MSBI revenue, last 5 periods. Source: SEC companyfacts FY2025.MSBI revenue, last 5 periods. Source: SEC companyfacts FY2025.MSBI RevenueLatest point: FY2025 = $236.8MSource: SEC companyfacts FY2025.Fiscal yearReported revenue$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001466026-26-000020; filed 2026-03-02. Concept: InterestIncomeExpenseNet. Source concepts: us-gaap:InterestIncomeExpenseNet.

MSBI net income, last 5 periods. Source: SEC companyfacts FY2025.MSBI net income, last 5 periods. Source: SEC companyfacts FY2025.MSBI Net incomeLatest point: FY2025 = -$124.3MSource: SEC companyfacts FY2025.Fiscal yearNet income-$250.0M$0.0B$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001466026-26-000020; filed 2026-03-02. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

MSBI diluted eps, last 5 periods. Source: SEC companyfacts FY2025.MSBI diluted eps, last 5 periods. Source: SEC companyfacts FY2025.MSBI Diluted EPSLatest point: FY2025 = -$6.12/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)-$8.00/share$0.00/share$6.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001466026-26-000020; filed 2026-03-02. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

MSBI operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.MSBI operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.MSBI Operating cash flowLatest point: FY2025 = $125.7MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001466026-26-000020; filed 2026-03-02. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

MSBI capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.MSBI capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.MSBI Capital expendituresLatest point: FY2025 = $5.3MSource: 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 0001466026-26-000020; filed 2026-03-02. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

MSBI dividends paid, last 5 periods. Source: SEC companyfacts FY2025.MSBI dividends paid, last 5 periods. Source: SEC companyfacts FY2025.MSBI Dividends paidLatest point: FY2025 = $27.7MSource: SEC companyfacts FY2025.Fiscal yearDividends paid$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001466026-26-000020; filed 2026-03-02. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.

MSBI share buybacks, last 5 periods. Source: SEC companyfacts FY2025.MSBI share buybacks, last 5 periods. Source: SEC companyfacts FY2025.MSBI Share buybacksLatest point: FY2025 = $9.7MSource: 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 0001466026-26-000020; filed 2026-03-02. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

MSBI assets, last 5 periods. Source: SEC companyfacts FY2025.MSBI assets, last 5 periods. Source: SEC companyfacts FY2025.MSBI AssetsLatest point: FY2025 = $6.5BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$4.0B$8.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001466026-26-000020; filed 2026-03-02. Concept: Assets. Source concepts: us-gaap:Assets.

MSBI liabilities, last 5 periods. Source: SEC companyfacts FY2025.MSBI liabilities, last 5 periods. Source: SEC companyfacts FY2025.MSBI LiabilitiesLatest point: FY2025 = $5.9BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$4.0B$8.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001466026-26-000020; filed 2026-03-02. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

MSBI stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.MSBI stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.MSBI Stockholders' equityLatest point: FY2025 = $565.5MSource: 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 0001466026-26-000020; filed 2026-03-02. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

MSBI cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.MSBI cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.MSBI Cash and cash equivalentsLatest point: FY2025 = $127.8MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$375.0M$750.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001466026-26-000020; filed 2026-03-02. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

MSBI free cash flow, last 5 periods. Source: SEC companyfacts FY2025.MSBI free cash flow, last 5 periods. Source: SEC companyfacts FY2025.MSBI Free cash flowLatest point: FY2025 = $120.3MSource: SEC companyfacts FY2025.Fiscal yearFree cash flow$0.0B$250.0M$500.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0001466026-26-000020; filed 2026-03-02. Concept: NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

Quarterly

Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-07-30. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0001466026.json.

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

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q32022-09-301.04reported discrete quarter
2023-Q12023-03-310.86reported discrete quarter
2023-Q22023-06-3058,840,00021,575,0000.86reported discrete quarter
2023-Q32023-09-3058,596,00018,042,0000.71reported discrete quarter
2023-Q42023-12-3158,077,00014,071,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-3155,920,00013,885,0000.53reported discrete quarter
2024-Q22024-06-3055,052,0006,750,0000.20reported discrete quarter
2024-Q32024-09-3054,950,00018,476,0000.74reported discrete quarter
2025-Q12025-03-3158,290,000-140,974,000-6.58reported discrete quarter
2025-Q22025-06-3058,695,00012,024,0000.44reported discrete quarter
2025-Q32025-09-3061,117,0007,557,0000.24reported discrete quarter
2025-Q42025-12-3158,702,000-2,888,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-3157,417,00018,463,0000.74reported discrete quarter
2026-Q22026-06-3059,589,00019,888,0000.82reported discrete quarter

Quarterly Charts

MSBI quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q2.MSBI quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q2.MSBI Quarterly RevenueLatest point: 2026-Q2 = $59.6MSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Revenue$0.0B$125.0M$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32025-Q42026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0001466026-26-000078; filed 2026-07-30. Concept: InterestIncomeExpenseNet. Source concepts: us-gaap:InterestIncomeExpenseNet.

MSBI quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q2.MSBI quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q2.MSBI Quarterly Net incomeLatest point: 2026-Q2 = $19.9MSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Net income-$250.0M$0.0B$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32025-Q42026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0001466026-26-000078; filed 2026-07-30. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

MSBI quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q2.MSBI quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q2.MSBI Quarterly Diluted EPSLatest point: 2026-Q2 = $0.82/shareSource: SEC companyfacts 2026-Q2.Fiscal quarterQuarterly Diluted EPS (USD/share)-$8.00/share$0.00/share$4.00/share2022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q12026-Q2

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-06-30; accession 0001466026-26-000078; filed 2026-07-30. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0001466026-26-000078.

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

ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Management's discussion and analysis explains the significant factors affecting the Company's financial condition and results of operations as reflected in the unaudited consolidated balance sheet as of June 30, 2026, as compared to December 31, 2025, and unaudited consolidated operating results for the three and six months ended June 30, 2026 and 2025. This discussion should be read in conjunction with the Company's unaudited consolidated financial statements and accompanying notes included in this Form 10-Q and the audited financial statements and accompanying notes provided in our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC on March 2, 2026.

In addition to the historical information contained herein, this Quarterly Report on Form 10-Q includes “forward-looking statements” within the meaning of such term under the Private Securities Litigation Reform Act of 1995. These statements are subject to many risks and uncertainties, including interest rates and other general economic, business and political conditions; the impact of federal trade policy, inflation, deposit volatility and potential regulatory developments; the performance of our loan portfolio and our ability to manage credit risk; changes in the financial markets; the effects of armed conflict, including the scope and duration of disruptions in global energy markets relating to war in the Middle East; changes in the business environment resulting from the adoption of artificial intelligence, including fraud and cybersecurity risk; operational risks, including with respect to fraud and information technology; changes in business plans as circumstances warrant; risks related to legal proceedings; risks related to mergers and acquisitions and the integration of acquired businesses; changes to U.S. and state tax laws, regulations and guidance; and other risks detailed from time to time in filings made by the Company with the SEC. Readers should note that the forward-looking statements included herein are not a guarantee of future events, and that actual events may differ materially from those made in or suggested by the forward-looking statements. Forward-looking statements generally can be identified by the use of forward-looking terminology such as “will,” "should," “propose,” “may,” “plan,” “seek,” “expect,” “intend,” “estimate,” “anticipate,” “believe,” “continue,” or similar terminology. Any forward-looking statements presented herein are made only as of the date of this document, and we do not undertake any obligation to update or revise any forward-looking statements to reflect changes in assumptions, the occurrence of unanticipated events, or otherwise.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES

The preparation of our consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses. These estimates are based upon historical experience and on various other assumptions that management believes are reasonable under current circumstances. These estimates form the basis for making judgments about the carrying value of certain assets and liabilities that are not readily available from other sources. Actual results may differ from these estimates under different assumptions or conditions. The estimates and judgments that management believes have the greatest effect on the Company’s reported financial position and results of operations are set forth in “Note 1 – Summary of Significant Accounting Policies” of the Notes to Consolidated Financial Statements, included in our Annual Report on Form 10-K for the year ended December 31, 2025.

For additional information regarding critical accounting estimates, see the section titled “Critical Accounting Estimates” included in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes in the Company’s application of critical accounting estimates since December 31, 2025.

Allowance for Credit Losses on Loans

Management’s evaluation process used to determine the appropriateness of the allowance for credit losses on loans is subject to the use of estimates, assumptions, and judgments. The evaluation process combines many factors: management’s ongoing review and grading of the loan portfolio leveraging probability of default and loss given default, consideration of historical loan loss and delinquency experience, trends in past due and nonaccrual loans, risk characteristics of the various classifications of loans, concentrations of loans to specific borrowers or industries, existing economic conditions and forecasts, the fair value of underlying collateral, and other qualitative and quantitative factors which could affect future credit losses. Because current economic conditions and forecasts can change and future events are inherently difficult to predict, the anticipated amount of estimated credit losses on loans, and therefore the appropriateness of the allowance for credit losses on loans, could change significantly. It is difficult to estimate how potential changes in any one economic factor or input might affect the overall allowance because a wide variety of factors and inputs are considered in estimating the allowance and changes in those factors and inputs considered may not occur at the same rate and may not be consistent across all product types. Additionally, changes in factors and inputs may be directionally inconsistent, such that improvement in one factor may offset deterioration in others. As an integral part of their examination process, various regulatory agencies also review the allowance for credit losses on loans. Such agencies may require additions to the allowance for credit losses on loans or may require that

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certain loan balances be charged-off or downgraded into criticized loan categories when their credit evaluations differ from those of management, based on their judgments about information available to them at the time of their examination. The Company believes the level of the allowance for credit losses on loans is appropriate.

Factors Affecting Comparability

Each factor listed below affects the comparability of our results of operations for the three and six months ended June 30, 2026 and 2025, and our financial condition as of June 30, 2026 and December 31, 2025, and may affect the comparability of financial information we report in future fiscal periods.

Sale of equipment finance portfolio. During the fourth quarter of 2025, we sold substantially all of our equipment finance portfolio resulting in a loss on sale of $21.4 million. As previously disclosed, we ceased originating new equipment finance loans and leases effective as of September 30, 2025.

Redemption of Subordinated Notes. On September 30, 2025, we redeemed all of our outstanding Fixed-to-Floating Rate Subordinated Notes due September 30, 2029, with an interest rate of 7.91%, which had an aggregate principal amount of $50.8 million. The aggregate redemption price was 100% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest.

Goodwill impairment. During the first quarter of 2025, we determined that a triggering event had occurred at our Banking reporting unit as a result of further deteriorated credit quality coupled with trends in our stock price. We performed a quantitative impairment test on our Banking reporting unit as of March 31, 2025 and engaged a third-party service provider to assist management with the determination of the fair value. The resulting calculation indicated that the carrying amount exceeded the fair value of our Banking reporting unit. As a result of the assessment, we recognized $154.0 million of goodwill impairment expense. The impairment expense did not impact our regulatory capital ratios, tangible common equity ratio or our liquidity position.

Results of Operations

Overview. The following table sets forth condensed income statement information of the Company for the three and six months ended June 30, 2026 and 2025:

Three Months Ended June 30,Six Months Ended June 30,
(dollars in thousands, except per share data)2026202520262025
Income Statement Data:
Interest income$88,177$97,924$174,199$197,279
Interest expense28,58839,22957,19380,294
Net interest income59,58958,695117,006116,985
Provision for credit losses6,81917,36911,82228,219
Noninterest income23,76823,53445,89041,297
Noninterest expense50,75549,992101,179252,997
Income (loss) before income taxes25,78314,86849,895(122,934)
Income tax expense5,8952,84411,5446,016
Net income (loss)19,88812,02438,351(128,950)
Preferred dividends2,2282,2284,4564,456
Net income (loss) available to common shareholders$17,660$9,796$33,895$(133,406)
Per Share Data:
Basic earnings (loss) per common share$0.82$0.44$1.56$(6.13)
Diluted earnings (loss) per common share$0.82$0.44$1.56$(6.13)
Performance Metrics:
Return on average assets1.22%0.67%1.19%(3.56)%
Return on average shareholders' equity14.20%8.43%13.67%(40.41)%

Net income for the second quarter of 2026 was $19.9 million, or $0.82 per diluted common share, compared with net income of $12.0 million, or $0.44 per diluted common share, in the second quarter of 2025. The increase reflected a $0.9 million increase in net interest income, a $10.6 million decrease in provision for credit losses, and a $0.2 million increase in

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noninterest income. These benefits were partially offset by a $0.8 million increase in noninterest expense, and a $3.1 million increase in income tax expense.

Net income for the first six months of 2026 was $38.4 million, or $1.56 per diluted common share, compared with a net loss of $129.0 million, or a diluted loss per common share of $6.13, in the first six months of 2025. The increase reflected a $151.8 million decrease in noninterest expense (which included the prior year goodwill impairment charge), a $16.4 million decrease in provision for credit losses, and a $4.6 million increase in noninterest income. These benefits were partially offset by a $5.5 million increase in income tax expense. Net interest income was essentially unchanged.

Net Interest Income and Margin. Our primary source of revenue is net interest income, which is the difference between interest income from interest-earning assets (primarily loans and securities) and interest expense of funding sources (primarily interest-bearing deposits and borrowings). Net interest income is influenced by many factors, primarily the volume and mix of interest-earning assets, funding sources and interest rate fluctuations. Noninterest-bearing sources of funds, such as demand deposits and shareholders’ equity, also support interest-earning assets. Net interest margin is calculated as net interest income divided by average interest-earning assets. Net interest margin is presented on a tax-equivalent basis, which means that tax-free interest income has been adjusted to a pretax-equivalent income, assuming a federal income tax rate of 21% for both 2026 and 2025.

The Federal Reserve held its interest rates steady during the second quarter of 2026 by maintaining the target

[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: 2026-03-02. Report date: 2025-12-31.

ITEM 7 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes thereto, included in Item 8 - "Financial Statements and Supplementary Data", and other financial data appearing elsewhere in this report. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Certain risks, uncertainties and other factors, including but not limited to those set forth under “Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995,” Item 1A – "Risk Factors” and elsewhere in this report, may cause actual results to differ materially from those projected in the forward-looking statements. We assume no obligation to update any of these forward-looking statements. Readers of our Annual Report on Form 10-K should therefore consider these risks and uncertainties in evaluating forward-looking statements and should not place undue reliance on forward-looking statements.

Overview

Midland States Bancorp, Inc. is a diversified financial holding company headquartered in Effingham, Illinois. Its wholly owned banking subsidiary, Midland States Bank, has branches across Illinois and in Missouri, and provides a full range of commercial and consumer banking products and services, merchant credit card services, trust and investment management services and insurance and financial planning services. As of December 31, 2025, we had assets of $6.51 billion, deposits of $5.42 billion and shareholders’ equity of $565.5 million.

Our strategic plan focuses on delivering a superior customer experience through a high-tech, high-touch approach, while remaining committed to core community banking and relationship-driven growth. We continue to enhance our regional franchise approach that serves our core customers with a consistent, high-performance culture rooted in our One Midland values and with a strong foundation in Enterprise Risk Management.

Our principal lines of business include community banking and wealth management. Our community banking business primarily consists of commercial and retail lending and deposit taking. Our wealth management group provides a comprehensive suite of trust and wealth management products and services and had $4.48 billion of assets under administration as of December 31, 2025.

Our principal business activity has been lending to and accepting deposits from individuals, businesses, municipalities and other entities. We have derived income principally from interest charged on loans and leases and, to a lesser extent, from interest and dividends earned on investment securities. We have also derived income from noninterest sources, such as: fees received in connection with various lending and deposit services; wealth management services; residential mortgage loan originations and sales; and, from time to time, gains on sales of assets. Our principal expenses include interest expense on deposits and borrowings, operating expenses, such as salaries and employee benefits, occupancy and equipment expenses, data processing costs, professional fees, provisions for credit losses, income tax expense, and other noninterest expenses.

Factors Affecting Comparability

Each factor listed below affects the comparability of our results of operations and financial condition in 2025 and 2024, and may affect the comparability of financial information we report in future fiscal periods.

Sale of non-core consumer loan portfolios. During the fourth quarter of 2024, we sold our LendingPoint portfolio of $87.1 million, recognizing net charge-offs of $17.3 million on the sale. As of December 31, 2024, we also had committed to a plan to sell our GreenSky consumer loan portfolio and recognized net charge-offs of $35.0 million when these loans were transferred to held for sale. On April 9, 2025, we sold participation interests in $317.5 million of our GreenSky consumer loan portfolio, while retaining the remaining $53.6 million of the portfolio.

Sale of equipment finance portfolio. As a continuation of steps taken to address credit quality issues, including the sales of non-core loan portfolios, we sold substantially all of our equipment finance portfolio during the fourth quarter of 2025 resulting in a loss on sale of $21.4 million. As previously disclosed, we ceased originating new equipment finance loans and leases effective as of September 30, 2025. As a result of that decision, we recognized $1.0 million of severance expense in the third quarter of 2025.

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Goodwill impairment. During the first quarter of 2025, we determined that a triggering event had occurred at our Banking reporting unit as a result of further deteriorated credit quality coupled with trends in our stock price. We performed a quantitative impairment test on our Banking reporting unit as of March 31, 2025, and engaged a third-party service provider to assist Management with the determination of the fair value. The resulting calculation indicated that the carrying amount exceeded the fair value of our Banking reporting unit. As a result of the assessment, we recognized $154.0 million of goodwill impairment expense. The impairment expense did not impact our regulatory capital ratios, tangible common equity ratio or our liquidity position.

Redemption of Subordinated Notes. On September 30, 2025, we redeemed all of our outstanding Fixed-to-Floating Rate Subordinated Notes due September 30, 2029, with an interest rate of 7.91%, which had an aggregate principal amount of $50.8 million. The aggregate redemption price was 100% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest.

In 2024, we redeemed $16.0 million of outstanding subordinated notes. The weighted average redemption price was 98.5% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest. We recorded net gains totaling $0.2 million on these redemptions.

Results of Operations

Overview. The following table sets forth condensed income statement information of the Company for the years ended 2025, 2024, and 2023:

Years Ended December 31,
(dollars in thousands, except per share data)202520242023
Income Statement Data:
Interest income$387,867$426,128$417,100
Interest expense151,063189,782168,279
Net interest income236,804236,346248,821
Provision for credit losses59,849120,33282,560
Noninterest income88,180138,741114,784
Noninterest expense380,003207,855193,083
Income (loss) before income taxes(114,868)46,90087,962
Income tax expense9,4138,85626,807
Net income (loss)(124,281)38,04461,155
Preferred dividends8,9138,9138,913
Net income (loss) available to common shareholders$(133,194)$29,131$52,242
Per Share Data:
Basic earnings (loss) per common share$(6.12)$1.32$2.33
Diluted earnings (loss) per common share$(6.12)$1.32$2.33
Performance Metrics:
Return on average assets(1.76)%0.49%0.77%
Return on average shareholders' equity(20.33)%4.79%7.94%

During the year ended December 31, 2025, we generated a net loss of $124.3 million, or diluted loss per common share of $6.12, compared to net income of $38.0 million, or diluted earnings per common share of $1.32, in the year ended December 31, 2024. The results in 2025 included a $21.4 million loss on the sale of substantially all of our equipment finance portfolio during the fourth quarter of 2025. Earnings for the year ended December 31, 2025 compared to the year ended December 31, 2024 included a $0.5 million increase in net interest income, a $60.5 million decrease in provision for credit losses, a $50.6 million decrease in noninterest income, a $172.1 million increase in noninterest expense (primarily as a result of $154.0 million of goodwill impairment in the first quarter of 2025) and a $0.6 million increase in income tax expense.

Net Interest Income and Margin. Our primary source of revenue is net interest income, which is the difference between interest income from interest-earning assets (primarily loans and securities) and interest expense of funding sources (primarily interest-bearing deposits and borrowings). Net interest income is influenced by many factors, primarily the volume and mix of interest-earning assets, funding sources and interest rate fluctuations. Noninterest-bearing sources of funds, such as

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demand deposits and shareholders’ equity, also support interest-earning assets. Net interest margin is calculated as net interest income divided by average interest-earning assets. Net interest margin is presented on a tax-equivalent basis, which means that tax-free interest income has been adjusted to a pretax-equivalent income, assuming a federal income tax rate of 21% for 2025 and 2024.

At its December 2025 meeting, the Federal Open Market Committee (FOMC) cut its benchmark interest rate by 0.25 percentage points, marking the third such reduction in 2025. Following the rate cut, the borrowing rate was in a range between 3.50%-3.75%.

The FOMC concluded its January 2026 meeting by maintaining the federal funds target range at 3.50%-3.75%. FOMC upgraded its assessment of the economy, noting that activity is expanding at a solid pace, aided by resilient consumer spending and growing business investment. The assessment further reflected the committee's view that, while job gains remain low, the labor market has improved, showing signs of stabilization, though inflation remains elevated. This suggests the Federal Reserve is shifting toward a more patient stance after three consecutive rate cuts in late 2025.

The Federal Reserve's preferred inflation gauge, the Personal Consumption Expenditure (PCE) price index, has moderated, aided by cooling services inflation. Partially offsetting that progress, goods inflation has risen, in part due to tariffs. Overall, inflation remains above the 2% target, and the pace of disinflation has slowed.

In 2024, the Federal Reserve cut its benchmark interest rate three times by a total of 1.00 percentage point, marking the first reductions in four years. These rate cuts lowered the federal funds rate into a range of 4.25% to 4.50%.

In 2025, net interest income, on a tax-equivalent basis, totaled $237.7 million with a tax-equivalent net interest margin of 3.64% compared to net interest income, on a tax-equivalent basis, of $237.2 million and a tax-equivalent net interest margin of 3.35% in 2024.

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Average Balance Sheet, Interest and Yield/Rate Analysis. The following table presents average balance sheet information, interest income, interest expense and the corresponding average yields earned and rates paid for the years ended December 31, 2025, 2024 and 2023. The average balances are principally daily averages and, for loans, include both performing and nonperforming balances. Interest income on loans includes the effects of discount accretion and net deferred loan origination costs accounted for as yield adjustments.

Years Ended December 31,
202520242023
(tax-equivalent basis, dollars in thousands)Average BalanceInterest & FeesYield/ RateAverage BalanceInterest & FeesYield/ RateAverage BalanceInterest & FeesYield / Rate
Interest-earning assets:
Federal funds sold and cash investments$73,958$3,0854.17%$76,675$3,9585.16%$77,046$3,9225.09%
Investment securities:
Taxable investment securities1,310,39563,2484.831,060,51449,7694.69798,57928,6533.59
Investment securities exempt from federal income tax (1)58,8832,2193.7755,6721,9133.4455,9971,7083.05
Total securities1,369,27865,4674.781,116,18651,6824.63854,57630,3613.55
Loans:
Loans (2)4,902,581310,1696.335,794,141365,8926.316,238,970378,3336.06
Loans exempt from federal income tax (1)46,3162,0904.5146,0751,9444.2253,2902,2334.19
Total loans4,948,897312,2596.315,840,216367,8366.306,292,260380,5666.05
Loans held for sale96,7975,2325.417,1853925.454,0342606.45
Nonmarketable equity securities37,2622,7297.3239,1083,0707.8543,3182,8196.51
Total earning assets6,526,192388,7725.96%7,079,370426,9386.03%7,271,234417,9285.75%
Noninterest-earning assets541,093665,308635,490
Total assets$7,067,285$7,744,678$7,906,724
Interest-bearing liabilities:
Checking and money market deposits$3,322,844$91,0702.74%$3,580,458$118,6823.31%$3,738,818$109,8312.94%
Savings deposits504,1571,2860.26533,1041,7440.33612,2431,6320.27
Time deposits806,89226,4513.28846,51230,6813.62814,72721,8402.68
Brokered deposits131,1675,4644.17207,7139,5694.6175,9353,6444.80
Total interest-bearing deposits4,765,060124,2712.615,167,787160,6763.115,241,723136,9472.61
Short-term borrowings74,7432,8073.7645,2511,9604.3323,406680.29
FHLB advances and other borrowings352,56714,6214.15381,52516,4954.32460,78120,7094.49
Subordinated debt64,8284,5547.0289,0285,2715.9295,9865,2665.49
Trust preferred debentures51,5254,8109.3450,9385,38010.5650,2985,28910.52
Total interest-bearing liabilities5,308,723151,0632.85%5,734,529189,7823.31%5,872,194168,2792.87%
Noninterest-bearing liabilities:
Noninterest-bearing deposits1,040,2271,106,3881,173,873
Other noninterest-bearing liabilities107,066109,77790,562
Total noninterest-bearing liabilities1,147,2931,216,1651,264,435
Shareholders’ equity611,269793,984770,095
Total liabilities and shareholders’ equity$7,067,285$7,744,678$7,906,724
Net interest income / net interest margin (3)$237,7093.64%$237,1563.35%$249,6493.43%

(1)Interest income and average rates for tax-exempt loans and securities are presented on a tax-equivalent basis, assuming a statutory federal income tax rate of 21%. Tax-equivalent adjustments totaled $0.9 million, $0.8 million and $0.8 million for the years ended December 31, 2025, 2024 and 2023, respectively.

(2)Average loan balances include nonaccrual loans. Interest income on loans includes amortization of deferred loan fees, net of deferred loan costs.

(3)Net interest margin during the periods presented represents: (i) the difference between interest income on interest-earning assets and the interest expense on interest-bearing liabilities, divided by (ii) average interest-earning assets for the period.

Interest Rates and Operating Interest Differential. Increases and decreases in interest income and interest expense result from changes in average balances (volume) of interest-earning assets and interest-bearing liabilities, as well as changes in average interest rates. The following table shows the effect that these factors had on the interest earned on our interest-earning assets and the interest incurred on our interest-bearing liabilities. The effect of changes in volume is determined by multiplying

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the change in volume by the previous period’s average rate. Similarly, the effect of rate changes is calculated by multiplying the change in average rate by the previous period’s volume. Changes which are not due solely to volume or rate have been allocated proportionally to the change due to volume and the change due to rate.

Year Ended December 31, 2025 compared with Year Ended December 31, 2024Year Ended December 31, 2024 compared with Year Ended December 31, 2023
Change due to:Interest VarianceChange due to:Interest Variance
(tax-equivalent basis, dollars in thousands)VolumeRateVolumeRate
Earning assets:
Federal funds sold and cash investments$(127)$(746)$(873)$(19)$55$36
Investment securities:
Taxable investment securities11,8931,58613,47910,84510,27121,116
Investment securities exempt from federal income tax116190306(11)216205
Total securities12,0091,77613,78510,83410,48721,321
Loans:
Loans(56,353)630(55,723)(26,458)14,017(12,441)
Loans exempt from federal income tax11135146(303)14(289)
Total loans(56,342)765(55,577)(26,761)14,031(12,730)
Loans held for sale4,867(27)4,840141(9)132
Nonmarketable equity securities(140)(201)(341)(302)553251
Total earning assets(39,733)1,567(38,166)(16,107)25,1179,010
Interest-bearing liabilities:
Checking and money market deposits(7,800)(19,812)(27,612)(5,041)13,8928,851
Savings deposits(84)(374)(458)(235)347112
Time deposits(1,367)(2,863)(4,230)1,0027,8398,841
Brokered deposits(3,358)(747)(4,105)6,198(273)5,925
Total interest-bearing deposits(12,609)(23,796)(36,405)1,92421,80523,729
Short-term borrowings1,192(345)8475051,3871,892
FHLB advances and other borrowings(1,226)(648)(1,874)(3,494)(720)(4,214)
Subordinated debt(1,566)849(717)(397)4025
Trust preferred debentures58(628)(570)682391
Total interest-bearing liabilities(14,151)(24,568)(38,719)(1,394)22,89721,503
Net interest income$(25,582)$26,135$553$(14,713)$2,220$(12,493)

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Interest Income. For the year ended December 31, 2025, interest income, on a tax-equivalent basis, decreased $38.2 million to $388.8 million as compared to the same period in 2024, primarily due to a decline in earning assets. The yield on earning assets decreased seven basis points to 5.96% from 6.03%.

Average earning assets decreased to $6.53 billion in 2025 from $7.08 billion in 2024. Average loans decreased $891.3 million. This decrease was partially offset by increases in investment securities and loans held for sale of $253.1 million and $89.6 million, respectively.

Average loans decreased $891.3 million in 2025 compared to 2024. Average consumer loans decreased $633.4 million due to the sale of non-core consumer loan portfolios in 2025. During the fourth quarter of 2025, the Company sold substantially all of its equipment finance portfolio. As a result, equipment finance loan and lease average balances decreased $249.7 million to $650.0 million by the end of 2025. Proceeds from the sale of the loan portfolios were used to purchase investment securities and reduce higher-cost funding for the Company.

Average loans held for sale in 2025 primarily reflected the GreenSky consumer loans, which were transferred to held for sale in December 2024. The Company completed the sale of this portfolio in April 2025.

Interest Expense. Interest expense decreased $38.7 million to $151.1 million in 2025 compared to 2024. The cost of interest-bearing liabilities decreased to 2.85% compared to 3.31% for the prior year primarily due to decreases in interest rates on deposits. Interest expense on deposits was $124.3 million in 2025 compared to $160.7 million in 2024, as a result of the rate cuts enacted by the Federal Reserve Bank beginning in late 2024.

Average balances of interest-bearing deposit accounts decreased $402.7 million, or 7.79%, to $4.77 billion for 2025 compared to the same period one year earlier. Servicing deposits decreased $433.7 million to $665.3 million due to the loss of a customer in July 2025. In addition, brokered deposits decreased $76.5 million.

Interest expense on FHLB advances and other borrowings decreased $1.9 million for the year ended December 31, 2025 from the prior year, due to decreases in both average balances and interest rates. The average balances decreased $29.0 million in 2025 compared to 2024, while the average borrowing rates decreased to 4.15% in 2025 compared to 4.32% in 2024.

Interest expense on subordinated debt decreased $0.7 million for the year ended December 31, 2025, from the prior year, due to a decrease in average balances. The average balance decreased $24.2 million in 2025 compared to 2024, due the redemption of $50.8 million of debt at September 30, 2025 and $16.0 million in 2024.

Provision for Credit Losses. The Company's provision for credit losses on loans totaled $60.5 million and $119.3 million in 2025 and 2024, respectively. The Company charged off $29.8 million of the allowance for credit losses related to its equipment finance portfolio in connection with the loan and lease sale during the fourth quarter of 2025. The provision for credit losses in 2025 was driven by the replenishment of reserve balances following higher charge offs and a modest reserve build related to loan growth in the community banking portfolio during the fourth quarter of 2025. The Company recognized charge-offs in its specialty finance and equipment financing units of $25.3 million and $28.8 million, respectively in 2024. These charge-offs, recognized to reduce future credit risk, resulted in the increase in provision expense in 2024. In addition, the Company recognized $0.7 million recapture of credit losses related to unfunded commitments in 2025 compared to provision expense of $1.1 million in 2024.

The provision for credit losses on loans recognized during the year ended December 31, 2025 was made at a level deemed necessary by Management to absorb estimated losses in the loan portfolio. A detailed evaluation of the adequacy of the allowance for credit losses is completed quarterly by Management, the results of which are used to determine provision for credit losses. Management estimates the allowance balance required using past loan loss experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, economic conditions and reasonable and supportable forecasts along with other qualitative and quantitative factors.

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Noninterest Income. The following table sets forth the major components of our noninterest income for the years ended December 31, 2025, 2024 and 2023:

For the years ended December 31,2025 Compared to 20242024 Compared to 2023
(dollars in thousands)202520242023Increase (decrease)Increase (decrease)
Noninterest income:
Wealth management revenue$31,019$28,697$25,572$2,3228.1%$3,12512.2%
Service charges on deposit accounts13,82713,15411,9906735.11,1649.7
Interchange revenue13,49613,95514,302(459)(3.3)(347)(2.4)
Residential mortgage banking revenue2,8572,4181,90343918.251527.1
Income on company-owned life insurance8,5647,6834,43988111.53,24473.1
Gain (loss) on sales of investment securities, net14(230)(9,372)244(106.1)9,142(97.5)
Credit enhancement income9,90460,99848,194(51,094)(83.8)12,80426.6
Other income8,49912,06617,756(3,567)(29.6)(5,690)(32.0)
Total noninterest income$88,180$138,741$114,784$(50,561)(36.4)%$23,95720.9%

Wealth management revenue. Wealth management revenue increased $2.3 million, or 8.09%, in 2025 as compared to 2024, driven by the growth in assets under management. Assets under administration increased 7.85% to $4.48 billion at December 31, 2025 from $4.15 billion at December 31, 2024.

Credit enhancement income. Prior to 2025, the Company was party to three third-party loan origination programs. As part of these programs, the third-party providers offered various credit enhancements with respect to loans originated under the programs, including contributions to reserve accounts, yield maintenance and certain other payments. In 2025, the Company operated only one such program due to the previous sales of the LendingPoint and GreenSky portfolios. Effective December 31, 2025, the Company modified its third-party lending and servicing arrangements with its sole partner. The new agreements provide a credit enhancement by the partner which protects the Company by indemnifying or reimbursing incurred losses. We estimate and record a provision for expected losses and a corresponding credit enhancement asset on the balance sheet through credit enhancement income.

Credit enhancement income declined $51.1 million for the year ended December 31, 2025 compared to the same period of 2024 as a result of loan payoffs and a cessation in loans originated through the LendingPoint and GreenSky programs. The Company recognized $6.6 million of additional credit enhancement income during the fourth quarter of 2025, resulting from the contractual changes with its sole partner referenced above.

Other noninterest income. Other income decreased $3.6 million for the year ended December 31, 2025, as compared to the same period in 2024. The Company recognized incremental servicing revenues related to the GreenSky portfolio of $0.3 million in the 2025 compared to $3.7 million in 2024.

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Noninterest Expense. The following table sets forth the major components of noninterest expense for the years ended December 31, 2025, 2024 and 2023:

Years Ended December 31,2025 Compared to 20242024 Compared to 2023
(dollars in thousands)202520242023Increase (decrease)Increase (decrease)
Noninterest expense:
Salaries and employee benefits$104,400$93,639$93,438$10,76111.5%$2010.2%
Occupancy and equipment17,22316,78515,9864382.67995.0
Data processing27,97428,16026,286(186)(0.7)1,8747.1
FDIC insurance8,1365,2784,7792,85854.149910.4
Professional services9,8717,8227,0492,04926.277311.0
Marketing5,8613,9263,1581,93549.376824.3
Communications1,3761,3641,741120.9(377)(21.7)
Loan expense6,9925,9544,2061,03817.41,74841.6
Loan servicing fees4,57812,86419,181(8,286)(64.4)(6,317)(32.9)
Impairment on goodwill153,977153,977100.0
Amortization of intangible assets3,2244,0084,758(784)(19.6)(750)(15.8)
Other real estate owned2815,569333(5,288)(95.0)5,2361,572.4
Loss on sale of loans23,05123,051100.0
Impairment on leased assets and surrendered assets6847,858(7,174)100.07,858N/A
Other expense12,37514,62812,168(2,253)(15.4)2,46020.2
Total noninterest expense$380,003$207,855$193,083$172,14882.8%$14,7727.7%

Salaries and employee benefits. Salaries and employee benefits expense increased $10.8 million in 2025 as compared to 2024, primarily due to increases of $3.2 million in severance expense, and $4.8 million in variable compensation expense, including commissions and annual bonuses. The Company employed 861 employees at December 31, 2025 compared to 896 employees at December 31, 2024.

FDIC insurance expense. The Company recognized $1.7 million in additional FDIC assessments in 2025 related to prior years’ amended call reports due to the restatements of prior years’ financial statements.

Professional services expense. The increase in professional services expense for the year ended December 31, 2025, as compared to 2024, was primarily the result of increased audit and consulting fees related to restatements of prior years' financial statements and the evaluation of the accounting and reporting of the Company's third-party lending and servicing programs.

Marketing expense. The increase in marketing expense for the year ended December 31, 2025, as compared to 2024, was primarily the result of increased brand marketing and program expenses related to deposit account acquisition.

Loan servicing fees. Loan servicing fees expense represents servicing fees paid to third parties associated with our third party lending programs. The decline in servicing fees was a result of loan payoffs and a cessation in loans originated through the GreenSky and LendingPoint programs.

Impairment on goodwill. As mentioned previously, the Company recognized $154.0 million of goodwill impairment expense during the first quarter of 2025 in its Banking reporting unit.

Other real estate owned. The Company recorded impairment expense of $4.9 million in 2024 related to a single assisted living facility. This asset was sold in 2025.

Loss on sale of loan portfolios. The Company recognized losses of $23.1 million on the sale of loan portfolios, including $21.4 million related to the sale of substantially all of its equipment finance portfolio.

Impairment on leased assets and surrendered assets. Impairment on leased assets and surrendered assets totaled $7.9 million in 2024, primarily related to assets associated with the trucking industry.

Other expense. The Company recognized $3.1 million in expenses related to various legal actions in 2024.

