grepcent / static financial knowledge base

TRICO BANCSHARES / (TCBK)

CIK: 0000356171. 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=356171. Latest filing source: 0000356171-26-000010.

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

Business

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

Risk Factors

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

Selected Fundamentals

MetricValueUnitFYFiled
Revenue470,572,000USD20252026-03-02
Net income121,558,000USD20252026-03-02
Assets9,822,063,000USD20252026-03-02

Financials

Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-03-02. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000356171.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
Revenue173,708,000181,402,000228,218,000272,444,000267,184,000277,047,000355,505,000438,354,000466,638,000470,572,000
Net income44,811,00040,554,00068,320,00092,072,00064,814,000117,655,000125,419,000117,390,000114,868,000121,558,000
Diluted EPS1.941.742.543.002.163.943.833.523.463.70
Operating cash flow48,226,00055,381,00091,069,000102,806,000114,802,000132,207,000162,895,000138,887,000109,707,000133,293,000
Capital expenditures10,930,00015,164,0007,372,0004,293,0002,812,0003,196,0003,623,0004,886,0004,557,0005,362,000
Dividends paid13,695,00015,131,00018,769,00024,999,00026,303,00029,724,00035,797,00039,901,00043,646,00045,031,000
Share buybacks1,890,0001,629,0002,483,0002,196,00026,720,0004,344,00027,148,0009,240,00015,544,00032,047,000
Assets4,517,968,0004,761,315,0006,352,441,0006,471,181,0007,639,529,0008,614,787,0009,930,986,0009,910,089,0009,673,728,0009,822,063,000
Liabilities4,040,621,0004,255,507,0005,525,068,0005,564,611,0006,714,415,0007,614,603,0008,884,570,0008,750,407,0008,452,821,0008,494,062,000
Stockholders' equity477,347,000505,808,000827,373,000893,587,000925,114,0001,000,184,0001,046,416,0001,159,682,0001,220,907,0001,328,001,000
Cash and cash equivalents305,612,000205,428,000227,533,000276,507,000669,551,000768,421,000107,230,00098,701,000144,956,000157,014,000
Free cash flow37,296,00040,217,00083,697,00098,513,000111,990,000129,011,000159,272,000134,001,000105,150,000127,931,000

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 margin25.80%22.36%29.94%33.79%24.26%42.47%35.28%26.78%24.62%25.83%
Return on equity9.39%8.02%8.26%10.30%7.01%11.76%11.99%10.12%9.41%9.15%
Return on assets0.99%0.85%1.08%1.42%0.85%1.37%1.26%1.18%1.19%1.24%
Liabilities / equity8.468.416.686.237.267.618.497.556.926.40

Industry Peer Context

Each number-line places TCBK 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

TCBK Net margin versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.TCBK 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%TCBK 25.8%

ROE peer context

TCBK ROE versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.TCBK 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%TCBK 9.2%

ROA peer context

TCBK ROA versus SIC peer range. Source: grepcent computed from latest SEC companyfacts ratios for SIC industry 6022; peer count 149.TCBK 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%TCBK 1.2%

Financial Bridges

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

Free cash flow = operating cash flow - capital expenditures

TCBK FY2025 free cash flow bridge from reported figures.TCBK FY2025 free cash flow bridge from reported figures.TCBK free cash flow bridgeFY2025: operating cash flow less capital expendituresSource: SEC companyfacts FY2025.Free cash flow bridgeReported amount$0.0B$125.0M$250.0M$133.3MOperating cash flow-$5.4MCapex$127.9MFree cash flow

Figure provenance: SEC companyfacts FY 2025. Operating cash flow: accession 0000356171-26-000010; concept NetCashProvidedByUsedInOperatingActivities; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities | Capital expenditures: accession 0000356171-26-000010; concept PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:PaymentsToAcquirePropertyPlantAndEquipment | Free cash flow: accession 0000356171-26-000010; concept NetCashProvidedByUsedInOperatingActivities - PaymentsToAcquirePropertyPlantAndEquipment; source concepts us-gaap:NetCashProvidedByUsedInOperatingActivities; us-gaap:PaymentsToAcquirePropertyPlantAndEquipment

Financial Charts

TCBK revenue, last 5 periods. Source: SEC companyfacts FY2025.TCBK revenue, last 5 periods. Source: SEC companyfacts FY2025.TCBK RevenueLatest point: FY2025 = $470.6MSource: 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 0000356171-26-000010; filed 2026-03-02. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

TCBK net income, last 5 periods. Source: SEC companyfacts FY2025.TCBK net income, last 5 periods. Source: SEC companyfacts FY2025.TCBK Net incomeLatest point: FY2025 = $121.6MSource: SEC companyfacts FY2025.Fiscal yearNet income$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000356171-26-000010; filed 2026-03-02. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

TCBK diluted eps, last 5 periods. Source: SEC companyfacts FY2025.TCBK diluted eps, last 5 periods. Source: SEC companyfacts FY2025.TCBK Diluted EPSLatest point: FY2025 = $3.70/shareSource: SEC companyfacts FY2025.Fiscal yearDiluted EPS (USD/share)$0.00/share$3.00/share$6.00/shareFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000356171-26-000010; filed 2026-03-02. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

TCBK operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.TCBK operating cash flow, last 5 periods. Source: SEC companyfacts FY2025.TCBK Operating cash flowLatest point: FY2025 = $133.3MSource: SEC companyfacts FY2025.Fiscal yearOperating cash flow$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000356171-26-000010; filed 2026-03-02. Concept: NetCashProvidedByUsedInOperatingActivities. Source concepts: us-gaap:NetCashProvidedByUsedInOperatingActivities.

TCBK capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.TCBK capital expenditures, last 5 periods. Source: SEC companyfacts FY2025.TCBK Capital expendituresLatest point: FY2025 = $5.4MSource: 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 0000356171-26-000010; filed 2026-03-02. Concept: PaymentsToAcquirePropertyPlantAndEquipment. Source concepts: us-gaap:PaymentsToAcquirePropertyPlantAndEquipment.

TCBK dividends paid, last 5 periods. Source: SEC companyfacts FY2025.TCBK dividends paid, last 5 periods. Source: SEC companyfacts FY2025.TCBK Dividends paidLatest point: FY2025 = $45.0MSource: 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 0000356171-26-000010; filed 2026-03-02. Concept: PaymentsOfDividendsCommonStock. Source concepts: us-gaap:PaymentsOfDividendsCommonStock.

TCBK share buybacks, last 5 periods. Source: SEC companyfacts FY2025.TCBK share buybacks, last 5 periods. Source: SEC companyfacts FY2025.TCBK Share buybacksLatest point: FY2025 = $32.0MSource: 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 0000356171-26-000010; filed 2026-03-02. Concept: PaymentsForRepurchaseOfCommonStock. Source concepts: us-gaap:PaymentsForRepurchaseOfCommonStock.

TCBK assets, last 5 periods. Source: SEC companyfacts FY2025.TCBK assets, last 5 periods. Source: SEC companyfacts FY2025.TCBK AssetsLatest point: FY2025 = $9.8BSource: SEC companyfacts FY2025.Fiscal yearAssets$0.0B$5.0B$10.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000356171-26-000010; filed 2026-03-02. Concept: Assets. Source concepts: us-gaap:Assets.

TCBK liabilities, last 5 periods. Source: SEC companyfacts FY2025.TCBK liabilities, last 5 periods. Source: SEC companyfacts FY2025.TCBK LiabilitiesLatest point: FY2025 = $8.5BSource: SEC companyfacts FY2025.Fiscal yearLiabilities$0.0B$5.0B$10.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000356171-26-000010; filed 2026-03-02. Concept: Liabilities. Source concepts: us-gaap:Liabilities.

TCBK stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.TCBK stockholders' equity, last 5 periods. Source: SEC companyfacts FY2025.TCBK Stockholders' equityLatest point: FY2025 = $1.3BSource: SEC companyfacts FY2025.Fiscal yearStockholders' equity$0.0B$1.0B$2.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000356171-26-000010; filed 2026-03-02. Concept: StockholdersEquity. Source concepts: us-gaap:StockholdersEquity.

TCBK cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.TCBK cash and cash equivalents, last 5 periods. Source: SEC companyfacts FY2025.TCBK Cash and cash equivalentsLatest point: FY2025 = $157.0MSource: SEC companyfacts FY2025.Fiscal yearCash and cash equivalents$0.0B$500.0M$1.0BFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000356171-26-000010; filed 2026-03-02. Concept: CashAndCashEquivalentsAtCarryingValue. Source concepts: us-gaap:CashAndCashEquivalentsAtCarryingValue.

TCBK free cash flow, last 5 periods. Source: SEC companyfacts FY2025.TCBK free cash flow, last 5 periods. Source: SEC companyfacts FY2025.TCBK Free cash flowLatest point: FY2025 = $127.9MSource: SEC companyfacts FY2025.Fiscal yearFree cash flow$0.0B$125.0M$250.0MFY2021FY2022FY2023FY2024FY2025

Figure provenance: SEC companyfacts. Latest point: FY 2025 ended 2025-12-31; accession 0000356171-26-000010; 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 2026-05-08. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000356171.json.

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

QuarterEnd DateRevenueNet IncomeDiluted EPSMethod
2022-Q22022-06-300.93reported discrete quarter
2022-Q32022-09-301.12reported discrete quarter
2023-Q12023-03-311.07reported discrete quarter
2023-Q22023-06-30107,158,00024,892,0000.75reported discrete quarter
2023-Q32023-09-30112,380,00030,590,0000.92reported discrete quarter
2023-Q42023-12-31115,909,00026,075,000derived Q4 = FY annual - nine-month YTD
2024-Q12024-03-31115,417,00027,749,0000.83reported discrete quarter
2024-Q22024-06-30117,032,00029,034,0000.87reported discrete quarter
2024-Q32024-09-30117,347,00029,051,0000.88reported discrete quarter
2024-Q42024-12-31116,842,00029,034,000derived Q4 = FY annual - nine-month YTD
2025-Q12025-03-31114,077,00026,363,0000.80reported discrete quarter
2025-Q22025-06-30116,361,00027,542,0000.84reported discrete quarter
2025-Q32025-09-30119,987,00034,019,0001.04reported discrete quarter
2025-Q42025-12-31120,147,00033,634,000derived Q4 = FY annual - nine-month YTD
2026-Q12026-03-31117,827,00033,685,0001.04reported discrete quarter

Quarterly Charts

TCBK quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.TCBK quarterly revenue, last 12 periods. Source: SEC companyfacts 2026-Q1.TCBK Quarterly RevenueLatest point: 2026-Q1 = $117.8MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Revenue$0.0B$125.0M$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000356171-26-000042; filed 2026-05-08. Concept: InterestAndDividendIncomeOperating. Source concepts: us-gaap:InterestAndDividendIncomeOperating.

TCBK quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.TCBK quarterly net income, last 12 periods. Source: SEC companyfacts 2026-Q1.TCBK Quarterly Net incomeLatest point: 2026-Q1 = $33.7MSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Net income$0.0B$125.0M$250.0M2023-Q22023-Q32023-Q42024-Q12024-Q22024-Q32024-Q42025-Q12025-Q22025-Q32025-Q42026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000356171-26-000042; filed 2026-05-08. Concept: NetIncomeLoss. Source concepts: us-gaap:NetIncomeLoss.

TCBK quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.TCBK quarterly diluted eps, last 12 periods. Source: SEC companyfacts 2026-Q1.TCBK Quarterly Diluted EPSLatest point: 2026-Q1 = $1.04/shareSource: SEC companyfacts 2026-Q1.Fiscal quarterQuarterly Diluted EPS (USD/share)$0.00/share$0.75/share$1.50/share2022-Q22022-Q32023-Q12023-Q22023-Q32024-Q12024-Q22024-Q32025-Q12025-Q22025-Q32026-Q1

Figure provenance: SEC companyfacts. Latest point: FY 2026 ended 2026-03-31; accession 0000356171-26-000042; filed 2026-05-08. Concept: EarningsPerShareDiluted. Source concepts: us-gaap:EarningsPerShareDiluted.

Macro Cross-References

Latest quarter (10-Q)

Latest 10-Q source: 0000356171-26-000042.

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

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

FORWARD-LOOKING STATEMENTS

Cautionary Statements Regarding Forward-Looking Information

The statements contained herein that are not historical facts are forward-looking statements based on management’s current expectations and beliefs concerning future developments and their potential effects on us. Such statements involve inherent risks and uncertainties, many of which are difficult to predict and are generally beyond our control. We caution readers that a number of important factors could cause actual results to differ materially from those expressed in, or implied or projected by, such forward-looking statements. These risks and uncertainties include, but are not limited to, the following: macroeconomic, geopolitical, and other challenges and uncertainties, including those related to actual or potential policies and actions from the U.S. administration, such as tariffs and reciprocal actions by other countries or regions and their ultimate impact on us, our customers, financial markets, and the overall U.S. and global economies; the uncertainty of rapidly evolving and changing U.S. trade policies and practices; inflation/deflation, interest rate, market and monetary fluctuations/volatility; increases in unemployment rates; slowing economic growth or recession in the U.S. and other countries or regions; the impact of any future federal government shutdown and uncertainty regarding the federal government’s debt limit; the impact of changes in financial services industry policies, laws and regulations; regulatory restrictions or adverse regulatory findings affecting our ability to successfully market and price our products to consumers; systemic or non-systemic bank failures or crises and any related impact on depositor behavior or investor sentiment; the impacts of international hostilities, wars, terrorism or geopolitical events; risks related to the sufficiency of liquidity, including our ability to attract and maintain deposits; the risks related to the development, implementation, use and management of emerging technologies, including artificial intelligence and machine learning; extreme weather, natural disasters and other catastrophic events and their effects on our customers and the economic and business environments in which we operate; current and future economic and market conditions of the local economies in which we conduct operations; declines in housing and commercial real estate prices and changes in the financial performance and/or condition of our borrowers; the market value of our investment securities and possible other-than-temporary impairment of securities held by us due to changes in credit quality or rates; the availability of, and cost of, sources of funding and the demand for our products; the possibility that our recorded goodwill could become impaired, which may have an adverse impact on our earnings and capital; the costs or effects of mergers, acquisitions or dispositions, as well as whether we are able to obtain any required governmental approvals in connection with any such activities, or identify and complete favorable transactions in the future and/or realize the anticipated financial and business benefits; the volatility of the stock market and its impact on our stock price and our ability to conduct acquisitions; the regulatory and financial impacts associated with exceeding $10 billion in total assets; the ability to execute our business plan in new markets; our future operating or financial performance, including our outlook for future growth and our ability to control expenses; changes in the level and direction of our nonperforming assets and charge-offs and the appropriateness of the allowance for credit losses; the effectiveness of us managing the mix of earning assets and in improving, resolving or liquidating lower-quality assets; changes in accounting standards and practices; changes in consumer spending, borrowing and savings habits; the effects of changes in the level or cost of checking or savings account deposits on our funding costs and net interest margin; the impact of alternative currencies such as stablecoin and other cryptocurrencies on our ability to attract deposits; increasing noninterest expense and its impact on our financial performance; competition and innovation with respect to financial products and services by banks, financial institutions and non-traditional competitors including retail businesses and technology companies; potential changes to loss allocations between financial institutions and customers, including for losses incurred from the use of our products and services, including electronic payments and payment of checks, that were authorized by the customer but induced by fraud; the challenges of attracting, integrating and retaining key employees; the impact of the 2023 cyber security ransomware incident, including the pending litigation, on our operations and reputation; the vulnerability of our operational or security systems or infrastructure, the systems of third- and fourth-party vendors or other service providers with whom we contract, and our customers to unauthorized access, computer viruses, phishing schemes, spam attacks, human error, natural disasters, power loss and data/security breaches and the cost to defend against and respond to such incidents; increased data security risks due to work from home arrangements and email vulnerability; failure to safeguard personal information, and any resulting litigation; the effect of a fall in stock market prices on our brokerage and wealth management businesses; the effectiveness of our risk management framework and quantitative models; the emergence or continuation of widespread health emergencies or pandemics; potential judgments, orders, settlements, penalties, fines and reputational damage resulting from pending or future litigation and regulatory investigations, proceedings and enforcement actions; and our ability to manage the risks involved in the foregoing. There can be no assurance that future developments affecting us will be the same as those anticipated by management. Additional factors that could cause results to differ materially from those described above can be found in our filings with the U.S. Securities and Exchange Commission, including without limitation the “Risk Factors” Section of TriCo’s Annual Report on Form 10-K for the year ended December 31, 2025, Such filings are also available in the “Investor Relations” section of our website, https://www.tcbk.com/investor-relations. Annualized, pro forma, projections and estimates are not forecasts and may not reflect actual results. We undertake no obligation (and expressly disclaim any such obligation) to update or alter our forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

General

As TriCo Bancshares (referred to in this report as “we”, “our” or the “Company”) has not commenced any business operations independent of Tri Counties Bank (the “Bank”), the following discussion pertains primarily to the Bank. Average balances, including such balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, interest income, net interest income, and net interest yield are generally presented on a FTE basis. The Company believes the use of these non-generally accepted accounting principles (non-GAAP) measures provides additional clarity in assessing its results, and the presentation of these measures on a FTE basis is a common practice within the banking industry. Interest income and net interest income are shown on a non-FTE basis in the Part I - Financial Information section of this Form 10-Q, and a reconciliation of the FTE and non-FTE presentations is provided below in the discussion of net interest income.

36

Table of Contents

Critical Accounting Policies and Estimates

The Company’s discussion and analysis of its financial condition and results of operations are based upon the Company’s consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of these financial statements requires the Company to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosure of contingent assets and liabilities. On an on-going basis, the Company evaluates its estimates, including those that materially affect the financial statements and are related to the adequacy of the allowance for loan losses, investments, mortgage servicing rights, fair value measurements, retirement plans and intangible assets. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. A detailed discussion related to the Company’s accounting policies including those related to estimates on the allowance for credit losses related to loans and investment securities, and impairment of intangible assets, can be found in Note 1 of the consolidated financial statements included in the Company’s annual report on Form 10-K for the year ended December 31, 2025.

Geographical Descriptions

For the purpose of describing the geographical location of the Company’s operations, the Company has defined northern California as that area of California north of, and including, Stockton to the east and San Jose to the west; central California as that area of the state south of Stockton and San Jose, to and including, Bakersfield to the east and San Luis Obispo to the west; and southern California as that area of the state south of Bakersfield and San Luis Obispo.

Financial Highlights

Performance highlights and other developments for the Company as of or for the three months ended March 31, 2026, included the following:

•Net income was $33.7 million or $1.04 per diluted share as compared to $33.6 million or $1.03 per diluted share in the trailing quarter, and an increase of $7.3 million or 27.8% from the first quarter of 2025

•Net interest income (FTE) was $91.5 million, a decrease of $1.0 million or 1.1% over the trailing quarter; net interest margin (FTE) was 4.07%, an increase of 5 basis points over 4.02% in the trailing quarter

•Loan balances decreased $42.9 million or 2.4% (annualized) from the trailing quarter and increased $247.4 million or 3.6% from the same quarter of the prior year

•Deposit balances increased $139.7 million or 6.8% (annualized) from the trailing quarter and increased $198.3 million or 2.4% from the same quarter of the prior year

•Average non-interest bearing deposits grew by 1.5% year over year and were 30.6% of total deposits at quarter end

•Yield on average earning assets was 5.26%, an increase of 3 basis points over the 5.23% in the trailing quarter; yield on average loans was 5.78%, an increase of 1 basis point over the 5.77% in the trailing quarter

•The average cost of total deposits was 1.26%, a decrease of 3 basis points as compared to 1.29% in the trailing quarter, and a decrease of 17 basis points from 1.43% in the same quarter of the prior year

•For the quarter ended March 31, 2026, the Company’s return on average assets was 1.38%, while the return on average equity was 10.08%; for the trailing quarter ended December 31, 2025, the Company’s return on average assets was 1.34%, while the return on average equity was 10.02%

•Diluted earnings per share were $1.04 for

[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. Published MD&A gate trimmed front/tail over-capture. 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

Introduction

The following discussion and analysis is designed to provide a better understanding of the significant changes and trends related to the Company and the Bank’s financial condition, operating results, asset and liability management, liquidity and capital resources and should be read in conjunction with the consolidated financial statements of the Company and the related notes at Part II, Item 8 of this report.

Financial Overview

In 2025, the Company reported net income of $121.6 million, a $6.7 million or 5.8% increase from the prior year. Earnings per share on a diluted basis for the year were $3.70, up 6.9% from the prior year. The current year net income was impacted by an increase in net interest income primarily associated with decreased interest expense and partially offset by an increase in provision for loan losses. In 2025, total interest expense was reported at $119.7 million, an decrease of $15.5 million or 11.4% from the prior year.

Net interest income on a fully tax equivalent (FTE) basis, a non-GAAP financial measure, was $351.9 million, an increase of $19.4 million, or 5.8%, from 2024. The increase in FTE net interest income reflects the $75.8 million, or 0.8%, increase in average earning assets and an 18 basis point increase in the FTE net interest margin to 3.89%. Average earning asset declines included a $226.1 million or 10.5% decrease in average securities, partially offset by an $166.3 million, or 2.5% increase in average loans and leases. The decrease in average securities was driven by the redeployment of liquidity from prepayments, maturities and sales into the pay down of borrowings and loan growth during 2025. The net interest margin expansion was driven by the declining rate environment and a liability sensitive balance sheet, resulting in a decrease in the cost of funds from both deposits and borrowings. This decrease in interest expense was supported by improved average balances on loans, flat yields on earnings assets and to a greater extent, by the continued balance sheet mix shift where liquidity from deposit growth and investment security principal repayments were utilized to pay down borrowings. Total average interest-bearing deposits was $5.7 billion and $5.4 billion during 2025 and 2024, respectively, while average other borrowings totaled $35.6 million and $294.3 million, respectively, during the same periods.

The provision for credit losses increased $5.4 million to $12.1 million, primarily due to growth in loan volume during 2025 and increased charge-offs, relative to the 2024 period with muted loan growth and less volatility within collateral values. The allowance for credit losses (ACL) was $125.8 million, or 1.77% of total loans and leases, at December 31, 2025, compared to $125.4 million, or 1.85% of total loans and leases, at December 31, 2024.

Noninterest income was $68.3 million, up $3.9 million, or 6.1%, from the prior year, while noninterest expenses of $241.0 million was up $6.9 million or 2.9%, from the prior year. The year over year changes in noninterest income reflected improved earnings on deposit accounts and other service fees, coupled with elevated earnings from asset management from continued growth in assets under management. The increase in noninterest expense meanwhile as compared to the trailing year is attributed primarily to a combination of routine merit increases, increased incentive compensation from elevated levels of both loan and deposit production, and targeted strategic hiring.

The tangible common equity to tangible assets ratio, a non-GAAP financial measure, was 10.71% at December 31, 2025, up 99 basis points from December 31, 2024, primarily due to an increase in tangible common equity related to the retention of 2025 earnings and a reduction in accumulated other comprehensive loss.

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TRICO BANCSHARES

Financial Summary

(In thousands, except per share amounts; unaudited)

Year ended December 31,202520242023
Interest income$470,572$466,638$438,354
Interest expense(119,729)(135,204)(81,677)
Net interest income350,843331,434356,677
Provision for credit losses(12,063)(6,632)(23,990)
Noninterest income68,33864,40761,400
Noninterest expense(240,959)(234,105)(233,182)
Income before income taxes166,159155,104160,905
Provision for income taxes(44,601)(40,236)(43,515)
Net income$121,558$114,868$117,390
Share Data
Earnings per share:
Basic$3.72$3.47$3.53
Diluted$3.70$3.46$3.52
Per share:
Dividends paid$1.38$1.32$1.20
Book value at period end$41.07$37.03$34.86
Tangible book value at period end (2)$31.52$27.60$25.39
Average common shares outstanding32,67333,08833,261
Average diluted common shares outstanding32,85533,23033,355
Shares outstanding at period end32,33532,97033,268
Financial Ratios
During the period:
Return on average assets1.23%1.18%1.19%
Return on average equity9.45%9.57%10.65%
Net interest margin(1)3.89%3.71%3.96%
Efficiency ratio57.48%59.14%55.77%
Average equity to average assets13.06%12.30%11.17%
Dividend payout ratio37.04%38.00%33.99%
At period end:
Equity to assets13.52%12.62%11.70%
Total capital to risk-weighted assets15.05%15.71%14.73%
Balance Sheet Data
Total investments$1,842,417$2,036,610$2,305,882
Total loans7,111,0876,768,5236,794,470
Total assets9,822,0639,673,7289,910,089
Total non-interest bearing deposits2,594,0322,548,6132,722,689
Total deposits8,263,9018,087,5767,834,038
Total other borrowings11,71389,610632,582
Total junior subordinated debt41,238101,191101,099
Total shareholders’ equity1,328,0011,220,9071,159,682
Total tangible equity (2)$1,019,088$910,033$844,688

(1)Fully taxable equivalent (FTE)

(2)Tangible equity is calculated by subtracting Goodwill and Other intangible assets from total shareholders’ equity. Management believes that tangible equity is meaningful because it is a measure that the Company and investors commonly use to assess capital adequacy. Tangible book value is calculated by dividing tangible equity by shares outstanding at period end. See tables below for further details.