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Income Tax Expense. The Company recognized income tax expense of $9.4 million in 2025 compared to $8.9 million in 2024. Effective tax rates for 2025 and 2024 were 24.1% and 18.9%, respectively. The effective tax rate calculation for the year ended December 31, 2025, excludes the goodwill impairment charge of $154.0 million, as this item is not deductible for tax purposes.

Financial Condition

Assets. Total assets were $6.51 billion at December 31, 2025, as compared to $7.51 billion at December 31, 2024.

Loans. The loan portfolio is the largest category of our assets. The principal segments of our loan portfolio are discussed below:

Commercial loans. We provide a mix of variable and fixed rate commercial loans. The loans are typically made to small and medium-sized manufacturing, wholesale, retail and service businesses for working capital needs, business expansions and farm operations. Commercial loans generally include lines of credit and loans with maturities of five years or less. The loans are generally made with business operations as the primary source of repayment, but may also include collateralization by inventory, accounts receivable and equipment, and generally include personal guarantees. The commercial loan category also includes loans originated by the equipment financing business that are secured by the underlying equipment, of which we sold substantially all of our equipment finance portfolio during the fourth quarter of 2025.

Commercial real estate loans. Our commercial real estate loans consist of both real estate occupied by the borrower for ongoing operations and non-owner occupied real estate properties. The real estate securing our existing commercial real estate loans includes a wide variety of property types, such as owner occupied offices, warehouses and production facilities, office buildings, hotels, mixed-use residential and commercial facilities, retail centers, multifamily properties, skilled nursing and assisted living facilities. Our commercial real estate loan portfolio also includes farmland loans. Farmland loans are generally made to a borrower actively involved in farming rather than to passive investors.

Construction and land development loans. Our construction and land development loans are comprised of residential construction, commercial construction and land acquisition and development loans. Interest reserves are generally established on real estate construction loans.

The following table presents the balance and associated percentage of the major property types within our commercial real estate and construction and land development loan portfolios at December 31, 2025 and December 31, 2024:

December 31, 2025December 31, 2024
(dollars in thousands)BalancePercentBalancePercent
Multi-Family$430,39716.4%$547,01618.9%
Skilled Nursing193,5727.4400,90213.8
Retail459,22517.5460,28315.9
Industrial/Warehouse275,92210.5235,6748.2
Hotel/Motel290,13711.0228,7647.9
Office140,0765.3146,2955.1
All other839,47531.9872,57230.2
Total commercial real estate and construction and land development loans$2,628,804100.0%$2,891,506100.0%

Loans secured by office space totaled $140.1 million and $146.3 million at December 31, 2025 and December 31, 2024, respectively, are primarily located in suburban locations in Illinois and Missouri.

Residential real estate loans. Our residential real estate loans are loans secured by residential properties that generally do not qualify for secondary market sale.

Consumer loans. Our consumer loans include direct personal loans, indirect automobile loans, lines of credit and installment loans originated through home improvement specialty retailers and contractors. Personal loans are generally secured by automobiles, boats and other types of personal property and are made on an installment basis.

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Lease financing. Our equipment leasing business provides financing leases to varying types of businesses nationwide for purchases of business equipment and software. The financing is secured by a first priority interest in the financed asset and generally requires monthly payments. The Company sold substantially all of our equipment finance portfolio during the fourth quarter of 2025.

The following table presents the balance and associated percentage of each major category in our loan portfolio at December 31, 2025 and December 31, 2024:

December 31, 2025December 31, 2024
(dollars in thousands)Book Value%Book Value%
Loans:
Commercial$1,178,52127.1%$1,359,82026.3%
Commercial real estate2,342,66453.82,591,66450.1
Construction and land development286,1406.6299,8425.8
Residential real estate349,6238.0380,5577.4
Consumer144,0753.3144,3012.8
Lease financing50,9811.2$391,3907.6
Total loans, gross4,352,004100.0%5,167,574100.0%
Allowance for credit losses on loans(69,219)(111,204)
Total loans, net$4,282,785$5,056,370

Total loans decreased $815.6 million, or 15.8%, to $4.35 billion at December 31, 2025, as compared to December 31, 2024. In 2025, the Company sold participation interests of $317.5 million related to our GreenSky consumer loan portfolio, and we also completed the sale of substantially all of our equipment finance portfolio, which included $316.1 million of commercial loans and $239.7 million of leases.

The Company's loan portfolio is assigned to the following internal business sectors:

•Community bank represents predominately in-market loans originated through our banking center network.

•Specialty finance provides bridge loan financing for commercial real estate projects, primarily multi-family and healthcare. These projects can include construction and short term financing in anticipation of obtaining permanent secondary market financing. The loans are typically outside of the Company’s primary market areas.

•Equipment finance portfolio includes loans and leases originated to varying types of businesses throughout the United States for purchases of business equipment and software. The Company sold substantially all of our equipment finance portfolio during the fourth quarter of 2025.

•Non-core and other includes our third-party origination and servicing programs, and capital market credits, including loans to finance the sale of the GreenSky portfolio.

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The following tables present our outstanding loans by business sector at December 31, 2025 and December 31, 2024:

December 31, 2025
(dollars in thousands)Community bankSpecialty financeEquipment financeNon-core and otherTotal
Commercial$688,277$248,112$8,781$233,351$1,178,521
Commercial real estate1,979,383358,4574,8242,342,664
Construction and land development226,29559,83213286,140
Residential real estate344,5231,7823,318349,623
Consumer89,74954,326144,075
Lease financing50,98150,981
Total$3,328,227$668,183$59,762$295,832$4,352,004
December 31, 2024
(dollars in thousands)Community bankSpecialty financeEquipment financeNon-core and otherTotal
Commercial$587,785$269,620$416,969$85,446$1,359,820
Commercial real estate1,950,498641,1662,591,664
Construction and land development184,185115,657299,842
Residential real estate374,0626,495380,557
Consumer81,38062,921144,301
Lease financing391,390391,390
Total$3,177,910$1,026,443$808,359$154,862$5,167,574

Total loans decreased $815.6 million, or 15.8%, to $4.35 billion at December 31, 2025, as compared to December 31, 2024. Community bank portfolio increased $150.3 million, or 4.7%, in 2025. This growth partially offset the strategic declines in the Specialty finance and Equipment finance sectors of $358.3 million and $748.6 million, respectively, as of December 31, 2025. The increase in our Non-core and other business sector is primarily due to the financing we provided related to the sale of the GreenSky portfolio.

The following table shows the contractual maturities of our loan portfolio and the distribution between fixed and adjustable interest rate loans at December 31, 2025:

December 31, 2025
Within One YearOne Year to Five YearsFive Years to 15 YearsAfter 15 Years
(dollars in thousands)Fixed RateAdjustable RateFixed RateAdjustable RateFixed RateAdjustable RateFixed RateAdjustable RateTotal
Commercial$9,964$411,503$202,735$198,294$221,882$93,563$$40,580$1,178,521
Commercial real estate275,266134,705974,716326,725305,895303,5665,64916,1422,342,664
Construction and land development27,12290,13917,01389,9562,06859,79745286,140
Total commercial loans312,352636,3471,194,464614,975529,845456,9265,64956,7673,807,325
Residential real estate4,4523,7136,96618,32518,22338,696172,67986,569349,623
Consumer3,04769086,2826047,2986,573125144,075
Lease financing4,45844,3782,14550,981
Total loans$324,309$640,750$1,332,090$633,360$597,511$502,195$178,453$143,336$4,352,004

Loan Quality

We use what we believe is a comprehensive methodology to monitor credit quality and prudently manage credit concentration within our loan portfolio. Our underwriting policies and practices govern the risk profile, credit and geographic concentration for our loan portfolio. We also have what we believe to be a comprehensive methodology to monitor these credit quality standards, including a risk classification system that identifies potential problem loans based on risk characteristics by loan type as well as the early identification of deterioration at the individual loan level.

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Analysis of the Allowance for Credit Losses on Loans. The allowance for credit losses on loans was $69.2 million, or 1.59% of total loans, at December 31, 2025, compared to $111.2 million, or 2.15% of total loans, at December 31, 2024. The following table allocates the allowance for credit losses on loans by loan category:

December 31, 2025December 31, 2024
(dollars in thousands)AllowancePercent (1)AllowancePercent (1)
Commercial$23,6762.01%$42,7763.15%
Commercial real estate28,2841.2136,8371.42
Construction and land development2,6190.923,5501.18
Total commercial loans54,5791.4383,1631.96
Residential real estate6,6521.908,0022.10
Consumer4,8043.335,4003.74
Lease financing3,1846.2514,6393.74
Total allowance for credit losses on loans$69,2191.59%$111,2042.15%

(1)Represents the percentage of the allowance to total loans in the respective category.

We measure expected credit losses over the life of each loan utilizing a combination of models which measure probability of default and loss given default, among other things. The measurement of expected credit losses is impacted by loan and borrower attributes and certain macroeconomic variables. Models are adjusted to reflect the impact of certain current macroeconomic variables as well as their expected changes over a reasonable and supportable forecast period.

In estimating expected credit losses as of December 31, 2025, we utilized certain forecasted macroeconomic variables from Oxford Economics in our models. The forecasted projections included, among other things, (i) U.S. gross domestic product ranging from 1.7% to 2.3% over the next four quarters; (ii) the 10-year treasury rate averaging 4.2% over the next four quarters; and (iii) Illinois unemployment rate averaging 4.9% through the fourth quarter of 2026.

We qualitatively adjust the model results based on this scenario for various risk factors that are not considered within our modeling processes but are nonetheless relevant in assessing the expected credit losses within our loan pools. These Q-Factor adjustments are based upon management judgment and current assessment as to the impact of risks related to changes in lending policies and procedures; economic and business conditions; loan portfolio attributes and credit concentrations; and external factors, among other things, that are not already fully captured within the modeling inputs, assumptions and other processes. Management assesses the potential impact of such items within a range of severely negative impact to positive impact and adjusts the modeled expected credit loss by an aggregate adjustment percentage based upon the assessment. The qualitative factor adjustment at December 31, 2025, was approximately 57 basis points of total loans, decreasing slightly from 67 basis points at December 31, 2024.

The allowance allocated to commercial loans totaled $23.7 million, or 2.01% of total commercial loans, at December 31, 2025, compared to $42.8 million, or 3.15%, at December 31, 2024. Outstanding loan balances decreased $181.3 million, or 13.3%, during 2025, primarily as a result of the sale of substantially all of our equipment finance portfolio. Charge-offs related to the non-core loan program of $11.1 million during the first quarter of 2025 coupled with charge-offs related to the sale of the equipment finance portfolio of $14.2 million during the fourth quarter of 2025 resulted in a significant decrease in the allowance allocated to commercial loans. Excluding these charge-offs, modeled expected credit losses increased $8.5 million. Qualitative factor adjustments decreased $2.3 million. There were no specific allocations for commercial loans that were evaluated for expected credit losses on an individual basis at December 31, 2025 or December 31, 2024.

The allowance allocated to commercial real estate loans totaled $28.3 million, or 1.21% of total commercial real estate loans, at December 31, 2025, decreasing $8.5 million, from $36.8 million, or 1.42% of total commercial real estate loans, at December 31, 2024. Outstanding loan balances decreased $249.0 million, or 9.6%, during 2025. Specific allocations for loans that were individually evaluated decreased $9.1 million as three relationships totaling $10.9 million were charged-off in the second quarter of 2025. Modeled expected credit losses increased $0.8 million and qualitative factor adjustments decreased $0.3 million. The commercial real estate portfolio does not include significant exposure to urban office properties.

The allowance allocated to construction and land development loans totaled $2.6 million, or 0.92% of total construction and land development loans, at December 31, 2025, decreasing $1.0 million from $3.6 million, or 1.18% of total constructions loans, at December 31, 2024. Modeled expected credit losses decreased $0.3 million and qualitative factor adjustments related to construction loans decreased $0.6 million. There were no specific allocations for construction loans that were evaluated for expected credit losses on an individual basis at December 31, 2025 or December 31, 2024.

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The allowance allocated to residential real estate loans totaled $6.7 million, or 1.90% of total residential real estate loans, at December 31, 2025, decreasing $1.3 million, from $8.0 million, or 2.10% of total residential real estate loans, at December 31, 2024. Modeled expected credit losses and qualitative factor adjustments decreased $1.2 million and $0.1 million, respectively. There were no specific allocations for residential real estate loans that were evaluated for expected credit losses on an individual basis at December 31, 2025, or December 31, 2024.

The allowance allocated to consumer loans totaled $4.8 million, or 3.33% of total consumer loans, at December 31, 2025, compared to $5.4 million, or 3.74%, at December 31, 2024. Modeled expected credit losses increased $1.4 million while qualitative factor adjustments decreased $2.0 million.

The allowance allocated to the lease portfolio totaled $3.2 million, or 6.25% of total commercial leases, at December 31, 2025, decreasing $11.4 million, from $14.6 million, or 3.74% of total commercial leases at December 31, 2024. Outstanding lease balances decreased $340.4 million, or 87.0%, during 2025 due to the sale of substantially all of our equipment finance portfolio.

The following table provides an analysis of the allowance for credit losses on loans, provision for credit losses on loans and net charge-offs for the years ended 2025, 2024, and 2023:

Years Ended December 31,
(dollars in thousands)202520242023
Balance, beginning of period$111,204$159,319$128,889
Charge-offs:
Commercial42,12330,45313,703
Commercial real estate30,7069,9985,000
Construction and land development3,34317,9911,601
Residential real estate287817271
Consumer3,13198,05133,149
Lease financing31,33414,3235,026
Total charge-offs110,924171,63358,750
Recoveries:
Commercial2,6429471,785
Commercial real estate1,1722,2404,006
Construction and land development2,197333
Residential real estate331238138
Consumer582274288
Lease financing1,466554370
Total recoveries8,3904,2566,620
Net charge-offs102,534167,37752,130
Provision for credit losses on loans60,549119,26282,560
Balance, end of period$69,219$111,204$159,319
Gross loans, end of period$4,352,004$5,167,574$6,103,592
Average total loans$4,948,897$5,840,216$6,292,260
Net charge-offs to average loans2.07%2.87%0.83%
Allowance for credit losses to total loans1.59%2.15%2.61%

Individual loans considered to be uncollectible are charged-off against the allowance. Factors used in determining the amount and timing of charge-offs on loans include consideration of the loan type, length of delinquency, sufficiency of collateral value, lien priority and the overall financial condition of the borrower. Collateral value is determined using updated appraisals and/or other market comparable information. Charge-offs are generally taken on loans when the collectability of a loan balance is unlikely. Recoveries on loans previously charged-off are added to the allowance.

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The following tables present charge-offs by business sector for the years ended 2025 and 2024:

2025
(dollars in thousands)Community bankSpecialty financeEquipment financeNon-core and otherTotal charge-offs
Commercial$1,048$152$21,284$19,639$42,123
Commercial real estate15,09815,60830,706
Construction and land development363,3073,343
Residential real estate287287
Consumer9002,2313,131
Lease financing31,33431,334
Total$17,369$19,067$52,618$21,870$110,924
2024
(dollars in thousands)Community bankSpecialty financeEquipment financeNon-core and otherTotal charge-offs
Commercial$8,210$121$14,457$7,665$30,453
Commercial real estate2,8467,1529,998
Construction and land development17,99117,991
Residential real estate817817
Consumer92797,12498,051
Lease financing14,32314,323
Total$12,800$25,264$28,780$104,789$171,633

Charge-offs in 2025 were $110.9 million compared to $171.6 million in 2024. Charge-offs in the equipment finance sector increased $23.8 million to $52.6 million in 2025 compared to 2024. The Company recognized charge-offs of $29.8 million as a result of the sale of substantially all of the portfolio in 2025. Consumer loan charge-offs totaled $3.1 million in 2025 compared to $98.1 million in 2024. In 2024, the Company recognized charge-offs of $17.3 million in connection with the sale of our LendingPoint portfolio and $35.0 million in connection with the planned sale and transfer of the GreenSky portfolio to held for sale. As of December 31, 2025, we had one active non-core loan program.

Nonperforming Loans. The following table presents the change in our nonperforming loans for the year ended December 31, 2025:

(dollars in thousands)Year Ended December 31, 2025
Balance, beginning of period$150,907
New nonperforming loans39,788
Return to performing status(813)
Payments received(40,815)
Transfer to OREO and other repossessed assets(12)
Transfer to loans held for sale(29,400)
Charge-offs(54,172)
Balance, end of period$65,483

Beginning in 2024 and continuing throughout 2025, the Company prioritized improving its credit quality by tightening its loan underwriting standards and pursuing opportunities to resolve nonperforming loans, which included the sale of specific loans or portfolios.

The Company ceased originations of new construction loans in the Specialty Finance Group in the fourth quarter of 2024. In the third quarter of 2025, the Company ceased originations in the equipment finance portfolio, selling substantially all of the portfolio during the fourth quarter of 2025.

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Loan portfolios originated through our FinTech partners, LendingPoint and GreenSky, were sold in the fourth quarter of 2024 and in the second quarter of 2025, respectively.

These actions resulted in nonperforming loans decreasing to $65.5 million, or 1.50% of total loans, at December 31, 2025, compared to $150.9 million, or 2.92% of total loans at December 31, 2024.

The following table sets forth our nonperforming assets by asset category as of the dates presented. Nonperforming loans include nonaccrual loans and loans past due 90 days or more and still accruing interest. The balance of nonperforming loans reflect the net investment in these assets.

(dollars in thousands)December 31, 2025December 31, 2024December 31, 2023
Nonperforming loans:
Commercial$14,925$23,960$9,282
Commercial real estate45,333106,91933,891
Construction and land development1558,43839
Residential real estate3,8613,4383,869
Consumer4720137
Lease financing1,1628,1329,133
Total nonperforming loans65,483150,90756,351
Other real estate owned and other repossessed assets6066,50211,350
Nonperforming assets$66,089$157,409$67,701
Nonperforming loans to total loans1.50%2.92%0.92%
Nonperforming assets to total assets1.01%2.10%0.87%
Allowance for credit losses to nonperforming loans105.71%73.69%282.73%

We did not recognize interest income on nonaccrual loans during the years ended December 31, 2025 or 2024 while the loans were in nonaccrual status. Additional interest income that would have been recorded on nonaccrual loans had they been current in accordance with their original terms was $11.3 million and $9.6 million for the years ended December 31, 2025 and 2024, respectively.

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Investment Securities. Our investment strategy aims to maximize earnings while maintaining liquidity in securities with minimal credit risk. The types and maturities of securities purchased are primarily based on our current and projected liquidity and interest rate sensitivity positions. In the periods presented, all investment securities of the Company are classified as available for sale and, therefore, the book value of investment securities is equal to the fair market value.

The following table sets forth the book value and percentage of each category of investment securities at December 31, 2025, 2024 and 2023.

December 31, 2025December 31, 2024December 31, 2023
(dollars in thousands)BalancePercentBalancePercentBalancePercent
Investment securities available for sale:
U.S. Treasury securities$%$%$1,0970.1%
U.S. government sponsored entities and U.S. agency securities19,8231.320,1411.772,5727.9
Mortgage-backed securities - agency1,193,75078.4847,05670.1574,50062.7
Mortgage-backed securities - non-agency97,0896.4101,0128.483,5299.1
Asset-backed student loans34,2152.249,9734.1
State and municipal securities73,4584.869,0615.757,4606.3
Collateralized loan obligations46,8543.140,4503.427,5653.0
Corporate securities57,8123.879,8816.699,17210.9
Total investment securities, available for sale, at fair value$1,523,001100.0%$1,207,574100.0%$915,895100.0%

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The following table sets forth the book value, maturities and weighted average yields for our investment portfolio at December 31, 2025.

(dollars in thousands)BalancePercentWeighted average yield
Investment securities available for sale:
U.S. government sponsored entities and U.S. agency securities:
Maturing within one year$%%
Maturing in one to five years9,0770.61.10
Maturing in five to ten years4,6700.34.94
Maturing after ten years6,0760.45.24
Total U.S. government sponsored entities and U.S. agency securities$19,8231.3%3.27%
Mortgage-backed securities - agency:
Maturing within one year$%%
Maturing in one to five years33,5462.21.96
Maturing in five to ten years12,8270.83.53
Maturing after ten years1,147,37775.44.46
Total mortgage-backed securities - agency$1,193,75078.4%4.38%
Mortgage-backed securities - non-agency:
Maturing within one year$%%
Maturing in one to five years10,3760.76.32
Maturing in five to ten years7,0150.54.95
Maturing after ten years79,6985.24.76
Total mortgage-backed securities - non-agency$97,0896.4%4.94%
Asset-backed student loans:
Maturing within one year$%%
Maturing in one to five years
Maturing in five to ten years6844.74
Maturing after ten years33,5312.24.65
Total asset-backed student loans$34,2152.2%4.65%
State and municipal securities (1):
Maturing within one year$9780.1%2.59%
Maturing in one to five years12,5720.82.26
Maturing in five to ten years25,2111.72.63
Maturing after ten years34,6972.24.99
Total state and municipal securities$73,4584.8%3.68%
Collateralized loan obligations:
Maturing within one year$%%
Maturing in one to five years
Maturing in five to ten years13,8000.95.57
Maturing after ten years33,0542.25.70
Total collateralized loan obligations$46,8543.1%5.66%
Corporate securities:
Maturing within one year$%%
Maturing in one to five years20,3761.36.08
Maturing in five to ten years32,4112.23.36
Maturing after ten years5,0250.36.84
Total corporate securities$57,8123.8%4.62%
Total investment securities, available for sale$1,523,001100.0%4.42%

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(1)Weighted average yield for tax-exempt securities are presented on a tax-equivalent basis assuming a federal income tax rate of 21%.

The table below presents the credit ratings for our investment securities classified as available for sale, at fair value, at December 31, 2025.

AmortizedFairAverage credit rating
(dollars in thousands)costValueAAAAA+/-A+/-BBB+/-BBB-Not Rated
Investment securities available for sale:
U.S. government sponsored entities and U.S. agency securities$20,744$19,823$$19,823$$$$
Mortgage-backed securities - agency1,265,9541,193,7501,193,750
Mortgage-backed securities - non-agency97,92197,08997,089
Asset-backed student loans34,26234,21534,215
State and municipal securities77,05473,4587,45862,3308712,799
Collateralized loan obligations46,80046,85446,854
Corporate securities60,07557,81211,44041,4344,938
Total investment securities, available for sale$1,602,810$1,523,001$54,312$1,407,207$12,311$41,434$$7,737

Loans Held for Sale. Loans held for sale totaled $7.8 million at December 31, 2025, comprised entirely of residential real estate loans. Loans held for sale totaled $344.9 million at December 31, 2024, comprised of $336.7 million of consumer loans and $8.2 million of residential real estate loans. At December 31, 2024, we committed to a plan to sell our GreenSky consumer loan portfolio and transferred these loans to held for sale. The sale was completed in the second quarter of 2025.

Liabilities. At December 31, 2025, liabilities totaled $5.95 billion compared to $6.80 billion at December 31, 2024.

Deposits. We emphasize developing total client relationships with our customers in order to increase our retail and commercial core deposit bases, which are our primary funding sources. Our deposits consist of noninterest-bearing and interest-bearing demand, savings and time deposit accounts.

Total deposits decreased $772.9 million to $5.42 billion at December 31, 2025, as compared to December 31, 2024. Interest-bearing checking account and time deposit account balances decreased $523.0 million and $290.4 million, respectively, during this period. Brokered time deposit account balances decreased to $43.1 million at December 31, 2025 from $259.5 million at December 31, 2024, accounting for the decrease in time deposit account balances.

(dollars in thousands)December 31, 2025December 31, 2024December 31, 2023
BalancePercentBalancePercentBalancePercent
Noninterest-bearing demand$1,040,41119.2%$1,055,56417.0%$1,145,39518.1%
Interest-bearing:
Checking1,855,21534.22,378,25638.42,511,84039.8
Money market1,248,94223.01,173,63018.91,135,62918.0
Savings487,7429.0507,3058.2559,2678.9
Time792,06914.61,082,48817.5957,39815.2
Total deposits$5,424,379100.0%$6,197,243100.0%$6,309,529100.0%

The following table sets forth the maturity of uninsured time deposits as of December 31, 2025:

(dollars in thousands)Amount
Three months or less$19,080
Three to six months26,010
Six to 12 months20,776
After 12 months3,700
Total$69,566

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Subordinated Debt. Subordinated debt totaled $27.0 million and $77.7 million as of December 31, 2025 and December 31, 2024, respectively. On September 30, 2025, the Company redeemed the outstanding Fixed-to-Floating Rate Subordinated Notes due September 30, 2029, having an aggregate principal amount of $50.8 million. The interest rate on the subordinated notes was 7.91%, equating to approximately $4.0 million of annual interest expense.

Capital Resources and Liquidity Management

Capital Resources. Shareholders’ equity is influenced primarily by earnings, dividends, issuances and redemptions of common and preferred stock and changes in accumulated other comprehensive income caused primarily by fluctuations in unrealized holding gains or losses, net of taxes, on available-for-sale investment securities, fair value hedges and cash flow hedges.

Shareholders’ equity decreased $145.3 million to $565.5 million at December 31, 2025, as compared to December 31, 2024. The change in shareholders’ equity was the result of the net loss of $124.3 million, dividends to common shareholders of $27.7 million, dividends to preferred shareholders of $8.9 million and repurchases of common stock of $9.7 million, partially offset by an increase in accumulated other comprehensive losses of $21.6 million.

On November 3, 2025, the Company’s board of directors authorized a new share repurchase program, pursuant to which the Company is authorized to repurchase up to $25.0 million of common stock through November 2, 2026. The new stock repurchase program became effective on November 3, 2025. The Company’s previous stock repurchase program expired on December 31, 2024. As of December 31, 2025, $9.6 million, or 457,222 shares of the Company’s common stock, had been repurchased under the current program.

Liquidity Management. Liquidity refers to the measure of our ability to meet the cash flow requirements of depositors and borrowers, while at the same time meeting our operating, capital and strategic cash flow needs, all at a reasonable cost. We continuously monitor our liquidity position to ensure that assets and liabilities are managed in a manner that will meet all short-term and long-term cash requirements. We manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our shareholders.

Integral to our liquidity management is the administration of short-term borrowings. To the extent we are unable to obtain sufficient liquidity through core deposits, we seek to meet our liquidity needs through wholesale funding or other borrowings on either a short- or long-term basis.

Securities sold under agreements to repurchase, which are classified as secured borrowings, generally mature within one to four days from the transaction date. Securities sold under agreements to repurchase are reflected at the amount of cash received in connection with the transaction, which represents the amount of the Bank’s obligation. The Bank may be required to provide additional collateral based on the fair value of the underlying securities. Investment securities with a carrying amount of $12.2 million and $15.0 million at December 31, 2025 and December 31, 2024, respectively, were pledged for securities sold under agreements to repurchase.

The table below presents our sources of liquidity as of December 31, 2025 and December 31, 2024:

(dollars in thousands)December 31, 2025December 31, 2024
Cash and cash equivalents$127,811$114,766
Unpledged securities812,587672,399
FHLB committed liquidity1,114,2941,290,246
FRB discount window availability349,026538,835
Total Estimated Liquidity$2,403,718$2,616,246
Conditional Funding Based on Market Conditions
Additional credit facility$351,000$360,000
Brokered CDs (additional capacity)450,000350,000
ICS One Way Buy (additional capacity)600,000

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The Company is a corporation separate and apart from the Bank and, therefore, must provide for its own liquidity. The Company’s main source of funding is dividends declared and paid to it by the Bank. There are statutory, regulatory and debt covenant limitations that affect the ability of the Bank to pay dividends to the Company. Management believed at December 31, 2025, that these limitations will not impact our ability to meet our ongoing short-term cash obligations.

Regulatory Capital Requirements

We are subject to various regulatory capital requirements administered by the federal and state banking regulators. Failure to meet regulatory capital requirements may result in certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a direct material effect on our financial statements. Under capital adequacy guidelines and the regulatory framework for “prompt corrective action”, we must meet specific capital guidelines that involve quantitative measures of our assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting policies.

At December 31, 2025, the Company and the Bank exceeded the regulatory minimums and met the regulatory definition of well capitalized. The following table presents the Company's and the Bank’s capital ratios and the minimum requirements at December 31, 2025:

RatioActualMinimumRegulatoryRequirements (1)Well Capitalized
Total risk-based capital ratio
Midland States Bancorp, Inc.15.16%10.50%N/A
Midland States Bank14.2710.5010.00%
Tier 1 risk-based capital ratio
Midland States Bancorp, Inc.13.378.50N/A
Midland States Bank13.028.508.00
Common equity tier 1 risk-based capital ratio
Midland States Bancorp, Inc.9.897.00N/A
Midland States Bank13.027.006.50
Tier 1 leverage ratio
Midland States Bancorp, Inc.9.904.00N/A
Midland States Bank9.634.005.00

(1)Total risk-based capital ratio, Tier 1 risk-based capital ratio and Common equity tier 1 risk-based capital ratio include the capital conservation buffer of 2.5%.

Off-Balance Sheet Arrangements

We have limited off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our financial condition, revenues, expenses, results of operations, liquidity, capital expenditures or capital resources.

In the normal course of business, we enter into various transactions, which, in accordance with GAAP, are not included in our consolidated balance sheets. We enter into these transactions to meet the financing needs of our customers. These transactions include commitments to extend credit and standby letters of credit, which involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amounts recognized in our consolidated balance sheets. Most of these commitments mature within two years and are expected to expire without being drawn upon. Standby letters of credit are included in the determination of the amount of risk-based capital that the Company and the Bank are required to hold.

We enter into contractual loan commitments to extend credit, normally with fixed expiration dates or termination clauses, at specified rates and for specific purposes. Substantially all of our commitments to extend credit are contingent upon customers maintaining specific credit standards until the time of loan funding. We decrease our exposure to losses under these commitments by subjecting them to credit approval and monitoring procedures. We assess the credit risk associated with certain commitments to extend credit and establish a liability for probable credit losses.

Standby letters of credit are written conditional commitments issued by us to guarantee the performance of a customer to a third party. In the event that the customer does not perform in accordance with the terms of the agreement with the third party, we would be required to fund the commitment. The maximum potential amount of future payments we could be required to make is represented by the contractual amount of the commitment. If the commitment is funded, we would be entitled to seek

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recovery from the customer. Our policies generally require that standby letter of credit arrangements contain security and debt covenants similar to those contained in loan agreements.

We guarantee the distributions and payments for redemption or liquidation of the trust preferred securities issued by our wholly owned subsidiary business trusts to the extent of funds held by the trusts. Although this guarantee is not separately recorded, the obligation underlying the guarantee is fully reflected on our consolidated balance sheets as junior subordinated debentures held by subsidiary trusts. The junior subordinated debentures currently qualify as Tier 1 capital under the Federal Reserve capital adequacy guidelines.

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: 0001466026-25-000021.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2025-07-01. Report date: 2024-12-31.

ITEM 7 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes thereto, included in Item 8 - "Financial Statements and Supplementary Data", and other financial data appearing elsewhere in this report. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Certain risks, uncertainties and other factors, including but not limited to those set forth under “Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995,” Item 1A – "Risk Factors” and elsewhere in this report, may cause actual results to differ materially from those projected in the forward-looking statements. We assume no obligation to update any of these forward-looking statements. Readers of our Annual Report on Form 10-K should therefore consider these risks and uncertainties in evaluating forward-looking statements and should not place undue reliance on forward-looking statements.

Overview

Midland States Bancorp, Inc. is a diversified financial holding company headquartered in Effingham, Illinois. Its wholly-owned banking subsidiary, Midland States Bank, has branches across Illinois and in Missouri, and provides a full range of commercial and consumer banking products and services, business equipment financing, merchant credit card services, and trust and investment management services and insurance and financial planning services. As of December 31, 2024, we had assets of $7.51 billion, deposits of $6.20 billion and shareholders’ equity of $710.8 million.

Our strategic plan focuses on delivering a superior customer experience through a high-tech, high-touch approach, while remaining committed to core community banking and relationship-driven growth. We continue to enhance our regional franchise approach that serves our core customers with a consistent, high-performance culture rooted in our One Midland values and with a strong foundation in Enterprise Risk Management.

Our principal lines of business include community banking and wealth management. Our community banking business primarily consists of commercial and retail lending and deposit taking. Our wealth management group provides a comprehensive suite of trust and wealth management products and services, and had $4.15 billion of assets under administration as of December 31, 2024.

Our principal business activity has been lending to and accepting deposits from individuals, businesses, municipalities and other entities. We have derived income principally from interest charged on loans and leases and, to a lesser extent, from interest and dividends earned on investment securities. We have also derived income from noninterest sources, such as: fees received in connection with various lending and deposit services; wealth management services; residential mortgage loan originations and sales; and, from time to time, gains on sales of assets. Our principal expenses include interest expense on deposits and borrowings, operating expenses, such as salaries and employee benefits, occupancy and equipment expenses, data processing costs, professional fees, provisions for credit losses, income tax expense, and other noninterest expenses.

Actions Taken to Address Credit Deterioration in Fourth Quarter 2024

During the fourth quarter of 2024, the Company took several actions to address its credit quality issues. Our deteriorating credit quality issues were primarily within three sectors of our business: non-core consumer loans, Specialty Finance Group and Midland Equipment Financing.

The Company decided to accelerate the reduction of our non-core consumer loan portfolio through sales. These loans were originated through our FinTech partners, LendingPoint and GreenSky. In December 2024, we sold our $87.1 million LendingPoint portfolio, recognizing net charge-offs of $17.3 million on the sale. We also committed to a plan to sell our GreenSky consumer loan portfolio and recognized net charge-offs of $35.0 million when these loans were transferred to held for sale. On April 9, 2025, we sold participation interests in $317.5 million of our GreenSky consumer loan portfolio, with the intent to retain the remaining portion of the portfolio.

The Specialty Finance Group provides bridge loan financing for commercial real estate projects, primarily multi-family and healthcare. These projects can include construction and seek short term financing in anticipation of obtaining permanent secondary market financing. The loans are typically outside of the Company’s primary market areas. We completed a strategic review of this portfolio including obtaining updated appraisals on loans that had shown elevated credit risk in the third and fourth quarters. As a result of this review, five loans with balances of $57.8 million were moved from substandard to nonperforming with recognized charge-offs of $6.6 million. In addition, updated appraisals were obtained for five non-performing loans with a total balance of $55.8 million which resulted in charge-offs of $18.8 million recognized in the fourth

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quarter of 2024. In addition, we recognized impairment expense on an OREO property related to a former assisted living loan of $3.6 million in the fourth quarter of 2024.

The strategic review also included all criticized loans, construction loans and loans that failed our stress test in all portfolios. In addition, the Company tightened credit standards going forward and will not originate new construction loans in the Specialty Finance Group. We believe that our strategic actions around credit administration will better position the Company going forward.

The equipment finance portfolio includes loans and leases originated to customers throughout the United States. During 2024, we experienced elevated charge-offs primarily within the trucking industry. Charge-offs in this portfolio were $15.3 million in the fourth quarter of 2024 as we evaluated equipment values for nonaccrual assets. Nonaccrual loans and leases in the finance portfolio decreased to $11.3 million from $13.7 million at December 31, 2023. Additionally, based on further deterioration in the industry, we evaluated salvage values of the leases and loans related to this industry, along with the carrying values of repossessed and off-lease equipment, and recognized impairment expense of $7.9 million.

Additional Factors Affecting Comparability

Each factor listed below affects the comparability of our results of operations and financial condition in 2024 and 2023, and may affect the comparability of financial information we report in future fiscal periods.

Balance Sheet Repositioning. In 2023, the Company took advantage of certain market conditions to reposition out of lower yielding securities into other structures, which resulted in improved overall margin, liquidity and capital allocations. These transactions resulted in losses of $9.4 million.

In addition, in the third quarter of 2023, the Company surrendered certain low-yielding life insurance policies and purchased additional policies. The Company recognized a $4.5 million tax charge related to the surrender of the policies.

Redemption of Subordinated Notes. In 2024, the Company redeemed $16.0 million of outstanding subordinated notes. The weighted average redemption price was 98.5% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest. The Company recorded net gains totaling $0.2 million on these redemptions.

In 2023, the Company redeemed $6.6 million of outstanding subordinated notes. The weighted average redemption price was 89.2% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest. The Company recorded gains totaling $0.7 million on these redemptions.

Results of Operations

Restatement of Prior Period Results. The Company has restated its financial statements as of and for the year ended December 31, 2023 and for the year ended December 31, 2022, as presented in these audited financial statements as of and for the period ended December 31, 2024. The errors relate to the Company’s accounting for loans originated pursuant to third-party loan origination and servicing programs, which go back as far as 2012. See Note 25 - Restatement of Prior Period Financial Statements, for additional details.

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Overview. The following table sets forth condensed income statement information of the Company for the years ended 2024, 2023, and 2022:

Years Ended December 31,
(dollars in thousands, except per share data)20242023(Restated)2022(Restated)
Income Statement Data:
Interest income$426,128$417,100$312,715
Interest expense189,782168,27956,020
Net interest income236,346248,821256,695
Provision for credit losses120,33282,56076,764
Noninterest income138,741114,784149,867
Noninterest expense207,855193,083198,412
Income before income taxes46,90087,962131,386
Income tax expense8,85626,80731,149
Net income38,04461,155100,237
Preferred dividends8,9138,9133,169
Net income available to common shareholders$29,131$52,242$97,068
Per Share Data:
Basic earnings per common share$1.32$2.33$4.29
Diluted earnings per common share$1.32$2.33$4.28
Performance Metrics:
Return on average assets0.49%0.77%1.33%
Return on average shareholders' equity4.79%7.94%14.57%

During the year ended December 31, 2024, we generated net income of $38.0 million, or diluted earnings per common share of $1.32, compared to net income of $61.2 million, or diluted earnings per common share of $2.33, in the year ended December 31, 2023. Earnings for the year ended December 31, 2024, compared to the year ended December 31, 2023, decreased primarily due to a $12.5 million decrease in net interest income, a $37.8 million increase in provision for credit losses and a $14.8 million increase in noninterest expense. These results were partially offset by a $24.0 million increase in noninterest income and an $18.0 million decrease in income tax expense.

Net Interest Income and Margin. Our primary source of revenue is net interest income, which is the difference between interest income from interest-earning assets (primarily loans and securities) and interest expense of funding sources (primarily interest-bearing deposits and borrowings). Net interest income is influenced by many factors, primarily the volume and mix of interest-earning assets, funding sources and interest rate fluctuations. Noninterest-bearing sources of funds, such as demand deposits and shareholders’ equity, also support earning assets. Net interest margin is calculated as net interest income divided by average interest-earning assets. Net interest margin is presented on a tax-equivalent basis, which means that tax-free interest income has been adjusted to a pretax-equivalent income, assuming a federal income tax rate of 21% for 2024 and 2023.

In 2024, the Federal Reserve cut its benchmark interest rate three times by a total of 1.00 percentage point, marking the first reductions in four years. These rate cuts lowered the federal funds rate into a range of 4.25% to 4.50%, back to levels in December 2022.

The latest rate cut, announced December 18, 2024, was accompanied by Federal Open Market Committee member forecasts, which reflected expectations of fewer and slower additional interest rate cuts through the end of 2025, 2026 and 2027 than the FOMC forecasted in September 2024. On January 29, 2025, the FOMC left unchanged its overnight borrowing rate in a range between 4.25% and 4.50%. The Federal Open Market Committee (FOMC) concluded its May 2025 meeting with the Federal Reserve maintaining its target range for the federal funds rate at 4.25%-4.50%, as expected. This was the third consecutive meeting that the Federal Reserve held interest rates steady, based in part on concerns over the potential impact of tariffs. The FOMC updated its statement to reflect its view that risks to both of its mandates, the potential for higher unemployment and higher inflation, have risen. A healthy labor market, with unemployment low at 4.20%, gives the Federal Reserve some flexibility to assess the potential impact of tariffs on inflation and the economy. Inflation has been approaching the Federal Reserve's 2.0% target, but tariffs are expected to result in at least a one-time rise in prices. The central bank’s preferred gauge, personal consumption expenditure, showed headline inflation at 2.3%.

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In 2024, net interest income, on a tax-equivalent basis, decreased $12.5 million to $237.2 million with a tax-equivalent net interest margin of 3.35% compared to net interest income, on a tax-equivalent basis, of $249.6 million and a tax-equivalent net interest margin of 3.43% in 2023.

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Average Balance Sheet, Interest and Yield/Rate Analysis. The following table presents average balance sheet information, interest income, interest expense and the corresponding average yields earned and rates paid for the years ended December 31, 2024, 2023 and 2022. The average balances are principally daily averages and, for loans, include both performing and nonperforming balances. Interest income on loans includes the effects of discount accretion and net deferred loan origination costs accounted for as yield adjustments.

Years Ended December 31,
20242023(Restated)2022(Restated)
(tax-equivalent basis, dollars in thousands)Average BalanceInterest & FeesYield/ RateAverage BalanceInterest & FeesYield/ RateAverage BalanceInterest & FeesYield / Rate
Interest-earning assets:
Federal funds sold and cash investments$76,675$3,9585.16%$77,046$3,9225.09%$256,221$3,9071.52%
Investment securities:
Taxable investment securities1,060,51449,7694.69798,57928,6533.59694,26915,8012.28
Investment securities exempt from federal income tax (1)55,6721,9133.4455,9971,7083.05104,9493,4763.31
Total securities1,116,18651,6824.63854,57630,3613.55799,21819,2772.41
Loans:
Loans (2)5,794,141365,8926.316,238,970378,3336.065,743,525285,5774.97
Loans exempt from federal income tax (1)46,0751,9444.2253,2902,2334.1967,8782,6353.88
Total loans5,840,216367,8366.306,292,260380,5666.055,811,403288,2124.77
Loans held for sale7,1853925.454,0342606.4512,6694043.19
Nonmarketable equity securities39,1083,0707.8543,3182,8196.5138,5432,1985.70
Total earning assets7,079,370426,9386.03%7,271,234417,9285.75%6,918,054313,9984.54%
Noninterest-earning assets665,308635,490618,593
Total assets$7,744,678$7,906,724$7,536,647
Interest-bearing liabilities:
Checking and money market deposits$3,580,458$118,6823.31%$3,738,818$109,8312.94%$3,456,890$31,1560.90%
Savings deposits533,1041,7440.33612,2431,6320.27703,3415400.08
Time deposits846,51230,6813.62814,72721,8402.68625,3074,1610.67
Brokered deposits207,7139,5694.6175,9353,6444.8016,5922041.23
Total interest-bearing deposits5,167,787160,6763.115,241,723136,9472.614,802,13036,0610.75
Short-term borrowings45,2511,9604.3323,406680.2958,6881040.18
FHLB advances and other borrowings381,52516,4954.32460,78120,7094.49355,2829,3352.63
Subordinated debt89,0285,2715.9295,9865,2665.49131,2037,4955.71
Trust preferred debentures50,9385,38010.5650,2985,28910.5249,6783,0256.09
Total interest-bearing liabilities5,734,529189,7823.31%5,872,194168,2792.87%5,396,98156,0201.04%
Noninterest-bearing liabilities:
Noninterest-bearing deposits1,106,3881,173,8731,386,251
Other noninterest-bearing liabilities109,77790,56265,539
Total noninterest-bearing liabilities1,216,1651,264,4351,451,790
Shareholders’ equity793,984770,095687,876
Total liabilities and shareholders’ equity$7,744,678$7,906,724$7,536,647
Net interest income / net interest margin (3)$237,1563.35%$249,6493.43%$257,9783.73%

(1)Interest income and average rates for tax-exempt loans and securities are presented on a tax-equivalent basis, assuming a statutory federal income tax rate of 21%. Tax-equivalent adjustments totaled $0.8 million, $0.8 million and $1.3 million for the years ended December 31, 2024, 2023 and 2022, respectively.

(2)Average loan balances include nonaccrual loans. Interest income on loans includes amortization of deferred loan fees, net of deferred loan costs.

(3)Net interest margin during the periods presented represents: (i) the difference between interest income on interest-earning assets and the interest expense on interest-bearing liabilities, divided by (ii) average interest-earning assets for the period.

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Interest Rates and Operating Interest Differential. Increases and decreases in interest income and interest expense result from changes in average balances (volume) of interest-earning assets and interest-bearing liabilities, as well as changes in average interest rates. The following table shows the effect that these factors had on the interest earned on our interest-earning assets and the interest incurred on our interest-bearing liabilities. The effect of changes in volume is determined by multiplying the change in volume by the previous period’s average rate. Similarly, the effect of rate changes is calculated by multiplying the change in average rate by the previous period’s volume. Changes which are not due solely to volume or rate have been allocated proportionally to the change due to volume and the change due to rate.

Year Ended December 31, 2024 compared with Year Ended December 31, 2023Year Ended December 31, 2023 compared with Year Ended December 31, 2022
Change due to:Interest VarianceChange due to:Interest Variance
(tax-equivalent basis, dollars in thousands)VolumeRateVolumeRate
Earning assets:
Federal funds sold and cash investments$(19)$55$36$(5,924)$5,939$15
Investment securities:
Taxable investment securities10,84510,27121,1163,0599,79312,852
Investment securities exempt from federal income tax(11)216205(1,556)(212)(1,768)
Total securities10,83410,48721,3211,5039,58111,084
Loans:
Loans(26,458)14,017(12,441)26,35766,39992,756
Loans exempt from federal income tax(303)14(289)(589)187(402)
Total loans(26,761)14,031(12,730)25,76866,58692,354
Loans held for sale141(9)132(415)271(144)
Nonmarketable equity securities(302)553251291330621
Total earning assets(16,107)25,1179,01021,22382,707103,930
Interest-bearing liabilities:
Checking and money market deposits(5,041)13,8928,8515,41273,26378,675
Savings deposits(235)347112(156)1,2481,092
Time deposits1,0027,8398,8413,16914,51017,679
Brokered time deposits6,198(273)5,9251,7901,6503,440
Total interest-bearing deposits1,92421,80523,72910,21590,671100,886
Short-term borrowings5051,3871,892(83)47(36)
FHLB advances and other borrowings(3,494)(720)(4,214)3,7567,61811,374
Subordinated debt(397)4025(1,972)(257)(2,229)
Trust preferred debentures682391512,2132,264
Total interest-bearing liabilities(1,394)22,89721,50311,967100,292112,259
Net interest income$(14,713)$2,220$(12,493)$9,256$(17,585)$(8,329)

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Interest Income. For the year ended December 31, 2024, interest income, on a tax-equivalent basis, increased $9.0 million to $426.9 million as compared to the prior year. The yield on earning assets increased 28 basis points to 6.03% from 5.75%, primarily due to the impact of increasing market interest rates.

Average earning assets decreased to $7.08 billion in 2024 from $7.27 billion in 2023. Average loans decreased $452.0 million, which was partially offset by an increase in investment securities of $261.6 million.

Average loans decreased $452.0 million in 2024 compared to 2023 primarily due to continued reductions in our equipment financing and consumer loan portfolios. Average equipment finance loan and lease balances decreased $192.7 million to $899.7 million in 2024 as the Company continued to reduce its concentration of this product within the overall loan portfolio. Average consumer loans decreased $327.3 million primarily due to loan payoffs and a cessation in loans originated through GreenSky and LendingPoint.

Interest Expense. Interest expense increased $21.5 million to $189.8 million in 2024 compared to 2023. The cost of interest-bearing liabilities increased to 3.31% compared to 2.87% for the prior year due to the increase in deposit and short-term borrowing costs as a result of the rate increases previously enacted by the Federal Reserve.

Interest expense on deposits increased $23.7 million to $160.7 million in 2024 compared to 2023, primarily due to increases in interest rates on deposits. Average balances of interest-bearing deposit accounts decreased $73.9 million, or 1.4%, to $5.17 billion for 2024 compared to the same period one year earlier. Decreases in interest checking and savings account balances of $158.4 million and $79.1 million, respectively, were partially offset by increases in time and brokered time deposits of $31.8 million and $131.8 million, respectively.

Interest expense on FHLB advances and other borrowings decreased $4.2 million for the year ended December 31, 2024, from the prior year, due to decreases in both average balances and interest rates. The average balances decreased $79.3 million in 2024 compared to 2023, while the average borrowing rates decreased to 4.32% in 2024 compared to 4.49% in 2023.

Provision for Credit Losses. The Company's provision for credit losses was $120.3 million and $82.6 million in 2024 and 2023, respectively. In 2024, the provisions for credit losses on loans and on unfunded commitments were $119.3 million and $1.1 million, respectively. As previously disclosed, the Company recognized charge-offs in its specialty finance and equipment financing units of $25.3 million and $28.8 million, respectively in 2024. These charge-offs, recognized to reduce future credit risk, resulted in the increase in provision expense in 2024.

The provision for credit losses on loans recognized during the year ended December 31, 2024 was made at a level deemed necessary by management to absorb estimated losses in the loan portfolio. A detailed evaluation of the adequacy of the allowance for credit losses is completed quarterly by management, the results of which are used to determine provision for credit losses. Management estimates the allowance balance required using past loan loss experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, economic conditions and reasonable and supportable forecasts along with other qualitative and quantitative factors.

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Noninterest Income. The following table sets forth the major components of our noninterest income for the years ended December 31, 2024, 2023 and 2022:

For the years ended December 31,2024 Compared to 20232023 Compared to 2022
(dollars in thousands)20242023(Restated)2022(Restated)Increase (decrease)Increase (decrease)
Noninterest income:
Wealth management revenue$28,697$25,572$25,708$3,12512.2%$(136)(0.5)%
Service charges on deposit accounts13,15411,99010,2371,1649.71,75317.1
Interchange revenue13,95514,30213,879(347)(2.4)4233.0
Residential mortgage banking revenue2,4181,9031,50951527.139426.1
Income on company-owned life insurance7,6834,4393,5843,24473.185523.9
Loss on sales of investment securities, net(230)(9,372)(230)9,142(97.5)(9,142)3,974.8
Gain on termination of hedged interest rate swaps17,531(17,531)(100.0)
Impairment on commercial mortgage servicing rights(1,263)1,263(100.0)
Credit enhancement income60,99848,19469,97612,80426.6(21,782)(31.1)
Other income12,06617,7568,936(5,690)(32.0)8,82098.7
Total noninterest income$138,741$114,784$149,867$23,95720.9%$(35,083)(23.4)%

Wealth management revenue. Wealth management revenue increased $3.1 million, or 12.2% for 2024, as compared to 2023. Assets under administration increased to $4.15 billion at December 31, 2024 from $3.73 billion at December 31, 2023, primarily due to improved sales activity and an increase in market performance.

Income on company-owned life insurance. Income on company-owned life insurance increased $3.2 million, or 73.1%, for 2024, as compared to 2023. As previously discussed, the Company surrendered certain low-yielding life insurance policies and purchased additional policies in the third quarter of 2023, resulting in the increase in revenue.

Credit enhancement income. The Company recognized $61.0 million of credit enhancement income in 2024 compared to $48.2 million in 2023. The increase in income was primarily related to an increase in LendingPoint program charge-offs which were reimbursed by the program servicer as part of the credit enhancement provided to the Company by the servicing agreement.

Other noninterest income. Other income decreased $5.7 million for 2024, as compared to 2023. Several one-time transactions were recognized in other noninterest income in 2023, including incremental servicing revenues of $2.2 million and $1.6 million related to our commercial FHA servicing portfolio and the GreenSky portfolio, respectively. In addition, the Company recognized a $1.1 million one-time gain from the sale of Visa B stock, a gain of $0.7 million on the redemption of subordinated debt and a gain of $0.8 million on the sale of OREO.

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Noninterest Expense. The following table sets forth the major components of noninterest expense for the years ended December 31, 2024, 2023 and 2022:

Years Ended December 31,2024 Compared to 20232023 Compared to 2022
(dollars in thousands)20242023(Restated)2022(Restated)Increase (decrease)Increase (decrease)
Noninterest expense:
Salaries and employee benefits$93,639$93,438$90,305$2010.2%$3,1333.5%
Occupancy and equipment16,78515,98614,8427995.01,1447.7
Data processing28,16026,28624,3501,8747.11,9368.0
FDIC insurance5,2784,7793,33649910.41,44343.3
Professional services7,8227,0496,90777311.01422.1
Marketing3,9263,1583,31876824.3(160)(4.8)
Communications1,3641,7412,382(377)(21.7)(641)(26.9)
Loan expense5,9544,2064,5861,74841.6(380)(8.3)
Loan servicing fees12,86419,18122,750(6,317)(32.9)(3,569)(15.7)
Amortization of intangible assets4,0084,7585,410(750)(15.8)(652)(12.1)
Other real estate owned5,5693335,1885,2361,572.4(4,855)(93.6)
Loss on mortgage servicing rights held for sale3,250(3,250)(100.0)
Impairment on leased assets and surrendered assets7,8587,858N/A
Other expense14,62812,16811,7882,46020.23803.2
Total noninterest expense$207,855$193,083$198,412$14,7727.7%$(5,329)(2.7)%

Data processing fees. The $1.9 million increase in data processing fees for the year ended December 31, 2024, was primarily the result of our continuing investments in technology to better serve our growing customer base and increased transaction volumes.

Loan expense. Loan collection expenses were $3.7 million in 2024 compared to $2.1 million in 2023 due to the increased volume of nonperforming loans and assets.

Loan servicing fees. Loan servicing fees expense represents servicing fees paid to third parties associated with our third party lending programs. Servicing fees in 2024 and 2023 were $12.9 million and $19.2 million, respectively, as these loan programs continued to pay down.

Other real estate owned. The Company recorded impairment expense of $4.9 million in 2024, related to a single assisted living facility.

Impairment on leased assets and surrendered assets. Impairment on leased assets and surrendered assets totaled $7.9 million in 2024, primarily related to assets associated with the trucking industry.

Other expense. The Company recognized $3.1 million in expenses related to various legal actions in 2024.

Income Tax Expense. The Company recognized income tax expense of $8.9 million in 2024 compared to $26.8 million in 2023. Effective tax rates for 2024 and 2023 were 18.9% and 30.5%, respectively. Income tax expense for 2023 included tax charges of $4.5 million associated with the surrender of certain company-owned life insurance policies, as previously discussed.

Financial Condition

Assets. Total assets were $7.51 billion at December 31, 2024, as compared to $7.79 billion at December 31, 2023.

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Loans. The loan portfolio is the largest category of our assets. The principal segments of our loan portfolio are discussed below:

Commercial loans. We provide a mix of variable and fixed rate commercial loans. The loans are typically made to small- and medium-sized manufacturing, wholesale, retail and service businesses for working capital needs, business expansions and farm operations. Commercial loans generally include lines of credit and loans with maturities of five years or less. The loans are generally made with business operations as the primary source of repayment, but may also include collateralization by inventory, accounts receivable and equipment, and generally include personal guarantees. The commercial loan category also includes loans originated by the equipment financing business that are secured by the underlying equipment.

Commercial real estate loans. Our commercial real estate loans consist of both real estate occupied by the borrower for ongoing operations and non-owner occupied real estate properties. The real estate securing our existing commercial real estate loans includes a wide variety of property types, such as owner occupied offices, warehouses and production facilities, office buildings, hotels, mixed-use residential and commercial facilities, retail centers, multifamily properties, skilled nursing and assisted living facilities. Our commercial real estate loan portfolio also includes farmland loans. Farmland loans are generally made to a borrower actively involved in farming rather than to passive investors.

Construction and land development loans. Our construction and land development loans are comprised of residential construction, commercial construction and land acquisition and development loans. Interest reserves are generally established on real estate construction loans.

The following table presents the balance and associated percentage of the major property types within our commercial real estate and construction and land development loan portfolios at December 31, 2024 and December 31, 2023:

December 31, 2024December 31, 2023
(dollars in thousands)BalancePercentBalancePercent
Multi-Family$547,01618.9%$516,29518.1%
Skilled Nursing400,90213.8469,09616.4
Retail460,28315.9454,58915.9
Industrial/Warehouse235,6748.2217,9567.6
Hotel/Motel228,7647.9159,7075.6
Office146,2955.1153,7565.4
All other872,57230.2888,03931.0
Total commercial real estate and construction and land development loans$2,891,506100.0%$2,859,438100.0%

Loans secured by office space totaled $146.3 million and $153.8 million at December 31, 2024 and December 31, 2023, respectively, primarily located in suburban locations in Illinois and Missouri.

Residential real estate loans. Our residential real estate loans are loans secured by residential properties that generally do not qualify for secondary market sale.

Consumer loans. Our consumer loans include direct personal loans, indirect automobile loans, lines of credit and installment loans originated through home improvement specialty retailers and contractors. Personal loans are generally secured by automobiles, boats and other types of personal property and are made on an installment basis.

Lease financing. Our equipment leasing business provides financing leases to varying types of businesses nationwide for purchases of business equipment and software. The financing is secured by a first priority interest in the financed asset and generally requires monthly payments.

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The following table presents the balance and associated percentage of each major category in our loan portfolio at December 31, 2024 and December 31, 2023:

December 31, 2024December 31, 2023(Restated)
(dollars in thousands)BalancePercentBalancePercent
Loans:
Commercial$1,359,82026.3%$1,505,45424.7%
Commercial real estate2,591,66450.12,406,84539.4
Construction and land development299,8425.8452,5937.4
Residential real estate380,5577.4380,5836.2
Consumer144,3012.8884,76714.5
Lease financing391,3907.6473,3507.8
Total loans, gross5,167,574100.0%6,103,592100.0%
Allowance for credit losses on loans(111,204)(159,319)
Total loans, net$5,056,370$5,944,273

The following tables present our outstanding loans by business sector at December 31, 2024 and 2023:

2024
(dollars in thousands)Community bankSpecialty financeEquipment financeNon-core consumer and otherTotal
Commercial$578,191$281,415$416,969$83,245$1,359,820
Commercial real estate1,950,498641,1662,591,664
Construction and land development184,185115,657299,842
Residential real estate380,557380,557
Consumer109,12035,181144,301
Lease financing391,390391,390
Total$3,202,551$1,038,238$808,359$118,426$5,167,574
2023 (restated)
(dollars in thousands)Community bankSpecialty financeEquipment financeNon-core consumer and otherTotal
Commercial$567,637$283,032$531,143$123,642$1,505,454
Commercial real estate1,755,408651,4372,406,845
Construction and land development273,865178,728452,593
Residential real estate380,583380,583
Consumer110,737774,030884,767
Lease financing473,350473,350
Total$3,088,230$1,113,197$1,004,493$897,672$6,103,592

Total loans decreased $936.0 million, or 15.3%, to $5.17 billion at December 31, 2024, as compared to December 31, 2023. The decrease is primarily due to the Company’s strategic reduction in its non-core consumer loan portfolios, and the continuation of the Company’s plan to decrease its equipment financing portfolio. Consumer loans decreased $740.5 million to $144.3 million at December 31, 2024, primarily due to the loan portfolio sale, transfer to held for sale and loan paydowns. Equipment finance loan and lease balances decreased $196.1 million to $808.4 million at December 31, 2024, as the Company continued to reduce its concentration of this product within the overall loan portfolio. Equipment financing and consumer loans comprised 15.6% and 2.8%, respectively, of the loan portfolio at December 31, 2024, compared to 16.5% and 14.5%, respectively, at

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December 31, 2023.

The following table shows the contractual maturities of our loan portfolio and the distribution between fixed and adjustable interest rate loans at December 31, 2024:

December 31, 2024
Within One YearOne Year to Five YearsFive Years to 15 YearsAfter 15 Years
(dollars in thousands)Fixed RateAdjustable RateFixed RateAdjustable RateFixed RateAdjustable RateFixed RateAdjustable RateTotal
Commercial$91,232$471,409$494,254$60,753$101,217$97,021$$43,934$1,359,820
Commercial real estate436,249376,5931,003,259277,785270,741204,5165,72816,7932,591,664
Construction and land development65,653112,82365,96833,2912,19618,709911,111299,842
Total commercial loans593,134960,8251,563,481371,829374,154320,2465,81961,8384,251,326
Residential real estate3,7295,7338,05518,96222,05437,283182,863101,878380,557
Consumer5,112585101,389134,5512,663144,301
Lease financing25,015295,96470,411391,390
Total loans$626,990$967,143$1,968,889$390,792$501,170$360,192$188,682$163,716$5,167,574

Loan Quality

We use what we believe is a comprehensive methodology to monitor credit quality and prudently manage credit concentration within our loan portfolio. Our underwriting policies and practices govern the risk profile, credit and geographic concentration for our loan portfolio. We also have what we believe to be a comprehensive methodology to monitor these credit quality standards, including a risk classification system that identifies potential problem loans based on risk characteristics by loan type as well as the early identification of deterioration at the individual loan level.

Analysis of the Allowance for Credit Losses on Loans. The allowance for credit losses on loans was $111.2 million, or 2.15% of total loans, at December 31, 2024, compared to $159.3 million, or 2.61% of total loans, at December 31, 2023. The following table allocates the allowance for credit losses on loans by loan category:

December 31, 2024December 31, 2023(Restated)
(dollars in thousands)AllowancePercent(1)AllowancePercent(1)
Commercial$42,7763.15%$29,6721.97%
Commercial real estate36,8371.4220,2290.84
Construction and land development3,5501.184,1630.92
Total commercial loans83,1631.9654,0641.24
Residential real estate8,0022.105,5531.46
Consumer5,4003.7486,7629.81
Lease financing14,6393.7412,9402.73
Total allowance for credit losses on loans$111,2042.15%$159,3192.61%

(1)Represents the percentage of the allowance to total loans in the respective category.

We measure expected credit losses over the life of each loan utilizing a combination of models which measure probability of default and loss given default, among other things. The measurement of expected credit losses is impacted by loan and borrower attributes and certain macroeconomic variables. Models are adjusted to reflect the impact of certain current macroeconomic variables as well as their expected changes over a reasonable and supportable forecast period.

In estimating expected credit losses as of December 31, 2024, we utilized certain forecasted macroeconomic variables from Oxford Economics in our models. The forecasted projections included, among other things, (i) U.S. gross domestic product ranging from 2.5% to 2.6% over the next four quarters; (ii) the 10-year treasury rate ranging from 4.2% to 4.3% over the next four quarters; and (iii) Illinois unemployment rate averaging 5.5% through the fourth quarter of 2025.

We qualitatively adjust the model results based on this scenario for various risk factors that are not considered within our modeling processes but are nonetheless relevant in assessing the expected credit losses within our loan pools. These Q-

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Factor adjustments are based upon management judgment and current assessment as to the impact of risks related to changes in lending policies and procedures; economic and business conditions; loan portfolio attributes and credit concentrations; and external factors, among other things, that are not already fully captured within the modeling inputs, assumptions and other processes. Management assesses the potential impact of such items within a range of severely negative impact to positive impact and adjusts the modeled expected credit loss by an aggregate adjustment percentage based upon the assessment. The qualitative factor adjustment at December 31, 2024, was approximately 67 basis points of total loans, increasing from 41 basis points at December 31, 2023. The Q-Factor adjustment at December 31, 2024 was based primarily on declining credit quality indicators and increased collateral valuation risks within the commercial real estate secured loan segments.

The allowance allocated to commercial loans totaled $42.8 million, or 3.15% of total commercial loans, at December 31, 2024, compared to $29.7 million, or 1.97%, at December 31, 2023. Modeled expected credit losses increased $13.6 million primarily related to one third-party loan program. Qualitative factor adjustments related to commercial loans increased $1.2 million due to increases in the credit quality factor as a result of the deteriorating credit quality metrics. Specific allocations for commercial loans that were individually evaluated for expected credit losses on an individual basis decreased $1.8 million from December 31, 2023, as these loans were charged-off in 2024.

The allowance allocated to commercial real estate loans totaled $36.8 million, or 1.42% of total commercial real estate loans, at December 31, 2024, increasing $16.6 million, from $20.2 million, or 0.84% of total commercial real estate loans, at December 31, 2023. Modeled expected credit losses increased $0.6 million. Qualitative factor adjustments increased $5.5 million due to increases in the credit quality and collateral adequacy factors. Specific allocations for loans that were individually evaluated increased $10.5 million related to two relationships in our Specialty Finance Group. The commercial real estate portfolio does not include significant exposure to urban office properties.

The allowance allocated to construction and land development loans totaled $3.6 million, or 1.18% of total construction and land development loans, at December 31, 2024, decreasing $0.6 million, from $4.2 million, or 0.92% of total constructions loans, at December 31, 2023. Modeled expected credit losses decreased $1.2 million and qualitative factor adjustments related to construction loans increased $0.6 million. There were no specific allocations for construction loans that were evaluated for expected credit losses on an individual basis at December 31, 2024.

The allowance allocated to residential real estate loans totaled $8.0 million, or 2.10% of total residential real estate loans, at December 31, 2024, increasing $2.4 million, from $5.6 million, or 1.46% of total residential real estate loans, at December 31, 2023. Modeled expected credit losses and qualitative factor adjustments increased $2.0 million and $0.4 million, respectively. Recent charge-off activity resulted in the increase in modeled expected losses. There were no specific allocations for residential real estate loans that were evaluated for expected credit losses on an individual basis at December 31, 2024.

The allowance allocated to consumer loans totaled $5.4 million, or 3.74% of total consumer loans, at December 31, 2024, compared to $86.8 million, or 9.81%, at December 31, 2023. Consumer loans at December 31, 2024, totaled $144.3 million, a decrease of $740.5 million from December 31, 2023, as a result of the sale of the LendingPoint portfolio and the transfer of a significant portion of the GreenSky portfolio to held for sale. The related allowances for credit losses for both portfolios were eliminated at December 31, 2024, due to the these actions. Specific allocations for consumer loans that were evaluated for expected credit losses on an individual basis decreased $0.1 million.

The allowance allocated to the lease portfolio totaled $14.6 million, or 3.74% of total commercial leases, at December 31, 2024, increasing $1.7 million, from $12.9 million, or 2.73% of total commercial leases at December 31, 2023. Modeled expected credit losses increased $1.4 million as recent charge-off activity led to an increase in loss given default factors in the model. Qualitative factor adjustments and specific allocation reserves increased $0.1 million and $0.2 million, respectively.

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The following table provides an analysis of the allowance for credit losses on loans, provision for credit losses on loans and net charge-offs for the years ended 2024, 2023, and 2022:

Years Ended December 31,
(dollars in thousands)20242023(Restated)2022(Restated)
Balance, beginning of period$159,319$128,889$89,444
Charge-offs:
Commercial30,45313,7038,441
Commercial real estate9,9985,0004,106
Construction and land development17,9911,6016
Residential real estate817271344
Consumer98,05133,14924,091
Lease financing14,3235,0261,297
Total charge-offs171,63358,75038,285
Recoveries:
Commercial9471,785401
Commercial real estate2,2404,0067
Construction and land development33330
Residential real estate238138252
Consumer274288457
Lease financing5543701,148
Total recoveries4,2566,6202,295
Net charge-offs167,37752,13035,990
Provision for credit losses on loans119,26282,56075,435
Balance, end of period$111,204$159,319$128,889
Gross loans, end of period$5,167,574$6,103,592$6,277,810
Average total loans$5,840,216$6,292,260$5,811,403
Net charge-offs to average loans2.87%0.83%0.62%
Allowance for credit losses to total loans2.15%2.61%2.05%

Individual loans considered to be uncollectible are charged-off against the allowance. Factors used in determining the amount and timing of charge-offs on loans include consideration of the loan type, length of delinquency, sufficiency of collateral value, lien priority and the overall financial condition of the borrower. Collateral value is determined using updated appraisals and/or other market comparable information. Charge-offs are generally taken on loans when the collectability of a loan balance is unlikely. Recoveries on loans previously charged-off are added to the allowance.

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The following tables present charge-offs by business sector for the years ended 2024 and 2023:

2024
(dollars in thousands)Community bankSpecialty financeEquipment financeNon-core consumer and otherTotal charge-offs
Commercial$8,210$121$14,457$7,665$30,453
Commercial real estate2,8467,1529,998
Construction and land development17,99117,991
Residential real estate817817
Consumer92797,12498,051
Lease financing14,32314,323
Total$12,800$25,264$28,780$104,789$171,633
2023(Restated)
(dollars in thousands)Community bankSpecialty financeEquipment financeNon-core consumer and otherTotal charge-offs
Commercial$2,664$93$4,600$6,346$13,703
Commercial real estate2,3712,6295,000
Construction and land development1,6011,601
Residential real estate271271
Consumer1,04632,10333,149
Lease financing5,0265,026
Total$7,953$2,722$9,626$38,449$58,750

Charge-offs in 2024 increased to $171.6 million from $58.8 million in 2023. Charge-offs related to our Specialty Finance Group totaled $25.3 million in 2024 based on updated appraisals of all substandard relationships. Consumer loan charge-offs totaled $98.1 million in 2024, increasing $64.9 million from 2023, primarily due to the recognition of charge-offs of $17.3 million in connection with the sale of our Lending Point portfolio and $35.0 million in connection with the planned sale and transfer of the GreenSky portfolio to held for sale. Our equipment finance business saw charge-offs increase to $28.8 million in 2024 from $9.6 million in 2023, due primarily to continued weakness within the trucking sector.

Nonperforming Loans. The following table presents the change in our non-performing loans for the year ended December 31, 2024:

(dollars in thousands)Year Ended December 31, 2024
Balance, beginning of period$56,351
New nonperforming loans158,722
Return to performing status(1,902)
Payments received(8,402)
Transfer to OREO and other repossessed assets(1,234)
Charge-offs(52,628)
Balance, end of period$150,907

Non-performing loans increased $94.5 million to $150.9 million at December 31, 2024, compared to $56.4 million at December 31, 2023. The majority of the increase is attributable to multi-family construction or multi-family project nonperforming loans of $57.6 million and health care related loans, including assisted living and skilled nursing, which increased $15.5 million. These loans are outside of the Company’s core market.

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The following table sets forth our nonperforming assets by asset categories as of the dates indicated. Nonperforming loans include nonaccrual loans and loans past due 90 days or more and still accruing interest. The balances of nonperforming loans reflect the net investment in these assets.

(dollars in thousands)December 31, 2024December 31, 2023December 31, 2022
Nonperforming loans:
Commercial$23,960$9,282$7,853
Commercial real estate106,91933,89129,602
Construction and land development8,43839229
Residential real estate3,4383,8698,449
Consumer20137921
Lease financing8,1329,1332,369
Total nonperforming loans150,90756,35149,423
Other real estate owned and other repossessed assets6,50211,3508,401
Nonperforming assets$157,409$67,701$57,824
Nonperforming loans to total loans2.92%0.92%0.78%
Nonperforming assets to total assets2.10%0.87%0.74%
Allowance for credit losses to nonperforming loans73.69%282.73%260.79%

We did not recognize interest income on nonaccrual loans during the years ended December 31, 2024 or 2023 while the loans were in nonaccrual status. Additional interest income that would have been recorded on nonaccrual loans had they been current in accordance with their original terms was $9.6 million and $3.4 million for the years ended December 31, 2024 and 2023, respectively.

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Investment Securities. Our investment strategy aims to maximize earnings while maintaining liquidity in securities with minimal credit risk. The types and maturities of securities purchased are primarily based on our current and projected liquidity and interest rate sensitivity positions. In the periods presented, all investment securities of the Company are classified as available for sale and, therefore, the book value of investment securities is equal to the fair market value.

The following table sets forth the book value and associated percentage of each category of investment securities at December 31, 2024, 2023 and 2022.

December 31, 2024December 31, 2023December 31, 2022
(dollars in thousands)BalancePercentBalancePercentBalancePercent
Investment securities available for sale:
U.S. Treasury securities$%$1,0970.1%$81,23010.6%
U.S. government sponsored entities and U.S. agency securities20,1411.772,5727.937,5094.9
Mortgage-backed securities - agency847,05670.1574,50062.7448,15058.3
Mortgage-backed securities - non-agency101,0128.483,5299.120,7542.7
State and municipal securities69,0615.757,4606.394,63612.3
Corporate securities79,8816.699,17210.985,95511.2
Other securities90,4237.527,5653.0
Total investment securities, available for sale, at fair value$1,207,574100.0%$915,895100.0%$768,234100.0%

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The following table sets forth the book value, maturities and weighted average yields for our investment portfolio at December 31, 2024.

(dollars in thousands)BalancePercentWeighted average yield
Investment securities available for sale:
U.S. government sponsored entities and U.S. agency securities:
Maturing within one year$%%
Maturing in one to five years13,4881.12.84
Maturing in five to ten years4,9730.45.53
Maturing after ten years1,6800.26.85
Total U.S. government sponsored entities and U.S. agency securities$20,1411.7%3.84%
Mortgage-backed securities - agency:
Maturing within one year$%%
Maturing in one to five years32,6252.71.94
Maturing in five to ten years7,2600.63.47
Maturing after ten years807,17166.84.44
Total mortgage-backed securities - agency$847,05670.1%4.34%
Mortgage-backed securities - non-agency:
Maturing within one year$%%
Maturing in one to five years
Maturing in five to ten years12,8051.16.07
Maturing after ten years88,2077.34.86
Total mortgage-backed securities - non-agency$101,0128.4%5.01%
State and municipal securities (1):
Maturing within one year$315%6.16%
Maturing in one to five years7,9440.72.52
Maturing in five to ten years25,9072.12.43
Maturing after ten years34,8952.94.90
Total state and municipal securities$69,0615.7%3.71%
Corporate securities:
Maturing within one year$%%
Maturing in one to five years35,3092.95.58
Maturing in five to ten years44,5723.73.67
Maturing after ten years
Total corporate securities$79,8816.6%4.51%
Other securities:
Maturing within one year$3,8730.3%5.34%
Maturing in one to five years
Maturing in five to ten years13,2821.16.13
Maturing after ten years73,2686.15.90
Total other securities$90,4237.5%5.91%
Total investment securities, available for sale$1,207,574100.0%4.48%

(1)Weighted average yield for tax-exempt securities are presented on a tax-equivalent basis assuming a federal income tax rate of 21%.