As TriCo Bancshares has not commenced any business operations independent of the Bank, the following discussion pertains primarily to the Bank. Average balances, including such balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, interest income and net interest income may be presented on a fully tax-equivalent (FTE) basis. The presentation of interest income and net interest income on a FTE basis is a common practice within the banking industry. Interest income and net interest income are shown on a non-FTE basis within Part II, Item 7 and Item 8 of this report, and a reconciliation of the FTE and non-FTE presentations is provided below in the discussion of net interest income.

In addition to results presented in accordance with generally accepted accounting principles in the United States of America (GAAP), this 10-K contains certain non-GAAP financial measures. Management has presented these non-GAAP financial measures because it believes that they provide useful and comparative information to assess trends in the Company's core operations reflected in the periods presented

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and facilitate the comparison of our performance with the performance of our peers. However, these non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP. Where applicable, comparable earnings information using GAAP financial measures is also presented. Because not all companies use the same calculations, our presentation may not be comparable to other similarly titled measures as calculated by other companies. For a reconciliation of these non-GAAP financial measures, see the tables below:

Twelve months ended
(dollars in thousands)December 31, 2025December 31, 2024
Net interest margin
Acquired loans discount accretion, net:
Amount (included in interest income)$5,153$4,329
Effect on average loan yield0.08%0.07%
Effect on net interest margin (FTE)0.06%0.05%
Net interest margin (FTE)3.89%3.71%
Net interest margin less effect of acquired loan discount accretion (Non-GAAP)3.83%3.66%
Twelve months ended
(dollars in thousands)December 31, 2025December 31, 2024
Pre-tax pre-provision return on average assets or equity
Net income (GAAP)$121,558$114,868
Exclude provision for income taxes44,60140,236
Exclude provision for credit losses12,0636,632
Net income before income tax and provision expense (Non-GAAP)$178,222$161,736
Average assets (GAAP)$9,854,786$9,757,326
Average equity (GAAP)$1,286,959$1,200,140
Return on average assets (GAAP)1.23%1.18%
Pre-tax pre-provision return on average assets (Non-GAAP)1.81%1.66%
Return on average equity (GAAP)9.45%9.57%
Pre-tax pre-provision return on average equity (Non-GAAP)13.85%13.48%
Twelve months ended
(dollars in thousands)December 31, 2025December 31, 2024
Return on tangible common equity
Average total shareholders' equity$1,286,959$1,200,140
Exclude average goodwill304,442304,442
Exclude average other intangibles5,4988,592
Average tangible common equity (Non-GAAP)$977,019$887,106
Net income (GAAP)$121,558$114,868
Exclude amortization of intangible assets, net of tax effect1,3812,900
Tangible net income available to common shareholders (Non-GAAP)$122,939$117,768
Return on average equity9.45%9.57%
Return on average tangible common equity (Non-GAAP)12.58%13.28%

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As of
(dollars in thousands)December 31, 2025December 31, 2024
Tangible shareholders' equity to tangible assets
Shareholders' equity (GAAP)$1,328,001$1,220,907
Exclude goodwill and other intangible assets, net308,913310,874
Tangible shareholders' equity (Non-GAAP)$1,019,088$910,033
Total assets (GAAP)$9,822,063$9,673,728
Exclude goodwill and other intangible assets, net308,913310,874
Total tangible assets (Non-GAAP)$9,513,150$9,362,854
Shareholders' equity to total assets (GAAP)13.52%12.62%
Tangible shareholders' equity to tangible assets (Non-GAAP)10.71%9.72%
As of
(dollars in thousands)December 31, 2025December 31, 2024
Tangible common shareholders' equity per share
Tangible shareholders' equity (Non-GAAP)$1,019,088$910,033
Common shares outstanding at end of period32,334,97432,970,425
Common shareholders' equity (book value) per share (GAAP)$41.07$37.03
Tangible common shareholders' equity (tangible book value) per share (Non-GAAP)$31.52$27.60

Critical Accounting Policies and Estimates

In preparing the consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (GAAP), management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Actual results could differ significantly from those estimates.     Our most significant accounting policies and estimates and their related application are discussed below.

Allowance for Credit Losses

Our ACL represents our current estimate of the lifetime credit losses expected from our loan and lease portfolio and our unfunded lending commitments. Management uses models that employ assumptions about current and future economic conditions throughout the contractual life of our loan portfolio. As part of our model risk oversight, we perform ongoing monitoring of model performance to assess modeling approaches and identify potential model enhancements, which may result in updates to our statistically based models from time-to-time. The impact from any refinement of estimates or changes to assumptions was insignificant to the financial statements during the current period. Ongoing oversight efforts include monitoring: CECL model outputs, loan portfolio risk ratings, economic conditions, loan concentrations and growth rates, past-due and non-performing trends, specific reserves for problem loans, and historical charge-off and recovery experience.

One of the key assumptions requiring significant judgment in the process is estimating the Company's ACL relates to macroeconomic forecasts that are incorporated into the loss models. As all economic outlooks are inherently uncertain, the Company utilizes various data points to better inform management's estimation of expected credit losses given observable and forecast changes in the economic environment and market conditions. These macroeconomic forecasts incorporate variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to: gross domestic product, unemployment rate, consumer price index, corporate interest rate spreads, and economic policy. Changes in the economic forecasts could significantly affect the estimated credit losses, which could potentially lead to materially different allowance levels from one reporting period to the next.

Certain loans are not included in pools of loans that are collectively evaluated. The segregation of these loans is based on the results from analysis of individually identified credits that meet management’s criteria for individual evaluation. These loans are first reviewed individually to determine if such loans have a unique risk profile that would warrant individual evaluation. Loans where management has concluded that it is probable that the borrower will be unable to pay all amounts due under the original contractual terms are removed from the pools of loans collectively evaluated. They are then specifically reviewed and evaluated individually by management for loss potential by evaluating sources of repayment, including collateral as applicable, and a specified allowance for credit losses is established where necessary. By definition, any loan that management has placed on non-accrual is required to be individually evaluated, however, not all individually

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evaluated loans need to be placed on non-accrual.

Because current economic conditions and forecasts can change and determining the likelihood of future events make it inherently difficult to predict the amount of estimated credit losses on loans, management's determination of the appropriateness of the ACL, 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 move independently of one another, such that improvement in one or certain factors may offset deterioration in others. Thus, as a result of the significant size of the loan portfolio, the numerous assumptions in the model, and the high degree of potential change in such assumptions, there is a high degree of sensitivity to the reported amounts. The ACL is sensitive to changes in key assumptions, and changes in the economic forecasts, the forecast period, and other macroeconomic factors, such as those noted above, would all change the outcome of the quantitative components of the ACL. Those results would then need to be assessed from a qualitative perspective, potentially requiring further adjustments to the qualitative components to arrive at a reasonable and appropriate allowance for credit losses. Management believes that the ACL was adequate as of December 31, 2025.

Other Accounting Policies and Estimates that are Not Considered Critical

On an on-going basis, the Company evaluates its estimates, including those that may materially affect the financial statements and are related to investments, mortgage servicing rights, fair value measurements, retirement plans, intangible assets and the fair value of acquired assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company’s policies related to these estimates can be found in Note 1 in the financial statements at Part II, Item 8 of this report.

Geographical Descriptions

For the purpose of describing the geographical location of the Company’s operations, the Company has defined northern California as that area of California north of, and including, Stockton to the east and San Jose to the west; central California as that area of the state south of Stockton and San Jose, to and including, Bakersfield to the east and San Luis Obispo to the west; and southern California as that area of the state south of Bakersfield and San Luis Obispo.

Results of Operations

Average balances, including balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, certain performance measures including interest income, net interest income, net interest yield, and efficiency ratio are generally presented on a fully tax-equivalent (FTE) basis. The Company believes the use of these non-generally accepted accounting principles (non-GAAP) measures provides additional clarity in assessing its results.

Net Interest Income

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans, leases and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). The level of net interest income is primarily a function of the difference between the effective yield on our average interest-earning assets and the effective cost of our interest-bearing liabilities. These factors are influenced by the pricing and mix of interest-earning assets and interest-bearing liabilities which, in turn, are impacted by external factors such as local economic conditions, competition for loans and deposits, the monetary policy of the FRB and market interest rates. For further discussion, refer to “—Risk Factors – Risks Related to Interest Rates.” Following is a summary of the Company’s net interest income for the periods indicated (dollars in thousands):

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Year ended December 31,
202520242023
Interest income$470,572$466,638$438,354
Interest expense(119,729)(135,204)(81,677)
Net interest income (not FTE)350,843331,434356,677
FTE adjustment1,0501,0851,536
Net interest income (FTE)$351,893$332,519$358,213
Net interest margin (FTE)3.89%3.71%3.96%
Acquired loans discount accretion:
Purchased loan discount accretion$5,153$4,329$5,651
Effect on average loan yield0.08%0.07%0.09%
Effect of purchased loan discount accretion on net interest margin (FTE)0.06%0.05%0.06%

Net interest income (FTE) during the year ended December 31, 2025 increased $19.4 million or 5.8% to $351.9 million compared against $332.5 million during the year ended December 31, 2024. The increased amount of net interest income reflects the declining rate environment driving a decrease in the cost of funds from both deposits and borrowings, only slightly offset by modestly lower yields on loan and lease balances, and investment securities during 2025. Average loan balances increased by $166.3 million or 2.5% from December 31, 2024. Meanwhile, the yield on interest earning assets was 5.21% and 5.21% for the years ended December 31, 2025 and 2024, respectively. The unchanged earning asset yield was reflective of a 4 basis point decrease in total loan yields and a 3 basis point decrease in yield associated with total investment securities. Meanwhile, the costs of total interest bearing liabilities decreased 29 basis points to 2.04% during the year ended December 31, 2025, as compared to 2.33% for the year ended December 31, 2024. During the same period, costs associated with interest bearing deposits decreased by 12 basis points to 1.97% as compared to 2.09% in the prior year. The decrease in interest expense for the year ended December 31, 2025, as compared to the trailing year, was primarily due to the continued balance sheet mix shift where liquidity from deposit growth and investment security principal repayments were utilized to pay down borrowings.

Net interest income (FTE) during the year ended December 31, 2024 decreased $25.7 million or 7.2% to $332.5 million compared against $358.2 million during the year ended December 31, 2023. The decreased amount of net interest income reflects the higher rate environment driving an increase in the cost of funds from both deposits and borrowings, partially offset by improved yields on loan and lease balances, and investment securities during 2024. Average loan balances increased by $189.8 million or 2.9% from December 31, 2023. Meanwhile, the yield on interest earning assets was 5.21% and 4.87% for the years ended December 31, 2024 and 2023, respectively. This 34 basis point increase in total earning asset yield was attributable to a 35 basis point increase in total loan yields and a 7 basis point increase in yields on total investments. Of the 35 basis point increase in loan yields, 11 basis points was attributable to increased volume in average loans outstanding, and 26 basis points from elevated interest rates. There was a decline of 2 basis points attributed to the accretion of purchased loan fees. Meanwhile, the costs of total interest bearing liabilities increased 85 basis points to 2.33% during the year ended December 31, 2024, as compared to 1.48% for the year ended December 31, 2023. During the same period, costs associated with interest bearing deposits increased by 99 basis points to 2.09% as compared to 1.10% in the prior year. The increase in interest expense for the year ended December 31, 2024, as compared to the trailing year, was due to the increase in short term interest rates, as influenced by the FOMC actions, that began in 2023 and which remained elevated until late 2024.

For more information related to loan interest income, including loan purchase discount accretion, see the Summary of Average Balances, Yields/Rates and Interest Differential. The “Yield” and “Volume/Rate” tables shown below are useful in illustrating and quantifying the developments that affected net interest income during 2025 and 2024.

Summary of Average Balances, Yields/Rates and Interest Differential – Yield Tables

The following tables present, for the periods indicated, information regarding the Company’s consolidated average assets, liabilities and shareholders’ equity, the amounts of interest income from average earning assets and resulting yields, and the amount of interest expense paid on interest-bearing liabilities. Average loan balances include nonperforming loans. Interest income includes proceeds from loans on nonaccrual loans only to the extent cash payments have been received and applied to interest income. Yields on securities and certain loans have been adjusted upward to reflect the effect of income thereon exempt from federal income taxation at the statutory tax rate applicable during the period presented (dollars in thousands):

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Year ended December 31,
202520242023
Average BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /Paid
Assets:
Loans$6,913,337$397,3085.75%$6,747,072$390,4915.79%$6,557,246$356,7105.44%
Investment securities—taxable1,787,11260,3983.38%2,008,82368,4343.41%2,272,30175,2033.31%
Investment securities—nontaxable (1)132,1544,5513.44%136,5304,7003.44%181,7666,6563.66%
Total investments1,919,26664,9493.38%2,145,35373,1343.41%2,454,06781,8593.34%
Cash at Federal Reserve and other banks216,0839,3654.33%80,4394,0985.09%26,4691,3214.99%
Total interest-earning assets9,048,686471,6225.21%8,972,864467,7235.21%9,037,782439,8904.87%
Other assets806,100784,462832,407
Total assets$9,854,786$9,757,326$9,870,189
Liabilities and shareholders’ equity:
Interest-bearing demand deposits$1,829,324$25,2121.38%$1,734,900$22,9981.33%$1,709,930$11,1900.65%
Savings deposits2,808,87649,0601.75%2,677,72649,0281.83%2,805,42431,4441.12%
Time deposits1,106,95939,0333.53%999,14341,1004.11%473,68812,4532.63%
Total interest-bearing deposits5,745,159113,3051.97%5,411,769113,1262.09%4,989,04255,0871.10%
Other borrowings35,5851,0652.99%294,31814,7065.00%430,73619,7124.58%
Junior subordinated debt78,6045,3596.82%101,1397,3727.29%101,0646,8786.81%
Total interest-bearing liabilities5,859,348119,7292.04%5,807,226135,2042.33%5,520,84281,6771.48%
Noninterest-bearing deposits2,544,7182,584,9043,068,839
Other liabilities163,761165,056178,072
Shareholders’ equity1,286,9591,200,1401,102,436
Total liabilities and shareholders’ equity$9,854,786$9,757,326$9,870,189
Net interest spread (2)3.17%2.88%3.39%
Net interest income and interest margin (3)$351,8933.89%$332,5193.71%$358,2133.96%

(1)The fully-taxable equivalent (FTE) adjustment for interest income of non-taxable investment securities was $1.1 million, $1.1 million, and $1.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.

(2)Net interest spread represents the average yield earned on interest-earning assets less the average rate paid on interest-bearing liabilities.

(3)Net interest margin is computed by dividing net interest income by total average earning assets.

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Summary of Changes in Interest Income and Expense due to Changes in Average Asset and Liability Balances and Yields Earned and Rates Paid – Volume/Rate Tables

The following table sets forth a summary of the changes in the Company’s interest income and interest expense from changes in average asset and liability balances (volume) and changes in average interest rates for the periods indicated. Changes applicable to both rate and volume have been included in the rate variance. Amounts are calculated on a fully taxable equivalent basis:

2025 over 20242024 over 2023
VolumeRateTotalVolumeRateTotal
Increase (decrease) in interest income:
Loans$9,627$(2,810)$6,817$10,327$23,454$33,781
Investment securities(7,711)(474)(8,185)(10,298)1,573(8,725)
Cash at Federal Reserve and other banks6,904(1,637)5,2672,694832,777
Total interest-earning assets8,820(4,921)3,8992,72325,11027,833
Increase (decrease) in interest expense:
Interest-bearing demand deposits1,2569582,21416311,64511,808
Savings deposits2,400(2,368)32(1,431)19,01517,584
Time deposits4,431(6,498)(2,067)13,81414,83328,647
Other borrowings(12,937)(704)(13,641)(6,243)1,237(5,006)
Junior subordinated debt(1,643)(370)(2,013)5489494
Total interest-bearing liabilities(6,493)(8,982)(15,475)6,30847,21953,527
Increase (decrease) in net interest income$15,313$4,061$19,374$(3,585)$(22,109)$(25,694)

Year Over Year Balance Sheet Change

Ending balancesAs of December 31,% Change
($’s in thousands)20252024$ Change
Total assets$9,822,063$9,673,728$148,3351.5%
Total loans7,111,0876,768,523342,5645.1%
Total investments1,842,4172,036,610(194,193)(9.5)%
Total deposits8,263,9018,087,576176,3252.2%
Total other borrowings11,71389,610(77,897)(86.9)%

Balance sheet mix shift where liquidity from deposit growth and investment security principal repayments and sales were utilized to pay down borrowings and benefit net interest income and net interest margin during the year ended 2025. More specifically, deposit increases of $176.3 million and principal, maturities, repayment and sales on investment securities of $194.2 million, facilitated a $77.9 million reduction in higher cost balances of other borrowings and an increase of $342.6 million in loans.

Provision for Credit Losses

The provision for credit losses during any period is the sum of the allowance for credit losses required at the end of the period and any net charge-offs during the period, less the allowance for credit losses required at the beginning of the period, and less any recoveries during the period. See the Tables labeled “Allowance for Credit Losses – December 31, 2025 and 2024” at Note 5 in Item 8 of Part II of this report for the components that make up the provision for credit losses for the years ended December 31, 2025 and 2024.

The Company recorded a provision for credit losses of $12.1 million during the year ended December 31, 2025, versus $6.6 million during the trailing year end. The increase in required provisioning during 2025 was largely attributed to loan growth and elevated charge-offs, relative to the 2024 period with muted loan growth and less volatility within collateral values.

The Company recorded a provision for credit losses of $6.6 million during the year ended December 31, 2024, versus $24.0 million during the trailing year end. The decrease in required provisioning during 2024 was largely attributed to muted loan growth and less change in qualitative reserves driven by more stability in CA unemployment trends and Corporate BBB bond yields, as compared to the trailing year.

Net charge-offs for the year ended December 31, 2025 totaled $9.9 million, as compared to net charge-offs of $2.6 million for the year ended December 31, 2024. Total nonperforming loans increased by 25 basis points to 0.90% of total loans at December 31, 2025 from 0.65% of total loans at December 31, 2024. For further details of the change in nonperforming loans during the period ended December 31, 2025 see the Tables, and associated narratives, labeled “Changes in nonperforming assets during the year ended December 31, 2025” and “Changes in nonperforming assets during the three months ended December 31, 2025” under the heading “Asset Quality and Non-Performing Assets” below.

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The following table summarizes the components of the provision for credit losses during the periods indicated (dollars in thousands):

Year ended December 31,
(dollars in thousands)202520242023
Provision for allowance for credit losses$10,318$6,482$22,455
Change in reserve for unfunded loan commitments1,7451501,535
Total provision for credit losses$12,063$6,632$23,990

The provision for credit losses is based on management’s evaluation of inherent risks in the loan portfolio and a corresponding analysis of the allowance for credit losses. Additional discussion on loan quality, our procedures to identify individually evaluation loans and the related reserves, if any, and the allowance for credit losses is provided under the heading “Asset Quality and Non-Performing Assets” below.

Non-interest Income

The following table summarizes the Company’s non-interest income for the periods indicated (dollars in thousands):

Year Ended December 31,
202520242023
ATM and interchange fees$25,541$25,319$26,459
Service charges on deposit accounts20,96719,45117,595
Other service fees5,7615,3014,732
Mortgage banking service fees1,7361,7391,808
Change in value of mortgage loan servicing rights(560)(480)(506)
Total service charges and fees53,44551,33050,088
Increase in cash value of life insurance3,3953,2573,150
Asset management and commission income7,0255,5734,517
Gain on sale of loans1,6061,5321,166
Lease brokerage income224455441
Sale of customer checks1,3001,2161,383
(Loss) gain on sale or exchange of investment securities(3,247)(43)(284)
(Loss) gain on marketable equity securities8412636
Other income4,506961903
Total other non-interest income14,89313,07711,312
Total non-interest income$68,338$64,407$61,400

Non-interest income increased $3.9 million or 6.1% to $68.3 million during the twelve months ended December 31, 2025, compared to $64.4 million during the comparative twelve months ended December 31, 2024. Increased balances and transaction volume associated with assets under management drove an increase of $1.5 million in related fees, while increased customer usage activities contributed to an increase in service charges and customer fees $1.5 million in the current year as compared to 2024. During 2025, other income increased by $3.5 million due to $2.5 million gain on early extinguishment of subordinated debt, in addition to $1.2 million gain on life insurance benefits during the first quarter. As a partial offset, the Company incurred losses on the sale of investment securities totaling approximately $3.2 million, generating proceeds of $79.2 million.

Non-interest income increased $3.0 million or 4.9% to $64.4 million during the twelve months ended December 31, 2024, compared to $61.4 million during the comparative twelve months ended December 31, 2023. ATM and interchange fees declined in the 2024 period and resulted in a decrease of $1.1 million as compared to the twelve months ended December 31, 2023. Meanwhile, service charges on deposit accounts and other service fees increased by $1.9 million and $0.6 million, respectively, as compared to the equivalent period in 2023 following $0.9 million in waived or reversed fees as a courtesy to customers in the prior year. Elevated activity within asset management and the increases in value of Visa equity securities further contributed to the overall improvement in income during the year ended 2024.

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Non-interest Expense

The following table summarizes the Company’s other non-interest expense for the periods indicated (dollars in thousands):

Year Ended December 31,
202520242023
Base salaries, net of deferred loan origination costs$101,546$96,862$94,564
Incentive compensation20,61416,89715,557
Benefits and other compensation costs27,61126,82225,674
Total salaries and benefits expense149,771140,581135,795
Occupancy17,18016,41116,135
Data processing and software20,21820,95218,933
Equipment5,1595,4245,644
Intangible amortization1,9614,1206,118
Advertising3,4333,8513,531
ATM and POS network charges7,5867,1517,080
Professional fees6,4026,7947,358
Telecommunications1,9802,0532,547
Regulatory assessments and insurance5,1814,9515,276
Merger and acquisition expenses
Postage1,4401,3291,236
Operational losses1,6511,6812,444
Courier service2,1842,1191,851
(Gain) loss on sale or acquisition of foreclosed assets254(73)(133)
(Gain) loss on disposal of fixed assets1171923
Other miscellaneous expense16,44216,74219,344
Total other non-interest expense91,18893,52497,387
Total non-interest expense$240,959$234,105$233,182
Average full-time equivalent staff1,1641,1701,214

Non-interest expense increased $6.9 million or 2.9% to $241.0 million during the twelve months ended December 31, 2025, as compared to $234.1 million for the twelve months ended December 31, 2024. The largest component was salaries and benefits expense which increased $9.2 million or 6.5% to $149.8 million as compared to 2024, attributed to a combination of routine merit increases, increased incentive compensation from elevated levels of both loan and deposit production, and targeted strategic hiring. Other non-interest expense line items evidenced broad based but incremental decreases, driving a net decrease of $2.3 million year over year. For the year ending 2026, Management anticipates that total non-interest expenses will increase by approximately 5% as compared to the 2.9% increase experienced in the 2025 year.

Total non-interest expense increased $0.9 million or 0.4% to $234.1 million during the year ended December 31, 2024, as compared to $233.1 million for the comparative period in 2023. This was largely attributed to an increase of $4.8 million or 3.5% in total salaries and benefits expense to $140.6 million, from routine compensation adjustments and other increases in benefits and compensation. As noted above, salaries expense was also impacted by an increase in average compensation per employee as various strategic talent acquisitions were made in order to further prepare the Company to execute its growth objectives beyond $10 billion in total assets. Additionally, data processing and software expenses increased by $2.0 million or 10.7% related to ongoing investments in the Company's data management and security infrastructure. These increases were partially offset by declines in non-cash intangible amortization expense of $2.0 million or 32.7% and reductions in operational losses of $0.8 million or 31.2% due to ATM burglary expenses totaling $0.7 million in the comparative period.

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The provisions for income taxes applicable to income before taxes for the years ended December 31, 2025, 2024, and 2023 differ from amounts computed by applying the statutory Federal income tax rates to income before taxes. The effective tax rate and the statutory federal income tax rate are reconciled as follows:

Year Ended December 31,
202520242023
Federal statutory income tax rate21.0%21.0%21.0%
State income taxes, net of federal tax benefit6.67.97.9
Tax-exempt interest on municipal obligations(0.6)(0.5)(0.7)
Tax-exempt life insurance related income(0.6)(0.4)(0.4)
Low income housing and other tax credits(8.7)(7.9)(6.6)
Low income housing tax credit amortization7.86.95.6
Compensation and benefits0.40.10.3
Non-deductible merger expenses
Other0.9(1.2)(0.1)
Effective Tax Rate26.8%25.9%27.0%

The effective tax rate on income was 26.8%, 25.9%, and 27.0% in 2025, 2024, and 2023, respectively. The effective tax rate was greater than the Federal statutory rates of 21% due to the addition of state tax expenses of 6.6%. The impact of Federal and state tax expenses were partially offset by Federal tax-exempt interest income of $5.0 million, $4.4 million, and $5.6 million, respectively, Federal and State tax-exempt income of $4.6 million, $3.3 million, and $3.1 million, respectively, from increase in cash value and gain on death benefit of life insurance, and low income housing tax credits and losses, net of amortization of $3.5 million, $3.0 million, and $1.9 million, respectively. The low-income housing tax credits and the equity compensation excess tax benefits represent direct reductions in tax expense. The items noted above resulted in an effective combined Federal and State income tax rate that differed from the combined Federal and State statutory income tax rate of approximately 29.6% during the three years ended 2025, 2024, and 2023.

Financial Condition

Restricted Equity Securities

Restricted equity securities were $17.3 million at December 31, 2025 and 2024 . The entire balance of restricted equity securities at December 31, 2025 and 2024 represents the Bank’s investment in the Federal Home Loan Bank of San Francisco (“FHLB”).