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The table below presents the credit ratings for our investment securities classified as available for sale, at fair value, at December 31, 2024.

AmortizedFairAverage credit rating
(dollars in thousands)costValueAAAAA+/-A+/-BBB+/-BBB-Not Rated
Investment securities available for sale:
U.S. government sponsored entities and U.S. agency securities$21,655$20,141$$20,141$$$$
Mortgage-backed securities - agency940,508847,056847,056
Mortgage-backed securities - non-agency103,051101,012101,012
State and municipal securities75,59769,0618,33054,9893341305,278
Corporate securities85,60279,88115,54654,7377,1672,431
Other securities90,37290,42342,58047,843
Total investment securities, available for sale$1,316,785$1,207,574$50,910$1,071,041$15,880$54,867$7,167$7,709

Liabilities. At December 31, 2024, liabilities totaled $6.80 billion compared to $7.07 billion at December 31, 2023.

Deposits. We emphasize developing total client relationships with our customers in order to increase our retail and commercial core deposit bases, which are our primary funding sources. Our deposits consist of noninterest-bearing and interest-bearing demand, savings and time deposit accounts.

Total deposits decreased $112.3 million to $6.20 billion at December 31, 2024, as compared to December 31, 2023. Decreases in noninterest-bearing demand account, interest-bearing checking account, and savings account balances of $89.8 million, $133.6 million and $52.0 million, respectively, during this period, were partially offset by increases in money market account and time deposit account balances. Brokered time deposit account balances increased to $259.5 million at December 31, 2024 from $94.5 million at December 31, 2023, accounting for the increase in time deposit account balances. Deposit outflows were primarily related to certain larger commercial clients moving funds to the Company's wealth management business.

(dollars in thousands)December 31, 2024December 31, 2023December 31, 2022
BalancePercentBalancePercentBalancePercent
Noninterest-bearing demand$1,055,56417.0%$1,145,39518.1%$1,362,15821.4%
Interest-bearing:
Checking2,378,25638.42,511,84039.82,494,07339.2
Money market1,173,63018.91,135,62918.01,184,10118.6
Savings507,3058.2559,2678.9661,93210.4
Time1,082,48817.5957,39815.2662,38810.4
Total deposits$6,197,243100.0%$6,309,529100.0%$6,364,652100.0%

The following table sets forth the maturity of uninsured time deposits as of December 31, 2024:

(dollars in thousands)Amount
Three months or less$51,086
Three to six months18,399
Six to 12 months13,975
After 12 months5,098
Total$88,558

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Capital Resources and Liquidity Management

Capital Resources. Shareholders’ equity is influenced primarily by earnings, dividends, issuances and redemptions of common and preferred stock and changes in accumulated other comprehensive income caused primarily by fluctuations in unrealized holding gains or losses, net of taxes, on available-for-sale investment securities, fair value hedges and cash flow hedges.

Shareholders’ equity decreased $4.3 million to $710.8 million at December 31, 2024, as compared to December 31, 2023. The change in shareholders’ equity was the primarily the result of net income of $38.0 million, less dividends to common shareholders of $27.1 million, dividends to preferred shareholders of $8.9 million, the repurchases of common stock of $5.5 million and increase in accumulated other comprehensive losses of $5.2 million.

On December 5, 2023, the Company’s board of directors authorized a share repurchase program, pursuant to which the Company is authorized to repurchase up to $25.0 million of common stock through December 31, 2024. During the year ended December 31, 2024, the Company repurchased 228,266 shares of its common stock at a weighted average price of $23.93 under its stock repurchase program. The program terminated effective December 31, 2024.

Liquidity Management. Liquidity refers to the measure of our ability to meet the cash flow requirements of depositors and borrowers, while at the same time meeting our operating, capital and strategic cash flow needs, all at a reasonable cost. We continuously monitor our liquidity position to ensure that assets and liabilities are managed in a manner that will meet all short-term and long-term cash requirements. We manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our shareholders.

Integral to our liquidity management is the administration of short-term borrowings. To the extent we are unable to obtain sufficient liquidity through core deposits, we seek to meet our liquidity needs through wholesale funding or other borrowings on either a short- or long-term basis.

Securities sold under agreements to repurchase, which are classified as secured borrowings, generally mature within one to four days from the transaction date. Securities sold under agreements to repurchase are reflected at the amount of cash received in connection with the transaction, which represents the amount of the Bank’s obligation. The Bank may be required to provide additional collateral based on the fair value of the underlying securities. Investment securities with a carrying amount of $15.0 million and $20.9 million at December 31, 2024 and December 31, 2023, respectively, were pledged for securities sold under agreements to repurchase.

The table below presents our sources of liquidity as of December 31, 2024 and December 31, 2023:

(dollars in thousands)December 31, 2024December 31, 2023
Cash and cash equivalents$114,766$135,061
Unpledged securities672,399346,843
FHLB committed liquidity1,290,246935,977
FRB discount window availability538,835699,896
Total Estimated Liquidity$2,616,246$2,117,777
Conditional Funding Based on Market Conditions
Additional credit facility$360,000$419,000
Brokered CDs (additional capacity)$350,000$500,000

The Company is a corporation separate and apart from the Bank and, therefore, must provide for its own liquidity. The Company’s main source of funding is dividends declared and paid to it by the Bank. There are statutory, regulatory and debt covenant limitations that affect the ability of the Bank to pay dividends to the Company. Management believed at December 31, 2024, that these limitations will not impact our ability to meet our ongoing short-term cash obligations.

Regulatory Capital Requirements

We are subject to various regulatory capital requirements administered by the federal and state banking regulators. Failure to meet regulatory capital requirements may result in certain mandatory and possible additional discretionary actions by

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regulators that, if undertaken, could have a direct material effect on our financial statements. Under capital adequacy guidelines and the regulatory framework for “prompt corrective action”, we must meet specific capital guidelines that involve quantitative measures of our assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting policies.

The Company adopted the five-year CECL transition option in 2020 provided for by the Office of the Comptroller of the Currency, the Federal Reserve, and the FDIC in March 2020. At the end of 2024 this transition will be complete.

At December 31, 2024, the Company and the Bank exceeded the regulatory minimums and met the regulatory definition of well-capitalized. The following table presents the Company's and the Bank’s capital ratios and the minimum requirements at December 31, 2024:

RatioActualMinimumRegulatoryRequirements (1)Well Capitalized
Total risk-based capital ratio
Midland States Bancorp, Inc.13.07%10.50%N/A
Midland States Bank12.4310.5010.00%
Tier 1 risk-based capital ratio
Midland States Bancorp, Inc.10.758.50N/A
Midland States Bank11.188.508.00
Common equity tier 1 risk-based capital ratio
Midland States Bancorp, Inc.8.007.00N/A
Midland States Bank11.187.006.50
Tier 1 leverage ratio
Midland States Bancorp, Inc.9.034.00N/A
Midland States Bank9.384.005.00

(1)Total risk-based capital ratio, Tier 1 risk-based capital ratio and Common equity tier 1 risk-based capital ratio include the capital conservation buffer of 2.5%.

Off-Balance Sheet Arrangements

We have limited off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our financial condition, revenues, expenses, results of operations, liquidity, capital expenditures or capital resources.

In the normal course of business, we enter into various transactions, which, in accordance with GAAP, are not included in our consolidated balance sheets. We enter into these transactions to meet the financing needs of our customers. These transactions include commitments to extend credit and standby letters of credit, which involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amounts recognized in our consolidated balance sheets. Most of these commitments mature within two years and are expected to expire without being drawn upon. Standby letters of credit are included in the determination of the amount of risk-based capital that the Company and the Bank are required to hold.

We enter into contractual loan commitments to extend credit, normally with fixed expiration dates or termination clauses, at specified rates and for specific purposes. Substantially all of our commitments to extend credit are contingent upon customers maintaining specific credit standards until the time of loan funding. We decrease our exposure to losses under these commitments by subjecting them to credit approval and monitoring procedures. We assess the credit risk associated with certain commitments to extend credit and establish a liability for probable credit losses.

Standby letters of credit are written conditional commitments issued by us to guarantee the performance of a customer to a third party. In the event that the customer does not perform in accordance with the terms of the agreement with the third party, we would be required to fund the commitment. The maximum potential amount of future payments we could be required to make is represented by the contractual amount of the commitment. If the commitment is funded, we would be entitled to seek recovery from the customer. Our policies generally require that standby letter of credit arrangements contain security and debt covenants similar to those contained in loan agreements.

We guarantee the distributions and payments for redemption or liquidation of the trust preferred securities issued by our wholly owned subsidiary business trusts to the extent of funds held by the trusts. Although this guarantee is not separately

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recorded, the obligation underlying the guarantee is fully reflected on our consolidated balance sheets as junior subordinated debentures held by subsidiary trusts. The junior subordinated debentures currently qualify as Tier 1 capital under the Federal Reserve capital adequacy guidelines.

FY 2023 10-K MD&A

SEC filing source: 0001466026-24-000009.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2024-02-23. Report date: 2023-12-31.

ITEM 7 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes thereto, included in Item 8 - "Financial Statements and Supplementary Data", and other financial data appearing elsewhere in this report. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Certain risks, uncertainties and other factors, including but not limited to those set forth under “Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995,” Item 1A – "Risk Factors” and elsewhere in this report, may cause actual results to differ materially from those projected in the forward-looking statements. We assume no obligation to update any of these forward-looking statements. Readers of our Annual Report on Form 10-K should therefore consider these risks and uncertainties in evaluating forward-looking statements and should not place undue reliance on forward-looking statements.

Overview

Midland States Bancorp, Inc. is a diversified financial holding company headquartered in Effingham, Illinois. Its wholly-owned banking subsidiary, Midland States Bank, has branches across Illinois and in Missouri, and provides a full range of commercial and consumer banking products and services, business equipment financing, merchant credit card services, and trust and investment management services and insurance and financial planning services. As of December 31, 2023, we had assets of $7.87 billion, deposits of $6.31 billion and shareholders’ equity of $791.9 million.

Our strategic plan is focused on building a performance-based, customer-centric culture, creating revenue diversification, seeking accretive acquisitions, achieving operational excellence and maintaining a robust enterprise-wide risk management program. Over the past several years, we have grown organically and through a series of acquisitions, with an over-arching focus on enhancing shareholder value and building a platform for scalability.

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Our principal lines of business include traditional community banking and wealth management. Our traditional community banking business primarily consists of commercial and retail lending and deposit taking. Our wealth management group provides a comprehensive suite of trust and wealth management products and services, and had $3.73 billion of assets under administration as of December 31, 2023.

Our principal business activity has been lending to and accepting deposits from individuals, businesses, municipalities and other entities. We have derived income principally from interest charged on loans and leases and, to a lesser extent, from interest and dividends earned on investment securities. We have also derived income from noninterest sources, such as: fees received in connection with various lending and deposit services; wealth management services; commercial FHA mortgage loan servicing; residential mortgage loan originations and sales; and, from time to time, gains on sales of assets. Our principal expenses include interest expense on deposits and borrowings, operating expenses, such as salaries and employee benefits, occupancy and equipment expenses, data processing costs, professional fees and other noninterest expenses, provisions for credit losses and income tax expense.

Material Trends and Developments

Community Banking. We believe the most important trends affecting community banks in the United States over the foreseeable future will be related to heightened regulatory capital requirements, increasing regulatory burdens generally, including the implementation of the Dodd-Frank Act and the regulations promulgated and to be promulgated thereunder, and net interest margin compression. We expect that community banks will face increased competition for lower cost capital as a result of regulatory policies that may offer larger financial institutions greater access to government assistance than is available for smaller institutions, including community banks. We expect that troubled community banks will continue to face significant challenges when attempting to raise capital. We also believe that heightened regulatory capital requirements will make it more difficult for even well-capitalized, healthy community banks to grow in their communities. We believe these trends will favor community banks that have sufficient capital, a diversified business model and a strong deposit franchise, and we believe we possess these characteristics.

We also believe that increased regulatory burdens will have a significant adverse effect on smaller community banks, which often lack the personnel, experience and technology to efficiently comply with new regulations in a variety of areas in the banking industry, including in the areas of deposits, lending, compensation, information security and overdraft protection. We believe the increased costs to smaller community banks from a more complex regulatory environment, coupled with challenges in the real estate lending area, present attractive acquisition opportunities for larger community banks that have already made significant investments in regulatory compliance and risk management and can acquire and quickly integrate these smaller institutions into their existing platform. Furthermore, we believe that, as a result of our significant operational investments and our experience acquiring other institutions and quickly integrating them into our organization, we are well positioned to capitalize on the challenges facing smaller community banks.

We continue to believe we have significant opportunities for further growth through additional acquisitions of banks, branches, wealth management firms and trust departments of community banks, selective de novo opportunities, continued expansion of our wealth management operations, the hiring of commercial banking and wealth management professionals from other organizations and organic growth within our existing branch network. We also believe we have the necessary experience, management and infrastructure to take advantage of these growth opportunities.

Credit Reserves. One of our key operating objectives has been, and continues to be, maintenance of an appropriate level of reserve protection against estimated losses in our loan portfolio. Our allowance for credit losses on loans totaled $68.5 million, or 1.12% of total loans, and $61.1 million, or 0.97% of total loans, at December 31, 2023 and 2022, respectively.

Regulatory Environment. As a result of regulatory changes, including the Dodd-Frank Act and the Basel III Rule, we expect to be subject to more restrictive capital requirements, more stringent asset concentration and growth limitations and new and potentially heightened examination and reporting requirements. We also expect to face a more challenging environment for customer loan demand due to the increased costs that could be ultimately borne by borrowers, and to incur higher costs to comply with these new regulations. This uncertain regulatory environment could have a detrimental impact on our ability to manage our business consistent with historical practices and cause difficulty in executing our growth plan. See Item 1A - "Risk Factors—Legal, Accounting and Compliance Risks” and Item 1 - "Business—Supervision and Regulation.”

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Additional Factors Affecting Comparability

Each factor listed below affects the comparability of our results of operations and financial condition in 2023 and 2022, and may affect the comparability of financial information we report in future fiscal periods.

Balance Sheet Repositioning. In 2023, the Company took advantage of certain market conditions to reposition out of lower yielding securities into other structures, which are expected to result in improved overall margin, liquidity and capital allocations. These transactions resulted in losses of $9.4 million.

In addition, in the third quarter of 2023, the Company surrendered certain low-yielding life insurance policies and purchased additional policies. The Company recognized a $4.5 million tax charge related to the surrender of the policies.

Redemption of Subordinated Notes. In the second quarter of 2023, the Company redeemed $6.6 million of outstanding subordinated notes. The weighted average redemption price was 89.2% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest. The Company recorded gains totaling $0.7 million on these redemptions.

On October 15, 2022, the Company redeemed the outstanding Fixed-to-Floating Rate Subordinated Notes due October 15, 2027, having an aggregate principal amount of $40.0 million, in accordance with the terms of the notes. The aggregate redemption price was 100% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest.

Preferred Stock Issuance. On August 24, 2022, the Company issued and sold 4,600,000 depositary shares, each representing a 1/40th ownership interest in a share of the Company’s 7.75% fixed rate reset non-cumulative, non-convertible, perpetual preferred stock, Series A. The net proceeds were $110.5 million.

Commercial FHA Mortgage Loan Servicing Rights. During the third quarter of 2022, we committed to a plan to sell the commercial servicing rights asset and transferred $24.0 million of commercial FHA loan servicing rights to held for sale. At June 30, 2023, the Company abandoned its plans to sell this servicing asset and removed this asset from held for sale at lower of cost or fair value with no gain or loss recognized.

Termination of Hedged Interest Rate Swaps. On October 24, 2022, the Company terminated the $140.0 million notional amount of future starting pay-fixed, receive-variable interest rate swaps on certain FHLB or other fixed-rate advances. The Company realized a $17.5 million net gain upon termination.

Recent Acquisitions. On June 17, 2022, the Company completed its acquisition of the deposits and certain loans and other assets associated with FNBC's branches in Mokena and Yorkville, Illinois. The Company acquired $79.8 million in assets, including $60.3 million in cash and $16.6 million in loans, and assumed $79.8 million in deposits.

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Results of Operations

Overview. The following table sets forth condensed income statement information of the Company for the years ended 2023, 2022, and 2021:

Years Ended December 31,
(dollars in thousands, except per share data)202320222021
Income Statement Data:
Interest income$404,296$301,755$237,817
Interest expense168,27956,02030,142
Net interest income236,017245,735207,675
Provision for credit losses21,13220,1263,393
Noninterest income66,59079,89169,899
Noninterest expense173,902175,662175,069
Income before income taxes107,573129,83899,112
Income taxes32,11330,81317,795
Net income75,46099,02581,317
Preferred dividends8,9133,169
Net income available to common shareholders$66,547$95,856$81,317
Per Share Data:
Basic earnings per common share$2.97$4.24$3.58
Diluted earnings per common share2.974.233.57
Performance Metrics:
Return on average assets0.95%1.31%1.18%
Return on average shareholders' equity9.80%14.40%12.65%

During the year ended December 31, 2023, we generated net income of $75.5 million, or diluted earnings per common share of $2.97, compared to net income of $99.0 million, or diluted earnings per common share of $4.23, in the year ended December 31, 2022. Earnings for 2023 compared to 2022 decreased primarily due to a $9.7 million decrease in net interest income, a $1.0 million increase in provision for credit losses, a $13.3 million decrease in noninterest income, and a $1.3 million increase in income tax expense. These results were partially offset by a $1.8 million decrease in noninterest expense.

Net Interest Income and Margin. Our primary source of revenue is net interest income, which is the difference between interest income from interest-earning assets (primarily loans and securities) and interest expense of funding sources (primarily interest-bearing deposits and borrowings). Net interest income is influenced by many factors, primarily the volume and mix of interest-earning assets, funding sources, and interest rate fluctuations. Noninterest-bearing sources of funds, such as demand deposits and shareholders’ equity, also support earning assets. Net interest margin is calculated as net interest income divided by average interest-earning assets. Net interest margin is presented on a tax-equivalent basis, which means that tax-free interest income has been adjusted to a pretax-equivalent income, assuming a federal income tax rate of 21% for 2023 and 2022.

The Federal Reserve left interest rates unchanged at its meeting in December 2023 but signaled that it was no longer expecting further interest rate increases in its historic inflation fight, and that it could also cut interest rates three times in 2024. In 2023, the Federal Reserve increased the federal funds rate 100 basis points to a target range of 5.25%-5.50%, the highest since August 2007. This compares to rate increases totaling 425 basis points in 2022. The benchmark federal funds rate remains at a target range between 5.25%-5.50%, compared to a target range of 0.00%-0.25% at the beginning of 2022.

In 2023, net interest income, on a tax-equivalent basis, decreased to $236.8 million with a tax-equivalent net interest margin of 3.26% compared to net interest income, on a tax-equivalent basis, of $247.0 million and a tax-equivalent net interest margin of 3.57% in 2022.

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Average Balance Sheet, Interest and Yield/Rate Analysis. The following table presents average balance sheet information, interest income, interest expense and the corresponding average yields earned and rates paid for the years ended December 31, 2023, 2022 and 2021. The average balances are principally daily averages and, for loans, include both performing and nonperforming balances. Interest income on loans includes the effects of discount accretion and net deferred loan origination costs accounted for as yield adjustments.

Years Ended December 31,
202320222021
(tax-equivalent basis, dollars in thousands)Average BalanceInterest & FeesYield/ RateAverage BalanceInterest & FeesYield/ RateAverage BalanceInterest & FeesYield / Rate
Interest-earning assets:
Federal funds sold and cash investments$77,046$3,9225.09%$256,221$3,9071.52%$518,804$7280.14%
Investment securities:
Taxable investment securities798,57928,6533.59694,26915,8012.28646,07913,8982.15
Investment securities exempt from federal income tax (1)55,9971,7083.05104,9493,4763.31130,4954,2223.24
Total securities854,57630,3613.55799,21819,2772.41776,57418,1202.33
Loans:
Loans (2)6,238,970365,5295.865,743,525274,6174.784,821,718213,9224.44
Loans exempt from federal income tax (1)53,2902,2334.1967,8782,6353.8881,7303,1273.38
Total loans6,292,260367,7625.845,811,403277,2524.774,903,448217,0494.43
Loans held for sale4,0342606.4512,6694043.1937,6381,1152.96
Nonmarketable equity securities43,3182,8196.5138,5432,1985.7047,0452,3484.99
Total earning assets7,271,234405,1245.57%6,918,054303,0384.38%6,283,509239,3603.81%
Noninterest-earning assets635,490618,593598,083
Total assets$7,906,724$7,536,647$6,881,592
Interest-bearing liabilities:
Checking and money market deposits$3,738,818$109,8312.94%$3,456,890$31,1560.90%$2,467,288$3,0200.12%
Savings deposits612,2431,6320.27703,3415400.08655,7351640.02
Time deposits814,72721,8402.68625,3074,1610.67690,5587,3731.07
Brokered time deposits75,9353,6444.8016,5922041.2332,4194001.23
Total interest-bearing deposits5,241,723136,9472.614,802,13036,0610.753,846,00010,9570.28
Short-term borrowings23,406680.2958,6881040.1868,986860.12
FHLB advances and other borrowings460,78120,7094.49355,2829,3352.63473,3718,4431.78
Subordinated debt95,9865,2665.49131,2037,4955.71153,1268,7055.68
Trust preferred debentures50,2985,28910.5249,6783,0256.0949,0981,9513.97
Total interest-bearing liabilities5,872,194168,2792.87%5,396,98156,0201.04%4,590,58130,1420.66%
Noninterest-bearing liabilities:
Noninterest-bearing deposits1,173,8731,386,2511,568,005
Other noninterest-bearing liabilities90,56265,53980,308
Total noninterest-bearing liabilities1,264,4351,451,7901,648,313
Shareholders’ equity770,095687,876642,698
Total liabilities and shareholders’ equity$7,906,724$7,536,647$6,881,592
Net interest income / net interest margin (3)$236,8453.26%$247,0183.57%$209,2183.33%

(1)Interest income and average rates for tax-exempt loans and investment securities are presented on a tax-equivalent basis, assuming a statutory federal income tax rate of 21%. Tax-equivalent adjustments totaled $0.8 million, $1.3 million and $1.5 million for the years ended December 31, 2023, 2022 and 2021, respectively.

(2)Average loan balances include nonaccrual loans. Interest income on loans includes amortization of deferred loan fees, net of deferred loan costs.

(3)Net interest margin during the periods presented represents: (i) the difference between interest income on interest-earning assets and the interest expense on interest-bearing liabilities, divided by (ii) average interest-earning assets for the period.

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Interest Rates and Operating Interest Differential. Increases and decreases in interest income and interest expense result from changes in average balances (volume) of interest-earning assets and interest-bearing liabilities, as well as changes in average interest rates. The following table shows the effect that these factors had on the interest earned on our interest-earning assets and the interest incurred on our interest-bearing liabilities. The effect of changes in volume is determined by multiplying the change in volume by the previous period’s average rate. Similarly, the effect of rate changes is calculated by multiplying the change in average rate by the previous period’s volume. Changes which are not due solely to volume or rate have been allocated proportionally to the change due to volume and the change due to rate.

Year Ended December 31, 2023 compared with Year Ended December 31, 2022Year Ended December 31, 2022 compared with Year Ended December 31, 2021
Change due to:Interest VarianceChange due to:Interest Variance
(tax-equivalent basis, dollars in thousands)VolumeRateVolumeRate
Earning assets:
Federal funds sold and cash investments$(5,924)$5,939$15$(2,186)$5,365$3,179
Investment securities:
Taxable investment securities3,0599,79312,8521,0668371,903
Investment securities exempt from federal income tax(1,556)(212)(1,768)(836)90(746)
Total securities1,5039,58111,0842309271,157
Loans:
Loans26,35864,55490,91242,48618,20960,695
Loans exempt from federal income tax(589)187(402)(534)42(492)
Total loans25,76964,74190,51041,95218,25160,203
Loans held for sale(415)271(144)(768)57(711)
Nonmarketable equity securities291330621(455)305(150)
Total earning assets$21,224$80,862$102,086$38,773$24,905$63,678
Interest-bearing liabilities:
Checking and money market deposits$5,412$73,263$78,675$2,471$25,665$28,136
Savings deposits(156)1,2481,09224352376
Time deposits3,16914,51017,679(565)(2,647)(3,212)
Brokered time deposits1,7901,6503,440(196)(196)
Total interest-bearing deposits10,21590,671100,8861,73423,37025,104
Short-term borrowings(83)47(36)(16)3418
FHLB advances and other borrowings3,7567,61811,374(2,610)3,502892
Subordinated debt(1,972)(257)(2,229)(1,250)40(1,210)
Trust preferred debentures512,2132,264291,0451,074
Total interest-bearing liabilities11,967100,292112,259(2,113)27,99125,878
Net interest income$9,257$(19,430)$(10,173)$40,886$(3,086)$37,800

Interest Income. For the year ended December 31, 2023, interest income, on a tax-equivalent basis, increased $102.1 million to $405.1 million as compared to the prior year, due to both improved yields on earning assets and growth in earning assets. The yield on earning assets increased 119 points to 5.57% from 4.38%, primarily due to the impact of increasing market interest rates.

Average earning assets increased to $7.27 billion in 2023 from $6.92 billion in 2022. An increase in average loans and investment securities of $480.9 million and $55.4 million, respectively, were partially offset by a $179.2 million decrease in federal funds sold and cash investments.

Average loans increased $480.9 million in 2023 compared to 2022 across all loan categories. Average commercial loans increased $71.2 million. Included in this category are commercial FHA warehouse lines, which decreased $44.3 million to $18.4 million in 2023. Excluding the changes in the commercial FHA warehouse line portfolio, average commercial loans increased $115.5 million in 2023 compared to the prior year.

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Average commercial real estate loans, construction loans, and leases also increased $173.3 million, $155.7 million and $50.5 million, respectively, in 2023 compared to 2022. The increase in average construction loans was primarily due to funding draws on existing multifamily project lines. Average balances in our consumer loan portfolio remained flat year over year. During the fourth quarter of 2023, the Company ceased originating consumer loans through both Greensky and LendingPoint.

Interest Expense. Interest expense increased $112.3 million to $168.3 million in 2023 compared to 2022. The cost of interest-bearing liabilities increased to 2.87% compared to 1.04% for the prior year due to the increase in deposit costs as a result of the rate increases announced by the Federal Reserve.

Interest expense on deposits increased to $136.9 million in 2023 from $36.1 million in 2022, primarily due to increases in interest rates on deposits. Average balances of interest-bearing deposit accounts increased $439.6 million, or 9.15%, to $5.24 billion for 2023 compared to the same period one year earlier. The increase in volume was attributable to increases in retail deposits and brokered deposits of $98.7 million and $96.6 million, respectively. In addition, our Insured Cash Sweep product average balances increased $352.6 million.

Interest expense on FHLB advances and other borrowings increased $11.4 million for the year ended December 31, 2023, from the prior year, due to increases in both average balances and interest rates. The average balances increased $105.5 million in 2023 compared to 2022, while interest rate increases in 2023 pushed the average cost to 4.49% in 2023 compared to 2.63% in 2022.

Interest expense on subordinated debt decreased $2.2 million in 2023 from 2022. The Company redeemed $6.6 million of subordinated debt in the second quarter of 2023 and $40.0 million of subordinated debt on October 15, 2022.

Interest expense on trust preferred debentures increased $2.3 million in 2023 compared to 2022 due to interest rate increases, as these debt instruments reprice quarterly.

Provision for Credit Losses. The Company's provision for credit losses on loans and unfunded commitments was $21.1 million and $0 in 2023, respectively. In 2022, the provision for credit losses on loans and unfunded commitments was $18.8 million and $1.6 million, respectively, partially offset by the recognition of expense reversal of $0.2 million related to investment securities. The increase in the provision for credit losses on loans was primarily a result of an increase in net charge-offs in 2023 compared to the prior year.

The provision for credit losses on loans recognized during 2023 and 2022 was made at a level deemed necessary by management to absorb estimated losses in the loan portfolio. A detailed evaluation of the adequacy of the allowance for credit losses is completed quarterly by management, the results of which are used to determine provision for credit losses. Management estimates the allowance balance required using past loan loss experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, economic conditions and reasonable and supportable forecasts along with other qualitative and quantitative factors.

Noninterest Income. The following table sets forth the major components of our noninterest income for the years ended December 31, 2023, 2022 and 2021:

Years Ended December 31,2023 Compared to 20222022 Compared to 2021
(dollars in thousands)202320222021Increase (decrease)Increase (decrease)
Noninterest income:
Wealth management revenue$25,572$25,708$26,811$(136)(0.5)%$(1,103)(4.1)%
Residential mortgage banking revenue1,9031,5095,52639426.1(4,017)(72.7)
Service charges on deposit accounts11,99010,2379,2421,75317.199510.8
Interchange revenue14,30213,87914,5004233.0(621)(4.3)
(Loss) gain on sales of investment securities, net(9,372)(230)537(9,142)3,974.8(767)(142.8)
Gain on termination of hedged interest rate swaps17,5312,159(17,531)(100.0)15,372712.0
Impairment on commercial mortgage servicing rights(1,263)(7,532)1,263(100.0)6,269(83.2)
Income on company-owned life insurance4,4393,5844,49685523.9(912)(20.3)
Other income17,7568,93614,1608,82098.7(5,224)(36.9)
Total noninterest income$66,590$79,891$69,899$(13,301)(16.6)%$9,99214.3%

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Service charges on deposit accounts. Service charges on deposit accounts increased $1.8 million, or 17.1%, in 2023 compared to 2022, due to increases in business account analysis fees and overdraft-related fees.

Loss on sale of investment securities. The Company took advantage of certain market conditions during the year ended December 31, 2023 to reposition out of lower yielding securities into other structures, which are expected to result in improved overall margin, liquidity and capital allocations. These transactions resulted in losses of $9.4 million.

Gain on termination of hedged interest rate swaps. As previously stated, on October 24, 2022, the Company terminated $140.0 million notional amount of future starting pay-fixed, receive-variable interest rate swaps on certain FHLB or other fixed-rate advances. The Company realized a $17.5 million net gain upon termination.

Other noninterest income. Other income increased $8.8 million for 2023, as compared to 2022. Other noninterest income in 2023 included incremental servicing revenues of $2.2 million and $1.6 million related to our commercial FHA servicing portfolio and the Greensky portfolio, respectively. In addition, the Company recognized a $1.1 million one-time gain from the sale of Visa B stock, a gain of $0.7 million on the redemption of subordinated debt and a gain of $0.8 million on the sale of OREO.

During the third quarter of 2023, the Company recognized an enhancement fee of $6.6 million related to the surrender and purchase of company-owned life insurance policies. In the fourth quarter of 2023, the Company revised its accounting for the one-time enhancement fee and reversed the fee. The financial reporting periods affected by this revision include the Company’s previously reported interim unaudited consolidated financial statements as of and for the three months and nine months ended September 30, 2023. The Company concluded this revision was not material to the Company’s previously reported interim financial statements and would not be material to the current period financial statements; however the Company has elected to voluntarily revise its previously reported consolidated financial statements as of and for the three and nine month period ended September 30, 2023. The revision affects the Company’s quarter-to-date and year-to-date income on company-owned life insurance. Additionally, the revision impacts the company-owned life insurance asset for the applicable period.

The Company expects to present the corrected interim 2023 amounts in its 2024 consolidated interim financial statements upon the filing of its Quarterly Report on Form 10-Q and Quarterly Earnings Release on Form 8-K as of and for the period ended September 30, 2024 as a voluntary immaterial revision to all applicable 2023 periods.

The following tables present the impact of the revision to the Company’s previously reported financial statements.

Consolidated Income Statement
(dollars in thousands, except per share data)
Period Ended September 30, 2023 (Unaudited)
Three Months As ReportedImmaterial RevisionThree Months RevisedNine Months As ReportedImmaterial RevisionNine Months Revised
Income on company owned life insurance$7,558$(6,640)$918$9,325$(6,640)$2,685
Net income18,042(6,640)11,40264,389(6,640)57,749
Net income available to common shareholders15,813(6,640)9,17354,704(6,640)48,064
Diluted earnings per common share0.71(0.30)0.412.43(0.29)2.14
Consolidated Balance Sheet
(dollars in thousands)
Period Ended September 30, 2023 (Unaudited)
Period End As ReportedImmaterial RevisionPeriod End Revised
Company owned life insurance$208,390$(6,640)$201,750
Total assets7,975,925(6,640)7,969,285
Shareholders' equity764,250(6,640)757,610

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Noninterest Expense. The following table sets forth the major components of noninterest expense for the years ended December 31, 2023, 2022 and 2021:

Years Ended December 31,2023 Compared to 20222022 Compared to 2021
(dollars in thousands)202320222021Increase (decrease)Increase (decrease)
Noninterest expense:
Salaries and employee benefits$93,438$90,305$86,883$3,1333.5%$3,4223.9%
Occupancy and equipment15,98614,84214,8661,1447.7(24)(0.2)
Data processing26,28624,35024,5951,9368.0(245)(1.0)
FDIC insurance4,7793,3363,3461,44343.3(10)(0.3)
Professional7,0496,90710,9711422.1(4,064)(37.0)
Marketing3,1583,3183,239(160)(4.8)792.4
Communications1,7412,3823,002(641)(26.9)(620)(20.7)
Loan expense4,2064,5862,014(380)(8.3)2,572127.7
Amortization of intangible assets4,7585,4105,855(652)(12.1)(445)(7.6)
Other real estate owned3335,1881,277(4,855)(93.6)3,911306.3
Loss on mortgage servicing rights held for sale3,250222(3,250)(100.0)3,0281364.0
Federal Home Loan Bank advances prepayment fees8,536(8,536)(100.0)
Other expense12,16811,78810,2633803.21,52514.9
Total noninterest expense$173,902$175,662$175,069$(1,760)(1.0)%$5930.3%

Salaries and employee benefits. For the year ended December 31, 2023, salaries and employee benefits expense increased $3.1 million as compared to 2022. The decline in loan production in 2023 resulted in a decline in the deferral of loan origination costs compared to the prior year, resulting in an increase in expense. The Company employed 914 employees at December 31, 2023 compared to 935 employees at December 31, 2022.

Occupancy and Equipment Expense. For the year ended December 31, 2023, occupancy and equipment expense increased $1.1 million as compared to the same period in 2022. The Company transitioned to an outsourced facilities management program and incurred increased repair expenses as a result of deferred maintenance. The Company operated 53 full-service banking centers at December 31, 2023 and 2022.

Data processing fees. The $1.9 million increase in data processing fees for the year ended December 31, 2023, was primarily the result of our continuing investments in technology to better serve our growing customer base and increased transaction volumes.

FDIC Insurance Expense. For the year ended December 31, 2023, FDIC insurance expense increased $1.4 million, as compared to the prior year, primarily as a result of the FDIC increasing the base assessment rate by 2 basis points, effective January 1, 2023.

Other Real Estate Owned. The Company recorded impairment charges on two properties totaling $4.3 million in 2022.

Loss on mortgage servicing rights held for sale. During the third quarter of 2022, the Company committed to a plan to sell the servicing rights asset associated with this portfolio and transferred $24.0 million of commercial FHA loan servicing rights to held for sale. We recognized a loss of $3.3 million on this asset at that time. At June 30, 2023, the Company abandoned its plans to sell this servicing asset and removed this asset from held for sale at lower of cost or fair value with no gain or loss recognized.

Income Tax Expense. Income tax expense was $32.1 million in 2023 compared to $30.8 million in 2022. Effective tax rates for 2023 and 2022 were 29.9% and 23.7% respectively. The Company's income tax expense and related effective tax rate for 2023 included tax charges of $4.5 million associated with the surrender of certain company-owned life insurance policies, as previously discussed.

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Financial Condition

Assets. Total assets were $7.87 billion at December 31, 2023, as compared to $7.86 billion at December 31, 2022.

Loans. The loan portfolio is the largest category of our assets. The following table presents the balance and associated percentage of each major category in our loan portfolio at December 31, 2023, 2022 and 2021:

December 31,
202320222021
(dollars in thousands)BalancePercentBalancePercentBalancePercent
Loans:
Commercial:
Equipment finance loans$531,1438.7%$616,7519.8%$521,97310.0%
Equipment finance leases473,3507.7491,7447.8423,2808.1
Commercial FHA lines25,0290.491,9271.8
SBA PPP loans1,91652,4771.0
Other commercial loans951,38715.5870,87813.8783,81114.9
Total commercial loans and leases1,955,88031.92,006,31831.81,873,46835.8
Commercial real estate2,406,84539.32,433,15938.61,816,82834.8
Construction and land development452,5937.4320,8825.1193,7493.7
Residential real estate380,5836.2366,0945.8338,1516.5
Consumer935,17815.21,180,01418.71,002,60519.2
Total loans, gross6,131,079100.0%6,306,467100.0%5,224,801100.0%
Allowance for credit losses on loans(68,502)(61,051)(51,062)
Total loans, net$6,062,577$6,245,416$5,173,739

Total loans decreased $175.4 million to $6.13 billion at December 31, 2023, as compared to December 31, 2022, as the Company originated loans in a more selective and deliberate approach to balance liquidity and funding costs. Increases in construction and land development loans, and residential real estate loans of $131.7 million and $14.5 million, respectively, were offset by decreases in all other loan categories. The increase in our construction and land development portfolio was primarily driven by draws on existing lines.

Consumer loans decreased $244.8 million at December 31, 2023 compared to December 31, 2022, due to loan payoffs and a cessation in loans originated through GreenSky. Our Greensky-originated loan balances decreased $251.1 million during 2023 to $683.5 million at December 31, 2023. In addition, during the fourth quarter, the Company ceased originating loans through LendingPoint. At December 31, 2023, the Company had $121.0 million in loans outstanding that were originated through LendingPoint, which will continue to be serviced by LendingPoint.

The principal segments of our loan portfolio are discussed below:

Commercial loans. We provide a mix of variable and fixed rate commercial loans. The loans are typically made to small- and medium-sized manufacturing, wholesale, retail and service businesses for working capital needs, business expansions and farm operations. Commercial loans generally include lines of credit and loans with maturities of five years or less. The loans are generally made with business operations as the primary source of repayment, but may also include collateralization by inventory, accounts receivable and equipment, and generally include personal guarantees. The commercial loan category also includes loans originated by the equipment financing business that are secured by the underlying equipment.

Commercial real estate loans. Our commercial real estate loans consist of both real estate occupied by the borrower for ongoing operations and non-owner occupied real estate properties. The real estate securing our existing commercial real estate loans includes a wide variety of property types, such as owner occupied offices, warehouses and production facilities, office buildings, hotels, mixed-use residential and commercial facilities, retail centers, multifamily properties and assisted living facilities. Our commercial real estate loan portfolio also includes farmland loans. Farmland loans are generally made to a borrower actively involved in farming rather than to passive investors. Loans secured by office space totaled $153.8 million and $155.7 million at December 31, 2023 and 2022, respectively, primarily located in Illinois and Missouri.

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Construction and land development loans. Our construction and land development loans are comprised of residential construction, commercial construction and land acquisition and development loans. Interest reserves are generally established on real estate construction loans.

The following table presents the balance and associated percentage of the major property types within our commercial real estate and construction and land development loan portfolios at December 31, 2023 and 2022:

December 31,
20232022
(dollars in thousands)Balance%Balance%
Multi-Family$516,29518.1%$395,16414.3%
Skilled Nursing469,09616.4485,45617.6
Retail454,58915.9452,80616.4
Industrial/Warehouse217,9567.6228,1778.3
Hotel/Motel159,7075.6164,5976.0
Office153,7565.4155,7035.7
All other888,03931.0872,13831.7
Total commercial real estate and construction and land development loans$2,859,438100.0%$2,754,041100.0%

Residential real estate loans. Our residential real estate loans consist of residential properties that generally do not qualify for secondary market sale.

Consumer loans. Our consumer loans include direct personal loans, indirect automobile loans, lines of credit and installment loans originated through home improvement specialty retailers and contractors. Personal loans are generally secured by automobiles, boats and other types of personal property and are made on an installment basis.

Lease financing. Our equipment leasing business provides financing leases to varying types of businesses nationwide for purchases of business equipment and software. The financing is secured by a first priority interest in the financed asset and generally requires monthly payments.

The following table shows the contractual maturities of our loan portfolio and the distribution between fixed and adjustable interest rate loans at December 31, 2023:

December 31, 2023
Within One YearOne Year to Five YearsFive Years to 15 YearsAfter 15 Years
(dollars in thousands)Fixed RateAdjustable RateFixed RateAdjustable RateFixed RateAdjustable RateFixed RateAdjustable RateTotal
Commercial$81,812$454,326$615,589$47,025$138,302$97,753$$47,723$1,482,530
Commercial real estate216,890403,077953,369262,585372,702173,4545,44819,3202,406,845
Construction and land development20,54968,106120,415189,1334,39647,9711041,919452,593
Total commercial loans319,251925,5091,689,373498,743515,400319,1785,55268,9624,341,968
Residential real estate7622,9938,20120,53426,55238,478169,187113,876380,583
Consumer3,676479895,36556135,097935,178
Lease financing14,863362,27196,216473,350
Total loans$338,552$928,981$2,955,210$519,838$673,265$357,656$174,739$182,838$6,131,079

Loan Quality

We use what we believe is a comprehensive methodology to monitor credit quality and prudently manage credit concentration within our loan portfolio. Our underwriting policies and practices govern the risk profile, credit and geographic concentration for our loan portfolio. We also have what we believe to be a comprehensive methodology to monitor these credit quality standards, including a risk classification system that identifies potential problem loans based on risk characteristics by loan type as well as the early identification of deterioration at the individual loan level.

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Analysis of the Allowance for Credit Losses on Loans. The allowance for credit losses on loans was $68.5 million, or 1.12% of total loans, at December 31, 2023 compared to $61.1 million, or 0.97% of total loans, at December 31, 2022. The following table allocates the allowance for credit losses on loans by loan category:

December 31,
202320222021
(dollars in thousands)AllowancePercent (1)AllowancePercent (1)AllowancePercent (1)
Commercial$21,8471.47%$14,6390.97%$14,3750.99%
Commercial real estate20,2290.8429,2901.2022,9931.27
Construction and land development4,1630.922,4350.769720.50
Total commercial loans46,2391.0646,3641.0938,3401.11
Residential real estate5,5531.464,3011.172,6950.80
Consumer3,7700.403,5990.302,5580.26
Lease financing12,9402.736,7871.387,4691.76
Total allowance for credit losses on loans$68,5021.12%$61,0510.97%$51,0620.98%

(1)Represents the percentage of the allowance to total loans in the respective category.

We measure expected credit losses over the life of each loan utilizing a combination of models which measure probability of default and loss given default, among other things. The measurement of expected credit losses is impacted by loan and borrower attributes and certain macroeconomic variables. Models are adjusted to reflect the impact of certain current macroeconomic variables as well as their expected changes over a reasonable and supportable forecast period.

In estimating expected credit losses as of December 31, 2023, we utilized certain forecasted macroeconomic variables from Oxford Economics in our models. The forecasted projections included, among other things, (i) U.S. gross domestic product ranging from 0.5% to 2.1% over the next four quarters; (ii) the 10-year treasury rate decreasing from 4.5% in the fourth quarter of 2023 to 4.0% by the fourth quarter of 2024; and (iii) Illinois unemployment rate averaging 5.4% through the fourth quarter of 2024.

We qualitatively adjust the model results based on this scenario for various risk factors that are not considered within our modeling processes but are nonetheless relevant in assessing the expected credit losses within our loan pools. These Q-Factor adjustments are based upon management judgment and current assessment as to the impact of risks related to changes in lending policies and procedures; economic and business conditions; loan portfolio attributes and credit concentrations; and external factors, among other things, that are not already fully captured within the modeling inputs, assumptions and other processes. Management assesses the potential impact of such items within a range of severely negative impact to positive impact and adjusts the modeled expected credit loss by an aggregate adjustment percentage based upon the assessment. As a result of this assessment as of December 31, 2023, modeled expected credit losses were positively adjusted with a qualitative factor adjustment of approximately 41 basis points of total loans, decreasing from 50 basis points at December 31, 2022. The Q-Factor adjustment at December 31, 2023 was based primarily on declining credit quality conditions within the equipment financing segment.

The allowance allocated to commercial loans totaled $21.8 million, or 1.47% of total commercial loans, at December 31, 2023, compared to $14.6 million, or 0.97%, at December 31, 2022. Modeled expected credit losses increased $7.0 million and qualitative factor adjustments related to commercial loans decreased $1.6 million. Specific allocations for commercial loans that were evaluated for expected credit losses on an individual basis increased $1.8 million. There were no specific allocation reserves for commercial loans in the prior period. The weighted average risk grade for commercial and industrial loans at December 31, 2023, weakened to 4.62 from 4.42 at December 31, 2022.

The allowance allocated to commercial real estate loans totaled $20.2 million, or 0.84% to total commercial real estate loans, at December 31, 2023, decreasing $9.1 million, from $29.3 million, or 1.20% of total commercial real estate loans, at December 31, 2022. Modeled expected credit losses decreased $2.7 million, due to an improvement in our LDG, primarily as a result of a $3.4 million recovery on a loan previously charged off. The qualitative factor adjustments decreased $5.5 million as a result of improving economic forecasts, as the Federal Reserve signaled an expectation of rate decreases beginning in 2024. In addition, the qualitative factor for collateral values decreased based upon our mix of collateral-based loans, which does not include significant exposure to urban office properties. Specific allocations for commercial real estate loans that were evaluated for expected credit losses on an individual basis decreased from $1.5 million at December 31, 2022, to $0.7 million at

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December 31, 2023. The weighted average risk grade for commercial real estate loans remained relatively unchanged at 4.83 at December 31, 2023, from 4.84 at December 31, 2022.

The allowance allocated to construction and land development loans totaled $4.2 million, or 0.92% to total construction loans, at December 31, 2023, increasing $1.7 million, from $2.4 million, or 0.76% of total constructions loans, at December 31, 2022. Modeled expected credit losses increased $1.4 million and qualitative factor adjustments related to construction loans increased $0.3 million. There were no specific allocation reserves for construction loans in either period.

The allowance allocated to the lease portfolio totaled $12.9 million, or 2.73% of total commercial leases, at December 31, 2023, increasing $6.2 million, from $6.8 million, or 1.38% of total commercial leases at December 31, 2022. Modeled expected credit losses related to commercial leases increased $6.8 million and qualitative factor adjustments decreased $0.6 million. There were no specific allocation reserves for commercial leases in either period.

The following table provides an analysis of the allowance for credit losses on loans, provision for credit losses on loans and net charge-offs for the years ended 2023, 2022, and 2021:

Years Ended December 31,
(dollars in thousands)202320222021
Balance, beginning of period$61,051$51,062$60,443
Charge-offs:
Commercial7,3574,1216,465
Commercial real estate5,0004,1063,524
Construction and land development1,6016448
Residential real estate271344398
Consumer1,0461,2291,158
Lease financing5,0261,2973,427
Total charge-offs20,30111,10315,420
Recoveries:
Commercial1,785401341
Commercial real estate4,006721
Construction and land development3330221
Residential real estate138252249
Consumer288457514
Lease financing3701,148743
Total recoveries6,6202,2952,089
Net charge-offs13,6818,80813,331
Provision for credit losses on loans21,13218,7973,950
Balance, end of period$68,502$61,051$51,062
Gross loans, end of period$6,131,079$6,306,467$5,224,801
Average total loans$6,292,260$5,811,403$4,903,447
Net charge-offs to average loans0.22%0.15%0.27%
Allowance for credit losses to total loans1.12%0.97%0.98%

Individual loans considered to be uncollectible are charged-off against the allowance. Factors used in determining the amount and timing of charge-offs on loans include consideration of the loan type, length of delinquency, sufficiency of collateral value, lien priority and the overall financial condition of the borrower. Collateral value is determined using updated appraisals and/or other market comparable information. Charge-offs are generally taken on loans once the impairment is determined to be other-than-temporary. Recoveries on loans previously charged-off are added to the allowance.

Charge-offs in 2023 increased to $20.3 million from $11.1 million in 2022. Our equipment finance business saw charge-offs increase to $9.6 million in 2023 from $2.0 million in 2022, due primarily to weakness within the trucking and transportation sector. The Company recognized a $3.4 million recovery on a commercial real estate loan, which was charged-off in 2017.

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Nonperforming Loans. The following table sets forth our nonperforming assets by asset categories as of the dates indicated. Nonperforming loans include nonaccrual loans and loans past due 90 days or more and still accruing interest. The balances of nonperforming loans reflect the net investment in these assets, including deductions for purchase discounts.

December 31,
(dollars in thousands)202320222021
Nonperforming loans:
Commercial$9,282$7,853$12,261
Commercial real estate33,89129,60219,175
Construction and land development39229120
Residential real estate3,8698,4497,912
Consumer137921208
Lease financing9,1332,3692,904
Total nonperforming loans56,35149,42342,580
Other real estate owned and other repossessed assets11,3508,40114,488
Nonperforming assets$67,701$57,824$57,068
Nonperforming loans to total loans0.92%0.78%0.81%
Nonperforming assets to total assets0.86%0.74%0.77%
Allowance for credit losses to nonperforming loans121.56%123.53%119.92%

We did not recognize interest income on nonaccrual loans during the years ended December 31, 2023 or 2022 while the loans were in nonaccrual status. Additional interest income that would have been recorded on nonaccrual loans had they been current in accordance with their original terms was $3.4 million and $2.8 million for the years ended December 31, 2023 and 2022, respectively.

The following table presents the change in our non-performing loans for the year ended December 31, 2023:

(dollars in thousands)Year EndedDecember 31, 2023
Balance, beginning of period$49,423
New nonperforming loans46,615
Return to performing status(6,085)
Payments received(26,048)
Charge-offs(7,554)
Balance, end of period$56,351

Investment Securities. Our investment strategy aims to maximize earnings while maintaining liquidity in securities with minimal credit risk. The types and maturities of securities purchased are primarily based on our current and projected liquidity and interest rate sensitivity positions. In the periods presented, all investment securities of the Company are classified as available for sale and, therefore, the book value of investment securities is equal to the fair market value.

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The following table sets forth the book value and associated percentage of each category of investment securities at December 31, 2023, 2022 and 2021.

December 31,
202320222021
(dollars in thousands)BalancePercentBalancePercentBalancePercent
Investment securities available for sale:
U.S. Treasury securities$1,0970.1%$81,23010.6%$64,9177.2%
U.S. government sponsored entities and U.S. agency securities72,5727.937,5094.933,8173.7
Mortgage-backed securities - agency574,50062.7448,15058.3440,27048.5
Mortgage-backed securities - non-agency83,5299.120,7542.728,7063.2
State and municipal securities57,4606.394,63612.3143,09915.8
Collateralized loan obligations27,5653.0
Corporate securities99,17210.985,95511.2195,79421.6
Total investment securities, available for sale, at fair value$915,895100.0%$768,234100.0%$906,603100.0%

The following table sets forth the book value, maturities and weighted average yields for our investment portfolio at December 31, 2023.

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(dollars in thousands)BalancePercentWeighted average yield
Investment securities available for sale:
U.S. Treasury securities:
Maturing within one year$1,0970.1%5.35%
Maturing in one to five years
Maturing in five to ten years
Maturing after ten years
Total U.S. Treasury securities$1,0970.1%5.35%
U.S. government sponsored entities and U.S. agency securities:
Maturing within one year$4,9950.5%5.50%
Maturing in one to five years46,3515.15.71
Maturing in five to ten years21,2262.33.99
Maturing after ten years
Total U.S. government sponsored entities and U.S. agency securities$72,5727.9%5.17%
Mortgage-backed securities - agency:
Maturing within one year$5,7130.6%3.21%
Maturing in one to five years315,84134.54.20
Maturing in five to ten years116,39612.72.76
Maturing after ten years136,55014.92.25
Total mortgage-backed securities - agency$574,50062.7%3.39%
Mortgage-backed securities - non-agency:
Maturing within one year$%%
Maturing in one to five years62,8516.94.57
Maturing in five to ten years9,5301.02.26
Maturing after ten years11,1481.23.23
Total mortgage-backed securities - non-agency$83,5299.1%4.08%
State and municipal securities (1):
Maturing within one year$1,1060.1%2.35%
Maturing in one to five years8,0450.93.15
Maturing in five to ten years28,0073.12.17
Maturing after ten years20,3022.23.61
Total state and municipal securities$57,4606.3%2.80%
Collateralized loan obligations:
Maturing within one year$1,4500.2%7.16%
Maturing in one to five years21,1152.36.99
Maturing in five to ten years5,0000.57.90
Maturing after ten years
Total collateralized loan obligations$27,5653.0%7.17%
Corporate securities:
Maturing within one year$4,9420.5%8.41%
Maturing in one to five years34,3843.84.88
Maturing in five to ten years59,8466.63.72
Maturing after ten years
Total corporate securities$99,17210.9%4.32%
Total investment securities, available for sale$915,895100.0%3.75%

(1)Weighted average yield for tax-exempt securities are presented on a tax-equivalent basis assuming a federal income tax rate of 21%.

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The table below presents the credit ratings for our investment securities classified as available for sale, at fair value, at December 31, 2023.

AmortizedFairAverage credit rating
(dollars in thousands)costValueAAAAA+/-A+/-BBB+/-BBB-Not Rated
Investment securities available for sale:
U.S. Treasury securities$1,097$1,097$$1,097$$$$
U.S. government sponsored entities and U.S. agency securities74,16172,57256,04816,524
Mortgage-backed securities - agency650,119574,50023,780550,720
Mortgage-backed securities - non-agency87,01983,5299,80073,729
State and municipal securities62,95257,4602,92754,533
Collateralized loan obligations27,64627,56520,2167,349
Corporate securities109,59899,17250,46521,83120,0626,814
Total investment securities, available for sale$1,012,592$915,895$112,771$754,417$21,831$20,062$6,814$

Liabilities. At December 31, 2023, liabilities totaled $7.08 billion compared to $7.10 billion at December 31, 2022.

Deposits. We emphasize developing total client relationships with our customers in order to increase our retail and commercial core deposit bases, which are our primary funding sources. Our deposits consist of noninterest-bearing and interest-bearing demand, savings and time deposit accounts.

Total deposits decreased $55.1 million to $6.31 billion at December 31, 2023, as compared to December 31, 2022. Increases in interest-bearing checking and time deposits of $17.8 million and $295.0 million, respectively, during this period, were partially offset by decreases in noninterest-bearing demand, money market and savings account balances.

Noninterest-bearing demand accounts decreased $216.8 million to $1.15 billion at December 31, 2023, compared to December 31, 2022, as a result of increasing deposit rates in response to the rate increases announced by the Federal Reserve. Interest rate promotions offered in 2023 on time deposit products resulted in an increase in balances of non-brokered time deposits of $213.3 million over the same period. Brokered time deposits increased to $94.5 million at December 31, 2023 from $12.8 million at December 31, 2022. Our noninterest-bearing deposits decreased to 18.1% of total deposits at December 31, 2023 compared to 21.4% at December 31, 2022.

December 31,
(dollars in thousands)202320222021
BalancePercentBalancePercentBalancePercent
Noninterest-bearing demand$1,145,39518.1%$1,362,15821.4%$2,245,70136.8%
Interest-bearing:
Checking2,511,84039.82,494,07339.21,663,02127.2
Money market1,135,62918.01,184,10118.6869,06714.2
Savings559,2678.9661,93210.4679,11511.1
Time957,39815.2662,38810.4653,74410.7
Total deposits$6,309,529100.0%$6,364,652100.0%$6,110,648100.0%

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The Company estimates that uninsured deposits(1) totaled $1.22 billion, or 19% of total deposits, at December 31, 2023 compared to $1.55 billion, or 24%, at December 31, 2022. The following table sets forth the maturity of uninsured time deposits as of December 31, 2023:

(dollars in thousands)Amount
Three months or less$42,963
Three to six months18,469
Six to 12 months26,166
After 12 months8,096
Total$95,694

(1) Uninsured deposits include the Call Report estimate of uninsured deposits less affiliate deposits, estimated insured portion of servicing deposits, additional structured FDIC coverage and collateralized deposits.

Capital Resources and Liquidity Management

Capital Resources. Shareholders’ equity is influenced primarily by earnings, dividends, issuances and redemptions of common and preferred stock and changes in accumulated other comprehensive income caused primarily by fluctuations in unrealized holding gains or losses, net of taxes, on available-for-sale investment securities and cash flow hedges.

Shareholders’ equity increased $33.3 million to $791.9 million at December 31, 2023 as compared to December 31, 2022. The increase in shareholders’ equity was due primarily to the generation of net income of $75.5 million, and an increase in accumulated other comprehensive income of $7.0 million. Offsetting these increases to shareholders’ equity were dividends to common shareholders of $26.6 million, dividends to preferred shareholders of $8.9 million and repurchases of common stock of $17.9 million.

On December 5, 2023, the Company’s board of directors authorized a new share repurchase program, pursuant to which the Company is authorized to repurchase up to $25.0 million of common stock through December 31, 2024. The new stock repurchase program became effective on January 1, 2024. The Company’s previous stock repurchase program expired on December 31, 2023. As of December 31, 2023, $74.2 million, or 3,836,331 shares of the Company’s common stock, had been repurchased under prior programs.

Liquidity Management. Liquidity refers to the measure of our ability to meet the cash flow requirements of depositors and borrowers, while at the same time meeting our operating, capital and strategic cash flow needs, all at a reasonable cost. We continuously monitor our liquidity position to ensure that assets and liabilities are managed in a manner that will meet all short-term and long-term cash requirements. We manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our shareholders.

Integral to our liquidity management is the administration of short-term borrowings. To the extent we are unable to obtain sufficient liquidity through core deposits, we seek to meet our liquidity needs through wholesale funding or other borrowings on either a short- or long-term basis.

Securities sold under agreements to repurchase, which are classified as secured borrowings, generally mature within one to four days from the transaction date. Securities sold under agreements to repurchase are reflected at the amount of cash received in connection with the transaction, which represents the amount of the Bank’s obligation. The Bank may be required to provide additional collateral based on the fair value of the underlying securities. Investment securities with a carrying amount of $20.9 million and $46.1 million at December 31, 2023 and December 31, 2022, respectively, were pledged for securities sold under agreements to repurchase.

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The table below presents our sources of liquidity as of December 31, 2023 and December 31, 2022:

(dollars in thousands)December 31, 2023December 31, 2022
Cash and cash equivalents$135,061$160,631
Unpledged securities346,843209,184
FHLB committed liquidity935,977997,388
FRB discount window availability699,89612,201
Total Estimated Liquidity$2,117,777$1,379,404
Conditional Funding Based on Market Conditions
Additional credit facility$419,000$250,000
Brokered CDs (additional capacity)$500,000$500,000

The Company is a corporation separate and apart from the Bank and, therefore, must provide for its own liquidity. The Company’s main source of funding is dividends declared and paid to it by the Bank. There are statutory, regulatory and debt covenant limitations that affect the ability of the Bank to pay dividends to the Company. Management believed at December 31, 2023, that these limitations will not impact our ability to meet our ongoing short-term cash obligations.

Regulatory Capital Requirements

We are subject to various regulatory capital requirements administered by the federal and state banking regulators. Failure to meet regulatory capital requirements may result in certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a direct material effect on our financial statements. Under capital adequacy guidelines and the regulatory framework for “prompt corrective action”, we must meet specific capital guidelines that involve quantitative measures of our assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting policies.

In December 2018, the Office of the Comptroller of the Currency, the Federal Reserve, and the FDIC approved a final rule to address changes to credit loss accounting under GAAP, including banking organizations’ implementation of CECL. The final rule provides banking organizations the option to phase in over a three-year period the day-one adverse effects on regulatory capital that may result from the adoption of the CECL accounting standard. In March 2020, the Office of the Comptroller of the Currency, the Federal Reserve, and the FDIC published an interim final rule to delay the estimated impact on regulatory capital stemming from the implementation of CECL. The interim final rule maintains the three-year transition option in the previous rule and provides banks the option to delay for two years an estimate of CECL’s effect on regulatory capital, relative to the incurred loss methodology’s effect on regulatory capital, followed by a three-year transition period (five-year transition option). The Company is adopting the capital transition relief over the permissible five-year period.

At December 31, 2023, the Company and the Bank exceeded the regulatory minimums and met the regulatory definition of well-capitalized.

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The following table presents the Company's and the Bank’s capital ratios and the minimum requirements at December 31, 2023:

RatioActualMinimumRegulatoryRequirements (1)Well Capitalized
Total risk-based capital ratio
Midland States Bancorp, Inc.13.20%10.50%N/A
Midland States Bank12.4010.5010.00%
Tier 1 risk-based capital ratio
Midland States Bancorp, Inc.10.918.50N/A
Midland States Bank11.448.508.00
Common equity tier 1 risk-based capital ratio
Midland States Bancorp, Inc.8.407.00N/A
Midland States Bank11.447.006.50
Tier 1 leverage ratio
Midland States Bancorp, Inc.9.714.00N/A
Midland States Bank10.184.005.00

(1)Total risk-based capital ratio, Tier 1 risk-based capital ratio and Common equity tier 1 risk-based capital ratio include the capital conservation buffer of 2.5%.

Off-Balance Sheet Arrangements

We have limited off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our financial condition, revenues, expenses, results of operations, liquidity, capital expenditures or capital resources.

In the normal course of business, we enter into various transactions, which, in accordance with GAAP, are not included in our consolidated balance sheets. We enter into these transactions to meet the financing needs of our customers. These transactions include commitments to extend credit and standby letters of credit, which involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amounts recognized in our consolidated balance sheets. Most of these commitments mature within two years and are expected to expire without being drawn upon. Standby letters of credit are included in the determination of the amount of risk-based capital that the Company and the Bank are required to hold.

We enter into contractual loan commitments to extend credit, normally with fixed expiration dates or termination clauses, at specified rates and for specific purposes. Substantially all of our commitments to extend credit are contingent upon customers maintaining specific credit standards until the time of loan funding. We decrease our exposure to losses under these commitments by subjecting them to credit approval and monitoring procedures. We assess the credit risk associated with certain commitments to extend credit and establish a liability for probable credit losses.

Standby letters of credit are written conditional commitments issued by us to guarantee the performance of a customer to a third party. In the event that the customer does not perform in accordance with the terms of the agreement with the third party, we would be required to fund the commitment. The maximum potential amount of future payments we could be required to make is represented by the contractual amount of the commitment. If the commitment is funded, we would be entitled to seek recovery from the customer. Our policies generally require that standby letter of credit arrangements contain security and debt covenants similar to those contained in loan agreements.

We guarantee the distributions and payments for redemption or liquidation of the trust preferred securities issued by our wholly owned subsidiary business trusts to the extent of funds held by the trusts. Although this guarantee is not separately recorded, the obligation underlying the guarantee is fully reflected on our consolidated balance sheets as junior subordinated debentures held by subsidiary trusts. The junior subordinated debentures currently qualify as Tier 1 capital under the Federal Reserve capital adequacy guidelines.

FY 2022 10-K MD&A

SEC filing source: 0001466026-23-000006.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2023-02-24. Report date: 2022-12-31.

ITEM 7 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes thereto, included in Item 8 - "Financial Statements and Supplementary Data", and other financial data appearing elsewhere in this report. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Certain risks, uncertainties and other factors, including but not limited to those set forth under “Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995,” Item 1A – "Risk Factors” and elsewhere in this report, may cause actual results to differ materially from those projected in the forward-looking statements. We assume no obligation to update any of these forward-looking statements. Readers of our Annual Report on Form 10-K should therefore consider these risks and uncertainties in evaluating forward-looking statements and should not place undue reliance on forward-looking statements.

Overview

Midland States Bancorp, Inc. is a diversified financial holding company headquartered in Effingham, Illinois. Its wholly-owned banking subsidiary, Midland States Bank, has branches across Illinois and in Missouri, and provides a full range of commercial and consumer banking products and services, business equipment financing, merchant credit card services, and trust and investment management services and insurance and financial planning services. As of December 31, 2022, we had assets of $7.86 billion, deposits of $6.36 billion and shareholders’ equity of $758.6 million.

Our strategic plan is focused on building a performance-based, customer-centric culture, creating revenue diversification, seeking accretive acquisitions, achieving operational excellence and maintaining a robust enterprise-wide risk management program. Over the past several years, we have grown organically and through a series of acquisitions, with an over-arching focus on enhancing shareholder value and building a platform for scalability. Most recently, on June 17, 2022, the Company completed its acquisition of the deposits and certain loans and other assets associated with FNBC's branches in

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Mokena and Yorkville, Illinois. The Company acquired $79.8 million in assets, including $60.3 million in cash and $16.6 million in loans, and assumed $79.8 million in deposits. On June 1, 2021, the Company completed its acquisition of substantially all of the trust assets of ATG Trust, a trust company based in Chicago, Illinois. Additional information on recent acquisitions is presented in Note 2 to the consolidated financial statements in Item 8 of this Form 10-K.

Our principal lines of business include traditional community banking and wealth management. Our traditional community banking business primarily consists of commercial and retail lending and deposit taking. Our wealth management group provides a comprehensive suite of trust and wealth management products and services, and has $3.51 billion of assets under administration as of December 31, 2022.

Our principal business activity has been lending to and accepting deposits from individuals, businesses, municipalities and other entities. We have derived income principally from interest charged on loans and leases and, to a lesser extent, from interest and dividends earned on investment securities. We have also derived income from noninterest sources, such as: fees received in connection with various lending and deposit services; wealth management services; commercial FHA mortgage loan servicing; residential mortgage loan originations and sales; and, from time to time, gains on sales of assets. Our principal expenses include interest expense on deposits and borrowings, operating expenses, such as salaries and employee benefits, occupancy and equipment expenses, data processing costs, professional fees and other noninterest expenses, provisions for credit losses and income tax expense.

Material Trends and Developments

Community Banking. We believe the most important trends affecting community banks in the United States over the foreseeable future will be related to heightened regulatory capital requirements, increasing regulatory burdens generally, including the implementation of the Dodd-Frank Act and the regulations promulgated and to be promulgated thereunder, and net interest margin compression. We expect that community banks will face increased competition for lower cost capital as a result of regulatory policies that may offer larger financial institutions greater access to government assistance than is available for smaller institutions, including community banks. We expect that troubled community banks will continue to face significant challenges when attempting to raise capital. We also believe that heightened regulatory capital requirements will make it more difficult for even well-capitalized, healthy community banks to grow in their communities. We believe these trends will favor community banks that have sufficient capital, a diversified business model and a strong deposit franchise, and we believe we possess these characteristics.

We also believe that increased regulatory burdens will have a significant adverse effect on smaller community banks, which often lack the personnel, experience and technology to efficiently comply with new regulations in a variety of areas in the banking industry, including in the areas of deposits, lending, compensation, information security and overdraft protection. We believe the increased costs to smaller community banks from a more complex regulatory environment, coupled with challenges in the real estate lending area, present attractive acquisition opportunities for larger community banks that have already made significant investments in regulatory compliance and risk management and can acquire and quickly integrate these smaller institutions into their existing platform. Furthermore, we believe that, as a result of our significant operational investments and our experience acquiring other institutions and quickly integrating them into our organization, we are well positioned to capitalize on the challenges facing smaller community banks.

We continue to believe we have significant opportunities for further growth through additional acquisitions of banks, branches, wealth management firms and trust departments of community banks, selective de novo opportunities, continued expansion of our wealth management operations, the hiring of commercial banking and wealth management professionals from other organizations and organic growth within our existing branch network. We also believe we have the necessary experience, management and infrastructure to take advantage of these growth opportunities.

Credit Reserves. One of our key operating objectives has been, and continues to be, maintenance of an appropriate level of reserve protection against estimated losses in our loan portfolio. Our allowance for credit losses on loans totaled $61.1 million, or 0.97% of total loans, and $51.1 million, or 0.98% of total loans, at December 31, 2022 and 2021, respectively.

Regulatory Environment. As a result of regulatory changes, including the Dodd-Frank Act and the Basel III Rule, we expect to be subject to more restrictive capital requirements, more stringent asset concentration and growth limitations and new and potentially heightened examination and reporting requirements. We also expect to face a more challenging environment for customer loan demand due to the increased costs that could be ultimately borne by borrowers, and to incur higher costs to comply with these new regulations. This uncertain regulatory environment could have a detrimental impact on our ability to manage our business consistent with historical practices and cause difficulty in executing our growth plan. See Item 1A - "Risk Factors—Legal, Accounting and Compliance Risks” and Item 1 - "Business—Supervision and Regulation.”

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Additional Factors Affecting Comparability

Each factor listed below affects the comparability of our results of operations and financial condition in 2022 and 2021, and may affect the comparability of financial information we report in future fiscal periods.

Preferred Stock Issuance. On August 24, 2022, the Company issued and sold 4,600,000 depositary shares, each representing a 1/40th ownership interest in a share of the Company’s 7.75% fixed rate reset non-cumulative, non-convertible, perpetual preferred stock, Series A. A total of 115,000 shares of Series A preferred stock was issued. The Series A preferred stock qualifies as Tier 1 capital for purposes of the regulatory capital calculations. The gross proceeds were $115.0 million while net proceeds from the issuance of the Series A preferred stock, after deducting $4.5 million of offering costs including the underwriting discount and other expenses, were $110.5 million.

Termination of hedged interest rate swaps. On October 24, 2022, the Company terminated the $140.0 million notional amount of future starting pay-fixed, receive-variable interest rate swaps on certain Federal Home Loan Bank ("FHLB") or other fixed-rate advances. The Company realized a $17.5 million net gain upon termination.

Commercial FHA Mortgage Loan Servicing Rights. During the third quarter of 2022, we committed to a plan to sell the commercial servicing rights asset and transferred $24.0 million of commercial FHA loan servicing rights to held for sale. Servicing rights held for sale are recorded at the lower of their carrying amount or fair value less estimated costs to sell. Impairment expense of $1.3 million and losses on mortgage servicing rights held for sale of $3.3 million was recognized in 2022.

Recent Acquisitions. On June 17, 2022, the Company completed its acquisition of the deposits and certain loans and other assets associated with FNBC's branches in Mokena and Yorkville, Illinois. The Company acquired $79.8 million in assets, including $60.3 million in cash and $16.6 million in loans, and assumed $79.8 million in deposits.

On June 1, 2021, the Company completed its acquisition of substantially all of the trust assets of ATG Trust, a trust company based in Chicago, Illinois, with $399.7 million in assets under management.

Redemption of Subordinated Notes. On October 15, 2022, the Company redeemed the outstanding Fixed-to-Floating Rate Subordinated Notes due October 15, 2027, having an aggregate principal amount of $40.0 million, in accordance with the terms of the notes. The aggregate redemption price was 100% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest. The interest rate on the subordinated notes was 6.25%.

On June 18, 2021, the Company redeemed all of its outstanding fixed-to-floating rate subordinated notes due June 18, 2025, having an aggregate principal amount of $31.1 million, in accordance with the terms of the notes. The aggregate redemption price was 100% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest. The interest rate on the subordinated notes was 4.54%.

FHLB Advance Prepayments. During 2021, the Company pre-paid FHLB advances of $50.0 million in the first quarter, $85.0 million in the second quarter and $130.0 million in the fourth quarter. As a result, we paid prepayment fees of $8.5 million in 2021.

Tax Settlement. On June 29, 2021, the Company announced the settlement of a prior tax issue related to the treatment of gains recognized on FDIC-assisted transactions that resulted in a $6.8 million tax benefit that was recognized in the second quarter of 2021. The Company also recognized approximately $3.6 million in consulting and legal expenses related to the settlement of the tax issue, resulting in an after-tax gain of approximately $2.9 million.

Purchased Loans. Our net interest margin benefits from accretion income associated with purchase accounting discounts established on the purchased loans included in our acquisitions. Our reported net interest margins for 2022 and 2021 were 3.57% and 3.33%, respectively. Accretion income associated with accounting discounts established on loans acquired totaled $2.0 million and $4.3 million in 2022 and 2021, respectively, increasing the reported net interest margins by 3 and 7 basis points for each respective period.

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Results of Operations

For discussion of the results of operations for the year ended December 31, 2021 compared with the year ended December 31, 2020, refer to Item 7 of the Company’s 2021 Annual Report on Form 10-K, filed with the SEC on February 25, 2022.

Overview. The following table sets forth condensed income statement information of the Company for the years ended December 31, 2022, 2021 and 2020:

For the Years Ended December 31,
(dollars in thousands, except per share data)202220212020
Income Statement Data:
Interest income$301,755$237,817$244,888
Interest expense56,02030,14245,752
Net interest income245,735207,675199,136
Provision for credit losses20,1263,39344,361
Noninterest income79,89169,89961,249
Noninterest expense175,662175,069184,010
Income before income taxes129,83899,11232,014
Income taxes30,81317,7959,477
Net income99,02581,31722,537
Preferred dividends3,169
Net income available to common shareholders$95,856$81,317$22,537
Per Share Data:
Basic earnings per common share$4.24$3.58$0.95
Diluted earnings per common share4.233.570.95
Performance Metrics:
Return on average assets1.31%1.18%0.35%
Return on average shareholders' equity14.40%12.65%3.55%

In 2022, we generated net income available to common shareholders of $95.9 million, or $4.23 per diluted share, compared to net income of $81.3 million, or $3.57 per diluted share in 2021. Earnings in 2022 increased primarily due to a $38.1 million increase in net interest income and a $10.0 million increase in noninterest income. These results were partially offset by a $16.7 million increase in provision for credit losses, a $0.6 million increase in noninterest expense and a $13.0 million increase in income tax expense. These are discussed in further detail below.