FHLB stock is carried at par and does not have a readily determinable fair value. While technically these are considered equity securities, there is no market for the FHLB stock. Therefore, the shares are considered as restricted investment securities. Management periodically evaluates FHLB stock for other-than-temporary impairment. Management’s determination of whether these investments are impaired is based on its assessment of the ultimate recoverability of cost rather than by recognizing temporary declines in value. The determination of whether a decline affects the ultimate recoverability of cost is influenced by criteria such as (1) the significance of any decline in net assets of the FHLB as compared to the capital stock amount for the FHLB and the length of time this situation has persisted, (2) commitments by the FHLB to make payments required by law or regulation and the level of such payments in relation to the operating performance of the FHLB, (3) the impact of legislative and regulatory changes on institutions and, accordingly, the customer base of the FHLB, and (4) the liquidity position of the FHLB.

As a member of the FHLB system, the Bank is required to maintain a minimum level of investment in FHLB stock based on specific percentages of its outstanding mortgages, total assets, or FHLB advances. The Bank may request redemption at par value of any stock in excess of the minimum required investment. Stock redemptions are at the discretion of the FHLB.

Loans

The Bank concentrates its lending activities in four principal areas: real estate mortgage loans (residential and commercial loans), consumer loans, commercial loans (including agricultural loans), and real estate construction loans.  The interest rates charged for the loans made by the Bank vary with the degree of risk, the size and maturity of the loans, the borrower’s relationship with the Bank and prevailing money market rates indicative of the Bank’s cost of funds.

The majority of the Bank’s loans are direct loans made to individuals, farmers and local businesses. The Bank relies substantially on local promotional activity and personal contacts by bank officers, directors and employees to compete with other financial institutions. The Bank makes loans to borrowers whose applications include a sound purpose, a viable repayment source and a plan of repayment established at inception and generally backed by a secondary source of repayment.

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Loan Portfolio Composition

The following table shows the Company’s loan balances, including net deferred loan fees, at the dates indicated:

Year ended December 31,
(dollars in thousands)202520242023
Commercial real estate4,853,762$4,577,632$4,394,802
Consumer1,314,6101,281,0591,313,268
Commercial and industrial464,428471,271586,455
Construction301,045279,933347,198
Agriculture production172,494151,822144,497
Leases4,7486,8068,250
Total loans$7,111,087$6,768,523$6,794,470
Allowance for credit losses$(125,762)$(125,366)$(121,522)

The Company did not have any significant loan purchases during 2025, 2024 and 2023.

The following table shows the Company’s loan balances, including net deferred loan fees, as a percentage of total loans at the dates indicated:

Year ended December 31,
(dollars in thousands)202520242023
Commercial real estate68.3%67.6%64.7%
Consumer18.5%18.9%19.3%
Commercial and industrial6.5%7.1%8.7%
Construction4.2%4.1%5.1%
Agriculture production2.4%2.2%2.1%
Leases0.1%0.1%0.1%
Total loans100.0%100.0%100.0%
Allowance for credit losses1.77%1.85%1.79%

At December 31, 2025, loans including net deferred loan fees, totaled $7.1 billion which was a 5.1% or $342.6 million increase over the balance at the end of December 31, 2024. At December 31, 2024, loans including net deferred loan fees, totaled $6.8 billion, which was a 0.4% or $25.9 million decrease over the balance at the end of December 31, 2023.

From time to time the Bank may be presented with the opportunity to purchase individual or pools of loans in whole or in part outside of a transaction that would be considered a business combination. As of December 31, 2025 and 2024, the outstanding carrying value of purchased loans that were not acquired in a business combination totaled $158.9 million and $155.6 million, respectively.

Asset Quality and Nonperforming Assets

Nonperforming Assets

The following tables set forth the amount of the Bank’s nonperforming assets as of the dates indicated. “Performing non-accrual loans” are loans that may be current for both principal and interest payments, or are less than 90 days past due, but for which payment in full of both principal and interest is not expected, and are not well secured and in the process of collection:

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December 31,
(dollars in thousands)20252024202320222021
Performing nonaccrual loans$40,762$19,543$25,380$19,543$27,713
Nonperforming nonaccrual loans23,37424,4936,5001,7702,637
Total nonaccrual loans64,13644,03631,88021,31330,350
Loans 90 days past due and still accruing8360108
Total nonperforming loans64,21944,09631,89021,32130,350
Foreclosed assets6,2452,7862,7053,4392,594
Total nonperforming assets$70,464$46,882$34,595$24,760$32,944
U.S. government, including its agencies and its government-sponsored agencies, guaranteed portion of nonperforming loans$$819$877$225$756
Nonperforming assets to total assets0.72%0.48%0.35%0.25%0.38%
Nonperforming loans to total loans0.90%0.65%0.47%0.33%0.61%
Allowance for credit losses to nonperforming loans196%284%381%516%281%

Changes in nonperforming assets during the year ended December 31, 2025

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2025:

(in thousands)Balance at December 31, 2024AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2025
Commercial real estate:
CRE non-owner occupied$3,017$5,068$(996)$$$7,089
CRE owner occupied3,8749,725(5,866)7,733
Multifamily480(45)435
Farmland16,19523,994(1,846)(1,053)(5,675)31,615
Total commercial real estate loans23,56638,787(8,753)(1,053)(5,675)46,872
Consumer:
SFR 1-4 1st DT5,9792,546(2,104)(175)6,246
SFR HELOCs and junior liens3,8683,276(1,670)5,474
Other204539(109)(175)459
Total consumer loans10,0516,361(3,883)(175)(175)12,179
Commercial and industrial9,7654,792(1,205)(9,339)4,013
Construction572,163(1,111)(459)650
Agriculture production6573,276(3,417)(11)505
Leases
Total nonperforming loans44,09655,379(18,369)(10,578)(6,309)64,219
Foreclosed assets2,786(2,848)(2)6,3096,245
Total nonperforming assets$46,882$55,379$(21,217)$(10,580)$$70,464

The table above does not include deposit overdraft charge-offs.

Nonperforming assets increased by $23.6 million or 50.3% to $70.5 million at December 31, 2025 from $46.9 million at December 31, 2024. The increase in nonperforming assets during 2025 was primarily the result of additions of nonperforming loans totaling $55.4 million, primarily consisting of farmland, partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $18.4 million, and net charge-offs of $10.6 million.

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Changes in nonperforming assets during the year ended December 31, 2024

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2024:

(in thousands)Balance at December 31, 2023AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2024
Commercial real estate:
CRE non-owner occupied$2,024$4,211$(3,218)$$$3,017
CRE owner occupied3,994774(894)3,874
Multifamily502(22)480
Farmland14,4843,712(2,001)16,195
Total commercial real estate loans20,5029,199(6,135)23,566
Consumer:
SFR 1-4 1st DT2,8114,060(641)(26)(225)5,979
SFR HELOCs and junior liens3,5712,138(1,801)(40)3,868
Other105511(43)(369)204
Total consumer loans6,4876,709(2,485)(435)(225)10,051
Commercial and industrial2,51311,017(1,978)(1,787)9,765
Construction679(7)(12)57
Agriculture production2,321692(906)(1,450)657
Leases
Total nonperforming loans31,89027,626(11,511)(3,672)(237)44,096
Foreclosed assets2,705423(395)(184)2372,786
Total nonperforming assets$34,595$28,049$(11,906)$(3,856)$$46,882

The table above does not include deposit overdraft charge-offs.

Nonperforming assets increased by $12.3 million or 35.5% to $46.9 million at December 31, 2024 from $34.6 million at December 31, 2023. The increase in nonperforming assets during 2024 was the result of $27.6 million of additions to non-performing loans, which was partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $11.5 million and net charge-offs of $3.7 million.

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Changes in nonperforming assets during the three months ended December 31, 2025

The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2025:

(in thousands)Balance at September 30, 2025AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2025
Commercial real estate:
CRE non-owner occupied$5,246$2,678$(835)$$$7,089
CRE owner occupied6,5061,432(205)7,733
Multifamily446(11)435
Farmland36,291406(1,101)(1,053)(2,928)31,615
Total commercial real estate loans48,4894,516(2,152)(1,053)(2,928)46,872
Consumer:
SFR 1-4 1st DT6,3021,153(1,034)(175)6,246
SFR HELOCs and junior liens5,784315(625)5,474
Other421112(7)(67)459
Total consumer loans12,5071,580(1,666)(67)(175)12,179
Commercial and industrial1,8402,926(651)(102)4,013
Construction2,13874(1,103)(459)650
Agriculture production67345(213)505
Leases
Total nonperforming loans65,6479,141(5,785)(1,222)(3,562)64,219
Foreclosed assets5,430(2,747)3,5626,245
Total nonperforming assets$71,077$9,141$(8,532)$(1,222)$$70,464

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets decreased during the fourth quarter by $0.6 million or 0.9% to $70.5 million at December 31, 2025 compared to $71.1 million at September 30, 2025. The decrease in nonperforming assets during the fourth quarter of 2025 was the result of new nonperforming loans of $9.1 million, that were collectively offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $5.8 million, and net charge-offs of $1.2 million in non-performing loans.

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Changes in nonperforming assets during the three months ended December 31, 2024

The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2024:

(in thousands)Balance at September 30, 2024AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2024
Commercial real estate:
CRE non-owner occupied$3,623$$(606)$$$3,017
CRE owner occupied3,278748(152)3,874
Multifamily502(22)480
Farmland12,9673,712(484)16,195
Total commercial real estate loans20,3704,460(1,264)23,566
Consumer:
SFR 1-4 1st DT5,997413(206)(225)5,979
SFR HELOCs and junior liens4,238336(706)3,868
Other117203(8)(108)204
Total consumer loans10,352952(920)(108)(225)10,051
Commercial and industrial10,642410(774)(513)9,765
Construction59(2)57
Agriculture production213475(31)657
Leases
Total nonperforming loans41,6366,297(2,991)(621)(225)44,096
Foreclosed assets2,764(19)2252,786
Total nonperforming assets$44,400$6,278$(2,991)$(805)$$46,882

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets increased during the fourth quarter of 2024 by $2.5 million or 5.6% to $46.9 million at December 31, 2024 compared to $44.4 million at September 30, 2024. The increase in nonperforming assets during the fourth quarter of 2024 was the result of new nonperforming loans of $6.3 million, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $3.0 million, and net charge-offs of $0.6 million in non-performing loans.

Allowance for Credit Losses - Investment Securities

The Company evaluates available for sale debt securities in an unrealized loss position to determine whether the decline in the fair value below the amortized cost basis (impairment) is due to credit-related factors or noncredit-related factors. Any impairment that is not credit related is recognized in other comprehensive income, net of applicable taxes. Credit-related impairment is recognized as an allowance for credit losses on the balance sheet, limited to the amount by which the amortized cost basis exceeds the fair value, with a corresponding adjustment to earnings. Both the allowance for credit losses and the adjustment to net income may be reversed if conditions change. However, if the Company intends to sell an impaired available for sale debt security or more likely than not will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount is recognized in earnings with a corresponding adjustment to the security's amortized cost basis. During the years ended December 31, 2025 and 2024, no allowance for credit losses nor impairment recognized in earnings related to available for sale investment securities was recorded.

Allowance for Credit Losses - Held to Maturity Investment Securities

In addition to credit losses associated with the Company's loan portfolio, the CECL standard requires that loss estimates be developed for securities classified as held-to-maturity (HTM). As of December 31, 2025, the Company's HTM investment portfolio had a carrying value of approximately $90.5 million and was comprised of $89.0 million in obligations backed by U.S. government agencies and $1.6 million in obligations of states and political subdivisions. As the 98.3% of the HTM portfolio consisted of investment securities where payment performance has an implicit or explicit guarantee from the U.S. government and where no history of credit losses exist, management believes that indicators for zero loss are present and therefore, no loss reserves were recognized in conjunction with the adoption of the CECL standard. Further, management separately evaluated its HTM investment securities from obligations of state and political subdivisions utilizing the historical loss data represented by similar securities over a period of time spanning nearly 50 years. Based on this evaluation, management determined that the expected credit losses associated with these securities is less than significant for financial reporting purposes. Therefore, as of and during the years ended December 31, 2025, 2024, and 2023, no allowance for credit losses related to HTM securities was recorded.

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Allowance for Credit Losses - Unfunded Commitments

The estimated credit losses associated with these unfunded lending commitments is calculated using the same models and methodologies for loans but also incorporates utilization assumptions at the estimated time of default based on a historical utilization rate for each segment. While the provision for credit losses associated with unfunded commitments is included in "provision for (benefit from) credit losses" on the consolidated statement of income, the reserve for unfunded commitments is maintained on the consolidated balance sheet in other liabilities.

The Components of the Allowance for Credit Losses

The following table summarizes the allocation of the allowance for credit losses between loan types:

December 31,
(in thousands)20252024202320222021
Commercial real estate$75,532$72,849$68,864$61,381$51,140
Consumer26,28327,46327,45324,63923,474
Commercial and industrial11,43014,39712,75013,5973,862
Construction8,2317,2248,8565,1425,667
Agriculture production4,2653,4033,5899061,215
Leases2130101518
Total allowance for credit losses$125,762$125,366$121,522$105,680$85,376

The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of the total allowance for credit losses:

December 31,
20252024202320222021
Commercial real estate60.1%58.1%56.6%58.0%59.9%
Consumer20.9%21.9%22.6%23.3%27.5%
Commercial and industrial9.1%11.5%10.5%12.9%4.5%
Construction6.5%5.8%7.3%4.9%6.6%
Agriculture production3.4%2.7%3.0%0.9%1.4%
Leases%%%%0.1%
Total allowance for credit losses100.0%100.0%100.0%100.0%100.0%

The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of total loans in each of the loan categories listed:

December 31,
20252024202320222021
Commercial real estate1.56%1.59%1.57%1.41%1.55%
Consumer2.00%2.14%2.09%1.99%2.19%
Commercial and industrial2.46%3.05%2.17%2.39%1.49%
Construction2.73%2.58%2.55%2.43%2.55%
Agriculture production2.47%2.24%2.48%1.48%2.39%
Leases0.44%0.44%0.12%0.19%0.27%
Total allowance for credit losses1.77%1.85%1.79%1.64%1.74%

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The following tables summarize the net charge-off (recovery) activity in the allowance for credit/loan losses as a percentage of loans for the years indicated (dollars in thousands):

Year ended December 31,
Ratios:20252024202320222021
Net charge-offs (recoveries) during period to average loans outstanding during period
Commercial real estate:
CRE non-owner occupied%(0.01)%%%%
CRE owner occupied%%0.38%%(0.11)%
Multifamily%%%%%
Farmland(0.41)%%%0.01%0.07%
Consumer:
SFR 1-4 1st DT liens%%(0.02)%0.00%0.02%
SFR HELOCs and junior liens0.01%0.10%(0.01)%0.00%0.33%
Other1.04%0.81%0.50%0.20%0.32%
Commercial and industrial1.93%0.23%0.60%0.17%0.28%
Construction%%%%0.01%
Agriculture production(0.40)%0.93%%0.00%(0.05)%
Leases%%%%%
Provision for (benefit from) credit losses to average loans outstanding during period0.15%0.10%0.35%0.29%(0.15)%
Allowance for credit losses to loans at year-end1.77%1.85%1.79%1.64%1.74%

Generally, losses are triggered by non-performance by the borrower and calculated based on any difference between the current loan amount and the current value of the underlying collateral less any estimated costs associated with the disposition of the collateral.

Foreclosed Assets, Net of Allowance for Losses

The following tables detail the components and summarize the activity in foreclosed assets, net of allowances for losses for the years indicated (dollars in thousands):

Balance at December 31, 2024AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2025
Land & Construction$204$6,135$$(2,747)$$3,592
Residential real estate1,683175(101)(3)1,754
Commercial real estate899899
Total foreclosed assets$2,786$6,310$$(2,848)$(3)$6,245
Balance at December 31, 2023AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2024
Land & Construction$154$11$$$39$204
Residential real estate1,673650(359)(281)1,683
Commercial real estate87821899
Total foreclosed assets$2,705$682$$(359)$(242)$2,786

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Deposit Portfolio Composition

The following table shows the Company’s deposit balances at the dates indicated:

Year ended December 31,
(dollars in thousands)202520242023
Noninterest-bearing demand$2,594,032$2,548,613$2,722,689
Interest-bearing demand1,784,7691,758,6291,731,814
Savings2,775,0582,657,8492,682,068
Time certificates, over $250,000484,858485,180250,180
Other time certificates625,184637,305447,287
Total deposits$8,263,901$8,087,576$7,834,038

Total uninsured deposits were estimated to be approximately $2.8 billion and $2.6 billion at December 31, 2025 and 2024, respectively.

Other Borrowings

See Note 13 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s other borrowings.

Junior Subordinated Debt

See Note 14 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s junior subordinated debt.

Equity

See Note 16 and Note 26 in the consolidated financial statements at Part II, Item 8 of this report for a discussion of shareholders’ equity and regulatory capital, respectively. Management believes that the Company’s capital is adequate to support anticipated growth, meet the cash dividend requirements of the Company and meet the future risk-based capital requirements of the Bank and the Company.

On February 25, 2021 the Board of Directors approved the authorization to repurchase up to 2,000,000 shares of the Company's common stock (the 2021 Repurchase Plan), which approximated 6.7% of the shares outstanding as of the approval date. The following table shows the repurchases made by the Company during 2025 under the 2021 Plan:

PeriodTotal number of shares purchasedAverage price paid per shareMaximum number of shares remaining that may yet be purchased under the 2021 Plan
October 1-31, 2025308,785
November 1-30, 202599,90446.20208,881
December 1-31, 202587,53048.88121,351
January 1, 2025 - December 31, 2025709,172$42.51121,351

The Company announced the Board of Directors approved the authorization to repurchase up to 2,000,000 shares of the Company’s common stock, no par value per share which approximates 6.2% of the currently outstanding common shares. The Company’s 2025 Share Repurchase Program replaces and supersedes the current 2021 Share Repurchase Plan which has been terminated. Under the new program, management is authorized to repurchase shares at its discretion through Rule 10b5-1 plans, open market purchases, privately negotiated transactions, block purchases or otherwise in a manner that is intended to comply with applicable federal securities laws, including Rule 10b-18 of the Securities Exchange Act of 1934. The Board may suspend or discontinue the program at any time. There were no shares repurchased under this Program during 2025.

Market Risk Management

Overview. The goal for managing the assets and liabilities of the Bank is to maximize shareholder value and earnings while maintaining a high quality balance sheet without exposing the Bank to undue interest rate risk. The Board of Directors has overall responsibility for the Company’s interest rate risk management policies. The Bank has an Asset and Liability Management Committee which establishes and monitors guidelines to control the sensitivity of earnings and the fair value of certain assets and liabilities as may be caused by changes in interest rates. The Company does not hold any financial instruments that are not maintained in US dollars and is not party to any contracts that may be settled or repaid in a denomination other than US dollars.

Asset/Liability Management. Activities involved in asset/liability management include but are not limited to lending, accepting and placing deposits, investing in securities and issuing debt. Interest rate risk is the primary market risk associated with asset/liability management. Sensitivity of earnings to interest rate changes arises when yields on assets change in a different time period or in a different amount from

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that of interest costs on liabilities. To mitigate interest rate risk, the structure of the balance sheet is managed with the goal that movements of interest rates on assets and liabilities are correlated and contribute to earnings even in periods of volatile interest rates. The asset/liability management policy sets limits on the acceptable amount of variance in net interest margin and market value of equity under changing interest environments. Market value of equity is the net present value of estimated cash flows from the Bank’s assets, liabilities and off-balance sheet items. The Bank uses simulation models to forecast net interest margin and market value of equity.

Simulation of net interest margin and market value of equity under various interest rate scenarios is the primary tool used to measure interest rate risk. The Bank estimated the potential impact of changing interest rates on net interest margin and market value of equity using computer-modeling techniques. A balance sheet forecast is prepared using inputs of actual loan, securities and interest-bearing liability (i.e. deposits/borrowings) positions as the beginning base.

In the simulation of net interest income and market value of equity, the forecast balance sheet is processed against various interest rate scenarios. These various interest rate scenarios include a flat rate scenario, which assumes interest rates are unchanged in the future, and rate ramp and or shock scenarios including -300, -200, -100, +100, +200, and +300 basis points around the flat scenario. At December 31, 2025, the overnight Federal funds rate, the rate primarily used in these interest rate shock scenarios, was 3.75%. These scenarios assume that 1) interest rates increase or decrease evenly (in a “ramp” fashion) over a twelve-month period and remain at the new levels beyond twelve months or 2) that interest rates change instantaneously (“shock”). The simulation results shown below assume no changes in the structure of the Company’s balance sheet over the twelve months being measured.

The following table summarizes the estimated effect on net interest income and market value of equity to changing interest rates as measured against a flat rate (no interest rate change) instantaneous shock scenario over a twelve month period utilizing the Company's specific mix of interest earning assets and interest bearing liabilities as of December 31, 2025.

Interest Rate Risk Simulations:Change in InterestRates (Basis Points)Estimated Change in Net Interest Income (NII) (as % of NII)Estimated Change in Market Value of Equity (MVE) (as % of MVE)
+300 (shock)(5.2)%(4.6)%
+200 (shock)(3.5)%(2.9)%
+100 (shock)(1.6)%(0.9)%
+ 0 (flat)
-100 (shock)(0.1)%(1.6)%
-200 (shock)(0.3)%(5.3)%
-300 (shock)2.0%(10.6)%

These simulations indicate that given a “flat or static” balance sheet size scenario, and if interest-bearing checking, savings and money market interest rates track the general interest rate changes by the rate shock values listed above, the Company’s balance sheet is liability sensitive over a twelve month time horizon for both a rates up and rates down shock scenario, with greater sensitivity skewed toward rates up. “Asset sensitive” implies that net interest income increases when interest rates rise and decrease when interest rates decrease. “Liability sensitive” implies that net interest income decreases when interest rates rise and increase when interest rates decrease. “Neutral sensitivity” implies that net interest income does not change when interest rates change. The asset liability management policy limits aggregate market risk, as measured in this fashion, to an acceptable level within the context of risk-return trade-offs.

The simulation results noted above do not incorporate any management actions that might moderate the negative consequences of interest rate deviations. In addition, the simulation results noted above contain various assumptions such as a flat balance sheet, and the rate that deposit interest rates change instantaneously as general interest rates change. Therefore, they do not reflect likely actual results, but serve as estimates of interest rate risk. More specifically, the Company's pre-existing low cost of funds, and the presumption that depositors will not accept a negative rate environment, does not allow management the ability to meaningfully adjust the cost of deposits below zero. In addition, many of the Company's loans and investment securities are considered fixed rate interest earning assets. Therefore, in an instantaneous upward rate shock scenario, management would expect the cost of interest bearing liabilities to reprice faster than interest earning assets.

As with any method of measuring interest rate risk, certain shortcomings are inherent in the method of analysis presented in the preceding tables. For example, although certain of the Company’s assets and liabilities may have similar maturities or repricing time frames, they may react in different degrees to changes in market interest rates. In addition, the interest rates on certain of the Company’s asset and liability categories may precede, or lag behind, changes in market interest rates. Also, the actual rates of prepayments on loans and investments could vary significantly from the assumptions utilized in deriving the results as presented in the preceding tables. Further, a change in U.S. Treasury rates accompanied by a change in the shape of the treasury yield curve could result in different estimations from those presented herein. Accordingly, the results in the preceding tables should not be relied upon as indicative of actual results in the event of changing market interest rates. Additionally, the resulting estimates of changes in market value of equity are not intended to represent, and should not be construed to represent, estimates of changes in the underlying value of the Company.

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Interest rate sensitivity is a function of the repricing characteristics of the Company’s portfolio of assets and liabilities. One aspect of these repricing characteristics is the time frame within which the interest-bearing assets and liabilities are subject to change in interest rates either at replacement, repricing or maturity. An analysis of the repricing time frames of interest-bearing assets and liabilities is sometimes called a “gap” analysis because it shows the gap between assets and liabilities repricing or maturing in each of a number of periods. Another aspect of these repricing characteristics is the relative magnitude of the repricing for each category of interest earning asset and interest-bearing liability given various changes in market interest rates. Gap analysis gives no indication of the relative magnitude of repricing given various changes in interest rates. Interest rate sensitivity management focuses on the maturity of assets and liabilities and their repricing during periods of changes in market interest rates. Interest rate sensitivity gaps are measured as the difference between the volumes of assets and liabilities in the Company’s current portfolio that are subject to repricing at various time horizons.

The following interest rate sensitivity table shows the Company’s repricing gaps as of December 31, 2025. In this table transaction deposits, which may be repriced at will by the Company, have been included in the less than 3-month category. The inclusion of all of the transaction deposits in the less than 3-month repricing category causes the Company to appear liability sensitive. Because the Company may reprice its transaction deposits at will, transaction deposits may or may not reprice immediately with changes in interest rates.

Due to the limitations of gap analysis, as described above, the Company does not actively use gap analysis in managing interest rate risk. Instead, the Company relies on the more sophisticated interest rate risk simulation model described above as its primary tool in measuring and managing interest rate risk.