Net Interest Income and Margin. Our primary source of revenue is net interest income, which is the difference between interest income from interest-earning assets (primarily loans and securities) and interest expense of funding sources (primarily interest-bearing deposits and borrowings). Net interest income is influenced by many factors, primarily the volume and mix of interest-earning assets, funding sources, and interest rate fluctuations. Noninterest-bearing sources of funds, such as demand deposits and shareholders’ equity, also support earning assets. Net interest margin is calculated as net interest income divided by average interest-earning assets. Net interest margin is presented on a tax-equivalent basis, which means that tax-free interest income has been adjusted to a pretax-equivalent income, assuming a federal income tax rate of 21% for 2022 and 2021.

On December 14, 2022, the Federal Reserve announced an increase to its benchmark federal-funds rate by 0.50% to a range between 4.25% and 4.50%. Along with the increase came an indication that the Federal Reserve expects to keep rates higher through next year, with no reductions until 2024. This was the seventh rate increase announced in 2022. The year began with a federal-funds rate range of 0.00%-0.25%.

In 2022, net interest income, on a tax-equivalent basis, increased to $247.0 million with a tax-equivalent net interest margin of 3.57% compared to net interest income, on a tax-equivalent basis, of $209.2 million and a tax-equivalent net interest margin of 3.33% in 2021.

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Average Balance Sheet, Interest and Yield/Rate Analysis. The following table presents average balance sheet information, interest income, interest expense and the corresponding average yields earned and rates paid for the years ended December 31, 2022, 2021 and 2020. The average balances are principally daily averages and, for loans, include both performing and nonperforming balances. Interest income on loans includes the effects of discount accretion and net deferred loan origination costs accounted for as yield adjustments.

Years Ended December 31,
202220212020
(tax-equivalent basis, dollars in thousands)Average BalanceInterest & FeesYield/ RateAverage BalanceInterest & FeesYield/ RateAverage BalanceInterest & FeesYield / Rate
Interest-earning assets:
Federal funds sold and cash investments$256,221$3,9071.52%$518,804$7280.14%$433,965$1,4790.34%
Investment securities:
Taxable investment securities694,26915,8012.28646,07913,8982.15533,98514,7892.77
Investment securities exempt from federal income tax (1)104,9493,4763.31130,4954,2223.24119,6124,4713.74
Total securities799,21819,2772.41776,57418,1202.33653,59719,2602.95
Loans:
Loans (2)5,743,525274,6174.784,821,718213,9224.444,622,651217,4594.70
Loans exempt from federal income tax (1)67,8782,6353.8881,7303,1273.3899,1733,9373.97
Total loans5,811,403277,2524.774,903,448217,0494.434,721,824221,3964.69
Loans held for sale12,6694043.1937,6381,1152.9652,2331,8813.60
Nonmarketable equity securities38,5432,1985.7047,0452,3484.9949,6232,6385.32
Total earning assets6,918,054303,0384.38%6,283,509239,3603.81%5,911,242246,6544.17%
Noninterest-earning assets618,593598,083617,984
Total assets$7,536,647$6,881,592$6,529,226
Interest-bearing liabilities:
Checking and money market deposits$2,877,392$31,1561.08%$2,467,288$3,0200.12%$2,330,657$7,8790.34%
Savings deposits703,3415400.08655,7351640.02567,3982450.04
Time deposits625,3074,1610.67690,5587,3731.07712,34412,7601.79
Brokered deposits16,5922041.2332,4194001.2324,3876142.52
Total interest-bearing deposits4,222,63236,0610.853,846,00010,9570.283,634,78621,4980.59
Short-term borrowings58,6881040.1868,986860.1260,3061780.30
FHLB advances and other borrowings355,2829,3352.63473,3718,4431.78650,68312,0331.85
Subordinated debt131,2037,4955.71153,1268,7055.68169,7489,7305.73
Trust preferred debentures49,6783,0256.0949,0981,9513.9748,5542,3134.76
Total interest-bearing liabilities4,817,48356,0201.16%4,590,58130,1420.66%4,564,07745,7521.00%
Noninterest-bearing liabilities:
Noninterest-bearing deposits1,965,7491,568,0051,255,031
Other noninterest-bearing liabilities65,53980,30875,123
Total noninterest-bearing liabilities2,031,2881,648,3131,330,154
Shareholders’ equity687,876642,698634,995
Total liabilities and shareholders’ equity$7,536,647$6,881,592$6,529,226
Net interest income / net interest margin (3)$247,0183.57%$209,2183.33%$200,9023.40%

(1)Interest income and average rates for tax-exempt loans and securities are presented on a tax-equivalent basis, assuming a statutory federal income tax rate of 21%. Tax-equivalent adjustments totaled $1.3 million, $1.5 million and $1.8 million for the years ended December 31, 2022, 2021 and 2020, respectively.

(2)Average loan balances include nonaccrual loans. Interest income on loans includes amortization of deferred loan fees, net of deferred loan costs.

(3)Net interest margin during the periods presented represents: (i) the difference between interest income on interest-earning assets and the interest expense on interest-bearing liabilities, divided by (ii) average interest-earning assets for the period.

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Interest Rates and Operating Interest Differential. Increases and decreases in interest income and interest expense result from changes in average balances (volume) of interest-earning assets and interest-bearing liabilities, as well as changes in average interest rates. The following table shows the effect that these factors had on the interest earned on our interest-earning assets and the interest incurred on our interest-bearing liabilities. The effect of changes in volume is determined by multiplying the change in volume by the previous period’s average rate. Similarly, the effect of rate changes is calculated by multiplying the change in average rate by the previous period’s volume. Changes which are not due solely to volume or rate have been allocated proportionally to the change due to volume and the change due to rate.

Year Ended December 31, 2022 compared with Year Ended December 31, 2021Year Ended December 31, 2021 compared with Year Ended December 31, 2020
Change due to:Interest VarianceChange due to:Interest Variance
(tax-equivalent basis, dollars in thousands)VolumeRateVolumeRate
EARNING ASSETS:
Federal funds sold and cash investments$(2,186)$5,365$3,179$203$(954)$(751)
Investment securities:
Taxable investment securities1,0668371,9032,758(3,649)(891)
Investment securities exempt from federal income tax(836)90(746)379(628)(249)
Total securities2309271,1573,137(4,277)(1,140)
Loans:
Loans42,48618,20960,6959,098(12,635)(3,537)
Loans exempt from federal income tax(534)42(492)(679)(131)(810)
Total loans41,95218,25160,2038,419(12,766)(4,347)
Loans held for sale(768)57(711)(479)(287)(766)
Nonmarketable equity securities(455)305(150)(133)(157)(290)
Total earning assets$38,773$24,905$63,678$11,147$(18,441)$(7,294)
INTEREST-BEARING LIABILITIES:
Checking and money market deposits$2,471$25,665$28,136$314$(5,173)$(4,859)
Savings deposits2435237631(112)(81)
Time deposits(565)(2,647)(3,212)(312)(5,075)(5,387)
Brokered deposits(196)(196)151(365)(214)
Total interest-bearing deposits1,73423,37025,104184(10,725)(10,541)
Short-term borrowings(16)341819(111)(92)
FHLB advances and other borrowings(2,610)3,502892(3,221)(369)(3,590)
Subordinated debt(1,250)40(1,210)(949)(76)(1,025)
Trust preferred debentures291,0451,07424(386)(362)
Total interest-bearing liabilities(2,113)27,99125,878(3,943)(11,667)(15,610)
Net interest income$40,886$(3,086)$37,800$15,090$(6,774)$8,316

Interest Income. Interest income, on a tax-equivalent basis, increased $63.7 million to $303.0 million in 2022 as compared to 2021 primarily due to the growth in our average loan balances. The yield on earning assets increased 57 basis points to 4.38% from 3.81%, due to the impact of both the growth in earning assets and the increase in market interest rates.

Average earning assets increased to $6.92 billion in 2022 from $6.28 billion in 2021. An increase in average loans of $908.0 million was partially offset by a decrease of $262.6 million in federal funds sold and cash investments.

Average commercial loans decreased $24.6 million for the twelve months ended December 31, 2022 compared to the same period of 2021. Commercial FHA warehouse lines and Paycheck Protection Program ("PPP") loans accounted for $95.9 million and $127.1 million, respectively, of this decrease. Excluding the changes in the commercial FHA warehouse line and PPP loan portfolios, average commercial loans increased $198.4 million in 2022 compared to 2021.

Average commercial real estate loans increased in 2022 by $707.5 million, compared to 2021. Average balances in our consumer loans, construction loans and lease portfolios also increased by $198.4 million, $21.1 million and $35.7 million, respectively, compared to the prior year. These increases were partially offset by payoffs and repayments in the residential real

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estate portfolio. Consumer loan growth was primarily the result of our new relationship with an additional consumer loan origination firm and our continuing relationship with GreenSky. On January 24, 2023, we notified GreenSky of our intent to terminate our participation in their loan origination program in October 2023, our required notice period. Following the termination, GreenSky is expected to continue servicing all loans originated through the program.

Interest Expense. Interest expense increased $25.9 million to $56.0 million in 2022 compared to 2021. The cost of interest-bearing liabilities increased to 1.16% in 2022 compared to 0.66% for the prior year due to the increase in deposit costs as a result of the rate increases enacted by the Federal Reserve.

Interest expense on deposits increased to $36.1 million in 2022 from $11.0 million in 2021. The increase was primarily due to an increase in rates paid on deposits. Average balances of interest-bearing deposit accounts increased $376.6 million, or 9.8%, to $4.22 billion for the year ended December 31, 2022 compared to 2021. The increase in volume was attributable to increases of retail deposits, commercial deposits and brokered deposits of $97.2 million, $107.8 million and $65.1 million, respectively. In addition, our Insured Cash Sweep product balances increased $78.1 million.

Interest expense on FHLB advances and other borrowings increased $0.9 million for the year ended December 31, 2022, from the comparable period in 2021. While average balances decreased $118.1 million in 2022 compared to 2021, this was offset by interest rate increases throughout 2022.

Interest expense on subordinated debt decreased $1.2 million in 2022 from 2021 primarily due to the redemption of $40.0 million of subordinated debt on October 15, 2022. The interest rate on the subordinated notes was 6.25%. In addition, the Company redeemed $31.1 million of subordinated debt on June 18, 2021. The interest rate on these redeemed notes was 4.54%.

Interest expense on trust preferred debentures increased $1.1 million in 2022 compared to 2021 due to interest rate increases, as these debt instruments reprice quarterly.

Provision for Credit Losses. The Company's provision for credit losses was $20.1 million in 2022. The provision for credit losses on loans and unfunded commitments was $18.8 million and $1.6 million, respectively, partially offset by the recognition of expense reversal of $0.2 million related to investment securities. Provision expense recognized in 2021 totaled $3.4 million, with $4.0 million attributable to loans and expense reversals of $0.4 million related to unfunded loan commitments and $0.1 million related to investment securities. The increase in the provision for credit losses on loans in 2022 compared to prior year was primarily due to the growth of and mix in our loan portfolio coupled with a declining economic forecast.

The provision for credit losses on loans recognized during 2022 and 2021 was made at a level deemed necessary by management to absorb estimated losses in the loan portfolio. A detailed evaluation of the adequacy of the allowance for credit losses is completed quarterly by management, the results of which are used to determine provision for credit losses. Management estimates the allowance balance required using past loan loss experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, economic conditions and reasonable and supportable forecasts along with other qualitative and quantitative factors.

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Noninterest Income. The following table sets forth the major components of our noninterest income for the years ended December 31, 2022, 2021 and 2020:

For the years ended December 31,2022 Compared to 20212021 Compared to 2020
(dollars in thousands)202220212020Increase (decrease)Increase (decrease)
Noninterest income:
Wealth management revenue$25,708$26,811$22,802$(1,103)(4.1)%$4,00917.6%
Commercial FHA revenue1,6631,4146,00724917.6(4,593)(76.5)
Residential mortgage banking revenue1,5095,5269,812(4,017)(72.7)(4,286)(43.7)
Service charges on deposit accounts9,4808,3488,6031,13213.6(255)(3.0)
Interchange revenue13,87914,50012,266(621)(4.3)2,23418.2
(Loss) gain on sales of investment securities, net(230)5371,721(767)(142.8)(1,184)(68.8)
Gain on termination of hedged interest rate swaps17,5312,15915,372712.02,159100.0
Impairment on commercial mortgage servicing rights(1,263)(7,532)(12,337)6,269(83.1)4,805(38.9)
Company-owned life insurance3,5844,4963,581(912)(20.3)91525.6
Other income8,03013,6408,794(5,610)(41.1)4,84655.1
Total noninterest income$79,891$69,899$61,249$9,99214.3%$8,65014.1%

Wealth management revenue. Income from our wealth management business for 2022 totaled $25.7 million as compared to $26.8 million in the same period of 2021. Assets under administration decreased to $3.51 billion at December 31, 2022 from $4.10 billion at December 31, 2021, primarily due to a decline in market performance in 2022 and a resulting decrease in revenue.

Residential mortgage banking revenue. Residential mortgage banking revenue for 2022 totaled $1.5 million, compared to $5.5 million in 2021, primarily attributable to a decrease in production. Loans originated for sale into the secondary market in 2022 totaled $77.0 million, with 19% representing refinance transactions versus purchase transactions. Similar loans originated during the prior year totaled $211.6 million with 48% representing refinance transactions.

Impairment of commercial mortgage servicing rights. Impairment of commercial mortgage servicing rights was $1.3 million for 2022 compared to $7.5 million for 2021. The impairment resulted from loan prepayments as borrowers refinanced their loans in the then current low interest rate environment. During the third quarter of 2022, we committed to a plan to sell the servicing rights asset associated with this portfolio and transferred $24.0 million of commercial FHA loan servicing rights to held for sale. Servicing rights held for sale are recorded at the lower of their carrying amount or fair value less estimated costs to sell. Loans serviced for others totaled $2.26 billion and $2.65 billion at December 31, 2022 and 2021, respectively.

Company owned life insurance. In the fourth quarter of 2021, the Company recognized $1.1 million of death benefits due to the passing of its former CEO and President.

Other noninterest income. Other income totaled $8.0 million for 2022, a decrease of $5.6 million, as compared to 2021. In 2021, the Company recognized $4.2 million of unrealized income on equity investments in FinTech-related venture capital funds and SBIC limited partnerships.

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Noninterest Expense. The following table sets forth the major components of noninterest expense for the years ended December 31, 2022, 2021 and 2020:

Years Ended December 31,2022 Compared to 20212021 Compared to 2020
(dollars in thousands)202220212020Increase (decrease)Increase (decrease)
Noninterest expense:
Salaries and employee benefits$90,305$86,883$85,557$3,4223.9%$1,3261.5%
Occupancy and equipment14,84214,86617,552(24)(0.2)(2,686)(15.3)
Data processing24,35024,59522,643(245)(1.0)1,9528.6
Professional6,90710,9717,234(4,064)(37.0)3,73751.7
Marketing3,3183,2393,498792.4(259)(7.4)
Communications2,3823,0024,052(620)(20.7)(1,050)(25.9)
Loan expense4,5862,0142,5042,572127.7(490)(19.6)
Amortization of intangible assets5,4105,8556,504(445)(7.6)(649)(10.0)
Other real estate owned5,1881,2772,1553,911306.3(878)(40.7)
Loss on mortgage servicing rights held for sale3,2502221,6923,0281,364.0(1,470)(86.9)
Impairment related to facilities optimization12,847(12,847)(100.0)
Federal Home Loan Bank advances prepayment fees8,5364,872(8,536)(100.0)3,66475.2
Other expense15,12413,60912,9001,51511.17095.5
Total noninterest expense$175,662$175,069$184,010$5930.3%$(8,941)(4.9)%

Salaries and employee benefits. For the year ended December 31, 2022, salaries and employee benefits expense increased $3.4 million as compared to 2021, primarily due to a modest increase in staffing levels in 2022. The Company employed 935 employees at December 31, 2022 compared to 907 employees at December 31, 2021.

Professional fees. For the year ended December 31, 2022, professional fees decreased $4.1 million as compared to the same period in 2021. In 2021, the Company incurred $3.6 million of consulting and legal expenses related to the settlement of a tax issue, as previously discussed.

Other Real Estate Owned. For the year ended December 31, 2022, the Company recorded impairment charges on two properties totaling $4.3 million compared to impairment expense of $0.5 million in 2021.

Loss on mortgage servicing rights held for sale. During the third quarter of 2022, the Company committed to a plan to sell the servicing rights asset associated with this portfolio and transferred $24.0 million of commercial FHA loan servicing rights to held for sale. During the fourth quarter, we recognized a loss of $3.3 million on this asset.

Other expense. For the year ended December 31, 2022, other expense increased $1.5 million as compared to 2021, primarily as a result of increased business activities.

Income Tax Expense. Income tax expense was $30.8 million for the year ended December 31, 2022, as compared to $17.8 million for the year ended December 31, 2021. The resulting effective tax rates were 23.7% and 18.0% for the years ended December 31, 2022 and 2021, respectively. The Company's income tax expense and related effective tax rate for the year ended December 31, 2021 benefited from the $6.8 million in settlements related to the treatment of gains recognized on FDIC-assisted transactions discussed earlier.

Financial Condition

Assets. Total assets increased to $7.86 billion at December 31, 2022, as compared to $7.44 billion at December 31, 2021.

Loans. The loan portfolio is the largest category of our assets. The following table presents the balance and associated percentage of each major category in our loan portfolio at December 31, 2022, 2021 and 2020:

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December 31,
202220212020
(dollars in thousands)Book Value%Book Value%Book Value%
Loans:
Commercial:
Equipment finance loans$616,7519.8%$521,97310.0%$451,4378.8%
Equipment finance leases491,7447.8423,2808.1410,0648.0
Commercial FHA lines25,0290.491,9271.8273,2985.4
SBA PPP loans1,91652,4771.0184,4013.6
Other commercial loans870,87813.8783,81114.9776,43915.2
Total commercial loans and leases2,006,31831.81,873,46835.82,095,63941.1
Commercial real estate2,433,15938.61,816,82834.81,525,97329.9
Construction and land development320,8825.1193,7493.7172,7373.4
Residential real estate366,0945.8338,1516.5442,8808.7
Consumer1,180,01418.71,002,60519.2866,10217.0
Total loans, gross6,306,467100.0%5,224,801100.0%5,103,331100.0%
Allowance for credit losses on loans(61,051)(51,062)(60,443)
Total loans, net$6,245,416$5,173,739$5,042,888

Total loans increased $1.08 billion to $6.31 billion at December 31, 2022, as compared to December 31, 2021. The loan growth was primarily reflected in our commercial loans and leases, commercial real estate and consumer portfolios, which increased $132.9 million, $616.3 million and $177.4 million, respectively. These increases were offset in part by payoffs and repayments in the residential real estate portfolio.

Commercial loans and leases, which includes commercial FHA warehouse lines and PPP loans, increased $132.9 million to $2.01 billion at December 31, 2022, as compared to December 31, 2021. Advances on commercial FHA warehouse lines decreased $66.9 million to $25.0 million at December 31, 2022. PPP loans at December 31, 2022, totaled $1.9 million, a decrease of $50.6 million from December 31, 2021. Excluding the decreases in PPP loans and commercial FHA warehouse lines, commercial loans and leases increased $250.3 million, primarily from our equipment financing business.

Consumer loans increased $177.4 million primarily as a result of our new relationship with an additional consumer loan origination firm and our continuing relationship with GreenSky. On January 24, 2023, the Company notified GreenSky that, effective October 21, 2023, the Company would terminate its participation in GreenSky’s loan origination program. Following the termination, GreenSky is expected to continue servicing all loans originated through the program.

The principal segments of our loan portfolio are discussed below:

Commercial loans. We provide a mix of variable and fixed rate commercial loans. The loans are typically made to small- and medium-sized manufacturing, wholesale, retail and service businesses for working capital needs, business expansions and farm operations. Commercial loans generally include lines of credit and loans with maturities of five years or less. The loans are generally made with business operations as the primary source of repayment, but may also include collateralization by inventory, accounts receivable and equipment, and generally include personal guarantees. The commercial loan category also includes loans originated by the equipment financing business that are secured by the underlying equipment.

Commercial real estate loans. Our commercial real estate loans consist of both real estate occupied by the borrower for ongoing operations and non-owner occupied real estate properties. The real estate securing our existing commercial real estate loans includes a wide variety of property types, such as owner occupied offices, warehouses and production facilities, office buildings, hotels, mixed-use residential and commercial facilities, retail centers, multifamily properties and assisted living facilities. Our commercial real estate loan portfolio also includes farmland loans. Farmland loans are generally made to a borrower actively involved in farming rather than to passive investors.

Construction and land development loans. Our construction and land development loans are comprised of residential construction, commercial construction and land acquisition and development loans. Interest reserves are generally established on real estate construction loans.

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Residential real estate loans. Our residential real estate loans consist of residential properties that generally do not qualify for secondary market sale.

Consumer loans. Our consumer loans include direct personal loans, indirect automobile loans, lines of credit and installment loans originated through home improvement specialty retailers and contractors. Personal loans are generally secured by automobiles, boats and other types of personal property and are made on an installment basis.

Lease financing. Our equipment leasing business provides financing leases to varying types of businesses nationwide for purchases of business equipment and software. The financing is secured by a first priority interest in the financed asset and generally requires monthly payments.

The following table shows the contractual maturities of our loan portfolio and the distribution between fixed and adjustable interest rate loans at December 31, 2022:

December 31, 2022
Within One YearOne Year to Five YearsFive Years to 15 YearsAfter 15 Years
(dollars in thousands)Fixed RateAdjustable RateFixed RateAdjustable RateFixed RateAdjustable RateFixed RateAdjustable RateTotal
Commercial$94,832$435,129$630,489$54,816$199,600$95,589$$4,119$1,514,574
Commercial real estate182,324168,831900,573527,826424,707200,9495,69222,2572,433,159
Construction and land development4,49979,58581,63997,70124,40629,6361,0222,394320,882
Total commercial loans281,655683,5451,612,701680,343648,713326,1746,71428,7704,268,615
Residential real estate1,7185,1978,09717,92831,51139,576146,449115,618366,094
Consumer1,7623,1411,154,33956120,2111,180,014
Lease financing11,634362,685117,425491,744
Total loans$296,769$691,883$3,137,822$698,832$817,860$365,750$153,163$144,388$6,306,467

Loan Quality

We use what we believe is a comprehensive methodology to monitor credit quality and prudently manage credit concentration within our loan portfolio. Our underwriting policies and practices govern the risk profile, credit and geographic concentration for our loan portfolio. We also have what we believe to be a comprehensive methodology to monitor these credit quality standards, including a risk classification system that identifies potential problem loans based on risk characteristics by loan type as well as the early identification of deterioration at the individual loan level. In addition to our allowance for credit losses on loans, our purchase discounts on acquired loans provide additional protections against credit losses.

Analysis of the Allowance for Credit Losses on Loans. The allowance for credit losses on loans was $61.1 million, or 0.97% of total loans, at December 31, 2022 compared to $51.1 million, or 0.98% of total loans, at December 31, 2021. The following table allocates the allowance for credit losses on loans by loan category:

December 31,
202220212020
(dollars in thousands)Allowance% (1)Allowance% (1)Allowance% (1)
Commercial$14,6390.97%$14,3750.99%$19,8511.18%
Commercial real estate29,2901.2022,9931.2725,4651.67
Construction and land development2,4350.769720.501,4330.83
Total commercial loans46,3641.0938,3401.1146,7491.38
Residential real estate4,3011.172,6950.803,9290.89
Consumer3,5990.302,5580.262,3380.27
Lease financing6,7871.387,4691.767,4271.81
Total allowance for credit losses on loans$61,0510.97%$51,0620.98%$60,4431.18%

(1)Represents the percentage of the allowance to total loans in the respective category.

We measure expected credit losses over the life of each loan utilizing a combination of models which measure probability of default and loss given default, among other things. The measurement of expected credit losses is impacted by

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loan and borrower attributes and certain macroeconomic variables. Models are adjusted to reflect the impact of certain current macroeconomic variables as well as their expected changes over a reasonable and supportable forecast period.

The allowance allocated to commercial loans totaled $14.6 million, or 0.97% of total commercial loans, at December 31, 2022, compared to $14.4 million, or 0.99%, at December 31, 2021. Modeled expected credit losses increased $1.1 million and qualitative factor ("Q-Factor") adjustments related to commercial loans increased $2.1 million. Specific allocations for commercial loans that were evaluated for expected credit losses on an individual basis decreased from $2.9 million at December 31, 2021 to $0 at December 31, 2022.

The allowance allocated to commercial real estate loans totaled $29.3 million, or 1.20% of total commercial real estate loans, at December 31, 2022 compared to $23.0 million, or 1.27% of total commercial real estate loans, at December 31, 2021. Modeled expected credit losses related to commercial real estate loans decreased $0.3 million and Q-Factor adjustments related to commercial real estate loans increased $5.2 million. Specific allocations for commercial real estate loans that were evaluated for expected credit losses on an individual basis increased from $0.1 million at December 31, 2021 to $1.5 million at December 31, 2022.

The allowance allocated to construction and land development loans totaled $2.4 million, or 0.76% of total construction and land development loans, at December 31, 2022, compared to $1.0 million, or 0.50%, at December 31, 2021. Modeled expected credit losses increased $0.6 million and Q-Factor adjustments related to construction and land development loans increased $0.9 million.

The allowance allocated to residential real estate loans totaled $4.3 million, or 1.17% of total residential real estate loans, at December 31, 2022, compared to $2.7 million, or 0.80%, at December 31, 2021. Modeled expected credit losses increased $1.1 million and Q-Factor adjustments related to residential real estate loans increased $0.5 million.

As previously stated, the overall loan portfolio increased $1.08 billion, or 20.7%, which included a $616.3 million, or 33.9%, increase in commercial real estate loans and a $250.3 million, or 14.5%, increase in commercial loans, excluding commercial FHA warehouse lines and PPP loans. The weighted average risk grade for commercial and industrial loans of 4.36 at December 31, 2022, improved from 4.53 at December 31, 2021. The weighted-average risk grade for commercial real estate loans also decreased slightly to 4.87 at December 31, 2022 from 5.02 at December 31, 2021.

In estimating expected credit losses as of December 31, 2022, we utilized certain forecasted macroeconomic variables from Oxford Economics in our models. The forecasted projections included, among other things, (i) year over year change in U.S. gross domestic product ranging from -0.5% to 1.3% over the next three quarters; (ii) U.S. unemployment rate increasing to 4.7% by the fourth quarter of 2023 with Illinois unemployment rates higher at 6.0%; and (iii) an average 10 year Treasury rate forecasted at 3.10% in the fourth quarter of 2023. These economic metrics forecast a slowing economy in 2023.

We qualitatively adjust the model results based on this scenario for various risk factors that are not considered within our modeling processes but are nonetheless relevant in assessing the expected credit losses within our loan pools. Q-Factor adjustments are based upon management judgment and current assessment as to the impact of risks related to changes in lending policies and procedures; economic and business conditions; loan portfolio attributes and credit concentrations; and external factors, among other things, that are not already captured within the modeling inputs, assumptions and other processes. Management assesses the potential impact of such items within a range of severely negative impact to positive impact and adjusts the modeled expected credit loss by an aggregate adjustment percentage based upon the assessment. As a result of this assessment as of December 31, 2022, modeled expected credit losses were adjusted upwards with a Q-Factor adjustment of approximately 50 basis points of total loans, increasing from 43 basis points at December 31, 2021. The Q-Factor adjustment at December 31, 2022 was based primarily on declining economic conditions, including rising inflation fears and an increasing risk of recession and the impact of rising fuel prices on businesses and consumers.

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The following table provides an analysis of the allowance for credit losses on loans, provision for credit losses on loans and net charge-offs for the years ended 2022, 2021, and 2020:

Years Ended December 31,
(dollars in thousands)202220212020
Balance, beginning of period$51,062$60,443$28,028
Charge-offs:
Commercial4,1216,4655,589
Commercial real estate4,1063,52413,637
Construction and land development6448376
Residential real estate344398522
Consumer1,2291,1581,624
Lease financing1,2973,4273,706
Total charge-offs11,10315,42025,454
Recoveries:
Commercial401341147
Commercial real estate721324
Construction and land development30221107
Residential real estate252249184
Consumer457514645
Lease financing1,148743530
Total recoveries2,2952,0891,937
Net charge-offs8,80813,33123,517
Provision for credit losses on loans18,7973,95043,149
Impact of adopting ASC 3268,546
Impact of adopting ASC 326 - PCD loans4,237
Balance, end of period$61,051$51,062$60,443
Gross loans, end of period$6,306,467$5,224,801$5,103,331
Average total loans$5,811,403$4,903,447$4,721,823
Net charge-offs to average loans0.15%0.27%0.50%
Allowance for credit losses to total loans0.97%0.98%1.18%

Individual loans considered to be uncollectible are charged off against the allowance. Factors used in determining the amount and timing of charge-offs on loans include consideration of the loan type, length of delinquency, sufficiency of collateral value, lien priority and the overall financial condition of the borrower. Collateral value is determined using updated appraisals and/or other market comparable information. Charge-offs are generally taken on loans once the impairment is determined to be other-than-temporary. Recoveries on loans previously charged off are added to the allowance. Net charge-offs for 2022 totaled $8.8 million, compared to $13.3 million for 2021. Net charge-offs to average loans were 0.15% and 0.27% for 2022 and 2021, respectively.

Nonperforming Loans. The following table sets forth our nonperforming assets by asset categories as of the dates indicated. Nonperforming loans include nonaccrual loans, loans past due 90 days or more and still accruing interest and loans modified under troubled debt restructurings. Deferrals related to COVID-19 are not included as TDRs as of December 31, 2022

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and December 31, 2021. The balances of nonperforming loans reflect the net investment in these assets, including deductions for purchase discounts.

December 31,
(dollars in thousands)202220212020
Nonperforming loans:
Commercial$7,853$12,261$7,995
Commercial real estate29,60219,17527,269
Construction and land development2291202,863
Residential real estate8,4497,91213,030
Consumer921208303
Lease financing2,3692,9042,610
Total nonperforming loans49,42342,58054,070
Other real estate owned and other repossessed assets8,40114,48821,362
Nonperforming assets$57,824$57,068$75,432
Nonperforming loans to total loans0.78%0.81%1.06%
Nonperforming assets to total assets0.74%0.77%1.10%
Allowance for credit losses to nonperforming loans123.53%119.92%111.79%

We did not recognize interest income on nonaccrual loans during the years ended December 31, 2022 or 2021 while the loans were in nonaccrual status. Additional interest income that would have been recorded on nonaccrual loans had they been current in accordance with their original terms was $2.8 million and $2.7 million for the year ended December 31, 2022 and 2021 respectively. We recognized interest income on commercial and commercial real estate loans modified under troubled debt restructurings of $0.1 million during each of the years ended December 31, 2022 and 2021.

We utilize an asset risk classification system in compliance with guidelines established by the Federal Reserve as part of our efforts to improve asset quality. In connection with examinations of insured institutions, examiners have the authority to identify problem assets and, if appropriate, classify them. There are three classifications for problem assets: “substandard,” “doubtful,” and “loss.” Substandard assets have one or more defined weaknesses and are characterized by the distinct possibility that the insured institution will sustain some loss if the deficiencies are not corrected. Doubtful assets have the weaknesses of substandard assets with the additional characteristic that the weaknesses make collection or liquidation in full questionable and there is a high probability of loss based on currently existing facts, conditions and values. An asset classified as loss is not considered collectable and is of such little value that continuance of booking the asset is not warranted.

We use a ten grade risk rating system to categorize and determine the credit risk of our loans. Potential problem loans include loans with a risk grade of 7, which are "special mention," and loans with a risk grade of 8, which are "substandard" loans that are not considered to be nonperforming. These loans generally require more frequent loan officer contact and receipt of financial data to closely monitor borrower performance. Potential problem loans are managed and monitored regularly through a number of processes, procedures and committees, including oversight by a loan administration committee comprised of executive officers and other members of the Bank's senior management team.

The following table presents the recorded investment of potential problem commercial loans by loan category at the dates indicated:

CommercialCommercial real estateConstruction & land development
Risk categoryRisk categoryRisk category
(dollars in thousands)78 (1)78 (1)78 (1)Total
December 31, 2022$12,693$9,579$42,770$82,949$210$8,415$156,616
December 31, 202128,24820,41346,295108,6345,2351,336210,161
December 31, 202043,89029,70883,424166,76945411,176335,421

(1)Includes only those 8-rated loans that are not included in nonperforming loans.

Commercial loans with a risk rating of 7 or 8 decreased $26.4 million to $22.3 million as of December 31, 2022, compared to $48.7 million as of December 31, 2021. Commercial real estate loans with a risk rating of 7 or 8 decreased $29.2

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million to $125.7 million as of December 31, 2022, compared to $154.9 million as of December 31, 2021, primarily due to risk rating upgrades within the portfolio.

Investment Securities. Our investment strategy aims to maximize earnings while maintaining liquidity in securities with minimal credit risk. The types and maturities of securities purchased are primarily based on our current and projected liquidity and interest rate sensitivity positions.

The following table sets forth the book value and percentage of each category of investment securities at December 31, 2022, 2021 and 2020. The book value for investment securities classified as available for sale is equal to fair market value.

December 31,
202220212020
(dollars in thousands)Book Value% of TotalBook Value% of TotalBook Value% of Total
Investment securities available for sale:
U.S. Treasury securities$81,23010.6%$64,9177.2%$%
U.S. government sponsored entities and U.S. agency securities37,5094.933,8173.735,5675.2
Mortgage-backed securities - agency448,15058.3440,27048.5344,57750.9
Mortgage-backed securities - non-agency20,7542.728,7063.220,7443.1
State and municipal securities94,63612.3143,09915.8129,76519.2
Corporate securities85,95511.2195,79421.6146,05821.6
Total investment securities, available for sale, at fair value$768,234100.0%$906,603100.0%$676,711100.0%

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The following table sets forth the book value, maturities and weighted average yields for our investment portfolio at December 31, 2022. The book value for investment securities classified as available for sale is equal to fair market value.

(dollars in thousands)Book value% of totalWeighted average yield
Investment securities available for sale:
U.S. Treasury securities:
Maturing within one year$10,2101.3%0.63%
Maturing in one to five years71,0209.31.83
Maturing in five to ten years
Maturing after ten years
Total U.S. Treasury securities$81,23010.6%1.69%
U.S. government sponsored entities and U.S. agency securities:
Maturing within one year$10,0531.3%4.80%
Maturing in one to five years15,6302.01.18
Maturing in five to ten years11,8261.61.77
Maturing after ten years
Total U.S. government sponsored entities and U.S. agency securities$37,5094.9%2.25%
Mortgage-backed securities - agency:
Maturing within one year$2,8960.4%3.02%
Maturing in one to five years132,43817.22.50
Maturing in five to ten years202,12226.32.44
Maturing after ten years110,69414.41.85
Total mortgage-backed securities - agency$448,15058.3%2.30%
Mortgage-backed securities - non-agency:
Maturing within one year$%%
Maturing in one to five years
Maturing in five to ten years
Maturing after ten years20,7542.72.55
Total mortgage-backed securities - non-agency$20,7542.7%2.55%
State and municipal securities (1):
Maturing within one year$11,8881.5%5.00%
Maturing in one to five years26,0993.43.54
Maturing in five to ten years32,5994.32.52
Maturing after ten years24,0503.12.86
Total state and municipal securities$94,63612.3%3.16%
Corporate securities:
Maturing within one year$%%
Maturing in one to five years9,6581.33.57
Maturing in five to ten years76,2979.93.41
Maturing after ten years
Total corporate securities$85,95511.2%3.43%
Total investment securities, available for sale$768,234100.0%2.47%

(1)Weighted average yield for tax-exempt securities are presented on a tax-equivalent basis assuming a federal income tax rate of 21%.

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The table below presents the credit ratings for our investment securities classified as available for sale, at fair value, at December 31, 2022.

AmortizedEstimatedAverage credit rating
(dollars in thousands)costfair valueAAAAA+/-A+/-BBB+/-BBB-Not Rated
Investment securities available for sale:
U.S. Treasury securities$86,313$81,230$80,986$244$$$$
U.S. government sponsored entities and U.S. agency securities41,77537,50933,4304,079
Mortgage-backed securities - agency522,028448,15012448,138
Mortgage-backed securities - non-agency24,92220,75420,754
State and municipal securities102,71994,6366,51176,1051,3229929,706
Corporate securities95,26685,95531,40152,1392,415
Total investment securities, available for sale$873,023$768,234$141,693$528,566$32,723$53,131$$12,121

Cash and Cash Equivalents. Cash and cash equivalents decreased $530.1 million to $150.3 million at December 31, 2022 compared to December 31, 2021, as the excess liquidity was used to fund loan growth during the year.

Loans Held for Sale. Loans held for sale totaled $1.3 million at December 31, 2022, comprised entirely of residential real estate loans, compared to $32.0 million at December 31, 2021, comprised of $19.2 million of commercial real estate and $12.8 million of residential real estate loans.

Liabilities. At December 31, 2022, liabilities totaled $7.10 billion compared to $6.78 billion at December 31, 2021.

Deposits. We emphasize developing total client relationships with our customers in order to increase our retail and commercial core deposit bases, which are our primary funding sources. Our deposits consist of noninterest-bearing and interest-bearing demand, savings and time deposit accounts.

Total deposits increased $254.0 million to $6.36 billion at December 31, 2022, as compared to December 31, 2021. Deposits acquired in the second quarter of 2022 from FNBC totaled $79.8 million. Increases in interest-bearing checking and money market accounts of $257.4 million and $315.0 million, respectively, during this period, were partially offset by a decrease in noninterest-bearing demand account balances.

Noninterest-bearing demand accounts decreased $309.9 million to $1.94 billion at December 31, 2022, compared to December 31, 2021, as servicing deposits decreased $374.7 million. Interest-bearing checking accounts and money market accounts increased $257.4 million and $315.0 million, respectively, from December 31, 2021 to December 31, 2022. These increases were the result of strategic relationships with non-bank financial services companies, consumers' flight to safety from the equities markets and increasing deposit rates in response to the rate increases announced by the Federal Reserve.

December 31,
(dollars in thousands)202220212020
Book Value% of TotalBook Value% of TotalBook Value% of Total
Noninterest-bearing demand$1,935,77330.4%$2,245,70136.8%$1,469,57928.8%
Interest-bearing:
Checking1,920,45830.21,663,02127.21,568,88830.8
Money market1,184,10118.6869,06714.2785,87115.4
Savings661,93210.4679,11511.1597,96611.7
Time662,38810.4653,74410.7678,71213.3
Total deposits$6,364,652100.0%$6,110,648100.0%$5,101,016100.0%

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The following table summarizes our average deposit balances and weighted average rates for the years ended December 31, 2022, 2021 and 2020:

December 31,
202220212020
(dollars in thousands)Average BalanceWeighted Average RateAverage BalanceWeighted Average RateAverage BalanceWeighted Average Rate
Deposits:
Noninterest-bearing demand$1,965,749$1,568,005$1,255,031
Interest-bearing:
Checking1,828,8861.23%1,645,8800.14%1,499,1990.27%
Money market1,048,5060.82821,4080.09831,4580.46
Savings703,3410.08655,7350.02567,3980.04
Time, insured493,7510.62551,7481.12611,5701.78
Time, uninsured131,5560.83138,8100.88100,7741.88
Time, brokered16,5921.2332,4191.2324,3872.52
Total interest-bearing4,222,6320.853,846,0000.283,634,7860.59
Total deposits$6,188,3810.58%$5,414,0050.20%$4,889,8170.44%

The following table sets forth the maturity of uninsured time deposits as of December 31, 2022:

(dollars in thousands)Amount
Three months or less$15,862
Three to six months19,795
Six to 12 months28,753
After 12 months54,181
Total$118,591

Short-Term Borrowings. In addition to deposits, we use short-term borrowings, such as federal funds purchased and securities sold under agreements to repurchase, as a source of funds to meet the daily liquidity needs of our customers and fund growth in earning assets. Short-term borrowings were $42.3 million at December 31, 2022 compared to $76.8 million at December 31, 2021. The weighted average interest rate on our short-term borrowings was 0.26% and 0.13% at December 31, 2022 and 2021, respectively.

Subordinated Debt. Subordinated debt totaled $99.8 million and $139.1 million as of December 31, 2022 and 2021, respectively. On October 15, 2022, the Company redeemed the outstanding fixed-to-floating rate subordinated notes due October 15, 2027, having an aggregate principal amount of $40.0 million, in accordance with the terms of the notes. The interest rate on the subordinated notes was 6.25%.

Capital Resources and Liquidity Management

Capital Resources. Shareholders’ equity is influenced primarily by earnings, dividends, issuances and redemptions of common and preferred stock and changes in accumulated other comprehensive income caused primarily by fluctuations in unrealized holding gains or losses, net of taxes, on available-for-sale investment securities and cash flow hedges.

Shareholders’ equity increased $94.7 million to $758.6 million at December 31, 2022 as compared to December 31, 2021. The Company generated net income of $99.0 million during 2022. Offsetting this increase to shareholders’ equity were dividends to common shareholders of $25.9 million, dividends to preferred shareholders of $3.2 million, stock repurchases of $1.1 million and a decrease in accumulated other comprehensive loss of $89.0 million. In addition, the Company completed its preferred stock offering in August 2022, generating net proceeds of $110.5 million as described in Note 17. The Company intends to use the net proceeds from the offering for general corporate purposes, which may include providing capital to support its organic growth or growth through strategic acquisitions, repaying or redeeming outstanding indebtedness, financing investments, capital expenditures, repurchasing shares of its common stock and for further investments in the Bank as regulatory capital.

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The Company had a share repurchase program, whereby the Board of Directors authorized the Company to repurchase up to $75.0 million of its common stock. This program terminated December 31, 2022. As of December 31, 2022, $56.4 million, or 2,996,778 shares of the Company’s common stock, had been repurchased under the program. On December 6, 2022, the Company’s Board of Directors authorized a new share repurchase program, pursuant to which the Company is authorized to repurchase up to $25.0 million of common stock through December 31, 2023.

Liquidity Management. Liquidity refers to the measure of our ability to meet the cash flow requirements of depositors and borrowers, while at the same time meeting our operating, capital and strategic cash flow needs, all at a reasonable cost. We continuously monitor our liquidity position to ensure that assets and liabilities are managed in a manner that will meet all short-term and long-term cash requirements. We manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our shareholders.

Integral to our liquidity management is the administration of short-term borrowings. To the extent we are unable to obtain sufficient liquidity through core deposits, we seek to meet our liquidity needs through wholesale funding or other borrowings on either a short- or long-term basis.

Securities sold under agreements to repurchase, which are classified as secured borrowings, generally mature within one to four days from the transaction date. Securities sold under agreements to repurchase are reflected at the amount of cash received in connection with the transaction, which represents the amount of the Bank’s obligation. The Bank may be required to provide additional collateral based on the fair value of the underlying securities. Investment securities with a carrying amount of $46.1 million and $78.3 million at December 31, 2022 and December 31, 2021, respectively, were pledged for securities sold under agreements to repurchase.

The Company had available lines of credit of $12.2 million and $55.9 million at December 31, 2022 and December 31, 2021, respectively, from the Federal Reserve Discount Window. The lines are collateralized by a collateral agreement with respect to a pool of commercial real estate loans totaling $14.3 million and $64.8 million at December 31, 2022 and December 31, 2021, respectively. There were no outstanding borrowings under these lines at December 31, 2022 and December 31, 2021.

At December 31, 2022, the Company had available federal funds lines of credit totaling $394.0 million, which were unused.

The Company is a corporation separate and apart from the Bank and, therefore, must provide for its own liquidity. The Company’s main source of funding is dividends declared and paid to it by the Bank. There are statutory, regulatory and debt covenant limitations that affect the ability of the Bank to pay dividends to the Company. Management believed at December 31, 2022, that these limitations will not impact our ability to meet our ongoing short-term cash obligations.

Regulatory Capital Requirements

We are subject to various regulatory capital requirements administered by the federal and state banking regulators. Failure to meet regulatory capital requirements may result in certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a direct material effect on our financial statements. Under capital adequacy guidelines and the regulatory framework for “prompt corrective action”, we must meet specific capital guidelines that involve quantitative measures of our assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting policies.

In December 2018, the Office of the Comptroller of the Currency, the Federal Reserve, and the FDIC approved a final rule to address changes to credit loss accounting under GAAP, including banking organizations’ implementation of CECL. The final rule provides banking organizations the option to phase in over a three-year period the day-one adverse effects on regulatory capital that may result from the adoption of the CECL accounting standard. In March 2020, the Office of the Comptroller of the Currency, the Federal Reserve, and the FDIC published an interim final rule to delay the estimated impact on regulatory capital stemming from the implementation of CECL. The interim final rule maintains the three-year transition option in the previous rule and provides banks the option to delay for two years an estimate of CECL’s effect on regulatory capital, relative to the incurred loss methodology’s effect on regulatory capital, followed by a three-year transition period (five-year transition option). The Company is adopting the capital transition relief over the permissible five-year period.

At December 31, 2022, the Company and the Bank exceeded the regulatory minimums and met the regulatory definition of well-capitalized.

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The following table presents the Company's and the Bank’s capital ratios and the minimum requirements at December 31, 2022:

RatioActualMinimumRegulatoryRequirements (1)Well Capitalized
Total risk-based capital ratio
Midland States Bancorp, Inc.12.38%10.50%N/A
Midland States Bank11.5110.5010.00%
Tier 1 risk-based capital ratio
Midland States Bancorp, Inc.10.218.50N/A
Midland States Bank10.718.508.00
Common equity tier 1 risk-based capital ratio
Midland States Bancorp, Inc.7.777.00N/A
Midland States Bank10.717.006.50
Tier 1 leverage ratio
Midland States Bancorp, Inc.9.434.00N/A
Midland States Bank9.904.005.00

(1)Total risk-based capital ratio, Tier 1 risk-based capital ratio and Common equity tier 1 risk-based capital ratio include the capital conservation buffer of 2.5%.

Off-Balance Sheet Arrangements

We have limited off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our financial condition, revenues, expenses, results of operations, liquidity, capital expenditures or capital resources.

In the normal course of business, we enter into various transactions, which, in accordance with GAAP, are not included in our consolidated balance sheets. We enter into these transactions to meet the financing needs of our customers. These transactions include commitments to extend credit and standby letters of credit, which involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amounts recognized in our consolidated balance sheets. Most of these commitments mature within two years and are expected to expire without being drawn upon. Standby letters of credit are included in the determination of the amount of risk-based capital that the Company and the Bank are required to hold.

We enter into contractual loan commitments to extend credit, normally with fixed expiration dates or termination clauses, at specified rates and for specific purposes. Substantially all of our commitments to extend credit are contingent upon customers maintaining specific credit standards until the time of loan funding. We decrease our exposure to losses under these commitments by subjecting them to credit approval and monitoring procedures. We assess the credit risk associated with certain commitments to extend credit and establish a liability for probable credit losses.

Standby letters of credit are written conditional commitments issued by us to guarantee the performance of a customer to a third party. In the event that the customer does not perform in accordance with the terms of the agreement with the third party, we would be required to fund the commitment. The maximum potential amount of future payments we could be required to make is represented by the contractual amount of the commitment. If the commitment is funded, we would be entitled to seek recovery from the customer. Our policies generally require that standby letter of credit arrangements contain security and debt covenants similar to those contained in loan agreements.

We guarantee the distributions and payments for redemption or liquidation of the trust preferred securities issued by our wholly owned subsidiary business trusts to the extent of funds held by the trusts. Although this guarantee is not separately recorded, the obligation underlying the guarantee is fully reflected on our consolidated balance sheets as junior subordinated debentures held by subsidiary trusts. The junior subordinated debentures currently qualify as Tier 1 capital under the Federal Reserve capital adequacy guidelines.

FY 2021 10-K MD&A

SEC filing source: 0001466026-22-000003.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high. Filing date: 2022-02-25. Report date: 2021-12-31.

ITEM 7 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes thereto, included in Item 8 - "Financial Statements and Supplementary Data", and other financial data appearing elsewhere in this report. This discussion and analysis contains forward-looking statements that involve risks, uncertainties and assumptions. Certain risks, uncertainties and other factors, including but not limited to those set forth under “Safe Harbor Statement Under the Private Securities Litigation Reform Act of 1995,” Item 1A – "Risk Factors” and elsewhere in this report, may cause actual results to differ materially from those projected in the forward-looking statements. We assume no obligation to update any of these forward-looking statements. Readers of our Annual Report on Form 10-K should therefore consider these risks and uncertainties in evaluating forward-looking statements and should not place undue reliance on forward-looking statements.

Overview

Midland States Bancorp, Inc. is a diversified financial holding company headquartered in Effingham, Illinois. Its wholly-owned banking subsidiary, Midland States Bank, has branches across Illinois and in Missouri, and provides a full range of commercial and consumer banking products and services, business equipment financing, merchant credit card services, and trust and investment management services and insurance and financial planning services. As of December 31, 2021, we had assets of $7.44 billion, deposits of $6.11 billion and shareholders’ equity of $663.8 million.

Our strategic plan is focused on building a performance-based, customer-centric culture, creating revenue diversification, seeking accretive acquisitions, achieving operational excellence and maintaining a robust enterprise-wide risk management program. Over the past several years, we have grown organically and through a series of acquisitions, with an over-arching focus on enhancing shareholder value and building a platform for scalability. Most recently, on January 25, 2022, the Company announced the signing of a branch purchase and assumption agreement with FNBC Bank & Trust (“FNBC”) whereby Midland has agreed to acquire the deposits and certain loans and other assets associated with FNBC’s branches in Mokena and Yorkville, Illinois. We expect to acquire approximately $86 million of deposits and approximately $26 million of loans. The transaction is expected to close during the second quarter of 2022, subject to regulatory approval and other customary closing conditions. On June 1, 2021, the Company completed its acquisition of substantially all of the trust assets of ATG Trust, a trust company based in Chicago, Illinois. In July 2019, the Company completed its acquisition of HomeStar and its wholly-owned banking subsidiary, HomeStar Bank. Additional information on recent acquisitions is presented in Note 2 to the consolidated financial statements in Item 8 of this Form 10-K.

Our principal lines of business include traditional community banking and wealth management. Our traditional community banking business primarily consists of commercial and retail lending and deposit taking. Our wealth management group provides a comprehensive suite of trust and wealth management products and services, and has grown to $4.22 billion of assets under administration as of December 31, 2021.

Our principal business activity has been lending to and accepting deposits from individuals, businesses, municipalities and other entities. We have derived income principally from interest charged on loans and leases and, to a lesser extent, from interest and dividends earned on investment securities. We have also derived income from noninterest sources, such as: fees received in connection with various lending and deposit services; wealth management services; commercial FHA mortgage loan servicing; residential mortgage loan originations and sales; and, from time to time, gains on sales of assets. Our principal expenses include interest expense on deposits and borrowings, operating expenses, such as salaries and employee benefits, occupancy and equipment expenses, data processing costs, professional fees and other noninterest expenses, provisions for credit losses and income tax expense.

Material Trends and Developments

Community Banking. We believe the most important trends affecting community banks in the United States over the foreseeable future will be related to heightened regulatory capital requirements, increasing regulatory burdens generally, including the implementation of the Dodd-Frank Act and the regulations promulgated and to be promulgated thereunder, and net interest margin compression. We expect that community banks will face increased competition for lower cost capital as a result of regulatory policies that may offer larger financial institutions greater access to government assistance than is available for smaller institutions, including community banks. We expect that troubled community banks will continue to face significant challenges when attempting to raise capital. We also believe that heightened regulatory capital requirements will make it more difficult for even well-capitalized, healthy community banks to grow in their communities. We believe these trends will favor community banks that have sufficient capital, a diversified business model and a strong deposit franchise, and we believe we possess these characteristics.

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We also believe that increased regulatory burdens will have a significant adverse effect on smaller community banks, which often lack the personnel, experience and technology to efficiently comply with new regulations in a variety of areas in the banking industry, including in the areas of deposits, lending, compensation, information security and overdraft protection. We believe the increased costs to smaller community banks from a more complex regulatory environment, coupled with challenges in the real estate lending area, present attractive acquisition opportunities for larger community banks that have already made significant investments in regulatory compliance and risk management and can acquire and quickly integrate these smaller institutions into their existing platform. Furthermore, we believe that, as a result of our significant operational investments and our experience acquiring other institutions and quickly integrating them into our organization, we are well positioned to capitalize on the challenges facing smaller community banks.

We continue to believe we have significant opportunities for further growth through additional acquisitions of banks, branches, wealth management firms and trust departments of community banks, selective de novo opportunities, continued expansion of our wealth management operations, the hiring of commercial banking and wealth management professionals from other organizations and organic growth within our existing branch network. We also believe we have the necessary experience, management and infrastructure to take advantage of these growth opportunities.

Credit Reserves. One of our key operating objectives has been, and continues to be, maintenance of an appropriate level of reserve protection against estimated losses in our loan portfolio. Our allowance for credit losses on loans totaled $51.1 million, or 0.98% of total loans, and $60.4 million, or 1.18% of total loans, at December 31, 2021 and 2020, respectively.

Effective January 1, 2020, the Company adopted CECL. The CECL model requires a reporting entity to estimate credit losses expected over the “life” of an asset, or pool of assets. The estimate of expected credit losses considers historical information, current information, and the reasonable and supportable forecasts of future events and circumstances, as well as estimates of prepayments. The allowance for credit losses ("ACL") on loans and related provision for credit losses on loans was modeled under the provisions of CECL for the twelve months ended December 31, 2021 and 2020, as opposed to the incurred loss model for periods prior to January 1, 2020.

Regulatory Environment. As a result of regulatory changes, including the Dodd-Frank Act and the Basel III Rule, we expect to be subject to more restrictive capital requirements, more stringent asset concentration and growth limitations and new and potentially heightened examination and reporting requirements. We also expect to face a more challenging environment for customer loan demand due to the increased costs that could be ultimately borne by borrowers, and to incur higher costs to comply with these new regulations. This uncertain regulatory environment could have a detrimental impact on our ability to manage our business consistent with historical practices and cause difficulty in executing our growth plan. See Item 1A - "Risk Factors—Legal, Accounting and Compliance Risks” and Item 1 - "Business—Supervision and Regulation.”

Impact of COVID. The progression of the COVID pandemic in the United States has had an adverse impact on our financial condition and results of operations as of and for the twelve months ended December 31, 2021 and 2020, and may continue to have a complex and adverse impact on the economy, the banking industry and our Company in future fiscal periods.

Effects on Our Business. The COVID pandemic, federal, state and local government responses to the pandemic, and the effects of the existing and future variants of the disease, including the Delta and Omicron variants, have had, and are expected to continue to have, a significant impact on our business. In particular, a significant portion of the Bank’s borrowers in the hotel, restaurant, ground transportation, long-term healthcare and retail industries have endured significant economic distress, which has adversely affected their ability to repay existing indebtedness and adversely impacted the value of collateral. These developments, together with economic conditions generally, are also expected to impact our commercial real estate portfolio, particularly with respect to real estate with exposure to these industries, our equipment leasing business and loan portfolio, our consumer loan business and loan portfolio, and the value of certain collateral securing our loans.

Our Response. We have taken numerous steps in response to the COVID pandemic, including the following:

•The Bank has granted requests for payment deferrals on loans related to the impact of COVID on such borrowers. At December 31, 2021, loans totaling $13.3 million, or 0.3% of total loans, were on deferral. Deferrals of $8.0 million related to assisted living facilities and $3.1 million related to transit and ground transportation accounted for 83% of our deferrals at December 31, 2021. This is a significant improvement from December 31, 2020, when loans totaling $209.1 million were on deferral. Deferrals of $82.6 million related to the hotel and motel industry and $44.1 million related to transit and ground transportation accounted for 61% of our deferrals at December 31, 2020. We are continuing to work with our customers to address their specific needs.

•The Bank participated as a lender in the PPP and began taking applications on the first day of the program. We funded $418.2 million in PPP loans since its inception, and at December 31, 2021, we had $52.5 million of PPP

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loans outstanding to 535 customers. Income recognized on PPP loans totaled $9.0 million, including net deferred fee accretion of $7.6 million, in 2021 compared to income of $7.1 million, including net deferred fee accretion of $5.2 million, in 2020. The resulting PPP portfolio yield was 6.36% and 3.99% for the twelve months ended December 31, 2021 and 2020, respectively.

Additional Factors Affecting Comparability

Each factor listed below affects the comparability of our results of operations and financial condition in 2021 and 2020, and may affect the comparability of financial information we report in future fiscal periods.

FHLB Advance Prepayments. During 2021, the Company pre-paid FHLB advances of $50.0 million in the first quarter, $85.0 million in the second quarter and $130.0 million in the fourth quarter. In the fourth quarter of 2020, the Company pre-paid $114.2 million of FHLB advances. As a result, we paid prepayment fees of $8.5 million in 2021 and $4.9 million in 2020.

Tax Settlement. On June 29, 2021, the Company announced the settlement of a prior tax issue related to the treatment of gains recognized on FDIC-assisted transactions that resulted in a $6.8 million tax benefit that was recognized in the second quarter of 2021. The Company also recognized approximately $3.6 million in consulting and legal expenses related to the settlement of the tax issue, resulting in an after-tax gain of approximately $2.9 million.

Redemption of Subordinated Notes. On June 18, 2021, the Company redeemed all of its outstanding fixed-to-floating rate subordinated notes due June 18, 2025, having an aggregate principal amount of $31.1 million, in accordance with the terms of the notes. The aggregate redemption price was 100% of the aggregate principal amount of the subordinated notes, plus accrued and unpaid interest. The interest rate on the subordinated notes was 4.54%.

Recent Acquisitions. On June 1, 2021, the Company completed its acquisition of substantially all of the trust assets of ATG Trust, a trust company based in Chicago, Illinois, with $399.7 million in assets under management.

Facilities Optimization Plan. The Company closed 13 branches, or 20% of its branch network, and vacated approximately 23,000 square feet of corporate office space between September 3, 2020 and December 31, 2020, recording $12.7 million of asset impairment on existing banking facilities and $0.8 million in other related charges. The branch and corporate office reductions resulted in cost savings of $3.7 million in 2021. Additionally, the Company plans to renovate and upgrade five additional branches to reduce the size of and better utilize those facilities to serve retail and commercial customers. The timing and scope are under review as the Company evaluates the impact of supply chain pressures and building supply costs on these planned projects. We had facility-related assets classified as held for sale in other assets on the consolidated balance sheet of $2.3 million and $4.2 million at December 31, 2021 and 2020, respectively.

Sale of Commercial FHA Origination Platform. On August 28, 2020, the Company announced that it had completed the sale of its commercial FHA origination platform to Dwight Capital, a nationwide mortgage banking firm headquartered in New York.

Purchased Loans. Our net interest margin benefits from accretion income associated with purchase accounting discounts established on the purchased loans included in our acquisitions. Effective January 1, 2020, PCI loans were reclassified as purchased credit deteriorated ("PCD") loans, and due to this change, accretion income will decrease in future periods. Our reported net interest margins for 2021 and 2020 were 3.33% and 3.40%, respectively. Accretion income associated with accounting discounts established on loans acquired totaled $4.3 million and $7.7 million in 2021 and 2020, respectively, increasing the reported net interest margins by 7 and 13 basis points for each respective period.

Results of Operations

For discussion of the results of operations for the year ended December 31, 2020 compared with the year ended December 31, 2019, refer to Item 7 of the Company’s 2020 Annual Report on Form 10-K, filed with the SEC on February 26, 2021, which is incorporated herein by reference.

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Overview. The following table sets forth condensed income statement information of the Company for the years ended December 31, 2021, 2020 and 2019:

For the Years Ended December 31,
(dollars in thousands, except per share data)202120202019
Income Statement Data:
Interest income$237,817$244,888$249,518
Interest expense30,14245,75259,703
Net interest income207,675199,136189,815
Provision for credit losses3,39344,36116,985
Noninterest income69,89961,24975,282
Noninterest expense175,069184,010175,641
Income before income taxes99,11232,01472,471
Income taxes17,7959,47716,687
Net income81,31722,53755,784
Preferred stock dividends and premium amortization46
Net income available to common shareholders$81,317$22,537$55,738
Per Share Data:
Basic earnings per share$3.58$0.95$2.28
Diluted earnings per share3.570.952.26
Performance Metrics:
Return on average assets1.18%0.35%0.96%
Return on average shareholders' equity12.653.558.74

In 2021, we generated net income of $81.3 million, or diluted earnings per common share of $3.57, compared to net income of $22.5 million, or diluted earnings per common share of $0.95 in 2020. Earnings in 2021 increased primarily due to an $8.5 million increase in net interest income, a $41.0 million decrease in provision for credit losses, an $8.7 million increase in noninterest income and an $8.9 million decrease in noninterest expense. These results were partially offset by an $8.3 million increase in income tax expense. These are discussed in further detail below.

Net Interest Income and Margin. Our primary source of revenue is net interest income, which is the difference between interest income from interest-earning assets (primarily loans and securities) and interest expense of funding sources (primarily interest-bearing deposits and borrowings). Net interest income is influenced by many factors, primarily the volume and mix of interest-earning assets, funding sources, and interest rate fluctuations. Noninterest-bearing sources of funds, such as demand deposits and shareholders’ equity, also support earning assets. The impact of the noninterest-bearing sources of funds is captured in net interest margin, which is calculated as net interest income divided by average interest-earning assets. Net interest margin is presented on a tax-equivalent basis, which means that tax-free interest income has been adjusted to pretax-equivalent income, assuming a federal income tax rate of 21% for 2021 and 2020.

In 2021, net interest income, on a tax-equivalent basis, increased to $209.2 million with a tax-equivalent net interest margin of 3.33% compared to net interest income, on a tax-equivalent basis, of $200.9 million and a tax-equivalent net interest margin of 3.40% in 2020.

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Average Balance Sheet, Interest and Yield/Rate Analysis. The following table presents average balance sheet information, interest income, interest expense and the corresponding average yields earned and rates paid for the years ended December 31, 2021, 2020 and 2019. The average balances are principally daily averages and, for loans, include both performing and nonperforming balances. Interest income on loans includes the effects of discount accretion and net deferred loan origination costs accounted for as yield adjustments.

Year Ended December 31,
202120202019
(tax-equivalent basis, dollars in thousands)Average BalanceInterest & FeesYield / RateAverage BalanceInterest & FeesYield / RateAverage BalanceInterest & FeesYield / Rate
EARNING ASSETS:
Federal funds sold and cash investments$518,804$7280.14%$433,965$1,4790.34%$245,772$4,9512.01%
Investment securities:
Taxable investment securities646,07913,8982.15533,98514,7892.77502,55714,6902.92
Investment securities exempt from federal income tax (1)130,4954,2223.24119,6124,4713.74144,7215,1873.58
Total securities776,57418,1202.33653,59719,2602.95647,27819,8773.07
Loans:
Loans (2)4,821,718213,9224.444,622,651217,4594.704,127,374218,4165.29
Loans exempt from federal income tax (1)81,7303,1273.8399,1733,9373.97105,4364,5494.31
Total loans4,903,448217,0494.434,721,824221,3964.694,232,810222,9655.27
Loans held for sale37,6381,1152.9652,2331,8813.6034,9101,3753.94
Nonmarketable equity securities47,0452,3484.9949,6232,6385.3244,0612,3955.44
Total earning assets6,283,509239,3603.815,911,242246,6544.175,204,831251,5634.83
Noninterest-earning assets598,083617,984630,255
Total assets$6,881,592$6,529,226$5,835,086
INTEREST-BEARING LIABILITIES
Checking and money market deposits$2,467,288$3,0200.12%$2,330,657$7,8790.34%$1,888,354$14,3900.76%
Savings deposits655,7351640.02567,3982450.04489,2708920.18
Time deposits690,5587,3731.07712,34412,7601.79767,58315,4702.02
Brokered time deposits32,4194001.2324,3876142.52136,5033,4422.52
Total interest-bearing deposits3,846,00010,9570.283,634,78621,4980.593,281,71034,1941.04
Short-term borrowings68,986860.1260,3061780.30121,1688350.69
FHLB advances and other borrowings473,3718,4431.78650,68312,0331.85600,45413,9352.32
Subordinated debt153,1268,7055.68169,7489,7305.73119,3537,4046.20
Trust preferred debentures49,0981,9513.9748,5542,3134.7648,0433,3356.94
Total interest-bearing liabilities4,590,58130,1420.664,564,07745,7521.004,170,72859,7031.43
NONINTEREST-BEARING LIABILITIES
Noninterest-bearing deposits1,568,0051,255,031959,363
Other noninterest-bearing liabilities80,30875,12366,688
Total noninterest-bearing liabilities1,648,3131,330,1541,026,051
Shareholders’ equity642,698634,995638,307
Total liabilities and shareholders’ equity$6,881,592$6,529,226$5,835,086
Net interest income / net interest margin (3)$209,2183.33%$200,9023.40%$191,8603.69%

(1)Interest income and average rates for tax-exempt loans and securities are presented on a tax-equivalent basis, assuming a statutory federal income tax rate of 21%. Tax-equivalent adjustments totaled $1.5 million, $1.8 million and $2.0 million for the years ended December 31, 2021, 2020 and 2019, respectively.

(2)Average loan balances include nonaccrual loans. Interest income on loans includes amortization of deferred loan fees, net of deferred loan costs.

(3)Net interest margin during the periods presented represents: (i) the difference between interest income on interest-earning assets and the interest expense on interest-bearing liabilities, divided by (ii) average interest-earning assets for the period.

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Interest Rates and Operating Interest Differential. Increases and decreases in interest income and interest expense result from changes in average balances (volume) of interest-earning assets and interest-bearing liabilities, as well as changes in average interest rates. The following table shows the effect that these factors had on the interest earned on our interest-earning assets and the interest incurred on our interest-bearing liabilities. The effect of changes in volume is determined by multiplying the change in volume by the previous period’s average rate. Similarly, the effect of rate changes is calculated by multiplying the change in average rate by the previous period’s volume. Changes which are not due solely to volume or rate have been allocated proportionally to the change due to volume and the change due to rate.

Year Ended December 31, 2021 Compared with Year Ended December 31, 2020Year Ended December 31, 2020 Compared with Year Ended December 31, 2019
Change due to:Interest VarianceChange due to:Interest Variance
(tax-equivalent basis, dollars in thousands)VolumeRateVolumeRate
INTEREST-EARNING ASSETS:
Federal funds sold & cash investments$203$(954)$(751)$2,216$(5,688)$(3,472)
Investment securities:
Taxable investment securities2,758(3,649)(891)895(796)99
Investment securities exempt from federal income tax379(628)(249)(919)203(716)
Total securities3,137(4,277)(1,140)(24)(593)(617)
Loans:
Loans9,098(12,635)(3,537)24,754(25,711)(957)
Loans exempt from federal income tax(679)(131)(810)(259)(353)(612)
Total loans8,419(12,766)(4,347)24,495(26,064)(1,569)
Loans held for sale(479)(287)(766)653(147)506
Nonmarketable equity securities(133)(157)(290)299(56)243
Total earning assets$11,147$(18,441)$(7,294)$27,639$(32,548)$(4,909)
INTEREST-BEARING LIABILITIES:
Checking and money market deposits$314$(5,173)$(4,859)$2,432$(8,944)$(6,512)
Savings deposits31(112)(81)88(735)(647)
Time deposits(312)(5,075)(5,387)(1,051)(1,659)(2,710)
Brokered time deposits151(365)(214)(2,824)(3)(2,827)
Total interest-bearing deposits184(10,725)(10,541)(1,355)(11,341)(12,696)
Short-term borrowings19(111)(92)(300)(357)(657)
FHLB advances and other borrowings(3,221)(369)(3,590)1,047(2,949)(1,902)
Subordinated debt(949)(76)(1,025)3,007(681)2,326
Trust preferred debentures24(386)(362)30(1,052)(1,022)
Total interest-bearing liabilities$(3,943)$(11,667)$(15,610)$2,429$(16,380)$(13,951)
Net interest income$15,090$(6,774)$8,316$25,210$(16,168)$9,042

Interest Income. Interest income, on a tax-equivalent basis, decreased $7.3 million to $239.4 million in 2021 as compared to 2020 primarily due to a decrease in the yields on all earning asset categories. The yield on earning assets decreased 36 basis points to 3.81% from 4.17%. The decrease in yield on earning assets was primarily due to the impact of lower market interest rates and a reduction in accretion income associated with accounting discounts established on loans acquired, which totaled $4.3 million and $7.7 million in 2021 and 2020, respectively.

Average earning assets increased to $6.28 billion in 2021 from $5.91 billion in 2020. Increases in average loans and investment securities of $181.6 million and $123.0 million, respectively, accounted for the majority of the $372.3 million increase in average earning assets. Average commercial loans and consumer loans increased $124.1 million and $119.3 million, respectively, for the twelve months ended December 31, 2021 compared to the same period of 2020. Increases in commercial FHA warehouse lines accounted for $73.7 million of the increase in average commercial loan balances. PPP loan balances averaged $141.3 million in 2021, generated income of $9.0 million and yielded 6.36%. In 2020, the PPP loan portfolio averaged $235.6 million, generated income of $7.1 million and yielded 3.99%. The average balance of our residential real estate portfolio decreased by $135.5 million in 2021 compared to 2020 due to payoffs and scheduled repayments.

Interest Expense. Interest expense decreased $15.6 million to $30.1 million in 2021 compared to 2020. The cost of interest-bearing liabilities decreased to 0.66% in 2021 compared to 1.00% for the prior year primarily due to the continued reduction in rates paid on interest-bearing deposit accounts.

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Interest expense on deposits decreased to $11.0 million in 2021 from $21.5 million in 2020. The decrease was primarily due to a decrease in rates paid on deposits. Average balances of interest-bearing deposit accounts increased $211.2 million, or 5.8%, to $3.85 billion for the year ended December 31, 2021 compared to 2020. The increase in volume was primarily attributable to increases of retail deposits, commercial deposits and from our Insured Cash Sweep product offering of $83.2 million, $65.0 million and $64.9 million, respectively.

Interest expense on FHLB advances and other borrowings decreased $3.6 million for the year ended December 31, 2021, from the comparable period in 2020. Average balances decreased $177.3 million in 2021 compared to 2020, due in large part to the Company prepaying $265.0 million of longer term FHLB advances during the year.

Interest expense on subordinated debt decreased $1.0 million in 2021 from 2020 primarily due to the redemption of $31.1 million of subordinated debt on June 18, 2021. The interest rate on the redeemed subordinated notes was 4.54%.

Provision for Credit Losses. The Company's provision for credit losses was $3.4 million in 2021. The provision for credit losses on loans was $4.0 million, partially offset by the recognition of expense reversals of $0.4 million and $0.1 million related to unfunded loan commitments and investment securities, respectively. Provision expense recognized in 2020 totaled $44.4 million, with $43.1 million attributable to loans, $0.8 million related to unfunded loan commitments and $0.4 million related to investment securities. The decrease in the provision for credit losses on loans in 2021 compared to prior year was primarily due to lower net charge-offs, favorable changes in the mix of our loan portfolio and improved economic forecasts as a result of increasing immunization rates and the lifting of restrictions on businesses by states and municipalities.

The provision for credit losses on loans recognized during 2021 and 2020 was made at a level deemed necessary by management to absorb estimated losses in the loan portfolio. A detailed evaluation of the adequacy of the allowance for credit losses is completed quarterly by management, the results of which are used to determine provision for credit losses. Management estimates the allowance balance required using past loan loss experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, economic conditions and reasonable and supportable forecasts along with other qualitative and quantitative factors.

Noninterest Income. The following table sets forth the major components of our noninterest income for the years ended December 31, 2021, 2020 and 2019:

For the Year Ended December 31,2021 Compared to 20202020 Compared to 2019
(dollars in thousands)202120202019Increase (decrease)Increase (decrease)
Noninterest income:
Wealth management revenue$26,811$22,802$21,832$4,00917.6%$9704.4%
Commercial FHA revenue1,4146,00715,309(4,593)(76.5)(9,302)(60.8)
Residential mortgage banking revenue5,5269,8122,928(4,286)(43.7)6,884235.1
Service charges on deposit accounts8,3488,60311,027(255)(3.0)(2,424)(22.0)
Interchange revenue14,50012,26611,9922,23418.22742.3
Gain on sales of investment securities, net5371,721674(1,184)(68.8)1,047155.3
Impairment on commercial mortgage servicing rights(7,532)(12,337)(2,139)4,805(38.9)(10,198)476.8
Company-owned life insurance4,4963,5813,64091525.6(59)(1.6)
Other income15,7998,79410,0197,00579.7(1,225)(12.2)
Total noninterest income$69,899$61,249$75,282$8,65014.1%$(14,033)(18.6)%

Wealth management revenue. Income from our wealth management business for 2021 totaled $26.8 million as compared to $22.8 million in the same period of 2020. Assets under administration increased to $4.22 billion at December 31, 2021 from $3.48 billion at December 31, 2020, primarily due to the addition of $399.7 million of assets under administration from the acquisition of ATG Trust at June 1, 2021 and an increase in the market performance as a result of the economic recovery between the two periods.

Commercial FHA revenue. Commercial FHA revenue decreased $4.6 million for the twelve months ended December 31, 2021, as compared to the same period in 2020. The decline in revenue was attributable to the sale of the loan origination platform in August 2020, resulting in a decline in interest rate locks.

Residential mortgage banking revenue. Residential mortgage banking revenue for 2021 totaled $5.5 million, compared to $9.8 million in 2020, primarily attributable to a decrease in production. Loans originated for sale into the secondary market

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in 2021 totaled $211.6 million, with 46% representing refinance transactions versus purchase transactions. Similar loans originated during the prior year totaled $296.5 million with 59% representing refinance transactions.