As of December 31, 2025Repricing within:
(dollars in thousands)Less than 3 months3 - 6 months6 - 12 months1 - 5 yearsOver 5 years
Interest-earning assets:
Cash at Federal Reserve and other banks$98,067$$$$
Securities422,23182,34293,007650,234661,677
Loans1,590,940395,774769,1113,721,225510,873
Total interest-earning assets2,111,238478,116862,1184,371,4591,172,550
Interest-bearing liabilities
Transaction deposits7,160,243
Time850,121137,922107,09414,904
Other borrowings11,713.
Junior subordinated debt40,000
Total interest-bearing liabilities$8,062,077$137,922$107,094$14,904$
Interest sensitivity gap$(5,950,839)$340,194$755,024$4,356,555$1,172,550
Cumulative sensitivity gap$(5,950,839)$(5,610,645)$(4,855,621)$(499,066)$673,484
As a percentage of earning assets:
Interest sensitivity gap(65.8)%3.8%8.3%48.1%13.0%
Cumulative sensitivity gap(65.8)%(62.0)%(53.7)%(5.5)%7.4%

Liquidity

Liquidity refers to the Company’s ability to provide funds at an acceptable cost to meet loan demand and deposit withdrawals, as well as contingency plans to meet unanticipated funding needs or loss of funding sources. These objectives can be met from either the asset or liability side of the balance sheet. Asset liquidity sources consist of the repayments and maturities of loans, selling of loans, short-term money market investments, maturities of securities and sales of securities from the available-for-sale portfolio. These activities are generally summarized as investing activities in the Consolidated Statement of Cash Flows. Net cash from investing activities totaled $82.6 million in 2025. Proceeds from the maturity and sales of investment securities, net of purchases, provided the bulk of the cash flows totaling approximately $271.5 million, in addition to $354.1 million from the net origination and collection of loans outstanding.

Liquidity may also be impacted from liabilities through changes in deposits and borrowings outstanding. These activities are included under financing activities in the Consolidated Statement of Cash Flows. In 2025, financing activities used funds totaling $38.6 million, resulting from a reduction in short term borrowings of $77.9 million, $45.0 million in dividend payment outflows, and an additional $32.0 million allocated toward the repurchase of common stock, partially offset by an increase in deposits totaling $176.3 million. The Company's primary sources of remaining available liquidity from available borrowings and in transit items include the following for the periods indicated:

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(dollars in thousands)December 31, 2025December 31, 2024
Borrowing capacity at correspondent banks and FRB$2,905,789$2,821,678
Less: borrowings outstanding(75,000)
Unpledged available-for-sale (AFS) investment securities963,6251,279,422
Cash held or in transit with FRB98,06796,395
Total primary liquidity$3,967,481$4,122,495
Column 1Column 2Column 3Column 4Column 5Column 6Column 7
Estimated uninsured deposit balances$2,826,547$2,584,265

At December 31, 2025, the Company's primary sources of liquidity represented 48% of total deposits and 140% of estimated total uninsured (excluding collateralized municipal deposits and intercompany balances) deposits, respectively. As secondary sources of liquidity, the Company's held-to-maturity investment securities had a fair value of $87.0 million, including approximately $3.6 million in net unrealized losses. The Company did not utilize any brokered deposits during 2025 or 2024. While these sources are expected to continue to provide significant amounts of funds in the future, their mix, as well as the possible use of other sources, will depend on future economic and market conditions.

Liquidity is also provided or used through the results of operating activities. In 2025, operating activities provided cash of $133.3 million, primarily from net income of $121.6 million. In 2024, operating activities provided cash of $109.7 million, primarily from net income of $114.9 million.

Loan demand during 2026 will depend in part on economic and competitive conditions. The Company emphasizes the solicitation of non-interest bearing demand deposits and money market checking deposits, which are the least sensitive to interest rates. The outlook for deposit balances during 2025 is also subject to actions from the Federal Reserve, heightened competition, the success of the Company’s sales efforts, as well as the delivery of superior customer service and market conditions. The Federal Reserve's recent decrease in Fed Funds rates provided a modest level of relief on deposit margin expense, however, the competitive landscape for attracting and retaining deposit balances will continue to remain challenging during 2025. Therefore, due to concerns such as uncertainty in the general economic environment, political uncertainty, and loan demand, levels of customer deposits are not certain and forecasted changes in those balances are subject to significant volatility and uncertainty. Depending on economic conditions, interest rate levels, and a variety of other conditions, proceeds from the sale or maturity of investment securities may be used to fund loans, or reduce short-term borrowings. At December 31, 2025, we believe the Company has sufficient liquidity and capital resources to meet its cash flow obligations over the foreseeable future.

The principal cash requirements of the Company are dividends on common stock when declared. The Company is dependent upon the payment of cash dividends by the Bank to service its commitments. Shareholder dividends are expected to continue subject to the Board’s discretion and continuing evaluation of capital levels, earnings, asset quality and other factors. The Company expects that the cash dividends paid by the Bank to the Company will be sufficient to meet this payment schedule. Dividends from the Bank are subject to certain regulatory restrictions.

The maturity distribution of certificates of deposit in denominations in excess of $250,000 is set forth in the following table. These deposits are generally more rate sensitive than other deposits and, therefore, are more likely to be withdrawn to obtain higher yields elsewhere if available.

Portion of certificates of deposit in excess of $250,000

(dollars in thousands)At December 31, 2025
Time remaining until maturity:
Less than 3 months$244,971
3 months to 6 months22,728
6 months to 12 months21,539
More than 12 months1,221
Total$290,459

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Loan maturities

Loan demand also affects the Company’s liquidity position. The following table presents the maturities of loans, net of deferred loan fees, at December 31, 2025:

Within One YearAfter One But Within Five YearsAfter Five But Within 15 YearsAfter 15 YearsTotal
(dollars in thousands)
Loans with predetermined interest rates:
Commercial Real Estate$191,546$560,595$743,056$20,022$1,515,219
Consumer13,44230,05383,394415,383542,272
Commercial & Industrial10,073123,48684,13116,634234,324
Construction15,3792,55210,80362,68691,420
Agricultural Production82610,97158912,386
Leases4,7484,748
Total loans with predetermined interest rates231,266732,405921,973514,7252,400,369
Loans with floating interest rates:
Commercial Real Estate136,008848,5022,296,36257,6713,338,543
Consumer13,76275,761102,530580,285772,338
Commercial & Industrial121,77052,23832,13123,965230,104
Construction39,58350,901104,41014,731209,625
Agricultural Production123,97436,1313160,108
Leases
Total loans with floating interest rates435,0971,063,5332,535,433676,6554,710,718
Total loans$666,363$1,795,938$3,457,406$1,191,380$7,111,087

Investment maturities

The maturity distribution and yields of the investment portfolio at December 31, 2025 is presented in the following tables. The timing of the maturities indicated in the tables below is based on final contractual maturities. Most mortgage-backed securities return principal throughout their contractual lives. As such, the weighted average life of mortgage-backed securities based on outstanding principal balance is usually significantly shorter than the final contractual maturity indicated below. Yields on tax exempt securities are shown on a tax equivalent basis.

Within One YearAfter One Year but Through Five YearsAfter Five Years but Through Ten YearsAfter Ten YearsTotal
AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
(dollars in thousands)
Debt Securities Available for Sale
Obligations of US government agencies$%$35,7953.14%$87,1851.61%$941,0482.55%$1,064,0282.49%
Obligations of states and political subdivisions%24,4593.20%93,9283.08%102,2993.39%220,6863.24%
Corporate bonds%4,4638.54%4955.50%%4,9588.24%
Asset backed securities%4,0724.60%19,0825.53%246,3665.24%269,5205.25%
Non-agency collateralized mortgage obligations%%%172,7392.90%172,7392.90%
Total debt securities available for sale$%$68,7893.59%$200,6902.66%$1,462,4523.07%$1,731,9313.04%
Debt Securities Held to Maturity
Obligations of US government agencies$571.95%$1,6182.16%$86,3692.72%$9364.19%88,9802.72%
Obligations of states and political subdivisions%9943.56%5703.76%%1,5643.63%
Total debt securities held to maturity$571.95%$2,6122.69%$86,9392.72%$9364.19%$90,5442.74%

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Off-Balance Sheet Items

The Bank has certain ongoing commitments under leases. See Note 11 of the financial statements at Part II, Item 8 of this report for the terms. These commitments do not significantly impact operating results. As of December 31, 2025, commitments to extend credit and commitments related to the Bank’s deposit overdraft privilege product were the Bank’s only financial instruments with off-balance sheet risk. The Bank has not entered into any material contracts for financial derivative instruments such as futures, swaps, options, etc. Commitments to extend credit were $2.2 billion and $2.1 billion at December 31, 2025 and 2024, respectively, and represent 31.2% of the total loans outstanding at year-end 2025 versus 32.0% at December 31, 2024. Commitments related to the Bank’s deposit overdraft privilege product totaled $125.3 million and $121.0 million at December 31, 2025 and 2024, respectively.

Certain Contractual Obligations

The following chart summarizes certain contractual obligations of the Company as of December 31, 2025:

(dollars in thousands)TotalLess than one year1-3 years4-5 yearsMore than 5 years
Time deposits$1,110,042$1,094,810$14,288$944$
Junior subordinated debt:
TriCo Trust I(1)20,61920,619
TriCo Trust II(2)20,61920,619
Operating lease obligations31,5306,14912,8144,9377,630
Deferred compensation(3)2,082612853617
Supplemental retirement plans(3)16,1291,8183,0762,9898,246
Total contractual obligations$1,201,021$1,103,389$31,031$9,487$57,114

(1)Junior subordinated debt, adjustable rate of three-month SOFR plus 3.05%, callable in whole or in part by the Company on a quarterly basis beginning October 7, 2008, matures October 7, 2033.

(2)Junior subordinated debt, adjustable rate of three-month SOFR plus 2.55%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.

(3)These amounts represent known certain payments to participants under the Company’s deferred compensation and supplemental retirement plans. See Note 22 in the financial statements at Part II, Item 8 of this report for additional information related to the Company’s deferred compensation and supplemental retirement plan liabilities.

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: 0000356171-25-000012.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2025-03-03. Report date: 2024-12-31.

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

Introduction

The following discussion and analysis is designed to provide a better understanding of the significant changes and trends related to the Company and the Bank’s financial condition, operating results, asset and liability management, liquidity and capital resources and should be read in conjunction with the consolidated financial statements of the Company and the related notes at Part II, Item 8 of this report.

In March 2022, the Company closed the acquisition of Valley Republic Bancorp. Historical periods prior to March 25, 2022 reflect results of legacy Trico Bancshares operations. Subsequent to closing, results reflect all post-acquisition activity. For further information, refer to Note 2 “Business Combinations” of the Notes to Consolidated Financial Statements.

Financial Overview

In 2024, the Company reported net income of $114.9 million, an $2.5 million or 2.1% decrease from the prior year. Earnings per share on a diluted basis for the year were $3.46, down 1.7% from the prior year. The current year net income reported was impacted by declines in net interest income primarily associated with elevated interest expense and partially offset by a reduction in provision for loan losses. In 2024, total interest expense was reported at $135.2 million, an increase of $53.5 million or 65.5% from the prior year.

Net interest income on a fully tax equivalent (FTE) basis, a non-GAAP financial measure, was $332.5 million, a decrease of $25.7 million, or 7.2%, from 2023. The decrease in FTE net interest income reflects the $64.9 million, or 0.7%, decrease in average earning assets and a 25 basis point decrease in the FTE net interest margin to 3.71%. Average earning asset declines included a $308.7 million or 12.6% decrease in average securities, partially offset by an $189.8 million, or 2.9% increase in average loans and leases. The decrease in average securities was driven by the redeployment of liquidity from prepayments and maturities into the pay down of borrowings and loan growth during 2024. The net interest margin contraction was driven by the higher rate environment and a liability sensitive balance sheet, resulting in an increase in the higher cost of funds from both deposits and borrowings. This increase in interest expense was partially offset by improved yields on loan balances and to a greater extent, by the continued balance sheet mix shift where liquidity from deposit growth and investment security principal repayments were utilized to pay down borrowings. Total average interest-bearing deposits was $5.4 billion and $5.0 billion during 2024 and 2023, respectively, while average other borrowings totaled $294.3 million and $430.7 million, respectively, during the same periods.

The provision for credit losses decreased $17.4 million to $6.6 million, primarily due to muted loan volume during 2024 and generally stable qualitative reserve levels, relative to the 2023 volatility driven by CA unemployment trends and rising Corporate BBB bond yields. The allowance for credit losses (ACL) was $125.4 million, or 1.85% of total loans and leases, at December 31, 2024, compared to $121.5 million, or 1.79% of total loans and leases, at December 31, 2023.

Noninterest income was $64.4 million, up $3.0 million, or 4.9%, from the prior year. While noninterest expense of $234.1 million remained generally consistent (up $0.9 million or 0.4%, from the prior year), a variety of both increases and decreases in individual expense items offset one another. The year over year changes in noninterest income reflected improved earnings on deposit accounts and other fees, coupled with elevated earnings from asset management from continued growth in assets under management.

The tangible common equity to tangible assets ratio, a non-GAAP financial measure, was 9.72% at December 31, 2024, up 92 basis points from December 31, 2023, primarily due to an increase in tangible common equity related primarily to the retention of 2024 earnings.

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TRICO BANCSHARES

Financial Summary

(In thousands, except per share amounts; unaudited)

Year ended December 31,202420232022
Interest income$466,638$438,354$355,505
Interest expense(135,204)(81,677)(9,529)
Net interest income331,434356,677345,976
(Provision for) benefit from loan losses(6,632)(23,990)(18,470)
Noninterest income64,40761,40063,046
Noninterest expense(234,105)(233,182)(216,645)
Income before income taxes155,104160,905173,907
Provision for income taxes(40,236)(43,515)(48,488)
Net income$114,868$117,390$125,419
Share Data
Earnings per share:
Basic$3.47$3.53$3.85
Diluted$3.46$3.52$3.83
Per share:
Dividends paid$1.32$1.20$1.10
Book value at period end$37.03$34.86$31.39
Tangible book value at period end (2)$27.60$25.39$21.76
Average common shares outstanding33,08833,26132,584
Average diluted common shares outstanding33,23033,35532,721
Shares outstanding at period end32,97033,26833,332
Financial Ratios
During the period:
Return on average assets1.18%1.19%1.28%
Return on average equity9.57%10.65%11.67%
Net interest margin(1)3.71%3.96%3.88%
Efficiency ratio59.14%55.77%52.97%
Average equity to average assets12.30%11.17%11.00%
Dividend payout ratio38.00%33.99%28.54%
At period end:
Equity to assets12.62%11.70%10.54%
Total capital to risk-weighted assets15.71%14.73%14.19%
Balance Sheet Data
Total investments$2,036,610$2,305,882$2,633,269
Total loans6,768,5236,794,4706,450,447
Total assets9,673,7289,910,0899,930,986
Total non-interest bearing deposits2,548,6132,722,6893,502,095
Total deposits8,087,5767,834,0388,329,013
Total other borrowings89,610632,582264,605
Total junior subordinated debt101,191101,099101,040
Total shareholders’ equity1,220,9071,159,6821,046,416
Total tangible equity (2)$910,033$844,688$725,304

(1)Fully taxable equivalent (FTE)

(2)Tangible equity is calculated by subtracting Goodwill and Other intangible assets from total shareholders’ equity. Management believes that tangible equity is meaningful because it is a measure that the Company and investors commonly use to assess capital adequacy. Tangible book value is calculated by dividing tangible equity by shares outstanding at period end. See tables below for further details.

As TriCo Bancshares has not commenced any business operations independent of the Bank, the following discussion pertains primarily to the Bank. Average balances, including such balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, interest income and net interest income may be presented on a fully tax-equivalent (FTE) basis. The presentation of interest income and net interest income on a FTE basis is a common practice within the banking industry. Interest income and net interest income are shown on a non-FTE basis within Part II, Item 7 and Item 8 of this report, and a reconciliation of the FTE and non-FTE presentations is provided below in the discussion of net interest income.

In addition to results presented in accordance with generally accepted accounting principles in the United States of America (GAAP), this 10-K contains certain non-GAAP financial measures. Management has presented these non-GAAP financial measures because it believes that they provide useful and comparative information to assess trends in the Company's core operations reflected in the periods presented

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and facilitate the comparison of our performance with the performance of our peers. However, these non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP. Where applicable, comparable earnings information using GAAP financial measures is also presented. Because not all companies use the same calculations, our presentation may not be comparable to other similarly titled measures as calculated by other companies. For a reconciliation of these non-GAAP financial measures, see the tables below:

Twelve months ended
(dollars in thousands)December 31, 2024December 31, 2023
Net interest margin
Acquired loans discount accretion, net:
Amount (included in interest income)$4,329$5,651
Effect on average loan yield0.07%0.09%
Effect on net interest margin (FTE)0.05%0.06%
Net interest margin (FTE)3.71%3.96%
Net interest margin less effect of acquired loan discount accretion (Non-GAAP)3.66%3.90%
Twelve months ended
(dollars in thousands)December 31, 2024December 31, 2023
Pre-tax pre-provision return on average assets or equity
Net income (GAAP)$114,868$117,390
Exclude provision for income taxes40,23643,515
Exclude provision for credit losses6,63223,990
Net income before income tax and provision expense (Non-GAAP)$161,736$184,895
Average assets (GAAP)$9,757,326$9,870,189
Average equity (GAAP)$1,200,140$1,102,436
Return on average assets (GAAP)1.18%1.19%
Pre-tax pre-provision return on average assets (Non-GAAP)1.66%1.87%
Return on average equity (GAAP)9.57%10.65%
Pre-tax pre-provision return on average equity (Non-GAAP)13.48%16.77%
Twelve months ended
(dollars in thousands)December 31, 2024December 31, 2023
Return on tangible common equity
Average total shareholders' equity$1,200,140$1,102,436
Exclude average goodwill304,442304,442
Exclude average other intangibles8,59213,611
Average tangible common equity (Non-GAAP)$887,106$784,383
Net income (GAAP)$114,868$117,390
Exclude amortization of intangible assets, net of tax effect2,9004,309
Tangible net income available to common shareholders (Non-GAAP)$117,768$121,699
Return on average equity9.57%10.65%
Return on average tangible common equity (Non-GAAP)13.28%15.52%

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Three months ended
(dollars in thousands)December 31, 2024December 31, 2023
Tangible shareholders' equity to tangible assets
Shareholders' equity (GAAP)$1,220,907$1,159,682
Exclude goodwill and other intangible assets, net310,874314,994
Tangible shareholders' equity (Non-GAAP)$910,033$844,688
Total assets (GAAP)$9,673,728$9,910,089
Exclude goodwill and other intangible assets, net310,874314,994
Total tangible assets (Non-GAAP)$9,362,854$9,595,095
Shareholders' equity to total assets (GAAP)12.62%11.70%
Tangible shareholders' equity to tangible assets (Non-GAAP)9.72%8.80%
Three months ended
(dollars in thousands)December 31, 2024December 31, 2023
Tangible common shareholders' equity per share
Tangible shareholders' equity (Non-GAAP)$910,033$844,688
Common shares outstanding at end of period32,970,42533,268,102
Common shareholders' equity (book value) per share (GAAP)$37.03$34.86
Tangible common shareholders' equity (tangible book value) per share (Non-GAAP)$27.60$25.39

Critical Accounting Policies and Estimates

In preparing the consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (GAAP), management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Actual results could differ significantly from those estimates.     Our most significant accounting policies and estimates and their related application are discussed below.

Allowance for Credit Losses

The Company’s method for assessing the appropriateness of the allowance for credit losses includes specific allowances for individually analyzed loans, formula allowance factors for pools of credits, and qualitative considerations which include, among other things, current and forecasted economic and environmental factors (e.g., interest rates, growth, economic conditions, etc.). Allowance factors for loan pools were based on historical loss experience by product type and prior risk rating.

Management estimates the ACL balance using relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. Historical credit loss experience provides the basis for the estimation of expected credit losses, which captures loan balances as of a point in time to form a cohort, then tracks the respective losses generated by that cohort of loans over the remaining life. The Company has identified and accumulated loan cohort historical loss data beginning with the fourth quarter of 2008 and through the current period. In situations where the Company's actual loss history was not statistically relevant, the loss history of peers, defined as financial institutions with assets greater than three billion and less than ten billion, were utilized to create a minimum loss rate. Adjustments to historical loss information are made for differences in relevant current loan-specific risk characteristics, such as historical timing of losses relative to the loan origination.

In its current expected credit loss forecasting framework, the Company incorporates forward-looking information through the use of macroeconomic scenarios applied over the forecasted life of the assets. These macroeconomic scenarios incorporate variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to, changes in environmental conditions, such as California unemployment rates, household debt levels, and the pace of change in corporate bond yields. The Company also considers macroeconomic forecasts to estimate the ACL.

There is a greater chance that the Company would suffer a loss from a loan that was risk rated less than satisfactory than if the loan was last graded satisfactory. As such, the proper risk grading of loans in the portfolio is important to the determination of the calculation of and determination of adequacy of the allowance for credit losses. Utilizing the historical loss data described above, the Company applies

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reserve rates within any unique pool based on its loss and risk grade migration. Therefore, within any given pool, a larger loss estimation factor is applied to less than satisfactory loans as compared to those that the Company last graded as satisfactory. The resulting allowance for any pool is the sum of the calculated reserves determined in this manner.

Certain loans are not included in pools of loans that are collectively evaluated. The segregation of these loans is based on the results from analysis of individually identified credits that meet management’s criteria for individual evaluation. These loans are first reviewed individually to determine if such loans have a unique risk profile that would warrant individual evaluation. Loans where management has concluded that it is probable that the borrower will be unable to pay all amounts due under the original contractual terms are removed from the pools of loans collectively evaluated. They are then specifically reviewed and evaluated individually by management for loss potential by evaluating sources of repayment, including collateral as applicable, and a specified allowance for credit losses is established where necessary. By definition, any loan that management has placed on non-accrual is required to be individually evaluated, however, not all individually evaluated loans need to be placed on non-accrual.

Because current economic conditions and forecasts can change and future events make it inherently difficult to predict the anticipated amount of estimated credit losses on loans, management's determination of the appropriateness of the ACL, 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 move independently of one another, such that improvement in one or certain factors may offset deterioration in others. Thus, as a result of the significant size of the loan portfolio, the numerous assumptions in the model, and the high degree of potential change in such assumptions, there is a high degree of sensitivity to the reported amounts. Management believes that the ACL was adequate as of December 31, 2024.

Other Accounting Policies and Estimates that are Not Considered Critical

On an on-going basis, the Company evaluates its estimates, including those that may materially affect the financial statements and are related to investments, mortgage servicing rights, fair value measurements, retirement plans, intangible assets and the fair value of acquired assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company’s policies related to these estimates can be found in Note 1 in the financial statements at Part II, Item 8 of this report.

Geographical Descriptions

For the purpose of describing the geographical location of the Company’s operations, the Company has defined northern California as that area of California north of, and including, Stockton to the east and San Jose to the west; central California as that area of the state south of Stockton and San Jose, to and including, Bakersfield to the east and San Luis Obispo to the west; and southern California as that area of the state south of Bakersfield and San Luis Obispo.

Results of Operations

Average balances, including balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, certain performance measures including interest income, net interest income, net interest yield, and efficiency ratio are generally presented on a fully tax-equivalent (FTE) basis. The Company believes the use of these non-generally accepted accounting principles (non-GAAP) measures provides additional clarity in assessing its results.

Net Interest Income

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans, leases and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). The level of net interest income is primarily a function of the difference between the effective yield on our average interest-earning assets and the effective cost of our interest-bearing liabilities. These factors are influenced by the pricing and mix of interest-earning assets and interest-bearing liabilities which, in turn, are impacted by external factors such as local economic conditions, competition for loans and deposits, the monetary policy of the FRB and market interest rates. For further discussion, refer to “—Risk Factors – Risks Related to Interest Rates.” Following is a summary of the Company’s net interest income for the periods indicated (dollars in thousands):

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Year ended December 31,
202420232022
Interest income$466,638$438,354$355,505
Interest expense(135,204)(81,677)(9,529)
Net interest income (not FTE)331,434356,677345,976
FTE adjustment1,0851,5361,560
Net interest income (FTE)$332,519$358,213$347,536
Net interest margin (FTE)3.71%3.96%3.88%
Acquired loans discount accretion:
Purchased loan discount accretion$4,329$5,651$5,465
Effect on average loan yield0.07%0.09%0.09%
Effect of purchased loan discount accretion on net interest margin (FTE)0.05%0.06%0.07%

Net interest income (FTE) during the year ended December 31, 2024 decreased $25.7 million or 7.2% to $332.5 million compared against $358.2 million during the year ended December 31, 2023. The decreased amount of net interest income reflects the higher rate environment driving an increase in the cost of funds from both deposits and borrowings, partially offset by improved yields on loan and lease balances, and investment securities during 2024. Average loan balances increased by $189.8 million or 2.9% from December 31, 2023. Meanwhile, the yield on interest earning assets was 5.21% and 4.87% for the years ended December 31, 2024 and 2023, respectively. This 34 basis point increase in total earning asset yield was attributable to a 35 basis point increase in total loan yields and a 7 basis point increase in yields on total investments. Of the 35 basis point increase in loan yields, 11 basis points was attributable to increased volume in average loans outstanding, and 26 basis points from elevated interest rates. There was a decline of 2 basis points attributed to the accretion of purchased loan fees. Meanwhile, the costs of total interest bearing liabilities increased 85 basis points to 2.33% during the year ended December 31, 2024, as compared to 1.48% for the year ended December 31, 2023. During the same period, costs associated with interest bearing deposits increased by 99 basis points to 2.09% as compared to 1.10% in the prior year. The increase in interest expense for the year ended December 31, 2024, as compared to the trailing year, was due to the increase in short term interest rates, as influenced by the FOMC actions, that began in 2023 and which remained elevated until late 2024.

Net interest income (FTE) during the year ended December 31, 2023 increased $10.7 million or 3.1% to $358.2 million compared against $347.5 million during the year ended December 31, 2022. The increased amount of net interest income reflects growth in both total average loan and investment balances outstanding and the correlated yields, during 2023. Average loan balances increased by $690.9 million or 11.8% from December 31, 2022. The yield on interest earning assets was 4.87% and 3.98% for the years ended December 31, 2023 and 2022, respectively. This 89 basis point increase in total earning asset yield was primarily attributable to a 58 basis point increase in total loan yields and a 80 basis point increase in yields on total investments. Of the 58 basis point increase in yields on loans, a 3 basis point decline was attributable to decreases in market rates, as well as an 8 basis point benefit from the accretion of purchased loans. The costs of total interest bearing liabilities increased 129 basis points to 1.48% during the year ended December 31, 2023, as compared to 0.19% for the year ended December 31, 2022. During the same period, costs associated with interest bearing deposits increased by 100 basis points to 1.10% as compared to 0.10% in the prior year. The increase in interest expense for the year ended December 31, 2023, as compared to the trailing year, was due largely to the increased rate environment for both the interest-bearing deposit expense and other borrowings interest expense.

For more information related to loan interest income, including loan purchase discount accretion, see the Summary of Average Balances, Yields/Rates and Interest Differential. The “Yield” and “Volume/Rate” tables shown below are useful in illustrating and quantifying the developments that affected net interest income during 2024 and 2023.

Summary of Average Balances, Yields/Rates and Interest Differential – Yield Tables

The following tables present, for the periods indicated, information regarding the Company’s consolidated average assets, liabilities and shareholders’ equity, the amounts of interest income from average earning assets and resulting yields, and the amount of interest expense paid on interest-bearing liabilities. Average loan balances include nonperforming loans. Interest income includes proceeds from loans on nonaccrual loans only to the extent cash payments have been received and applied to interest income. Yields on securities and certain loans have been adjusted upward to reflect the effect of income thereon exempt from federal income taxation at the statutory tax rate applicable during the period presented (dollars in thousands):

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Year ended December 31,
202420232022
Average BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /Paid
Assets:
Loans$6,747,072$390,4915.79%$6,557,246$356,7105.44%$5,866,360$285,3754.86%
Investment securities—taxable2,008,82368,4343.41%2,272,30175,2033.31%2,459,03260,4992.46%
Investment securities—nontaxable (1)136,5304,7003.44%181,7666,6563.66%190,3396,7593.55%
Total investments2,145,35373,1343.41%2,454,06781,8593.34%2,649,37167,2582.54%
Cash at Federal Reserve and other banks80,4394,0985.09%26,4691,3214.99%452,3004,4320.98%
Total interest-earning assets8,972,864467,7235.21%9,037,782439,8904.87%8,968,031357,0653.98%
Other assets784,462832,407803,570
Total assets$9,757,326$9,870,189$9,771,601
Liabilities and shareholders’ equity:
Interest-bearing demand deposits$1,734,900$22,9981.33%$1,709,930$11,1900.65%$1,720,932$4520.03%
Savings deposits2,677,72649,0281.83%2,805,42431,4441.12%2,878,1893,3560.12%
Time deposits999,14341,1004.11%473,68812,4532.63%302,6198810.29%
Total interest-bearing deposits5,411,769113,1262.09%4,989,04255,0871.10%4,901,7404,6890.10%
Other borrowings294,31814,7065.00%430,73619,7124.58%33,4104211.26%
Junior subordinated debt101,1397,3727.29%101,0646,8786.81%91,1384,4194.85%
Total interest-bearing liabilities5,807,226135,2042.33%5,520,84281,6771.48%5,026,2889,5290.19%
Noninterest-bearing deposits2,584,9043,068,8393,492,713
Other liabilities165,056178,072178,163
Shareholders’ equity1,200,1401,102,4361,074,437
Total liabilities and shareholders’ equity$9,757,326$9,870,189$9,771,601
Net interest spread (2)2.88%3.39%3.79%
Net interest income and interest margin (3)$332,5193.71%$358,2133.96%$347,5363.88%

(1)The fully-taxable equivalent (FTE) adjustment for interest income of non-taxable investment securities was $1.1 million, $1.5 million, and $1.6 million for the years ended December 31, 2024, 2023 and 2022, respectively.

(2)Net interest spread represents the average yield earned on interest-earning assets less the average rate paid on interest-bearing liabilities.

(3)Net interest margin is computed by dividing net interest income by total average earning assets.

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Summary of Changes in Interest Income and Expense due to Changes in Average Asset and Liability Balances and Yields Earned and Rates Paid – Volume/Rate Tables

The following table sets forth a summary of the changes in the Company’s interest income and interest expense from changes in average asset and liability balances (volume) and changes in average interest rates for the periods indicated. Changes applicable to both rate and volume have been included in the rate variance. Amounts are calculated on a fully taxable equivalent basis:

2024 over 20232023 over 2022
VolumeRateTotalVolumeRateTotal
Increase (decrease) in interest income:
Loans$10,327$23,454$33,781$33,577$37,758$71,335
Investment securities(10,376)1,651(8,725)(4,961)19,56214,601
Cash at Federal Reserve and other banks2,694832,777(4,173)1,062(3,111)
Total interest-earning assets2,64525,18827,83324,44358,38282,825
Increase (decrease) in interest expense:
Interest-bearing demand deposits16311,64511,808(3)10,74110,738
Savings deposits(1,431)19,01517,584(87)28,17528,088
Time deposits13,81414,83328,64749611,07611,572
Other borrowings(6,243)1,237(5,006)5,00614,28519,291
Junior subordinated debt54894944811,9782,459
Total interest-bearing liabilities6,30847,21953,5275,89366,25572,148
Increase (decrease) in net interest income$(3,663)$(22,031)$(25,694)$18,550$(7,873)$10,677

Year Over Year Balance Sheet Change

Ending balancesAs of December 31,% Change
($’s in thousands)20242023$ Change
Total assets$9,673,728$9,910,089$(236,361)(2.4)%
Total loans6,768,5236,794,470(25,947)(0.4)%
Total investments2,036,6102,305,882(269,272)(11.7)%
Total deposits8,087,5767,834,038253,5383.2%
Total other borrowings89,610632,582(542,972)(85.8)%

Balance sheet mix shift where liquidity from deposit growth and investment security principal repayments were utilized to pay down borrowings assisted in minimizing the compression in net interest income and net interest margin during the year ended 2024. More specifically, deposit increases of $253.5 million and principal repayments on investment securities of $269.3 million, facilitated a $543.0 million reduction in higher cost balances of other borrowings.

Provision for Credit Losses

The provision for credit losses during any period is the sum of the allowance for credit losses required at the end of the period and any net charge-offs during the period, less the allowance for credit losses required at the beginning of the period, and less any recoveries during the period. See the Tables labeled “Allowance for Credit Losses – December 31, 2024 and 2023” at Note 5 in Item 8 of Part II of this report for the components that make up the provision for credit losses for the years ended December 31, 2024 and 2023.

The Company recorded a provision for credit losses of $6.6 million during the year ended December 31, 2024, versus $24.0 million during the trailing year end. The decrease in required provisioning during 2024 was largely attributed to muted loan growth and less change in qualitative reserves driven by more stability in CA unemployment trends and Corporate BBB bond yields, as compared to the trailing year.

The Company recorded a provision for credit losses of $24.0 million during the year ended December 31, 2023, versus $18.5 million during the trailing year end. The increase in required provisioning during 2023 was largely attributed to elevated qualitative reserves driven by CA unemployment trends and rising Corporate BBB bond yields, and to a lesser extent, organic loan and lease growth.

Net charge-offs for the year ended December 31, 2024 totaled $2.6 million, as compared to net recoveries of $6.6 million for the year ended December 31, 2023. Total nonperforming loans increased by 19 basis points to 0.65% of total loans at December 31, 2024 from 0.46% of total loans at December 31, 2023. For further details of the chan1ge in nonperforming loans during the period ended December 31, 2024 see the Tables, and associated narratives, labeled “Changes in nonperforming assets during the year ended December 31, 2024” and “Changes in nonperforming assets during the three months ended December 31, 2024” under the heading “Asset Quality and Non-Performing Assets” below.

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The following table summarizes the components of the provision for credit losses during the periods indicated (dollars in thousands):

Year ended December 31,
(dollars in thousands)202420232022
Provision for allowance for credit losses$6,482$22,455$17,945
Change in reserve for unfunded loan commitments1501,535525
Total provision for credit losses$6,632$23,990$18,470

The provision for credit losses is based on management’s evaluation of inherent risks in the loan portfolio and a corresponding analysis of the allowance for credit losses. Additional discussion on loan quality, our procedures to measure loan impairment, and the allowance for credit losses is provided under the heading “Asset Quality and Non-Performing Assets” below.

Non-interest Income

The following table summarizes the Company’s non-interest income for the periods indicated (dollars in thousands):

Year Ended December 31,
202420232022
ATM and interchange fees$25,319$26,459$26,767
Service charges on deposit accounts19,45117,59516,536
Other service fees5,3014,7324,274
Mortgage banking service fees1,7391,8081,887
Change in value of mortgage loan servicing rights(480)(506)301
Total service charges and fees51,33050,08849,765
Increase in cash value of life insurance3,2573,1502,858
Asset management and commission income5,5734,5173,986
Gain on sale of loans1,5321,1662,342
Lease brokerage income455441820
Sale of customer checks1,2161,3831,167
(Loss) gain on sale/exchange of investment securities(43)(284)
(Loss) gain on marketable equity securities12636(340)
Other9619032,448
Total other non-interest income13,07711,31213,281
Total non-interest income$64,407$61,400$63,046

Non-interest income increased $3.0 million or 4.90% to $64.4 million during the year ended December 31, 2024, as compared to $61.4 million during the year ended December 31, 2023. ATM and interchange fees declined in the 2024 period by $1.1 million as compared to the twelve months ended December 31, 2023. Meanwhile, service charges on deposit accounts and other service fees increased by $1.9 million and $0.6 million, respectively, as compared to the equivalent period in 2023 following $0.9 million in waived or reversed fees as a courtesy to customers in the prior year. Elevated levels of assets under management and transaction activity within asset management operations further contributed to the overall improvement in income during the year ended 2024.

During 2023, total service charges and fees increased $0.3 million which is net of approximately $0.9 million in waived or reversed fees related to the network outage that occurred in the first quarter of the year. Mortgage origination related activity declined year over year due to elevated interest rates, as the income recorded from the sale of loans was down $1.2 million or 50.2%. Changes in interest rates also led to a decline in fair value of mortgage servicing rights during the twelve months ended December 31, 2023, which decreased by $0.8 million or 268.1%, as compared to the trailing twelve month period ended. Other income declined $1.5 million or 63.1%, $0.6 million of which is attributed to fees from the sale of deposits during 2022.

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Non-interest Expense

The following table summarizes the Company’s other non-interest expense for the periods indicated (dollars in thousands):

Year Ended December 31,
202420232022
Base salaries, net of deferred loan origination costs$96,862$94,564$84,861
Incentive compensation16,89715,55717,908
Benefits and other compensation costs26,82225,67427,083
Total salaries and benefits expense140,581135,795129,852
Occupancy16,41116,13515,493
Data processing and software20,95218,93314,660
Equipment5,4245,6445,733
Intangible amortization4,1206,1186,334
Advertising3,8513,5313,694
ATM and POS network charges7,1517,0806,984
Professional fees6,7947,3584,392
Telecommunications2,0532,5472,298
Regulatory assessments and insurance4,9515,2763,142
Merger and acquisition expenses6,253
Postage1,3291,2361,147
Operational losses1,6812,4441,000
Courier service2,1191,8512,013
(Gain) loss on sale or acquisition of foreclosed assets(73)(133)(481)
(Gain) loss on disposal of fixed assets1923(1,070)
Other miscellaneous expense16,74219,34415,201
Total other non-interest expense93,52497,38786,793
Total non-interest expense$234,105$233,182$216,645
Average full-time equivalent staff1,1701,2141,169

Total non-interest expense increased $0.9 million or 0.40% to $234.1 million during the year ended December 31, 2024, as compared to $233.2 million for the comparative period in 2023, This was largely attributed to an increase of $4.8 million or 3.5% in total salaries and benefits expense to $140.6 million, from routine compensation adjustments and other increases in benefits and compensation. As noted above, salaries expense was also impacted by an increase in average compensation per employee as various strategic talent acquisitions were made in order to further prepare the Company to execute its growth objectives beyond $10 billion in total assets. Additionally, data processing and software expenses increased by $2.0 million or 10.7% related to ongoing investments in the Company's data management and security infrastructure. These increases were partially offset by declines in non-cash intangible amortization expense of $2.0 million or 32.7% and reductions in operational losses of $0.8 million or 31.2% due to ATM burglary expenses totaling $0.7 million in the comparative period.

Non-interest expense increased by $16.5 million or 7.63% to $233.2 million during the year ended December 31, 2023 as compared to $216.6 million for the trailing twelve month period for reasons primarily associated with the acquisition of Valley Republic Bank in March of 2022 which resulted in expense increases for nearly every identified category. Merger and acquisition expenses associated with this acquisition totaled $6.2 million for the twelve-month period ended 2022. Regulatory assessment charges also increased by approximately $1.2 million during 2023 as a result of increases in assessment rates. Other miscellaneous expenses also increased by $4.1 million in 2023 due to, among other things, changes in regulatory requirements which resulted in an estimated $0.8 million in refunds to customers previously charged non-sufficient funds fees, changes in the valuation of other real estate owned which contributed to $0.9 million in variance from the prior year, and other increases generally associated with increased operational costs.

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The provisions for income taxes applicable to income before taxes for the years ended December 31, 2024, 2023, and 2022 differ from amounts computed by applying the statutory Federal income tax rates to income before taxes. The effective tax rate and the statutory federal income tax rate are reconciled as follows:

Year Ended December 31,
202420232022
Federal statutory income tax rate21.0%21.0%21.0%
State income taxes, net of federal tax benefit7.97.97.9
Tax-exempt interest on municipal obligations(0.5)(0.7)(0.7)
Tax-exempt life insurance related income(0.4)(0.4)(0.4)
Low income housing and other tax credits(7.9)(6.6)(3.7)
Low income housing tax credit amortization6.95.63.6
Compensation and benefits0.10.3(0.2)
Non-deductible merger expenses0.1
Other(1.2)(0.1)0.3
Effective Tax Rate25.9%27.0%27.9%

The effective tax rate on income was 25.9%, 27.0%, and 27.9% in 2024, 2023, and 2022, respectively. The effective tax rate was greater than the Federal statutory rates of 21% due to the combination of state tax expenses of 7.9%. The impact of Federal and state tax expenses were partially offset by Federal tax-exempt interest income of $5.6 million, $5.5 million, and $3.1 million, respectively, Federal and State tax-exempt income of $3.1 million, $3.2 million, and $3.5 million, respectively, from increase in cash value and gain on death benefit of life insurance, and low income housing tax credits and losses, net of amortization of $1.5 million, $0.2 million, and $0.6 million, respectively. The low-income housing tax credits and the equity compensation excess tax benefits represent direct reductions in tax expense. The items noted above resulted in an effective combined Federal and State income tax rate that differed from the combined Federal and State statutory income tax rate of approximately 29.6% during the three years ended 2024, 2023, and 2022.

Financial Condition

Restricted Equity Securities

Restricted equity securities were $17.3 million at December 31, 2024 and 2023 . The entire balance of restricted equity securities at December 31, 2024 and 2023 represents the Bank’s investment in the Federal Home Loan Bank of San Francisco (“FHLB”).

FHLB stock is carried at par and does not have a readily determinable fair value. While technically these are considered equity securities, there is no market for the FHLB stock. Therefore, the shares are considered as restricted investment securities. Management periodically evaluates FHLB stock for other-than-temporary impairment. Management’s determination of whether these investments are impaired is based on its assessment of the ultimate recoverability of cost rather than by recognizing temporary declines in value. The determination of whether a decline affects the ultimate recoverability of cost is influenced by criteria such as (1) the significance of any decline in net assets of the FHLB as compared to the capital stock amount for the FHLB and the length of time this situation has persisted, (2) commitments by the FHLB to make payments required by law or regulation and the level of such payments in relation to the operating performance of the FHLB, (3) the impact of legislative and regulatory changes on institutions and, accordingly, the customer base of the FHLB, and (4) the liquidity position of the FHLB.

As a member of the FHLB system, the Bank is required to maintain a minimum level of investment in FHLB stock based on specific percentages of its outstanding mortgages, total assets, or FHLB advances. The Bank may request redemption at par value of any stock in excess of the minimum required investment. Stock redemptions are at the discretion of the FHLB.

Loans

The Bank concentrates its lending activities in four principal areas: real estate mortgage loans (residential and commercial loans), consumer loans, commercial loans (including agricultural loans), and real estate construction loans.  The interest rates charged for the loans made by the Bank vary with the degree of risk, the size and maturity of the loans, the borrower’s relationship with the Bank and prevailing money market rates indicative of the Bank’s cost of funds.

The majority of the Bank’s loans are direct loans made to individuals, farmers and local businesses. The Bank relies substantially on local promotional activity and personal contacts by bank officers, directors and employees to compete with other financial institutions. The Bank makes loans to borrowers whose applications include a sound purpose, a viable repayment source and a plan of repayment established at inception and generally backed by a secondary source of repayment.

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Loan Portfolio Composition

The following table shows the Company’s loan balances, including net deferred loan fees, at the dates indicated:

Year ended December 31,
(dollars in thousands)202420232022
Commercial real estate4,577,632$4,394,802$4,359,083
Consumer1,281,0591,313,2681,240,743
Commercial and industrial471,271586,455569,921
Construction279,933347,198211,560
Agriculture production151,822144,49761,414
Leases6,8068,2507,726
Total loans$6,768,523$6,794,470$6,450,447
Allowance for credit losses$(125,366)$(121,522)$(105,680)

The Company did not purchase any loans during 2024 or 2023. During the year ended 2022, the Company acquired loans totaling $773.3 million in connection with the merger with VRB in March of 2022, inclusive of approximately $68.5 million in loans with credit deterioration.

The following table shows the Company’s loan balances, including net deferred loan fees, as a percentage of total loans at the dates indicated:

Year ended December 31,
(dollars in thousands)202420232022
Commercial real estate67.6%64.7%67.6%
Consumer18.9%19.3%19.2%
Commercial and industrial7.1%8.7%8.8%
Construction4.1%5.1%3.3%
Agriculture production2.2%2.1%1.0%
Leases0.1%0.1%0.1%
Total loans100.0%100.0%100.0%
Allowance for credit losses1.85%1.79%1.64%

At December 31, 2024, loans including net deferred loan fees, totaled $6.8 billion which was a 0.4% or $25.9 million decrease over the balance at the end of December 31, 2023. At December 31, 2023, loans including net deferred loan fees, totaled $6.8 billion, which was a 5.3% or $344.0 million increase over the balance at the end of December 31, 2022.

From time to time the Bank may be presented with the opportunity to purchase individual or pools of loans in whole or in part outside of a transaction that would be considered a business combination. As of December 31, 2024 and 2023, the outstanding carrying value of purchased loans that were not acquired in a business combination totaled $155.6 million and $159.1 million, respectively.

Asset Quality and Nonperforming Assets

Nonperforming Assets

The following tables set forth the amount of the Bank’s nonperforming assets as of the dates indicated. “Performing non-accrual loans” are loans that may be current for both principal and interest payments, or are less than 90 days past due, but for which payment in full of both principal and interest is not expected, and are not well secured and in the process of collection:

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December 31,
(dollars in thousands)20242023202220212020
Performing nonaccrual loans$19,543$25,380$19,543$27,713$22,896
Nonperforming nonaccrual loans24,4936,5001,7702,6373,968
Total nonaccrual loans44,03631,88021,31330,35026,864
Loans 90 days past due and still accruing60108
Total nonperforming loans44,09631,89021,32130,35026,864
Foreclosed assets2,7862,7053,4392,5942,844
Total nonperforming assets$46,882$34,595$24,760$32,944$29,708
U.S. government, including its agencies and its government-sponsored agencies, guaranteed portion of nonperforming loans$819$877$225$756$811
Nonperforming assets to total assets0.48%0.35%0.25%0.38%0.39%
Nonperforming loans to total loans0.65%0.47%0.33%0.61%0.56%
Allowance for credit losses to nonperforming loans284%381%516%281%342%

Changes in nonperforming assets during the year ended December 31, 2024

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2024:

(in thousands)Balance at December 31, 2023AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2024
Commercial real estate:
CRE non-owner occupied$2,024$4,211$(3,218)$$$3,017
CRE owner occupied3,994774(894)3,874
Multifamily502(22)480
Farmland14,4843,712(2,001)16,195
Total commercial real estate loans20,5029,199(6,135)23,566
Consumer:
SFR 1-4 1st DT2,8114,060(641)(26)(225)5,979
SFR HELOCs and junior liens3,5712,138(1,801)(40)3,868
Other105511(43)(369)204
Total consumer loans6,4876,709(2,485)(435)(225)10,051
Commercial and industrial2,51311,017(1,978)(1,787)9,765
Construction679(7)(12)57
Agriculture production2,321692(906)(1,450)657
Leases
Total nonperforming loans31,89027,626(11,511)(3,672)(237)44,096
Foreclosed assets2,705423(395)(184)2372,786
Total nonperforming assets$34,595$28,049$(11,906)$(3,856)$$46,882

The table above does not include deposit overdraft charge-offs.

Nonperforming assets increased by $12.3 million or 35.5% to $46.9 million at December 31, 2024 from $34.6 million at December 31, 2023. The increase in nonperforming assets during 2024 was primarily the result of additions of nonperforming loans totaling $27.6 million, partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $11.5 million, and net charge-offs of $3.7 million.

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Changes in nonperforming assets during the year ended December 31, 2023

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2023:

(in thousands)Balance at December 31, 2022AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2023
Commercial real estate:
CRE non-owner occupied$1,739$1,268$(983)$$$2,024
CRE owner occupied4,93815,884(13,142)(3,636)(50)3,994
Multifamily125(125)
Farmland1,77214,843(2,131)14,484
Total commercial real estate loans8,57431,995(16,381)(3,636)(50)20,502
Consumer:
SFR 1-4 1st DT4,220943(2,247)(105)2,811
SFR HELOCs and junior liens3,1551,979(1,496)(67)3,571
Other76345(134)(182)105
Total consumer loans7,4513,267(3,877)(249)(105)6,487
Commercial and industrial3,5269,014(6,148)(3,879)2,513
Construction491(424)67
Agriculture production1,2794,341(3,299)2,321
Leases
Total nonperforming loans21,32148,617(30,129)(7,764)(155)31,890
Foreclosed assets3,43964(322)(631)1552,705
Total nonperforming assets$24,760$48,681$(30,451)$(8,395)$$34,595

The table above does not include deposit overdraft charge-offs.

Nonperforming assets increased by $9.8 million or 39.7% to $34.6 million at December 31, 2023 from $24.8 million at December 31, 2022. The increase in nonperforming assets during 2023 was the result of $48.6 million of additions to non-performing loans, which was partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $30.1 million and net charge-offs of $7.8 million.

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Changes in nonperforming assets during the three months ended December 31, 2024

The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2024:

(in thousands)Balance at September 30, 2024AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2024
Commercial real estate:
CRE non-owner occupied$3,623$$(606)$$$3,017
CRE owner occupied3,278748(152)3,874
Multifamily502(22)480
Farmland12,9673,712(484)16,195
Total commercial real estate loans20,3704,460(1,264)23,566
Consumer:
SFR 1-4 1st DT5,997413(206)(225)5,979
SFR HELOCs and junior liens4,238336(706)3,868
Other117203(8)(108)204
Total consumer loans10,352952(920)(108)(225)10,051
Commercial and industrial10,642410(774)(513)9,765
Construction59(2)57
Agriculture production213475(31)657
Leases
Total nonperforming loans41,6366,297(2,991)(621)(225)44,096
Foreclosed assets2,764(19)(184)2252,786
Total nonperforming assets$44,400$6,278$(2,991)$(805)$$46,882

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets increased during the fourth quarter by $2.5 million or 5.6% to $46.9 million at December 31, 2024 compared to $44.4 million at September 30, 2024. The increase in nonperforming assets during the fourth quarter of 2024 was the result of new nonperforming loans of $6.3 million, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $3.0 million, and net charge-offs of $0.6 million in non-performing loans.