Interchange revenue. Interchange revenue totaled $14.5 million in 2021 compared to $12.3 million in 2020. Transaction volume increased due to an increase in the number of deposit transaction accounts opened in 2021 and continued increase in electronic payments volume.

Impairment of commercial mortgage servicing rights. Impairment of commercial mortgage servicing rights was $7.5 million for 2021 compared to $12.3 million for 2020. The impairment resulted from loan prepayments as borrowers refinanced their loans in the current low interest rate environment. Loans serviced for others totaled $2.65 billion and $3.50 billion at December 31, 2021 and 2020, respectively.

Company owned life insurance. In the fourth quarter of 2021, the Company recognized $1.1 million of death benefits due to the passing of its former CEO and President.

Other noninterest income. Other income totaled $15.8 million for 2021, an increase of $7.0 million, as compared to 2020. In 2021, the Company recognized $2.2 million of income on the termination of hedged interest rate swaps and $4.2 million of unrealized income on equity investments in FinTech-related venture capital funds and SBIC limited partnerships.

Noninterest Expense. The following table sets forth the major components of noninterest expense for the years ended December 31, 2021, 2020 and 2019:

For the Year Ended December 31,2021 Compared to 20202020 Compared to 2019
(dollars in thousands)202120202019Increase (decrease)Increase (decrease)
Noninterest expense:
Salaries and employee benefits$86,883$85,557$91,906$1,3261.5%$(6,349)(6.9)%
Occupancy and equipment14,86617,55218,811(2,686)(15.3)(1,259)(6.7)
Data processing24,59522,64321,3901,9528.61,2535.9
Professional10,9717,2348,7833,73751.7(1,549)(17.6)
Marketing3,2393,4983,927(259)(7.4)(429)(10.9)
Communications3,0024,0523,693(1,050)(25.9)3599.7
Amortization of intangible assets5,8556,5047,090(649)(10.0)(586)(8.3)
Impairment related to facilities optimization12,8473,577(12,847)(100.0)9,270100.0
FHLB advances prepayment fees8,5364,8723,664100.04,872
Other expense17,12219,25116,464(2,129)(11.1)2,78716.9
Total noninterest expense$175,069$184,010$175,641$(8,941)(4.9)%$8,3694.8%

Salaries and employee benefits. Salaries and employee benefits expense for 2021 totaled $86.9 million, compared to $85.6 million in 2020, primarily due to higher incentive and bonus expense in 2021. The Company employed 907 employees at December 31, 2021 compared to 904 employees at December 31, 2020.

Occupancy and equipment expense. The $2.7 million decrease in expense was primarily due to the Company operating fewer offices in 2021 compared to 2020. In the third quarter of 2020, we vacated the Love Funding offices as a result of the sale of the commercial FHA loan origination platform, and in December 2020, we closed 13 branches and vacated approximately 23,000 square feet of corporate office space. The Company operated 52 full-service banking centers at December 31, 2021.

Data processing fees. The $2.0 million increase in data processing fees during 2021, as compared to 2020, was primarily the result of our continuing investments in technology to better serve our growing customer base.

Professional fees. The $3.7 million increase in professional fees in 2021, as compared to 2020, was primarily the result of $3.6 million of consulting and legal expenses incurred in the second quarter of 2021 related to the settlement of a tax issue.

Impairment on facilities optimization. In December 2020, the Company closed 13 branches and vacated approximately 23,000 square feet of corporate office space. As a result of that plan, we recorded $12.7 million of asset impairment on existing banking facilities and $0.8 million in other related charges.

FHLB advances prepayment fees. During 2021, the Company pre-paid FHLB advances of $50.0 million in the first quarter, $85.0 million in the second quarter and $130.0 million in the fourth quarter. In the fourth quarter of 2020, the Company

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pre-paid $114.2 million of FHLB advances. As a result, we incurred prepayment fees of $8.5 million in 2021 and $4.9 million in 2020.

Other expense. Other expense decreased $2.1 million as compared to 2020. The Company incurred higher expenses in 2020 compared to 2021 related to OREO expenses and impairment of mortgage servicing rights held for sale.

Income Tax Expense. Income tax expense was $17.8 million in 2021 compared to $9.5 million in 2020. Effective tax rates for 2021 and 2020 were 18.0% and 29.6%, respectively. The Company's income tax expense and related effective tax rate for 2021 benefited from the $6.8 million in settlements related to the treatment of gains recognized on FDIC-assisted transactions discussed earlier. Tax expense and the effective tax rate for the comparable period of 2020 were negatively impacted by Love Funding's asset sale in the third quarter of 2020.

Financial Condition

Assets. Total assets increased to $7.44 billion at December 31, 2021, as compared to $6.87 billion at December 31, 2020.

Loans. The loan portfolio is the largest category of our assets. The following table presents the balance and associated percentage of each major category in our loan portfolio at December 31, 2021, 2020 and 2019:

As of December 31,
202120202019
(dollars in thousands)Book Value%Book Value%Book Value%
Loans:
Commercial$1,450,18827.8%$1,685,57533.0%$1,055,18524.0%
Commercial real estate1,816,82834.81,525,97329.91,526,50434.7
Construction and land development193,7493.7172,7373.4208,7334.7
Total commercial loans3,460,76566.23,384,28566.32,790,42263.4
Residential real estate338,1516.5442,8808.7568,29112.9
Consumer1,002,60519.2866,10217.0710,11616.1
Lease financing423,2808.1410,0648.0332,5817.6
Total loans, gross5,224,801100.05,103,331100.04,401,410100.0
Allowance for credit losses on loans(51,062)(60,443)(28,028)
Total loans, net$5,173,739$5,042,888$4,373,382

Loans totaled $5.22 billion at December 31, 2021, an increase of $121.5 million, or 2.4%, from one year prior. The loan growth was primarily reflected in our commercial real estate and consumer loan portfolios, which increased $290.9 million and $136.5 million, respectively. These increases were offset in part by payoffs and repayments in the residential real estate portfolio.

Commercial loans, which includes PPP loans and commercial FHA warehouse lines, decreased $235.4 million to $1.45 billion at December 31, 2021 as compared to December 31, 2020. PPP loans at December 31, 2021 totaled $52.5 million, a decrease of $131.9 million from December 31, 2020. Advances on our commercial FHA warehouse lines of credit decreased $181.4 million to $91.9 million at December 31, 2021. Excluding the decreases in PPP loans and commercial FHA warehouse lines, commercial loans increased $77.9 million, primarily from our equipment financing business.

Consumer loans increased $136.5 million primarily as a result of our relationship with GreenSky. On September 15, 2021, The Goldman Sachs Group, Inc. and GreenSky, Inc. announced that they had entered into a definitive agreement pursuant to which Goldman Sachs will acquire GreenSky. Based on recent discussions with GreenSky, we expect to remain in the GreenSky program at least through 2023. During this time, we will continue to originate loans through the GreenSky program with the plan to replace the level of payoffs that we experience and keep the portfolio relatively stable. After the new loan originations end, we expect that approximately 50% of the portfolio would run off over the first 12 months with the remainder paying off over several years.

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The principal categories of our loan portfolio are discussed below:

Commercial loans. We provide a mix of variable and fixed rate commercial loans. The loans are typically made to small- and medium-sized manufacturing, wholesale, retail and service businesses for working capital needs, business expansions and farm operations. Commercial loans generally include lines of credit and loans with maturities of five years or less. The loans are generally made with business operations as the primary source of repayment, but may also include collateralization by inventory, accounts receivable and equipment, and generally include personal guarantees.

Commercial real estate loans. Our commercial real estate loans consist of both real estate occupied by the borrower for ongoing operations and non-owner occupied real estate properties. The real estate securing our existing commercial real estate loans includes a wide variety of property types, such as owner occupied offices, warehouses and production facilities, office buildings, hotels, mixed-use residential and commercial facilities, retail centers, multifamily properties and assisted living facilities. Our commercial real estate loan portfolio also includes farmland loans. Farmland loans are generally made to a borrower actively involved in farming rather than to passive investors.

Construction and land development loans. Our construction and land development loans are comprised of residential construction, commercial construction and land acquisition and development loans. Interest reserves are generally established on real estate construction loans.

Residential real estate loans. Our residential real estate loans consist of loans for the purchase of residential properties that generally do not qualify for secondary market sale.

Consumer loans. Our consumer loans include direct personal loans, indirect automobile loans, lines of credit and installment loans originated through home improvement specialty retailers and contractors. Personal loans are generally secured by automobiles, boats and other types of personal property and are made on an installment basis.

Lease financing. Our equipment leasing business provides financing leases to varying types of businesses, nationwide, for purchases of business equipment and software. The financing is secured by a first priority interest in the financed asset and generally requires monthly payments.

The following table shows the contractual maturities of our loan portfolio and the distribution between fixed and adjustable interest rate loans at December 31, 2021:

December 31, 2021
Within One YearOne Year to Five YearsFive Year to 15 YearsAfter 15 Years
(dollars in thousands)Fixed RatesAdjustable RatesFixed RatesAdjustable RatesFixed RatesAdjustable RatesFixed RatesAdjustable RatesTotal
Loans:
Commercial$58,716$391,580$673,656$128,114$146,061$40,589$3,049$8,423$1,450,188
Commercial real estate268,282132,972674,699375,908148,114156,52117,99642,3361,816,828
Construction and land development15,18950,44044,78660,1089,2418,4271305,428193,749
Total commercial loans342,187574,9921,393,141564,130303,416205,53721,17556,1873,460,765
Residential real estate2,3077,51013,61823,88528,04430,897126,551105,339338,151
Consumer5,9311,880987,9515,98185481,002,605
Lease financing10,069377,24135,970423,280
Total loans$360,494$584,382$2,771,951$593,996$368,284$236,434$147,734$161,526$5,224,801

Loan Quality

We use what we believe is a comprehensive methodology to monitor credit quality and prudently manage credit concentration within our loan portfolio. Our underwriting policies and practices govern the risk profile and credit and geographic concentration for our loan portfolio. We also have what we believe to be a comprehensive methodology to monitor these credit quality standards, including a risk classification system that identifies potential problem loans based on risk characteristics by loan type as well as the early identification of deterioration at the individual loan level.

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Analysis of the Allowance for Credit Losses on Loans. The following table allocates the allowance for credit losses on loans, or the allowance, by loan category:

As of December 31,
202120202019
(dollars in thousands)Allowance% (2)Allowance% (2)Allowance(1)% (2)
Loans:
Commercial$14,3750.99%$19,8511.18%$10,0310.95%
Commercial real estate22,9931.2725,4651.6710,2720.67
Construction and land development9720.501,4330.832900.14
Total commercial loans38,3401.1146,7491.3820,5930.74
Residential real estate2,6950.803,9290.892,4990.44
Consumer2,5580.262,3380.272,6420.37
Lease financing7,4691.767,4271.812,2940.69
Total allowance for credit losses on loans$51,0620.98$60,4431.18$28,0280.64

(1)Information presented prior to December 31, 2020 was modeled under the incurred loss model.

(2)Represents the percentage of the allowance to total loans in the respective category.

We measure expected credit losses over the life of each loan utilizing a combination of models which measure probability of default and loss given default, among other things. The measurement of expected credit losses is impacted by loan and borrower attributes and certain macroeconomic variables. Models are adjusted to reflect the impact of certain current macroeconomic variables as well as their expected changes over a reasonable and supportable forecast period.

The allowance allocated to commercial loans totaled $14.4 million, or 0.99% of total commercial loans, at December 31, 2021, decreasing $5.5 million from $19.9 million at December 31, 2020. Modeled expected credit losses decreased $7.6 million and qualitative factor ("Q-Factor") adjustments related to commercial loans increased $0.4 million. Specific allocations for commercial loans that were evaluated for expected credit losses on an individual basis increased from $1.2 million at December 31, 2020 to $2.9 million at December 31, 2021.

The allowance allocated to commercial real estate loans totaled $23.0 million, or 1.27% of total commercial real estate loans, at December 31, 2021, decreasing $1.5 million, from $25.5 million, or 1.67% of total commercial real estate loans, at December 31, 2020. Modeled expected credit losses related to commercial real estate loans decreased $7.9 million and Q-Factor adjustments related to commercial real estate loans increased $6.6 million. Specific allocations for commercial real estate loans that were evaluated for expected credit losses on an individual basis decreased from $1.4 million at December 31, 2020 to $0.1 million at December 31, 2021.

As previously stated, the overall loan portfolio increased $121.5 million, or 2.4%, which included a $290.9 million, or 19.1%, increase in commercial real estate loans, a $21.0 million, or 12.2%, increase in construction and land development loans and a $77.9 million, or 6.3%, increase in increase in commercial loans, excluding PPP loans and commercial FHA warehouse lines. The weighted average risk grade for commercial loans of 4.53 at December 31, 2021, improved from 4.68 at December 31, 2020. Commercial loans graded “special mention” (risk grade 7) decreased $16.2 million while classified commercial loans (risk grade of 8 or 9) decreased $4.5 million. The weighted-average risk grade for commercial real estate loans improved to 5.02 at December 31, 2021 from 5.42 at December 31, 2020.

In estimating expected credit losses as of December 31, 2021, we utilized certain forecasted macroeconomic variables from Oxford Economics in our models. The forecasted projections included, among other things, (i) year over year change in U.S. gross domestic product ranging from 4.5% to 5.0% over the next three quarters; (ii) U.S. unemployment rate improving to 3.7% by the fourth quarter of 2022 with Illinois unemployment rates slightly higher at 4.0%; and (iii) an average 10 year Treasury rate forecasted at 2.30% in the fourth quarter of 2022. These economic metrics forecast an improving economy in 2022.

We qualitatively adjust the model results based on this scenario for various risk factors that are not considered within our modeling processes but are nonetheless relevant in assessing the expected credit losses within our loan pools. Q-Factor adjustments are based upon management judgment and current assessment as to the impact of risks related to changes in lending policies and procedures; economic and business conditions; loan portfolio attributes and credit concentrations; and external factors, among other things, that are not already captured within the modeling inputs, assumptions and other processes. Management assesses the potential impact of such items within a range of severely negative impact to positive impact and

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adjusts the modeled expected credit loss by an aggregate adjustment percentage based upon the assessment. As a result of this assessment as of December 31, 2021, modeled expected credit losses were adjusted upwards with a Q-Factor adjustment of approximately 43 basis points of total loans, increasing slightly from 30 basis points at December 31, 2020. The Q-Factor adjustment at December 31, 2021 was based on an expected positive impact associated with changes in loan review system and oversight, and a negative impact from other risk factors associated with our commercial real estate portfolio, particularly the risks related to complex and higher loan balance relationships, and, to a certain level, change in the volume and severity of delinquent commercial real estate loans.

Management also made certain other qualitative adjustments for loans within certain industries that are expected to be more significantly impacted by the COVID pandemic. As of December 31, 2020, we provided an additional qualitative adjustment of $2.3 million for our hotel and motel and our transit and ground transportation loan portfolios based on continued customer requests for loan modifications. This qualitative adjustment was fully reversed in 2021 due to improvements within the portfolios.

The following table provides an analysis of the allowance for credit losses on loans, provision for credit losses on loans and net charge-offs for the years indicated:

As of and for the Year Ended December 31,
(dollars in thousands)202120202019
Balance, beginning of period$60,443$28,028$20,903
Impact of adopting ASC 3268,546
Impact of adopting ASC 326 - PCD loans4,237
Charge-offs:
Commercial6,4655,5893,412
Commercial real estate3,52413,6373,339
Construction and land development44837644
Residential real estate3985221,076
Consumer1,1581,6241,946
Lease financing3,4273,7062,251
Total charge-offs15,42025,45412,068
Recoveries:
Commercial34114767
Commercial real estate21324949
Construction and land development22110715
Residential real estate249184142
Consumer514645667
Lease financing743530368
Total recoveries2,0891,9372,208
Net charge-offs13,33123,5179,860
Provision for credit losses on loans3,95043,14916,985
Balance, end of period$51,062$60,443$28,028
Gross loans, end of period$5,224,801$5,103,331$4,401,410
Average total loans$4,903,447$4,721,823$4,232,810
Net charge-offs to average loans0.27%0.50%0.23%
Allowance to total loans0.98%1.18%0.64%

Individual loans considered to be uncollectible are charged off against the allowance. Factors used in determining the amount and timing of charge-offs on loans include consideration of the loan type, length of delinquency, sufficiency of collateral value, lien priority and the overall financial condition of the borrower. Collateral value is determined using updated appraisals or other market comparable information. Recoveries on loans previously charged off are added to the allowance.

Net charge-offs for 2021 totaled $13.3 million, compared to $23.5 million for 2020. Approximately $10.2 million of the net charge-offs in 2020 were related to three loans that had been on non-performing status with specific reserves held

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against them for at least one year. These charge-offs were unrelated to the impact of the COVID pandemic. Net charge-offs to average loans were 0.27% and 0.50% for 2021 and 2020, respectively.

Nonperforming Loans. The following table sets forth our nonperforming assets by asset categories as of the dates indicated. Nonperforming loans include nonaccrual loans, loans past due 90 days or more and still accruing interest and loans modified under troubled debt restructurings. Deferrals related to COVID are not included as TDRs as of December 31, 2021 and 2020. The balances of nonperforming loans reflect the net investment in these assets, including deductions for purchase discounts.

As of December 31,
(dollars in thousands)202120202019
Nonperforming loans:
Commercial$12,261$7,995$6,278
Commercial real estate19,17527,26923,462
Construction and land development1202,8631,349
Residential real estate7,91213,0309,024
Consumer208303376
Lease financing2,9042,6101,593
Total nonperforming loans42,58054,07042,082
Other real estate owned and other repossessed assets14,48821,3627,945
Nonperforming assets$57,068$75,432$50,027
Nonperforming loans to total loans0.81%1.06%0.96%
Nonperforming assets to total assets0.77%1.10%0.82%
Allowance for credit losses to nonperforming loans119.92%111.79%66.60%

We did not recognize interest income on nonaccrual loans during the years ended December 31, 2021 and 2020 while they were in nonaccrual status. Additional interest income that we would have recognized on these loans had they been current in accordance with their original terms was $2.7 million and $3.3 million during the years ended December 31, 2021 and 2020, respectively. We recognized interest income on commercial and commercial real estate loans modified under troubled debt restructurings of $0.1 million during each of the years ended December 31, 2021 and 2020.

We utilize an asset risk classification system in compliance with guidelines established by the Federal Reserve as part of our efforts to improve asset quality. In connection with examinations of insured institutions, examiners have the authority to identify problem assets and, if appropriate, classify them. There are three classifications for problem assets: “substandard,” “doubtful,” and “loss.” Substandard assets have one or more defined weaknesses and are characterized by the distinct possibility that the insured institution will sustain some loss if the deficiencies are not corrected. Doubtful assets have the weaknesses of substandard assets with the additional characteristic that the weaknesses make collection or liquidation in full questionable and there is a high probability of loss based on currently existing facts, conditions and values. An asset classified as loss is not considered collectable and is of such little value that continuance of booking the asset is not warranted.

We use a ten grade risk rating system to categorize and determine the credit risk of our loans. Potential problem loans include loans with a risk grade of 7, which are "special mention," and loans with a risk grade of 8, which are "substandard" loans that are not considered to be nonperforming. These loans generally require more frequent loan officer contact and receipt of financial data to closely monitor borrower performance. Potential problem loans are managed and monitored regularly through a number of processes, procedures and committees, including oversight by a loan administration committee comprised of executive officers and other members of the Bank's senior management team.

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The following table presents the recorded investment of potential problem commercial loans by loan category at the dates indicated:

CommercialCommercial Real EstateConstruction & Land Development
Risk CategoryRisk CategoryRisk Category
(dollars in thousands)78 (1)78 (1)78 (1)Total
December 31, 2021$28,248$20,413$46,295$108,634$5,235$1,336$210,161
December 31, 202043,89029,70883,424166,76945411,176335,421
December 31, 201917,43522,95218,45066,2312,4201,250128,738

(1)Includes only those 8-rated loans that are not included in nonperforming loans.

Commercial real estate loans with a risk rating of 7 or 8 decreased $95.3 million to $154.9 million as of December 31, 2021, compared to December 31, 2020, primarily due to risk rating upgrades of several hotel-related relationships totaling $60.3 million.

Investment Securities. Our investment strategy aims to maximize earnings while maintaining liquidity in securities with minimal credit risk. The types and maturities of securities purchased are primarily based on our current and projected liquidity and interest rate sensitivity positions.

The following table sets forth the book value and percentage of each category of investment securities at December 31, 2021, 2020 and 2019. The book value for investment securities classified as available for sale is equal to fair market value.

December 31,
202120202019
(dollars in thousands)Book Value% of TotalBook Value% of TotalBook Value% of Total
Investment securities available for sale:
U.S. Treasury securities$64,9177.2%$%$%
U.S government sponsored entities and U.S. agency securities33,8173.735,5675.260,0209.2
Mortgage-backed securities - agency440,27048.5344,57750.9324,97450.0
Mortgage-backed securities - non-agency28,7063.220,7443.117,1482.7
State and municipal securities143,09915.8129,76519.2124,55519.2
Corporate securities195,79421.6146,05821.6122,73618.9
Total investment securities available for sale, at fair value$906,603100.0%$676,711100.0%$649,433100.0%

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The following table sets forth the book value, maturities and weighted average yields for our investment portfolio at December 31, 2021. The book value for investment securities classified as available for sale is equal to fair market value.

December 31, 2021
(dollars in thousands)Book Value% of TotalWeighted Average Yield
Investment securities available for sale:
U.S. Treasury securities
Maturing within one year$3250.1%0.1%
Maturing in one to five years64,5927.10.9
Maturing in five to ten years
Maturing after ten years
Total U.S. Treasury securities$64,9177.2%0.9%
U.S. government sponsored entities and U.S. agency securities:
Maturing within one year$1,0110.1%2.3%
Maturing in one to five years8,3430.91.1
Maturing in five to ten years24,4632.71.3
Maturing after ten years
Total U.S. government sponsored entities and U.S. agency securities$33,8173.7%1.3%
Mortgage-backed securities - agency:
Maturing within one year$11,2181.2%2.8%
Maturing in one to five years195,70321.61.8
Maturing in five to ten years186,70820.61.6
Maturing after ten years46,6415.12.0
Total mortgage-backed securities - agency$440,27048.5%1.8%
Mortgage-backed securities - non-agency:
Maturing within one year$4,1880.5%2.9%
Maturing in one to five years24,0952.71.5
Maturing in five to ten years4233.5
Maturing after ten years
Total mortgage-backed securities - non-agency$28,7063.2%1.7%
State and municipal securities (1):
Maturing within one year$4,0800.5%3.7%
Maturing in one to five years49,8165.54.0
Maturing in five to ten years49,2055.43.0
Maturing after ten years39,9984.42.7
Total state and municipal securities$143,09915.8%3.3%
Corporate securities:
Maturing within one year$4,5600.5%3.5%
Maturing in one to five years16,7051.82.2
Maturing in five to ten years174,52919.33.6
Maturing after ten years
Total corporate securities$195,79421.6%3.5%
Total investment securities available for sale$906,603100.0%2.3%

(1)Weighted average yield for tax-exempt securities are presented on a tax-equivalent basis assuming a federal statutory income tax rate of 21%.

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The table below presents the credit ratings for our investment securities classified as available for sale, at fair value, at December 31, 2021:

December 31, 2021
Amortized CostEstimated Fair ValueAverage Credit Rating
(dollars in thousands)AAAAA+/−A+/−BBB+/−BBB−Not Rated
Investment securities available for sale:
U.S. Treasury securities$65,347$64,917$64,917$$$$$
U.S. government sponsored entities and U.S. agency securities34,56933,81727,9305,887
Mortgage-backed securities - agency444,484440,2702,448437,822
Mortgage-backed securities - non-agency29,03728,70628,706
State and municipal securities137,904143,09916,040112,7375,0121,0138,297
Corporate securities193,354195,79465,579126,4043,811
Total investment securities available for sale$904,695$906,603$140,041$556,446$70,591$127,417$$12,108

Cash and Cash Equivalents. Cash and cash equivalents increased $338.7 million to $680.4 million at December 31, 2021 compared to December 31, 2020. In October 2021, $468.9 million in low-cost servicing deposits were received from Dwight Capital, increasing cash balances. Also in October 2021, the Company used a portion of its excess liquidity to repay $130.0 million of FHLB advances. The Company continues to evaluate prudent alternatives to manage its liquidity.

Loans Held for Sale. Loans held for sale totaled $32.0 million at December 31, 2021, comprised of $19.2 million of commercial real estate loans and $12.8 million of residential real estate loans, compared to $138.1 million at December 31, 2020, comprised of $126.1 million of commercial real estate loans and $12.0 million of residential real estate loans. The commercial real estate loans represented modified loans, originated by Love Funding, that were sold into the secondary market.

Liabilities. Total liabilities increased to $6.78 billion at December 31, 2021 compared to $6.25 billion at December 31, 2020.

Deposits. We emphasize developing total client relationships with our customers in order to increase our retail and commercial core deposit bases, which are our primary funding sources. Our deposits consist of noninterest-bearing and interest-bearing demand, savings and time deposit accounts.

Total deposits increased $1.01 billion to $6.11 billion at December 31, 2021, as compared to December 31, 2020. Noninterest-bearing demand accounts increased $776.1 million to $2.25 billion at December 31, 2021 compared to December 31, 2020. Servicing deposits accounted for $663.5 million of this increase, primarily due to $468.9 million in servicing deposits received from Dwight Capital in October 2021, in accordance with the commercial FHA origination platform sales agreement. Interest-bearing transaction accounts increased $258.5 million to $3.21 billion at December 31, 2021 and time deposits decreased $25.0 million to $653.7 million.

Commercial deposits accounted for $226.4 million of the increase in total deposits due, primarily to funds from PPP loan advances. Retail deposits increased $83.3 million due in large part to customers' receipt of payments from the American Rescue Plan Act of 2021 stimulus package. At December 31, 2021, the composition of total deposits was 36.8% of noninterest-bearing demand accounts, 52.5% of interest-bearing transaction accounts and 10.7% of time deposits. At December 31, 2020, total deposits were comprised 28.8% of noninterest-bearing demand accounts, 57.9% of interest-bearing transaction accounts and 13.3% of time deposits. This change in mix was due to the increase in servicing deposits and our customers' preference to maintain liquidity, resulting in decreased time deposits, in this current low rate environment.

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The following table summarizes our average deposit balances and weighted average rates for the years ended December 31, 2021, 2020 and 2019:

December 31,
202120202019
(dollars in thousands)Average BalanceWeighted Average RateAverage BalanceWeighted Average RateAverage BalanceWeighted Average Rate
Deposits
Noninterest-bearing demand$1,568,005$1,255,031$959,363
Interest-bearing:
Checking1,645,8800.14%1,499,1990.27%1,112,8790.59%
Money market821,4080.09831,4580.46775,4751.00
Savings655,7350.02567,3980.04489,2700.18
Time, insured551,7481.12611,5701.78664,8501.97
Time, uninsured138,8100.88100,7741.88102,7332.32
Time, brokered32,4191.2324,3872.52136,5032.52
Total interest-bearing3,846,0000.283,634,7860.593,281,7101.04
Total deposits$5,414,0050.20%$4,889,8170.44%$4,241,0730.81%

The following table sets forth the maturity of uninsured time deposits as of December 31, 2021:

(dollars in thousands)Amount
Three months or less$20,421
Three to six months21,464
Six to 12 months46,283
After 12 months55,319
Total$143,487

Short-Term Borrowings. In addition to deposits, we use short-term borrowings, such as federal funds purchased and securities sold under agreements to repurchase, as a source of funds to meet the daily liquidity needs of our customers and fund growth in earning assets. Short-term borrowings were $76.8 million at December 31, 2021 compared to $69.0 million at December 31, 2020. The weighted average interest rate on our short-term borrowings was 0.13% and 0.12% at December 31, 2021 and 2020, respectively.

FHLB Advances and Other Borrowings. FHLB advances and other borrowings totaled $310.2 million and $779.2 million as of December 31, 2021 and 2020, respectively. As mentioned previously, in 2021, the Company pre-paid FHLB advances of $50.0 million in the first quarter, $85.0 million in the second quarter and $130.0 million in the fourth quarter. None of these advances were replaced due to the Company's excess liquidity. The weighted average cost of the FHLB borrowings was 1.54% at December 31, 2021.

Subordinated Debt. Subordinated debt totaled $139.1 million and $169.8 million as of December 31, 2021 and 2020, respectively. On June 18, 2021, the Company redeemed all of its outstanding fixed-to-floating rate subordinated notes due June 18, 2025, having an aggregate principal amount of $31.1 million, in accordance with the terms of the notes. The interest rate on the redeemed subordinated notes was 4.54%.

Capital Resources and Liquidity Management

Capital Resources. Shareholders’ equity is influenced primarily by earnings, dividends, issuances and redemptions of common stock and changes in accumulated other comprehensive income caused primarily by fluctuations in unrealized holding gains or losses, net of taxes, on available-for-sale investment securities.

Shareholders’ equity increased $42.4 million to $663.8 million at December 31, 2021 as compared to December 31, 2020. The Company generated net income of $81.3 million during 2021. Offsetting this increase to shareholders’ equity were dividends to common shareholders of $25.2 million and common stock repurchases of $11.7 million.

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On August 6, 2019, the Company announced that its Board of Directors authorized the Company to repurchase up to $25.0 million of its common stock, which was increased to $50.0 million on March 11, 2020 by an amendment approved by the Board of Directors. On December 2, 2020, the Company announced that the Board had extended the term of the repurchase program from December 31, 2020 to December 31, 2021. At the time of the extension, the program had approximately $6.4 million of remaining repurchase authority. On September 7, 2021, the Company announced that the Board approved modifications to the Company’s stock repurchase program, which increased the aggregate repurchase authority to $75.0 million from $50.0 million, and extended the expiration date of the program to December 31, 2022. At the time of the extension, the program had approximately $1.3 million of remaining repurchase authority.

Stock repurchases under the program may be made from time to time on the open market, in privately negotiated transactions, or in any manner that complies with applicable securities laws, at the discretion of the Company. The timing of purchases and the number of shares repurchased under the program are dependent upon a variety of factors including price, trading volume, corporate and regulatory requirements and market condition. The repurchase program may be suspended or discontinued at any time without notice. As of December 31, 2021, $55.3 million, or 2,953,768 shares of the Company’s common stock, had been repurchased under the program, with approximately $19.7 million of remaining repurchase authority.

Liquidity Management. Liquidity refers to the measure of our ability to meet the cash flow requirements of depositors and borrowers, while at the same time meeting our operating, capital and strategic cash flow needs, all at a reasonable cost. We continuously monitor our liquidity position to ensure that assets and liabilities are managed in a manner that will meet all short-term and long-term cash requirements. We manage our liquidity position to meet the daily cash flow needs of customers, while maintaining an appropriate balance between assets and liabilities to meet the return on investment objectives of our shareholders.

Integral to our liquidity management is the administration of short-term borrowings. To the extent we are unable to obtain sufficient liquidity through core deposits, we seek to meet our liquidity needs through wholesale funding or other borrowings, including our ability to borrow from the FHLB, on either a short- or long-term basis.

Securities sold under agreements to repurchase, which are classified as secured borrowings, generally mature within one to four days from the transaction date. Securities sold under agreements to repurchase are reflected at the amount of cash received in connection with the transaction, which represents the amount of the Bank’s obligation. The Bank may be required to provide additional collateral based on the fair value of the underlying securities. Investment securities with a carrying amount of $78.3 million and $76.5 million at December 31, 2021 and December 31, 2020, respectively, were pledged for securities sold under agreements to repurchase.

The Company had available lines of credit of $55.9 million and $54.4 million at December 31, 2021 and December 31, 2020, respectively, from the Federal Reserve Discount Window. The lines are collateralized by a collateral agreement with respect to a pool of commercial real estate loans totaling $64.8 million and $68.1 million at December 31, 2021 and 2020, respectively. There were no outstanding borrowings at December 31, 2021 and 2020.

At December 31, 2021, the Company had available federal funds lines of credit totaling $45.0 million, which were unused.

At December 31, 2021 and 2020, we had capacity to borrow $863.7 million and $334.0 million, respectively, from the FHLB. The Company’s advances from the FHLB are collateralized by a blanket collateral agreement of qualifying mortgage and home equity line of credit loans and certain commercial real estate loans totaling $2.10 billion and $1.86 billion at December 31, 2021 and 2020, respectively.

The Company is a corporation separate and apart from the Bank and, therefore, must provide for its own liquidity. The Company’s main source of funding is dividends declared and paid to us by the Bank. There are statutory, regulatory and debt covenant limitations that affect the ability of the Bank to pay dividends to the Company. Management believed at December 31, 2021, that these limitations will not impact our ability to meet our ongoing short-term cash obligations.

Regulatory Capital Requirements

We are subject to various regulatory capital requirements administered by the federal and state banking regulators. Failure to meet regulatory capital requirements may result in certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a direct material effect on our financial statements. Under capital adequacy guidelines and the regulatory framework for “prompt corrective action”, we must meet specific capital guidelines that involve quantitative measures of our assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting policies.

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In December 2018, the Office of the Comptroller of the Currency, the Federal Reserve, and the FDIC approved a final rule to address changes to credit loss accounting under GAAP, including banking organizations’ implementation of CECL. The final rule provides banking organizations the option to phase in over a three-year period the day-one adverse effects on regulatory capital that may result from the adoption of the new accounting standard. In March 2020, the Office of the Comptroller of the Currency, the Federal Reserve, and the FDIC published an interim final rule to delay the estimated impact on regulatory capital stemming from the implementation of CECL. The interim final rule maintains the three-year transition option in the previous rule and provides banks the option to delay for two years an estimate of CECL’s effect on regulatory capital, relative to the incurred loss methodology’s effect on regulatory capital, followed by a three-year transition period (five-year transition option). The Company is adopting the capital transition relief over the permissible five-year period.

At December 31, 2021, the Company and the Bank exceeded the regulatory minimums and met the regulatory definition of well-capitalized.

The following table presents the Company and the Bank’s capital ratios and the minimum requirements at December 31, 2021:

RatioActualMinimumRegulatoryRequirements (1)Well Capitalized
Total capital (to risk-weighted assets):
Midland States Bancorp, Inc.12.19%10.50%N/A
Midland States Bank11.2110.5010.00%
Tier 1 capital (to risk-weighted assets):
Midland States Bancorp, Inc.9.168.50N/A
Midland States Bank10.498.508.00
Common equity tier 1 capital (to risk-weighted assets):
Midland States Bancorp, Inc.8.087.00N/A
Midland States Bank10.497.006.50
Tier 1 leverage (to average assets):
Midland States Bancorp, Inc.7.754.00N/A
Midland States Bank8.894.005.00

(1)Total risk-based capital ratio, Common equity tier 1 risk-based capital ratio and Tier 1 risk-based capital ratio include the capital conservation buffer of 2.5%.

Off-Balance Sheet Arrangements

We have limited off-balance sheet arrangements that have, or are reasonably likely to have, a current or future material effect on our financial condition, revenues, expenses, results of operations, liquidity, capital expenditures or capital resources.

In the normal course of business, we enter into various transactions, which, in accordance with GAAP, are not included in our consolidated balance sheets. We enter into these transactions to meet the financing needs of our customers. These transactions include commitments to extend credit and standby letters of credit, which involve, to varying degrees, elements of credit risk and interest rate risk in excess of the amounts recognized in our consolidated balance sheets. Most of these commitments mature within two years and are expected to expire without being drawn upon. Standby letters of credit are included in the determination of the amount of risk-based capital that the Company and the Bank are required to hold.

We enter into contractual loan commitments to extend credit, normally with fixed expiration dates or termination clauses, at specified rates and for specific purposes. Substantially all of our commitments to extend credit are contingent upon customers maintaining specific credit standards until the time of loan funding. We decrease our exposure to losses under these commitments by subjecting them to credit approval and monitoring procedures. We assess the credit risk associated with certain commitments to extend credit and establish a liability for probable credit losses.

Standby letters of credit are written conditional commitments issued by us to guarantee the performance of a customer to a third party. In the event that the customer does not perform in accordance with the terms of the agreement with the third party, we would be required to fund the commitment. The maximum potential amount of future payments we could be required to make is represented by the contractual amount of the commitment. If the commitment is funded, we would be entitled to seek recovery from the customer. Our policies generally require that standby letter of credit arrangements contain security and debt covenants similar to those contained in loan agreements.

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We guarantee the distributions and payments for redemption or liquidation of the trust preferred securities issued by our wholly owned subsidiary business trusts to the extent of funds held by the trusts. Although this guarantee is not separately recorded, the obligation underlying the guarantee is fully reflected on our consolidated balance sheets as junior subordinated debentures held by subsidiary trusts. The junior subordinated debentures currently qualify as Tier 1 capital under the Federal Reserve capital adequacy guidelines.