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Changes in nonperforming assets during the three months ended December 31, 2023

The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2023:

(in thousands)Balance at September 30, 2023AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2023
Commercial real estate:
CRE non-owner occupied$1,105$921$(2)$$$2,024
CRE owner occupied3,898247(73)(28)(50)3,994
Multifamily
Farmland11,7073,009(232)14,484
Total commercial real estate loans16,7104,177(307)(28)(50)20,502
Consumer:
SFR 1-4 1st DT2,88453(126)2,811
SFR HELOCs and junior liens3,158602(165)(24)3,571
Other15616(51)(16)105
Total consumer loans6,198671(342)(40)6,487
Commercial and industrial2,950685(546)(576)2,513
Construction71(4)67
Agriculture production3,8701,000(2,549)2,321
Leases
Total nonperforming loans29,7996,533(3,748)(644)(50)31,890
Foreclosed assets2,852(197)502,705
Total nonperforming assets$32,651$6,533$(3,945)$(644)$$34,595

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets increased during the fourth quarter of 2023 by $1.9 million or 6.0% to $34.6 million at December 31, 2023 compared to $32.7 million at September 30, 2023. The increase in nonperforming assets during the fourth quarter of 2023 was the result of new nonperforming loans of $6.5 million, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $3.7 million, and net charge-offs of $0.6 million in non-performing loans.

Allowance for Credit Losses - Investment Securities

The Company evaluates available for sale debt securities in an unrealized loss position to determine whether the decline in the fair value below the amortized cost basis (impairment) is due to credit-related factors or noncredit-related factors. Any impairment that is not credit related is recognized in other comprehensive income, net of applicable taxes. Credit-related impairment is recognized as an allowance for credit losses on the balance sheet, limited to the amount by which the amortized cost basis exceeds the fair value, with a corresponding adjustment to earnings. Both the allowance for credit losses and the adjustment to net income may be reversed if conditions change. However, if the Company intends to sell an impaired available for sale debt security or more likely than not will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount is recognized in earnings with a corresponding adjustment to the security's amortized cost basis. During the years ended December 31, 2024 and 2023, no allowance for credit losses nor impairment recognized in earnings related to available for sale investment securities was recorded.

Allowance for Credit Losses - Held to Maturity Investment Securities

In addition to credit losses associated with the Company's loan portfolio, the CECL standard requires that loss estimates be developed for securities classified as held-to-maturity (HTM). As of December 31, 2024, the Company's HTM investment portfolio had a carrying value of approximately $111.9 million and was comprised of $109.2 million in obligations backed by U.S. government agencies and $2.7 million in obligations of states and political subdivisions. As the 97.6% of the HTM portfolio consisted of investment securities where payment performance has an implicit or explicit guarantee from the U.S. government and where no history of credit losses exist, management believes that indicators for zero loss are present and therefore, no loss reserves were recognized in conjunction with the adoption of the CECL standard. Further, management separately evaluated its HTM investment securities from obligations of state and political subdivisions utilizing the historical loss data represented by similar securities over a period of time spanning nearly 50 years. Based on this evaluation, management determined that the expected credit losses associated with these securities is less than significant for financial reporting purposes. Therefore, during the year ended December 31, 2024 as 2023, no allowance for credit losses related to HTM securities was recorded.

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Allowance for Credit Losses - Unfunded Commitments

The estimated credit losses associated with these unfunded lending commitments is calculated using the same models and methodologies noted above and incorporate utilization assumptions at the estimated time of default. While the provision for credit losses associated with unfunded commitments is included in "provision for (benefit from) credit losses" on the consolidated statement of income, the reserve for unfunded commitments is maintained on the consolidated balance sheet in other liabilities.

The Components of the Allowance for Credit Losses

The following table sets forth the Bank’s allowance for credit losses related to loans as of the dates indicated (dollars in thousands):

December 31,
(dollars in thousands)20242023202220212020
Allowance for credit losses:
Qualitative and forecast factor allowance$86,833$84,291$70,777$59,855$61,935
Quantitative (Cohort) model allowance reserves33,90834,13932,48924,53928,462
Total allowance for credit losses120,741118,430103,26684,39490,397
Allowance for individually evaluated loans4,6253,0922,4149821,450
Total allowance for credit losses$125,366$121,522$105,680$85,376$91,847
Ratio of allowance for credit losses to gross loans1.85%1.79%1.64%1.74%1.93%

Based on the current conditions of the loan portfolio, management believes that the $125.4 million allowance for credit losses at December 31, 2024 is adequate to absorb probable losses inherent in the Bank’s loan portfolio. No assurance can be given, however, that adverse economic conditions or other circumstances will not result in increased losses in the portfolio.

The Company utilizes a forecast period of approximately eight quarters and obtains the forecast data from publicly available sources as of the balance sheet date. This forecast data continues to evolve and includes improving shifts in the magnitude of changes for both the unemployment and GDP factors leading up to the balance sheet date. Core inflation is slowing but prices remain elevated relative to wage increases, as reflected by higher living costs such as housing, energy and general services. Actions by the Federal Reserve to cut rates during 2024 and beyond may help improve this outlook overall, but the uncertainty associated with the extent and timing of these potential reductions has inhibited a material change to forecasted reserve levels. Furthermore, geopolitical risks remain elevated, which may lead to further negative effects on domestic economic outcomes. As a result, management continues to believe that certain credit weaknesses are present in the overall economy and that it is appropriate to maintain a reserve level that incorporates such risk factors.

The following table summarizes the allocation of the allowance for credit losses between loan types:

December 31,
(in thousands)20242023202220212020
Commercial real estate$72,849$68,864$61,381$51,140$53,693
Consumer27,46327,45324,63923,47425,148
Commercial and industrial14,39712,75013,5973,8624,252
Construction7,2248,8565,1425,6677,540
Agriculture production3,4033,5899061,2151,209
Leases301015185
Total allowance for credit losses$125,366$121,522$105,680$85,376$91,847

The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of the total allowance for credit losses:

December 31,
20242023202220212020
Commercial real estate58.1%56.7%58.0%59.9%58.5%
Consumer21.9%22.6%23.3%27.5%27.4%
Commercial and industrial11.5%10.5%12.9%4.5%4.6%
Construction5.8%7.3%4.9%6.6%8.2%
Agriculture production2.7%2.9%0.9%1.4%1.3%
Leases%%%0.1%%
Total allowance for credit losses100.0%100.0%100.0%100.0%100.0%

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The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of total loans in each of the loan categories listed:

December 31,
20242023202220212020
Commercial real estate1.59%1.57%1.41%1.55%1.82%
Consumer2.14%2.09%1.99%2.19%2.62%
Commercial and industrial3.05%2.17%2.39%1.49%0.81%
Construction2.58%2.55%2.43%2.55%2.65%
Agriculture production2.24%2.48%1.48%2.39%2.74%
Leases0.44%0.12%0.19%0.27%0.13%
Total allowance for credit losses1.85%1.79%1.64%1.74%1.93%

The following tables summarize the net charge-off (recovery) activity in the allowance for credit/loan losses as a percentage of loans for the years indicated (dollars in thousands):

Year ended December 31,
Ratios:20242023202220212020
Net charge-offs (recoveries) during period to average loans outstanding during period
Commercial real estate:
CRE non-owner occupied(0.01)%%%%0.01%
CRE owner occupied%0.38%%(0.11)%%
Multifamily%%%%%
Farmland%%0.01%0.07%0.12%
Consumer:
SFR 1-4 1st DT liens%(0.02)%%0.02%(0.08)%
SFR HELOCs and junior liens0.10%(0.01)%%0.33%(0.06)%
Other0.81%0.50%0.20%0.32%0.41%
Commercial and industrial0.23%0.60%0.17%0.28%0.04%
Construction%%%0.01%%
Agriculture production0.93%%%(0.05)%(0.05)%
Leases%%%%%
Provision for (benefit from) credit losses to average loans outstanding during period0.10%0.35%0.29%(0.15)%0.92%
Allowance for credit losses to loans at year-end1.85%1.79%1.64%1.74%1.93%

Generally, losses are triggered by non-performance by the borrower and calculated based on any difference between the current loan amount and the current value of the underlying collateral less any estimated costs associated with the disposition of the collateral.

Foreclosed Assets, Net of Allowance for Losses

The following tables detail the components and summarize the activity in foreclosed assets, net of allowances for losses for the years indicated (dollars in thousands):

Balance at December 31, 2023AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2024
Land & Construction$154$11$$$39$204
Residential real estate1,673650(359)(281)1,683
Commercial real estate87821899
Total foreclosed assets$2,705$682$$(359)$(242)$2,786

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Balance at December 31, 2022AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2023
Land & Construction$154$$$$$154
Residential real estate1,709105(127)(14)1,673
Commercial real estate1,57650(79)(669)878
Total foreclosed assets$3,439$155$$(206)$(683)$2,705

Deposit Portfolio Composition

The following table shows the Company’s deposit balances at the dates indicated:

Year ended December 31,
(dollars in thousands)202420232022
Noninterest-bearing demand$2,548,613$2,722,689$3,502,095
Interest-bearing demand1,758,6291,731,8141,718,541
Savings2,657,8492,682,0682,884,378
Time certificates, over $250,000485,180250,18046,350
Other time certificates637,305447,287177,649
Total deposits$8,087,576$7,834,038$8,329,013

Total uninsured deposits were estimated to be approximately $2.6 billion and $2.4 billion at December 31, 2024 and 2023, respectively.

Long-Term Debt

See Note 13 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s other borrowings and long-term debt.

Junior Subordinated Debt

See Note 14 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s junior subordinated debt.

Equity

See Note 16 and Note 26 in the consolidated financial statements at Part II, Item 8 of this report for a discussion of shareholders’ equity and regulatory capital, respectively. Management believes that the Company’s capital is adequate to support anticipated growth, meet the cash dividend requirements of the Company and meet the future risk-based capital requirements of the Bank and the Company.

On February 25, 2021 the Board of Directors approved the authorization to repurchase up to 2,000,000 shares of the Company's common stock (the 2021 Repurchase Plan), which approximated 6.7% of the shares outstanding as of the approval date. The following table shows the repurchases made by the Company during 2024 under the 2021 Plan:

PeriodTotal number of shares purchasedAverage price paid per shareMaximum number of shares remaining that may yet be purchased under the 2021 Plan
October 1-31, 2024865,478
November 1-30, 2024865,478
December 1-31, 202434,955$48.56830,523
January 1, 2024 - December 31, 2024379,279$37.39830,523

Market Risk Management

Overview. The goal for managing the assets and liabilities of the Bank is to maximize shareholder value and earnings while maintaining a high quality balance sheet without exposing the Bank to undue interest rate risk. The Board of Directors has overall responsibility for the Company’s interest rate risk management policies. The Bank has an Asset and Liability Management Committee which establishes and monitors guidelines to control the sensitivity of earnings and the fair value of certain assets and liabilities as may be caused by changes in interest rates. The Company does not hold any financial instruments that are not maintained in US dollars and is not party to any contracts that may be settled or repaid in a denomination other than US dollars.

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Asset/Liability Management. Activities involved in asset/liability management include but are not limited to lending, accepting and placing deposits, investing in securities and issuing debt. Interest rate risk is the primary market risk associated with asset/liability management. Sensitivity of earnings to interest rate changes arises when yields on assets change in a different time period or in a different amount from that of interest costs on liabilities. To mitigate interest rate risk, the structure of the balance sheet is managed with the goal that movements of interest rates on assets and liabilities are correlated and contribute to earnings even in periods of volatile interest rates. The asset/liability management policy sets limits on the acceptable amount of variance in net interest margin and market value of equity under changing interest environments. Market value of equity is the net present value of estimated cash flows from the Bank’s assets, liabilities and off-balance sheet items. The Bank uses simulation models to forecast net interest margin and market value of equity.

Simulation of net interest margin and market value of equity under various interest rate scenarios is the primary tool used to measure interest rate risk. The Bank estimated the potential impact of changing interest rates on net interest margin and market value of equity using computer-modeling techniques. A balance sheet forecast is prepared using inputs of actual loan, securities and interest-bearing liability (i.e. deposits/borrowings) positions as the beginning base.

In the simulation of net interest income and market value of equity, the forecast balance sheet is processed against various interest rate scenarios. These various interest rate scenarios include a flat rate scenario, which assumes interest rates are unchanged in the future, and rate ramp and or shock scenarios including -300, -200, -100, +100, +200, and +300 basis points around the flat scenario. At December 31, 2024, the overnight Federal funds rate, the rate primarily used in these interest rate shock scenarios, was 4.5%. These scenarios assume that 1) interest rates increase or decrease evenly (in a “ramp” fashion) over a twelve-month period and remain at the new levels beyond twelve months or 2) that interest rates change instantaneously (“shock”). The simulation results shown below assume no changes in the structure of the Company’s balance sheet over the twelve months being measured.

The following table summarizes the estimated effect on net interest income and market value of equity to changing interest rates as measured against a flat rate (no interest rate change) instantaneous shock scenario over a twelve month period utilizing the Company's specific mix of interest earning assets and interest bearing liabilities as of December 31, 2024.

Interest Rate Risk Simulations:Change in InterestRates (Basis Points)Estimated Change in Net Interest Income (NII) (as % of NII)Estimated Change in Market Value of Equity (MVE) (as % of MVE)
+300 (shock)(7.4)%(6.0)%
+200 (shock)(5.1)%(4.2)%
+100 (shock)(2.4)%(1.2)%
+ 0 (flat)
-100 (shock)0.6%(1.2)%
-200 (shock)0.9%(5.9)%
-300 (shock)1.7%(13.9)%

These simulations indicate that given a “flat” balance sheet size scenario, and if interest-bearing checking, savings and money market interest rates track the general interest rate changes by the rate shock values listed above, the Company’s balance sheet is liability sensitive over a twelve month time horizon for both a rates up and rates down shock scenario, with greater sensitivity skewed toward rates up. “Asset sensitive” implies that net interest income increases when interest rates rise and decrease when interest rates decrease. “Liability sensitive” implies that net interest income decreases when interest rates rise and increase when interest rates decrease. “Neutral sensitivity” implies that net interest income does not change when interest rates change. The asset liability management policy limits aggregate market risk, as measured in this fashion, to an acceptable level within the context of risk-return trade-offs.

The simulation results noted above do not incorporate any management actions that might moderate the negative consequences of interest rate deviations. In addition, the simulation results noted above contain various assumptions such as a flat balance sheet, and the rate that deposit interest rates change instantaneously as general interest rates change. Therefore, they do not reflect likely actual results, but serve as estimates of interest rate risk. More specifically, the Company's pre-existing low cost of funds, and the presumption that depositors will not accept a negative rate environment, does not allow management the ability to meaningfully adjust the cost of deposits below zero. In addition, many of the Company's loans and investment securities are considered fixed rate interest earning assets. Therefore, in an instantaneous upward rate shock scenario, management would expect the cost of interest bearing liabilities to reprice faster than interest earning assets.

As with any method of measuring interest rate risk, certain shortcomings are inherent in the method of analysis presented in the preceding tables. For example, although certain of the Company’s assets and liabilities may have similar maturities or repricing time frames, they may react in different degrees to changes in market interest rates. In addition, the interest rates on certain of the Company’s asset and liability categories may precede, or lag behind, changes in market interest rates. Also, the actual rates of prepayments on loans and investments could vary significantly from the assumptions utilized in deriving the results as presented in the preceding tables. Further, a change in U.S. Treasury rates accompanied by a change in the shape of the treasury yield curve could result in different estimations from those presented

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herein. Accordingly, the results in the preceding tables should not be relied upon as indicative of actual results in the event of changing market interest rates. Additionally, the resulting estimates of changes in market value of equity are not intended to represent, and should not be construed to represent, estimates of changes in the underlying value of the Company.

Interest rate sensitivity is a function of the repricing characteristics of the Company’s portfolio of assets and liabilities. One aspect of these repricing characteristics is the time frame within which the interest-bearing assets and liabilities are subject to change in interest rates either at replacement, repricing or maturity. An analysis of the repricing time frames of interest-bearing assets and liabilities is sometimes called a “gap” analysis because it shows the gap between assets and liabilities repricing or maturing in each of a number of periods. Another aspect of these repricing characteristics is the relative magnitude of the repricing for each category of interest earning asset and interest-bearing liability given various changes in market interest rates. Gap analysis gives no indication of the relative magnitude of repricing given various changes in interest rates. Interest rate sensitivity management focuses on the maturity of assets and liabilities and their repricing during periods of changes in market interest rates. Interest rate sensitivity gaps are measured as the difference between the volumes of assets and liabilities in the Company’s current portfolio that are subject to repricing at various time horizons.

The following interest rate sensitivity table shows the Company’s repricing gaps as of December 31, 2024. In this table transaction deposits, which may be repriced at will by the Company, have been included in the less than 3-month category. The inclusion of all of the transaction deposits in the less than 3-month repricing category causes the Company to appear liability sensitive. Because the Company may reprice its transaction deposits at will, transaction deposits may or may not reprice immediately with changes in interest rates.

Due to the limitations of gap analysis, as described above, the Company does not actively use gap analysis in managing interest rate risk. Instead, the Company relies on the more sophisticated interest rate risk simulation model described above as its primary tool in measuring and managing interest rate risk.

As of December 31, 2024Repricing within:
(dollars in thousands)Less than 3 months3 - 6 months6 - 12 months1 - 5 yearsOver 5 years
Interest-earning assets:
Cash at Federal Reserve and other banks$17,075$$$$
Securities464,738100,408110,049685,277925,526
Loans1,405,589326,268614,7992,446,744756,731
Total interest-earning assets1,887,402426,676724,8483,132,0211,682,257
Interest-bearing liabilities
Transaction deposits4,454,314
Time260,580218,181148,21870,488
Other borrowings632,582
Junior subordinated debt101,099
Total interest-bearing liabilities$5,448,575$218,181$148,218$70,488$
Interest sensitivity gap$(3,561,173)$208,495$576,630$3,061,533$1,682,257
Cumulative sensitivity gap$(3,561,173)$(3,352,678)$(2,776,048)$285,485$1,967,742
As a percentage of earning assets:
Interest sensitivity gap(39.4)%2.3%6.4%33.9%18.6%
Cumulative sensitivity gap(39.4)%(37.1)%(30.7)%3.2%21.8%

Liquidity

Liquidity refers to the Company’s ability to provide funds at an acceptable cost to meet loan demand and deposit withdrawals, as well as contingency plans to meet unanticipated funding needs or loss of funding sources. These objectives can be met from either the asset or liability side of the balance sheet. Asset liquidity sources consist of the repayments and maturities of loans, selling of loans, short-term money market investments, maturities of securities and sales of securities from the available-for-sale portfolio. These activities are generally summarized as investing activities in the Consolidated Statement of Cash Flows. Net cash from investing activities totaled $285.0 million in 2024. Proceeds from the maturity and sales of investment securities, net of purchases, provided the bulk of the cash flows totaling approximately $266.5 million, in addition to $22.6 million from the net origination and collection of loans outstanding.

Liquidity may also be impacted from liabilities through changes in deposits and borrowings outstanding. These activities are included under financing activities in the Consolidated Statement of Cash Flows. In 2024, financing activities used funds totaling $348.5 million, resulting from a reduction in short term borrowings of $543.0 million, $43.6 million in dividend payment outflows, and an additional $15.5 million

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allocated toward the repurchase of common stock, partially offset by an increase in deposits totaling $253.5 million. The Company's primary sources of remaining available liquidity from available borrowings and in transit items include the following for the periods indicated:

(dollars in thousands)December 31, 2024December 31, 2023
Borrowing capacity at correspondent banks and FRB$2,821,678$2,921,525
Less: borrowings outstanding(75,000)(600,000)
Unpledged available-for-sale (AFS) investment securities1,279,4221,558,506
Cash held or in transit with FRB96,39551,253
Total primary liquidity$4,122,495$3,931,284
Column 1Column 2Column 3Column 4Column 5Column 6Column 7
Estimated uninsured deposit balances$2,584,265$2,371,000

At December 31, 2024, the Company's primary sources of liquidity represented 51% of total deposits and 160% of estimated total uninsured (excluding collateralized municipal deposits and intercompany balances) deposits, respectively. As secondary sources of liquidity, the Company's held-to-maturity investment securities had a fair value of $104.3 million, including approximately $7.5 million in net unrealized losses. The Company did not utilize any brokered deposits during 2024 or 2023. While these sources are expected to continue to provide significant amounts of funds in the future, their mix, as well as the possible use of other sources, will depend on future economic and market conditions.

Liquidity is also provided or used through the results of operating activities. In 2024, operating activities provided cash of $109.7 million, primarily from net income of $114.9 million. In 2023, operating activities provided cash of $138.9 million, primarily from net income of $117.4 million.

Loan demand during 2025 will depend in part on economic and competitive conditions. The Company emphasizes the solicitation of non-interest bearing demand deposits and money market checking deposits, which are the least sensitive to interest rates. The outlook for deposit balances during 2025 is also subject to actions from the Federal Reserve, heightened competition, the success of the Company’s sales efforts, as well as the delivery of superior customer service and market conditions. The Federal Reserve's recent decrease in Fed Funds rates provided a modest level of relief on deposit margin expense, however, the competitive landscape for attracting and retaining deposit balances will continue to remain challenging during 2025. Therefore, due to concerns such as uncertainty in the general economic environment, political uncertainty, and loan demand, levels of customer deposits are not certain and forecasted changes in those balances are subject to significant volatility and uncertainty. Depending on economic conditions, interest rate levels, and a variety of other conditions, proceeds from the sale or maturity of investment securities may be used to fund loans, or reduce short-term borrowings. At December 31, 2024, we believe the Company has sufficient liquidity and capital resources to meet its cash flow obligations over the foreseeable future.

The principal cash requirements of the Company are dividends on common stock when declared. The Company is dependent upon the payment of cash dividends by the Bank to service its commitments. Shareholder dividends are expected to continue subject to the Board’s discretion and continuing evaluation of capital levels, earnings, asset quality and other factors. The Company expects that the cash dividends paid by the Bank to the Company will be sufficient to meet this payment schedule. Dividends from the Bank are subject to certain regulatory restrictions.

The maturity distribution of certificates of deposit in denominations of $250,000 or more is set forth in the following table. These deposits are generally more rate sensitive than other deposits and, therefore, are more likely to be withdrawn to obtain higher yields elsewhere if available.

Portion of certificates of deposit in excess of $250,000

(dollars in thousands)At December 31, 2024
Time remaining until maturity:
Less than 3 months$207,870
3 months to 6 months58,918
6 months to 12 months13,332
More than 12 months3,560
Total$283,680

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Loan maturities

Loan demand also affects the Company’s liquidity position. The following table presents the maturities of loans, net of deferred loan fees, at December 31, 2024:

Within One YearAfter One But Within Five YearsAfter Five But Within 15 YearsAfter 15 YearsTotal
(dollars in thousands)
Loans with predetermined interest rates:
Commercial Real Estate$106,780$607,737$887,300$20,669$1,622,486
Consumer9,10136,136110,519392,001547,757
Commercial & Industrial7,807136,07067,62512,785224,287
Construction21,6667,40924,04442,79295,911
Agricultural Production35712,4891,15213,998
Leases6,8066,806
Total loans with predetermined interest rates145,711806,6471,090,640468,2472,511,245
Loans with floating interest rates:
Commercial Real Estate93,128459,4092,341,41261,1972,955,146
Consumer5,27044,162132,126551,744733,302
Commercial & Industrial152,78844,82432,29417,078246,984
Construction54,55330,58782,22816,654184,022
Agricultural Production115,71321,675436137,824
Leases
Total loans with floating interest rates421,452600,6572,588,496646,6734,257,278
Total loans$567,163$1,407,304$3,679,136$1,114,920$6,768,523

Investment maturities

The maturity distribution and yields of the investment portfolio at December 31, 2024 is presented in the following tables. The timing of the maturities indicated in the tables below is based on final contractual maturities. Most mortgage-backed securities return principal throughout their contractual lives. As such, the weighted average life of mortgage-backed securities based on outstanding principal balance is usually significantly shorter than the final contractual maturity indicated below. Yields on tax exempt securities are shown on a tax equivalent basis.

Within One YearAfter One Year but Through Five YearsAfter Five Years but Through Ten YearsAfter Ten YearsTotal
AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
(dollars in thousands)
Debt Securities Available for Sale
Obligations of US government agencies$6,4690.63%$37,7443.36%$29,8451.83%$1,020,1272.35%$1,094,1852.36%
Obligations of states and political subdivisions%24,0343.17%63,4883.17%133,2223.28%220,7443.24%
Corporate bonds%%5,8374.95%%5,8374.95%
Asset backed securities2215.35%3,1625.30%82,6216.02%228,2595.91%314,2635.93%
Non-agency collateralized mortgage obligations%%%269,8562.91%269,8562.91%
Total debt securities available for sale$6,6900.78%$64,9403.38%$181,7914.21%$1,651,4642.95%$1,904,8853.07%
Debt Securities Held to Maturity
Obligations of US government agencies$%$3,0542.22%$87,6902.80%$18,4112.46%109,1552.72%
Obligations of states and political subdivisions1,1474.55%%1,5643.63%%2,7114.02%
Total debt securities held to maturity$1,1474.55%$3,0542.22%$89,2542.79%$18,4112.59%$111,8662.75%

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Off-Balance Sheet Items

The Bank has certain ongoing commitments under leases. See Note 11 of the financial statements at Part II, Item 8 of this report for the terms. These commitments do not significantly impact operating results. As of December 31, 2024, commitments to extend credit and commitments related to the Bank’s deposit overdraft privilege product were the Bank’s only financial instruments with off-balance sheet risk. The Bank has not entered into any material contracts for financial derivative instruments such as futures, swaps, options, etc. Commitments to extend credit were $2.1 billion and $2.2 billion at December 31, 2024 and 2023, respectively, and represent 32.0% of the total loans outstanding at year-end 2024 versus 32.3% at December 31, 2023. Commitments related to the Bank’s deposit overdraft privilege product totaled $121.0 million and $121.5 million at December 31, 2024 and 2023, respectively.

Certain Contractual Obligations

The following chart summarizes certain contractual obligations of the Company as of December 31, 2024:

(dollars in thousands)TotalLess than one year1-3 years4-5 yearsMore than 5 years
Time deposits$1,122,485$1,081,409$40,209$867$
Term borrowing at FHLB, fixed rate of 5.23%, payable on April 8, 202575,00075,000
Junior subordinated debt:
TriCo Trust I(1)20,61920,619
TriCo Trust II(2)20,61920,619
North Valley Trust II(3)5,7135,713
North Valley Trust III(4)4,5714,571
North Valley Trust IV(5)7,8637,863
VRB Subordinated - 6%(6)16,79916,799
VRB Subordinated - 5%(7)25,00725,007
Operating lease obligations29,1285,51212,5104,3006,806
Deferred compensation(8)368184184
Supplemental retirement plans(8)18,0181,7683,1103,10610,034
Total contractual obligations$1,346,190$1,163,873$56,013$8,273$118,031

(1)Junior subordinated debt, adjustable rate of three-month SOFR plus 3.05%, callable in whole or in part by the Company on a quarterly basis beginning October 7, 2008, matures October 7, 2033.

(2)Junior subordinated debt, adjustable rate of three-month SOFR plus 2.55%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.

(3)Junior subordinated debt, adjustable rate of three-month SOFR plus 3.25%, callable in whole or in part by the Company on a quarterly basis beginning April 24, 2008, matures April 24, 2033.

(4)Junior subordinated debt, adjustable rate of three-month SOFR plus 2.80%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.

(5)Junior subordinated debt, adjustable rate of three-month SOFR plus 1.33%, callable in whole or in part by the Company on a quarterly basis beginning March 15, 2011, matures March 15, 2036.

(6)Junior subordinated debt, floating rate of three-month SOFR plus 3.52% until maturity in 2029. Redeemable in whole or in part by the Company beginning March 29, 2024.

(7)Junior subordinated debt, fixed rate of 5% until August 27, 2025, then floating rate of 90-day average SOFR plus 4.90% until maturity in 2035. Redeemable in whole or in part by the Company beginning August 27, 2025.

(8)These amounts represent known certain payments to participants under the Company’s deferred compensation and supplemental retirement plans. See Note 22 in the financial statements at Part II, Item 8 of this report for additional information related to the Company’s deferred compensation and supplemental retirement plan liabilities.

FY 2023 10-K MD&A

SEC filing source: 0000356171-24-000012.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2024-02-29. Report date: 2023-12-31.

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

Introduction

The following discussion and analysis is designed to provide a better understanding of the significant changes and trends related to the Company and the Bank’s financial condition, operating results, asset and liability management, liquidity and capital resources and should be read in conjunction with the consolidated financial statements of the Company and the related notes at Part II, Item 8 of this report.

In March 2022, the Company closed the acquisition of Valley Republic Bancorp. Historical periods prior to March 25, 2022 reflect results of legacy Trico Bancshares operations. Subsequent to closing, results reflect all post-acquisition activity. For further information, refer to Note 2 “Business Combinations” of the Notes to Consolidated Financial Statements.

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Financial Overview

In 2023, the Company reported net income of $117.4 million, an $8.1 million or 6.5% decrease from the prior year. Earnings per share on a diluted basis for the year were $3.52, down 8.1% from the prior year. The current year net income reported was negatively impacted by noninterest expense. In 2023, noninterest expense was reported at $233.1 million, an increase of $16.5 million or 7.6% increase from the prior year.

Net interest income on a fully tax equivalent (FTE) basis, a non-GAAP financial measure, was $358.2, an increase of $10.6 million, or 3.1%, from 2022. The increase in FTE net interest income reflected the benefit of a $69.7 million, or 0.8%, increase in average earning assets in addition to a 8 basis point increase in the FTE net interest margin to 3.96%. Average earning asset growth included an $690.9 million, or 11.7% increase in average loans and leases, offset by a $195.0 million or 7.3% decrease in average securities. The decrease in average securities was driven by the redeployment of liquidity from prepayments and maturities into loans during 2023. The net interest margin expansion was driven by the higher rate environment driving an increase in loan and lease and investment security yields, partially offset by higher cost of funds from both deposits and borrowings. Total average interest-bearing deposits was $5.0 billion and $4.9 billion during 2023 and 2022, respectively, while average other borrowings totaled $430.1 million and $33.4 million, respectively, during the same periods. The increase in net interest expense on average interest-bearing liabilities increased by $72.1 million or 758.9% to $81.7 million during 2023 as compared to 2022.

The provision for credit losses increased $5.5 million to $24.0 million, primarily due to elevated qualitative reserves driven by CA unemployment trends and rising Corporate BBB bond yields, and to a lesser extent, organic loan and lease growth. The allowance for credit losses (ACL) was $121.5 million, or 1.79% of total loans and leases, at December 31, 2023, compared to $105.7, or 1.64% of total loans and leases, at December 31, 2022.

Noninterest income was $61.4 million, down $1.6 million, or 2.6%, from the prior year. Noninterest expense was $233.1 million, up $16.5 million, or 7.6%, from the prior year. The year over year changes in noninterest income and noninterest expense were impacted by the VRB acquisition, completed in March 2022, as well as rising technology and regulatory costs in addition to the rising costs of operations associated with levels of high inflation. Noninterest income was additionally negatively impacted by a decline in gain on sale of mortgage loans, as is typically observed during periods of a rising rate environment, totaling $1.1 million, to $1.2 million for the 2023 year.

The tangible common equity to tangible assets ratio, a non-GAAP financial measure, was 8.8% at December 31, 2023, up 120 basis points from December 31, 2022, primarily due to an increase in tangible common equity related primarily to the retention of 2023 earnings.

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TRICO BANCSHARES

Financial Summary

(In thousands, except per share amounts; unaudited)

Year ended December 31,202320222021
Interest income$438,354$355,505$277,047
Interest expense(81,677)(9,529)(5,508)
Net interest income356,677345,976271,539
(Provision for) benefit from loan losses(23,990)(18,470)6,775
Noninterest income61,40063,04663,664
Noninterest expense(233,182)(216,645)(178,275)
Income before income taxes160,905173,907163,703
Provision for income taxes(43,515)(48,488)(46,048)
Net income$117,390$125,419$117,655
Share Data
Earnings per share:
Basic$3.53$3.85$3.96
Diluted$3.52$3.83$3.94
Per share:
Dividends paid$1.20$1.10$1.00
Book value at period end$34.86$31.39$33.64
Tangible book value at period end (2)$25.39$21.76$25.80
Average common shares outstanding33,26732,58429,721
Average diluted common shares outstanding33,35232,72129,882
Shares outstanding at period end33,26833,33229,730
Financial Ratios
During the period:
Return on average assets1.19%1.28%1.43%
Return on average equity10.65%11.67%12.10%
Net interest margin(1)3.96%3.88%3.58%
Efficiency ratio55.77%52.97%53.18%
Average equity to average assets11.17%11.00%11.84%
Dividend payout ratio33.99%28.54%25.26%
At period end:
Equity to assets11.70%10.54%11.61%
Total capital to risk-weighted assets14.70%14.19%15.42%
Balance Sheet Data
Total investments$2,305,882$2,633,269$2,427,885
Total loans6,794,4706,450,4474,916,624
Total assets9,910,0899,930,9868,614,787
Total non-interest bearing deposits2,722,6893,502,0952,979,882
Total deposits7,834,0388,329,0137,367,159
Total other borrowings632,582264,60550,087
Total junior subordinated debt101,099101,04058,079
Total shareholders’ equity1,159,6821,046,4161,000,184
Total tangible equity (2)$844,688$725,304$766,943

(1)Fully taxable equivalent (FTE)

(2)Tangible equity is calculated by subtracting Goodwill and Other intangible assets from total shareholders’ equity. Management believes that tangible equity is meaningful because it is a measure that the Company and investors commonly use to assess capital adequacy. Tangible book value is calculated by dividing tangible equity by shares outstanding at period end. See tables below for further details.

As TriCo Bancshares has not commenced any business operations independent of the Bank, the following discussion pertains primarily to the Bank. Average balances, including such balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, interest income and net interest income may be presented on a fully tax-equivalent (FTE) basis. The presentation of interest income and net interest income on a FTE basis is a common practice within the banking industry. Interest income and net interest income are shown on a non-FTE basis within Part II, Item 7 and Item 8 of this report, and a reconciliation of the FTE and non-FTE presentations is provided below in the discussion of net interest income.

In addition to results presented in accordance with generally accepted accounting principles in the United States of America (GAAP), this 10-K contains certain non-GAAP financial measures. Management has presented these non-GAAP financial measures because it believes that they provide useful and comparative information to assess trends in the Company's core operations reflected in the periods presented

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and facilitate the comparison of our performance with the performance of our peers. However, these non-GAAP financial measures are supplemental and are not a substitute for any analysis based on GAAP. Where applicable, comparable earnings information using GAAP financial measures is also presented. Because not all companies use the same calculations, our presentation may not be comparable to other similarly titled measures as calculated by other companies. For a reconciliation of these non-GAAP financial measures, see the tables below:

Twelve months ended
(dollars in thousands)December 31, 2023December 31, 2022
Net interest margin
Acquired loans discount accretion, net:
Amount (included in interest income)$5,651$5,465
Effect on average loan yield0.09%0.09%
Effect on net interest margin (FTE)0.06%0.06%
Net interest margin (FTE)3.96%3.88%
Net interest margin less effect of acquired loan discount accretion (Non-GAAP)3.90%3.81%
PPP loans yield, net:
Amount (included in interest income)$12$2,390
Effect on net interest margin (FTE)%0.02%
Net interest margin less effect of PPP loan yield (Non-GAAP)3.96%3.86%
Acquired loan discount accretion and PPP loan yield, net:
Amount (included in interest income)$5,663$7,855
Effect on net interest margin (FTE)0.06%0.08%
Net interest margin less effect of acquired loan discount accretion and PPP yields, net (Non-GAAP)3.90%3.80%
Twelve months ended
(dollars in thousands)December 31, 2023December 31, 2022
Pre-tax pre-provision return on average assets or equity
Net income (GAAP)$117,390$125,419
Exclude provision for income taxes43,51548,488
Exclude provision for credit losses23,99018,470
Net income before income tax and provision expense (Non-GAAP)$184,895$192,377
Average assets (GAAP)$9,870,189$9,771,601
Average equity (GAAP)$1,102,436$1,074,437
Return on average assets (GAAP) (annualized)1.19%1.28%
Pre-tax pre-provision return on average assets (Non-GAAP) (annualized)1.87%1.97%
Return on average equity (GAAP) (annualized)10.65%11.67%
Pre-tax pre-provision return on average equity (Non-GAAP) (annualized)16.77%17.90%

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Twelve months ended
(dollars in thousands)December 31, 2023December 31, 2022
Return on tangible common equity
Average total shareholders' equity$1,102,436$1,074,437
Exclude average goodwill304,442287,904
Exclude average other intangibles13,61115,901
Average tangible common equity (Non-GAAP)$784,383$770,632
Net income (GAAP)$117,390$125,419
Exclude amortization of intangible assets, net of tax effect4,3094,461
Tangible net income available to common shareholders (Non-GAAP)$121,699$129,880
Return on average equity10.65%11.67%
Return on average tangible common equity (Non-GAAP)15.52%16.85%
Three months ended
(dollars in thousands)December 31, 2023December 31, 2022
Tangible shareholders' equity to tangible assets
Shareholders' equity (GAAP)$1,159,682$1,046,416
Exclude goodwill and other intangible assets, net314,994321,112
Tangible shareholders' equity (Non-GAAP)$844,688$725,304
Total assets (GAAP)$9,910,089$9,930,986
Exclude goodwill and other intangible assets, net314,994321,112
Total tangible assets (Non-GAAP)$9,595,095$9,609,874
Shareholders' equity to total assets (GAAP)11.70%10.54%
Tangible shareholders' equity to tangible assets (Non-GAAP)8.80%7.55%
Three months ended
(dollars in thousands)December 31, 2023December 31, 2022
Tangible common shareholders' equity per share
Tangible shareholders' equity (Non-GAAP)$844,688$725,304
Common shares outstanding at end of period33,268,10233,331,513
Common shareholders' equity (book value) per share (GAAP)$34.86$31.39
Tangible common shareholders' equity (tangible book value) per share (Non-GAAP)$25.39$21.76

Critical Accounting Policies and Estimates

In preparing the consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (GAAP), management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Actual results could differ significantly from those estimates.     Our most significant accounting policies and estimates and their related application are discussed below.

Allowance for Credit Losses

The Company’s method for assessing the appropriateness of the allowance for credit losses includes specific allowances for individually analyzed loans, formula allowance factors for pools of credits, and qualitative considerations which include, among other things, current and

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forecast economic and environmental factors (e.g., interest rates, growth, economic conditions, etc.). Allowance factors for loan pools were based on historical loss experience by product type and prior risk rating.

Management estimates the ACL balance using relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. Historical credit loss experience provides the basis for the estimation of expected credit losses, which captures loan balances as of a point in time to form a cohort, then tracks the respective losses generated by that cohort of loans over the remaining life. The Company has identified and accumulated loan cohort historical loss data beginning with the fourth quarter of 2008 and through the current period. In situations where the Company's actual loss history was not statistically relevant, the loss history of peers, defined as financial institutions with assets greater than three billion and less than ten billion, were utilized to create a minimum loss rate. Adjustments to historical loss information are made for differences in relevant current loan-specific risk characteristics, such as historical timing of losses relative to the loan origination.

In its current expected credit loss forecasting framework, the Company incorporates forward-looking information through the use of macroeconomic scenarios applied over the forecasted life of the assets. These macroeconomic scenarios incorporate variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to, changes in environmental conditions, such as California unemployment rates, household debt levels, and the pace of change in corporate bond yields. The Company also considers macroeconomic forecasts to estimate the ACL.

There is a greater chance that the Company would suffer a loss from a loan that was risk rated less than satisfactory than if the loan was last graded satisfactory. As such, the proper risk grading of loans in the portfolio is important to the determination of the calculation of and determination of adequacy of the allowance for credit losses. Utilizing the historical loss data described above, the Company applies reserve rates within any unique pool based on its loss and risk grade migration. Therefore, within any given pool, a larger loss estimation factor is applied to less than satisfactory loans as compared to those that the Company last graded as satisfactory. The resulting allowance for any pool is the sum of the calculated reserves determined in this manner.

Certain loans are not included in pools of loans that are collectively evaluated. The segregation of these loans is based on the results from analysis of individually identified credits that meet management’s criteria for individual evaluation. These loans are first reviewed individually to determine if such loans have a unique risk profile that would warrant individual evaluation. Loans where management has concluded that it is probable that the borrower will be unable to pay all amounts due under the original contractual terms are removed from the pools of loans collectively evaluated. They are then specifically reviewed and evaluated individually by management for loss potential by evaluating sources of repayment, including collateral as applicable, and a specified allowance for credit losses is established where necessary. By definition, any loan that management has placed on non-accrual is required to be individually evaluated, however, not all individually evaluated loans need to be placed on non-accrual.

Because current economic conditions and forecasts can change and future events make it inherently difficult to predict the anticipated amount of estimated credit losses on loans, management's determination of the appropriateness of the ACL, 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 move independently of one another, such that improvement in one or certain factors may offset deterioration in others. Thus, as a result of the significant size of the loan portfolio, the numerous assumptions in the model, and the high degree of potential change in such assumptions, there is a high degree of sensitivity to the reported amounts. Management believes that the ACL was adequate as of December 31, 2023.

Other Accounting Policies and Estimates that are Not Considered Critical

On an on-going basis, the Company evaluates its estimates, including those that may materially affect the financial statements and are related to investments, mortgage servicing rights, fair value measurements, retirement plans, intangible assets and the fair value of acquired assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company’s policies related to these estimates can be found in Note 1 in the financial statements at Part II, Item 8 of this report.

Geographical Descriptions

For the purpose of describing the geographical location of the Company’s operations, the Company has defined northern California as that area of California north of, and including, Stockton to the east and San Jose to the west; central California as that area of the state south of Stockton and San Jose, to and including, Bakersfield to the east and San Luis Obispo to the west; and southern California as that area of the state south of Bakersfield and San Luis Obispo.

Results of Operations

Average balances, including balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, certain performance measures including interest income, net interest income, net interest yield, and efficiency ratio are generally presented on a fully tax-equivalent (FTE)

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basis. The Company believes the use of these non-generally accepted accounting principles (non-GAAP) measures provides additional clarity in assessing its results.

Net Interest Income

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans, leases and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). The level of net interest income is primarily a function of the difference between the effective yield on our average interest-earning assets and the effective cost of our interest-bearing liabilities. These factors are influenced by the pricing and mix of interest-earning assets and interest-bearing liabilities which, in turn, are impacted by external factors such as local economic conditions, competition for loans and deposits, the monetary policy of the FRB and market interest rates. For further discussion, refer to “—Risk Factors – Risks Related to Interest Rates.” Following is a summary of the Company’s net interest income for the periods indicated (dollars in thousands):

Year ended December 31,
202320222021
Interest income$438,354$355,505$277,047
Interest expense(81,677)(9,529)(5,508)
Net interest income (not FTE)356,677345,976271,539
FTE adjustment1,5361,5601,071
Net interest income (FTE)$358,213$347,536$272,610
Net interest margin (FTE)3.96%3.88%3.58%
Acquired loans discount accretion:
Purchased loan discount accretion$5,651$5,465$8,091
Effect on average loan yield0.09%0.09%0.17%
Effect of purchased loan discount accretion on net interest margin (FTE)0.06%0.07%0.11%

Net interest income (FTE) during the year ended December 31, 2023 increased $10.7 million or 3.1% to $358.2 million compared against $347.5 million during the year ended December 31, 2022. The increased amount of net interest income reflects growth in total average loan balances outstanding and the correlated yields in both loans and investments during 2023. Average loan balances increased by $691 million or 11.7% from December 31, 2022. Meanwhile, the yield on interest earning assets was 4.87% and 3.98% for the years ended December 31, 2023 and 2022, respectively. This 89 basis point increase in total earning asset yield was primarily attributable to a 58 basis point increase in total loan yields and a 80 basis point increase in yields on total investments. Of the 58 basis point increase in loan yields, 7 basis points was attributable to increased volume in average loans outstanding, and 51 basis points from elevated interest rates. There was no change attributed to the accretion of purchased loan fees. The costs of total interest bearing liabilities increased 129 basis points to 1.48% during the year ended December 31, 2023, as compared to 0.19% for the year ended December 31, 2022. During the same period, costs associated with interest bearing deposits increased by 100 basis points to 1.10% as compared to 0.10% in the prior year. The increase in interest expense for the year ended December 31, 2023, as compared to the trailing year, was due to the increased rate environment for both the interest-bearing deposit expense and other borrowings interest expense.

Net interest income (FTE) during the year ended December 31, 2022 increased $74.9 million or 27.5% to $347.5 million compared against $272.6 million during the year ended December 31, 2021. The increased amount of net interest income reflects growth in both total average loan and investment balances outstanding and the correlated yields, during 2022. Average loan balances, inclusive of acquisitions, increased by $1.5 billion or 30.4% from December 31, 2021. The yield on interest earning assets was 3.98% and 3.65% for the years ended December 31, 2022 and 2021, respectively. This 33 basis point increase in total earning asset yield was primarily attributable to a 11 basis point decrease in total loan yields and a 85 basis point increase in yields on total investments. Of the 11 basis point decrease in yields on loans, a 3 basis point decline was attributable to decreases in market rates, as well as an 8 basis point benefit from the accretion of purchased loans. The costs of total interest bearing liabilities increased 6 basis points to 0.19% during the year ended December 31, 2022, as compared to 0.13% for the year ended December 31, 2021. During the same period, costs associated with interest bearing deposits increased by 2 basis points to 0.10% as compared to 0.08% in the prior year. The increase in interest expense for the year ended December 31, 2022, as compared to the trailing year, was due largely to the increased rate environment for both the interest-bearing deposit expense and other borrowings interest expense.

For more information related to loan interest income, including loan purchase discount accretion, see the Summary of Average Balances, Yields/Rates and Interest Differential and Note 27 to the consolidated financial statements at Part II, Item 8 of this report. The “Yield” and “Volume/Rate” tables shown below are useful in illustrating and quantifying the developments that affected net interest income during 2023 and 2022.

Summary of Average Balances, Yields/Rates and Interest Differential – Yield Tables

The following tables present, for the periods indicated, information regarding the Company’s consolidated average assets, liabilities and

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shareholders’ equity, the amounts of interest income from average earning assets and resulting yields, and the amount of interest expense paid on interest-bearing liabilities. Average loan balances include nonperforming loans. Interest income includes proceeds from loans on nonaccrual loans only to the extent cash payments have been received and applied to interest income. Yields on securities and certain loans have been adjusted upward to reflect the effect of income thereon exempt from federal income taxation at the statutory tax rate applicable during the period presented (dollars in thousands):

Year ended December 31,
202320222021
Average BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /Paid
Assets:
Loans$6,555,886$356,6985.44%$5,841,770$282,9854.84%$4,625,410$225,6264.88%
PPP Loans1,360120.88%24,5902,3909.72%250,39116,6436.65%
Investment securities—taxable2,272,30175,2033.31%2,459,03260,4992.46%1,914,78830,3521.59%
Investment securities—nontaxable (1)181,7666,6563.66%190,3396,7593.55%160,8634,6392.88%
Total investments2,454,06781,8593.34%2,649,37167,2582.54%2,075,65134,9911.69%
Cash at Federal Reserve and other banks26,4691,3214.99%452,3004,4320.98%663,8018580.13%
Total interest-earning assets9,037,782439,8904.87%8,968,031357,0653.98%7,615,253278,1183.65%
Other assets832,407803,570594,420
Total assets$9,870,189$9,771,601$8,209,673
Liabilities and shareholders’ equity:
Interest-bearing demand deposits$1,709,930$11,1900.65%$1,720,932$4520.03%$1,493,922$3270.02%
Savings deposits2,805,42431,4441.12%2,878,1893,3560.12%2,360,6051,2560.05%
Time deposits473,68812,4532.63%302,6198810.29%324,6361,7350.53%
Total interest-bearing deposits4,989,04255,0871.10%4,901,7404,6890.10%4,179,1633,3180.08%
Other borrowings430,73619,7124.58%33,4104211.26%43,236220.05%
Junior subordinated debt101,0646,8786.81%91,1384,4194.85%57,8442,1683.75%
Total interest-bearing liabilities5,520,84281,6771.48%5,026,2889,5290.19%4,280,2435,5080.13%
Noninterest-bearing deposits3,068,8393,492,7132,837,745
Other liabilities178,072178,163119,471
Shareholders’ equity1,102,4361,074,437972,214
Total liabilities and shareholders’ equity$9,870,189$9,771,601$8,209,673
Net interest spread (2)3.39%3.79%3.52%
Net interest income and interest margin (3)$358,2133.96%$347,5363.88%$272,6103.58%

(1)The fully-taxable equivalent (FTE) adjustment for interest income of non-taxable investment securities was $1,536, $1,560, and $1,070 for the years ended December 31, 2023, 2022 and 2021, respectively.

(2)Net interest spread represents the average yield earned on interest-earning assets less the average rate paid on interest-bearing liabilities.

(3)Net interest margin is computed by dividing net interest income by total average earning assets.

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Summary of Changes in Interest Income and Expense due to Changes in Average Asset and Liability Balances and Yields Earned and Rates Paid – Volume/Rate Tables

The following table sets forth a summary of the changes in the Company’s interest income and interest expense from changes in average asset and liability balances (volume) and changes in average interest rates for the periods indicated. Changes applicable to both rate and volume have been included in the rate variance. Amounts are calculated on a fully taxable equivalent basis:

2023 over 20222022 over 2021
VolumeRateTotalVolumeRateTotal
Increase (decrease) in interest income:
Loans$32,305$39,029$71,334$114,211$(71,105)$43,106
Investment securities—taxable(304)202(102)8,65321,49430,147
Investment securities—nontaxable(4,594)19,29814,7048491,2702,119
Cash at Federal Reserve and other banks(4,173)1,062(3,111)(275)3,8493,574
Total interest-earning assets23,23459,59182,825123,438(44,492)78,946
Increase (decrease) in interest expense:
Interest-bearing demand deposits(3)10,74110,7384580125
Savings deposits(87)28,17528,0882591,8412,100
Time deposits49611,07611,572(117)(737)(854)
Other borrowings5,00614,28519,291(5)404399
Junior subordinated debt4811,9782,4591,2491,0022,251
Total interest-bearing liabilities5,89366,25572,1481,4312,5904,021
Increase (decrease) in net interest income$17,341$(6,664)$10,677$122,007$(47,082)$74,925

Year Over Year Balance Sheet Change

Ending balancesAs of December 31,% Change
($’s in thousands)20232022$ Change
Total assets$9,910,089$9,930,986$(20,897)(0.2)%
Total loans6,794,4706,450,447344,0235.3%
Total loans, excluding PPP6,793,3346,448,845344,4895.3%
Total investments2,305,8822,633,269(327,387)(12.4)%
Total deposits7,834,0388,329,013(494,975)(5.9)%
Total other borrowings$632,582$264,605$367,977139.1%

Provision for Credit Losses

The provision for credit losses during any period is the sum of the allowance for credit losses required at the end of the period and any net charge-offs during the period, less the allowance for credit losses required at the beginning of the period, and less any recoveries during the period. See the Tables labeled “Allowance for Credit Losses – December 31, 2023 and 2022” at Note 5 in Item 8 of Part II of this report for the components that make up the provision for credit losses for the years ended December 31, 2023 and 2022.

The Company recorded a provision for credit losses of $24.0 million during the year ended December 31, 2023, versus $18.5 million during the trailing year end. The increase in required provisioning during 2023 was largely attributed to elevated qualitative reserves driven by CA unemployment trends and rising Corporate BBB bond yields, and to a lesser extent, organic loan and lease growth.

The Company recorded a provision for credit losses of $18.5 million during the year ended December 31, 2022, versus a reversal of credit losses totaling $6.8 million during the trailing year end. The increase in required provisioning during 2022 was largely attributed to the $10.8 million in day 1 required reserves from loans acquired in connection with the VRB merger in the first quarter of 2022. Additionally, the Company designated certain loans and leases purchased from VRB as PCD, which required $2.0 million in additional credit reserves as of the acquisition date. For PCD loans and leases, the initial estimate of expected credit losses is recognized in the ACL on the date of acquisition using the same methodology as other loans and leases held-for-investment. The remaining increase in the allowance for credit losses was the result of changes in loan volume and changes in credit quality associated with levels of classified, past due and non-performing loans in addition to changes in qualitative factors.

Net charge-offs for the year ended December 31, 2023 totaled $6.6 million, as compared to net recoveries of $0.3 million for the year ended December 31, 2022. Total nonperforming loans increased by 13 basis points to 0.46% of total loans at December 31, 2023 from 0.33% of total loans at December 31, 2022. For further details of the change in nonperforming loans during the period ended December 31, 2023 see the Tables, and associated narratives, labeled “Changes in nonperforming assets during the year ended December 31, 2023” and “Changes

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in nonperforming assets during the three months ended December 31, 2023” under the heading “Asset Quality and Non-Performing Assets” below.

The following table summarizes the components of the provision for (benefit to) credit losses during the periods indicated (dollars in thousands):

Year ended December 31,
(dollars in thousands)202320222021
Provision for (reversal of) allowance for credit losses$22,455$17,945$(7,165)
Change in reserve for unfunded loan commitments1,535525390
Total provision for (reversal of) credit losses$23,990$18,470$(6,775)

The provision for credit losses is based on management’s evaluation of inherent risks in the loan portfolio and a corresponding analysis of the allowance for credit losses. Additional discussion on loan quality, our procedures to measure loan impairment, and the allowance for credit losses is provided under the heading “Asset Quality and Non-Performing Assets” below.

Non-interest Income

The following table summarizes the Company’s non-interest income for the periods indicated (dollars in thousands):

Year Ended December 31,
202320222021
ATM and interchange fees$26,459$26,767$25,356
Service charges on deposit accounts17,59516,53614,013
Other service fees4,7324,2743,570
Mortgage banking service fees1,8081,8871,881
Change in value of mortgage loan servicing rights(506)301(872)
Total service charges and fees50,08849,76543,948
Asset management and commission income3,1503,9863,668
Increase in cash value of life insurance4,5172,8582,775
Gain on sale of loans1,1662,3429,580
Lease brokerage income441820746
Sale of customer checks1,3831,167459
Loss on sale of investment securities(284)
Gain (loss) on marketable equity securities36(340)(86)
Other9032,4482,574
Total other non-interest income11,31213,28119,716
Total non-interest income$61,400$63,046$63,664

Non-interest income decreased $1.6 million or 2.6% to $61.4 million during the year ended December 31, 2023, as compared to $63.0 million during the year ended December 31, 2022. During 2023, total service charges and fees increased $0.3 million which is net of approximately $0.9 million in waived or reversed fees related to the network outage that occurred in the first quarter of the year. Mortgage origination related activity has declined year over year due to elevated interest rates, as the income recorded from the sale of loans was down $1.2 million or 50.2%. Changes in interest rates also led to a decline in fair value of mortgage servicing rights during the twelve months ended December 31, 2023, which decreased by $0.8 million or 268.1%, as compared to the trailing twelve month period ended. Other income declined $1.5 million or 63.1%, $0.6 million of which is attributed to fees from the sale of deposits during the fourth quarter of 2022.

Non-interest income decreased by $0.6 million or 1.0% to $63.0 million during the twelve months ended December 31, 2022, compared to $63.6 million during the same period ended December 31, 2021. Generally, the increases in recurring non-interest income service charges and fees reflected during 2022 is the result of the VRB merger closing in March of 2022, and therefore, not reflected in 2021 operating results. As an offset, increases in interest rates during 2022 led to significant declines in mortgage lending related activity, resulting in a decrease of $7.2 million in gain from the sale of loans, as compared to the trailing year then ended.

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Non-interest Expense

The following table summarizes the Company’s other non-interest expense for the periods indicated (dollars in thousands):

Year Ended December 31,
202320222021
Base salaries, net of deferred loan origination costs$94,564$84,861$69,844
Incentive compensation15,55717,90814,957
Benefits and other compensation costs25,67427,08321,550
Total salaries and benefits expense135,795129,852106,351
Occupancy16,13515,49314,910
Data processing and software18,93314,66013,985
Equipment5,6445,7335,358
Intangible amortization6,1186,3345,464
Advertising3,5313,6942,899
ATM and POS network charges7,0806,9846,040
Professional fees7,3584,3923,657
Telecommunications2,5472,2982,253
Regulatory assessments and insurance5,2763,1422,581
Merger and acquisition expenses6,2531,523
Postage1,2361,147710
Operational losses2,4441,000964
Courier service1,8512,0131,214
Gain on sale or acquisition of foreclosed assets(133)(481)(233)
Loss (gain) loss on disposal of fixed assets23(1,070)(439)
Other miscellaneous expense19,34415,20111,038
Total other non-interest expense97,38786,79371,924
Total non-interest expense$233,182$216,645$178,275
Average full-time equivalent staff1,2141,1691,039

Total non-interest expense increased $16.5 million or 7.6% to $233.2 million during the year ended December 31, 2023, as compared to $216.6 million for the comparative period in 2022, for reasons primarily associated with the acquisition of Valley Republic Bank in March of 2022 which resulted in expense increases for nearly every identified category. Merger and acquisition expenses associated with this acquisition totaled $6.2 million for the twelve-month period ended 2022. Regulatory assessment charges also increased by approximately $1.2 million during 2023 as a result of increases in assessment rates. Other miscellaneous expenses also increased by $4.1 million in 2023 due to, among other things, changes in regulatory requirements which resulted in an estimated $0.8 million in refunds to customers previously charged non-sufficient funds fees, changes in the valuation of other real estate owned which contributed to $0.9 million in variance from the prior year, and other increases generally associated with increased operational costs.

Non-interest expense increased by $38.3 million or 21.5% to $216.6 million during the year ended December 31, 2022 as compared to $178.2 million for the trailing twelve month period. Generally, the increases in recurring non-interest expenses and FTEs during 2022 is the result of the VRB merger closing in March of 2022, and therefore, not reflected in 2021 operating results.

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The provisions for income taxes applicable to income before taxes for the years ended December 31, 2023, 2022 and 2021 differ from amounts computed by applying the statutory Federal income tax rates to income before taxes. The effective tax rate and the statutory federal income tax rate are reconciled as follows:

Year Ended December 31,
202320222021
Federal statutory income tax rate21.0%21.0%21.0%
State income taxes, net of federal tax benefit7.97.97.9
Tax-exempt interest on municipal obligations(0.7)(0.7)(0.5)
Tax-exempt life insurance related income(0.4)(0.4)(0.5)
Low income housing and other tax credits(6.6)(3.7)(2.6)
Low income housing tax credit amortization5.63.62.2
Compensation and benefits0.3(0.2)(0.1)
Non-deductible merger expenses0.10.1
Other(0.1)0.30.6
Effective Tax Rate27.0%27.9%28.1%

The effective tax rate on income was 27.0%, 27.9%, and 28.1% in 2023, 2022, and 2021, respectively. The effective tax rate was greater than the Federal statutory rates of 21% due to the combination of state tax expenses of 7.9%. The impact of Federal and state tax expenses were partially offset by Federal tax-exempt interest income of $5.6 million, $5.5 million, and $3.1 million, respectively, Federal and State tax-exempt income of $3.1 million, $3.2 million, and $3.5 million, respectively, from increase in cash value and gain on death benefit of life insurance, and low income housing tax credits and losses, net of amortization of $1.5 million, $0.2 million, and $0.6 million, respectively. The low-income housing tax credits and the equity compensation excess tax benefits represent direct reductions in tax expense. The items noted above resulted in an effective combined Federal and State income tax rate that differed from the combined Federal and State statutory income tax rate of approximately 29.6% during the three years ended 2023, 2022 and 2021.

Financial Condition

Restricted Equity Securities

Restricted equity securities were $17.2 million at December 31, 2023 and December 31, 2022. The entire balance of restricted equity securities at December 31, 2023 and 2022 represents the Bank’s investment in the Federal Home Loan Bank of San Francisco (“FHLB”).

FHLB stock is carried at par and does not have a readily determinable fair value. While technically these are considered equity securities, there is no market for the FHLB stock. Therefore, the shares are considered as restricted investment securities. Management periodically evaluates FHLB stock for other-than-temporary impairment. Management’s determination of whether these investments are impaired is based on its assessment of the ultimate recoverability of cost rather than by recognizing temporary declines in value. The determination of whether a decline affects the ultimate recoverability of cost is influenced by criteria such as (1) the significance of any decline in net assets of the FHLB as compared to the capital stock amount for the FHLB and the length of time this situation has persisted, (2) commitments by the FHLB to make payments required by law or regulation and the level of such payments in relation to the operating performance of the FHLB, (3) the impact of legislative and regulatory changes on institutions and, accordingly, the customer base of the FHLB, and (4) the liquidity position of the FHLB.

As a member of the FHLB system, the Bank is required to maintain a minimum level of investment in FHLB stock based on specific percentages of its outstanding mortgages, total assets, or FHLB advances. The Bank may request redemption at par value of any stock in excess of the minimum required investment. Stock redemptions are at the discretion of the FHLB.

Loans

The Bank concentrates its lending activities in four principal areas: real estate mortgage loans (residential and commercial loans), consumer loans, commercial loans (including agricultural loans), and real estate construction loans.  The interest rates charged for the loans made by the Bank vary with the degree of risk, the size and maturity of the loans, the borrower’s relationship with the Bank and prevailing money market rates indicative of the Bank’s cost of funds.

The majority of the Bank’s loans are direct loans made to individuals, farmers and local businesses. The Bank relies substantially on local promotional activity and personal contacts by bank officers, directors and employees to compete with other financial institutions. The Bank makes loans to borrowers whose applications include a sound purpose, a viable repayment source and a plan of repayment established at inception and generally backed by a secondary source of repayment.

Loan Portfolio Composition

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The following table shows the Company’s loan balances, including net deferred loan fees, at the dates indicated:

Year ended December 31,
(dollars in thousands)202320222021
Commercial real estate4,394,802$4,359,083$3,306,054
Consumer1,313,2681,240,7431,071,551
Commercial and industrial, excluding PPP585,319568,319198,208
SBA PPP loans1,1361,60261,147
Construction347,198211,560222,281
Agriculture production144,49761,41450,811
Leases8,2507,7266,572
Total loans$6,794,470$6,450,447$4,916,624
Allowance for credit losses$(121,522)$(105,680)$(85,376)

The Company did not purchase any loans during 2023. During the year ended 2022, the Company acquired loans totaling $773.3 million in connection with the merger with VRB in March of 2022, inclusive of approximately $68.5 million in loans with credit deterioration. During 2021, the Company purchased pools of SFR 1-4 1st DT (consumer) loans totaling approximately $101.5 million inclusive of loan premiums. As of December 31, 2023 and 2022, the total remaining balances outstanding from these purchases equaled approximately $664.1 million and $804.3 million, respectively.

The following table shows the Company’s loan balances, including net deferred loan fees, as a percentage of total loans at the dates indicated:

Year ended December 31,
(dollars in thousands)202320222021
Commercial real estate64.7%67.6%67.2%
Consumer19.3%19.2%21.8%
Commercial and industrial8.7%8.8%5.3%
Construction5.1%3.3%4.5%
Agriculture production2.1%1.0%1.1%
Leases0.1%0.1%0.1%
Total loans100%100%100%
Allowance for credit losses1.79%1.64%1.74%

At December 31, 2023, loans including net deferred loan costs, totaled $6.8 billion which was a 5.3% or $344.0 million increase over the balance at the end of December 31, 2022. At December 31, 2022, loans including net deferred loan costs, totaled $6.5 billion, which was a 31.2% or $1.5 billion increase over the balance at the end of December 31, 2021.

From time to time the Bank may be presented with the opportunity to purchase individual or pools of loans in whole or in part outside of a transaction that would be considered a business combination. As of December 31, 2023 and 2022, the outstanding carrying value of purchased loans that were not acquired in a business combination totaled $159.1 million and $167.0 million, respectively.

Asset Quality and Nonperforming Assets

Nonperforming Assets

The following tables set forth the amount of the Bank’s nonperforming assets as of the dates indicated. “Performing non-accrual loans” are loans that may be current for both principal and interest payments, or are less than 90 days past due, but for which payment in full of both

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principal and interest is not expected, and are not well secured and in the process of collection:

December 31,
(dollars in thousands)20232022202120192018
Performing nonaccrual loans$25,380$19,543$27,713$22,896$11,266
Nonperforming nonaccrual loans6,5011,7702,6373,9685,579
Total nonaccrual loans31,88121,31330,35026,86416,845
Loans 90 days past due and still accruing10819
Total nonperforming loans31,89121,32130,35026,86416,864
Foreclosed assets2,7053,4392,5942,8442,541
Total nonperforming assets$34,596$24,760$32,944$29,708$19,405
U.S. government, including its agencies and its government-sponsored agencies, guaranteed portion of nonperforming loans$877$225$756$811$992
Nonperforming assets to total assets0.35%0.25%0.38%0.39%0.30%
Nonperforming loans to total loans0.47%0.33%0.61%0.56%0.39%
Allowance for credit losses to nonperforming loans381%516%281%342%182%

Changes in nonperforming assets during the year ended December 31, 2023

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2023:

(in thousands)Balance at December 31, 2022AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2023
Commercial real estate:
CRE non-owner occupied$1,739$1,268$(983)$$$2,024
CRE owner occupied4,93815,884(13,142)(3,636)(50)3,994
Multifamily125(125)
Farmland1,77214,843(2,131)14,484
Total commercial real estate loans8,57431,995(16,381)(3,636)(50)20,502
Consumer:
SFR 1-4 1st DT4,220943(2,247)(105)2,811
SFR HELOCs and junior liens3,1551,979(1,496)(67)3,571
Other76345(134)(182)105
Total consumer loans7,4513,267(3,877)(249)(105)6,487
Commercial and industrial3,5269,014(6,148)(3,879)2,513
Construction491(424)67
Agriculture production1,2794,340(3,298)2,321
Leases
Total nonperforming loans21,32148,616(30,128)(7,764)(155)31,890
Foreclosed assets3,43965(323)(631)1552,705
Total nonperforming assets$24,760$48,681$(30,451)$(8,395)$$34,595

The table above does not include deposit overdraft charge-offs.

Nonperforming assets increased by $9.8 million (39.7%) to $34.6 million at December 31, 2023 from $24.8 million at December 31, 2022. The increase in nonperforming assets during 2023 was the result of additions totaling $48.7 million, partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $30.1 million, and net charge-offs of $7.8 million.

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Changes in nonperforming assets during the year ended December 31, 2022

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2022:

(in thousands)Balance at December 31, 2021AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2022
Commercial real estate:
CRE non-owner occupied$7,899$2,214$(8,374)$$$1,739
CRE owner occupied5,0363,861(3,675)(284)4,938
Multifamily4,457(4,332)125
Farmland3,0202,498(3,139)(294)(313)1,772
Total commercial real estate loans20,4128,573(19,520)(294)(597)8,574
Consumer:
SFR 1-4 1st DT3,5962,005(1,003)(378)4,220
SFR HELOCs and junior liens3,8012,578(2,827)(22)(375)3,155
Other71164(35)(124)76
Total consumer loans7,4684,747(3,865)(146)(753)7,451
Commercial and industrial2,4153,741(1,933)(697)3,526
Construction55464(28)491
Agriculture production5,373(4,094)1,279
Leases
Total nonperforming loans30,35022,898(29,440)(1,137)(1,350)21,321
Foreclosed assets2,594203(708)1,3503,439
Total nonperforming assets$32,944$23,101$(30,148)$(1,137)$$24,760

The table above does not include deposit overdraft charge-offs.

Nonperforming assets decreased by $8.1 million or 24.8% to $24.8 million at December 31, 2022 from $32.9 million at December 31, 2021. The decrease in nonperforming assets during 2022 was the result of net paydowns, sales or upgrades of nonperforming loans to performing status totaling $29.4 million, which was partially offset by $22.9 million of additions to non-performing loans and net charge-offs of $1.1 million.

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Changes in nonperforming assets during the three months ended December 31, 2023

The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2023:

(in thousands)Balance at September 30, 2023AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2023
Commercial real estate:
CRE non-owner occupied$1,105$921$(2)$$$2,024
CRE owner occupied3,898247(73)(28)(50)3,994
Multifamily
Farmland11,7073,009(232)14,484
Total commercial real estate loans16,7104,177(307)(28)(50)20,502
Consumer:
SFR 1-4 1st DT2,88453(126)2,811
SFR HELOCs and junior liens3,158602(165)(24)3,571
Other15616(51)(16)105
Total consumer loans6,198671(342)(40)6,487
Commercial and industrial2,950685(546)(576)2,513
Construction71(4)67
Agriculture production3,8701,000(2,549)2,321
Leases
Total nonperforming loans29,7996,533(3,748)(644)(50)31,890
Foreclosed assets2,852(197)502,705
Total nonperforming assets$32,651$6,533$(3,945)$(644)$$34,595

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets increased during the fourth quarter by $1.9 million or 5.8% to $34.6 million at December 31, 2023 compared to $32.7 million at September 30, 2023. The increase in nonperforming assets during the fourth quarter of 2023 was the result of new nonperforming loans of $6.5 million, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $3.7 million, and net charge-offs of $0.6 million in non-performing loans.

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Changes in nonperforming assets during the three months ended December 31, 2022

The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2022:

(in thousands)Balance at September 30, 2022AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2022
Commercial real estate:
CRE non-owner occupied$2,032$$(293)$$$1,739
CRE owner occupied1,7783,213(53)4,938
Multifamily132(7)125
Farmland6951,772(695)1,772
Total commercial real estate loans4,6374,985(1,048)8,574
Consumer:
SFR 1-4 1st DT3,2551,283(99)(219)4,220
SFR HELOCs and junior liens3,365486(674)(22)3,155
Other6123(7)(1)76
Total consumer loans6,6811,792(780)(23)(219)7,451
Commercial and industrial6603,030(114)(50)3,526
Construction120379(8)491
Agriculture production5,373(4,094)1,279
Leases
Total nonperforming loans17,47110,186(6,044)(73)(219)21,321
Foreclosed assets3,44192(313)2193,439
Total nonperforming assets$20,912$10,278$(6,357)$(73)$$24,760

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets increased during the fourth quarter of 2022 by $3.8 million or 18.4% to $24.7 million at December 31, 2022 compared to $20.9 million at September 30, 2022. The increase in nonperforming assets during the fourth quarter of 2022 was the result of new nonperforming loans of $10.2 million, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $6.0 million, and net charge-offs of $0.1 million in non-performing loans.

Allowance for Credit Losses - Investment Securities

The Company evaluates available for sale debt securities in an unrealized loss position to determine whether the decline in the fair value below the amortized cost basis (impairment) is due to credit-related factors or noncredit-related factors. Any impairment that is not credit related is recognized in other comprehensive income, net of applicable taxes. Credit-related impairment is recognized as an allowance for credit losses on the balance sheet, limited to the amount by which the amortized cost basis exceeds the fair value, with a corresponding adjustment to earnings. Both the allowance for credit losses and the adjustment to net income may be reversed if conditions change. However, if the Company intends to sell an impaired available for sale debt security or more likely than not will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount is recognized in earnings with a corresponding adjustment to the security's amortized cost basis. During the years ended December 31, 2023 and 2022, no allowance for credit losses nor impairment recognized in earnings related to available for sale investment securities was recorded.

Allowance for Credit Losses - Held to Maturity Investment Securities

In addition to credit losses associated with the Company's loan portfolio, the CECL standard requires that loss estimates be developed for securities classified as held-to-maturity (HTM). As of December 31, 2023, the Company's HTM investment portfolio had a carrying value of approximately $133.5 million and was comprised of $130.8 million in obligations backed by U.S. government agencies and $2.7 million in obligations of states and political subdivisions. As the 97.9% of the HTM portfolio consisted of investment securities where payment performance has an implicit or explicit guarantee from the U.S. government and where no history of credit losses exist, management believes that indicators for zero loss are present and therefore, no loss reserves were recognized in conjunction with the adoption of the CECL standard. Further, management separately evaluated its HTM investment securities from obligations of state and political subdivisions utilizing the historical loss data represented by similar securities over a period of time spanning nearly 50 years. Based on this evaluation, management determined that the expected credit losses associated with these securities is less than significant for financial reporting purposes. Therefore, during the year ended December 31, 2023 as 2022, no allowance for credit losses related to HTM securities was recorded.

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Allowance for Credit Losses - Unfunded Commitments

The estimated credit losses associated with these unfunded lending commitments is calculated using the same models and methodologies noted above and incorporate utilization assumptions at the estimated time of default. While the provision for credit losses associated with unfunded commitments is included in "provision for (benefit from) credit losses" on the consolidated statement of income, the reserve for unfunded commitments is maintained on the consolidated balance sheet in other liabilities.

The Components of the Allowance for Credit Losses

The following table sets forth the Bank’s allowance for credit losses related to loans as of the dates indicated (dollars in thousands):

December 31,
(dollars in thousands)20232022202120202019
Allowance for credit losses:
Qualitative and forecast factor allowance$84,291$70,777$59,855$61,935$12,146
Quantitative (Cohort) model allowance reserves34,13932,48924,53928,46217,529
Total allowance for credit losses118,430103,26684,39490,39729,675
Allowance for individually evaluated loans3,0922,4149821,450935
Allowance for PCI loan lossesn/an/an/an/a6
Total allowance for credit losses$121,522$105,680$85,376$91,847$30,616
Ratio of allowance for credit losses to gross loans1.79%1.64%1.74%1.93%0.71%

Based on the current conditions of the loan portfolio, management believes that the $121.5 million allowance for credit losses at December 31, 2023 is adequate to absorb probable losses inherent in the Bank’s loan portfolio. No assurance can be given, however, that adverse economic conditions or other circumstances will not result in increased losses in the portfolio.

The Company utilizes a forecast period of approximately eight quarters and obtains the forecast data from publicly available sources as of the balance sheet date. This forecast data continues to evolve and includes improving shifts in the magnitude of changes for both the unemployment and GDP factors leading up to the balance sheet date. Despite continued declines on a year over year comparative basis, core inflation remains elevated from wage pressures, and higher living costs such as housing, energy and food prices resulting in a rising rate environment for nearly all of 2023. Management notes the rapid intervals of rate increases by the Federal Reserve may create repricing risk for certain borrowers and continued inversion of the yield curve, creates informed expectations of the US potentially entering a recession within 12 months. While projected cuts in interest rates from the Federal Reserve during 2024 may improve this outlook, the uncertainty associated with the extent and timing of these potential reductions has inhibited a material benefit to forecasted reserve levels. As a result, management continues to believe that certain credit weaknesses are likely present in the overall economy and that it is appropriate to cautiously maintain a reserve level that incorporates such risk factors.

The following table summarizes the allocation of the allowance for credit losses between loan types:

December 31,
(in thousands)20232022202120202019
Commercial real estate$68,864$61,381$51,140$53,693$11,995
Consumer27,45324,63923,47425,14810,084
Commercial and industrial12,75013,5973,8624,2524,867
Construction8,8565,1425,6677,5403,388
Agriculture production3,5899061,2151,209261
Leases101518521
Total allowance for credit losses$121,522$105,680$85,376$91,847$30,616

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The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of the total allowance for credit losses:

December 31,
20232022202120202019
Commercial real estate56.7%58.1%59.9%58.5%39.2%
Consumer22.6%23.3%27.5%27.4%32.9%
Commercial and industrial10.5%12.9%4.5%4.6%15.9%
Construction7.3%4.9%6.6%8.2%11.0%
Agriculture production3.0%0.9%1.4%1.3%0.9%
Leases%%0.1%%0.1%
Total allowance for credit losses100.0%100.0%100.0%100.0%100.0%

The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of total loans in each of the loan categories listed:

December 31,
20232022202120202019
Commercial real estate1.57%1.41%1.55%1.82%0.42%
Consumer2.09%1.99%2.19%2.62%1.05%
Commercial and industrial2.17%2.39%1.49%0.81%1.81%
Construction2.55%2.43%2.55%2.65%1.36%
Agriculture production2.48%1.48%2.39%2.74%1.82%
Leases0.12%0.19%0.27%0.13%1.63%
Total allowance for credit losses1.79%1.64%1.74%1.93%0.71%

The following tables summarize the net charge-off (recovery) activity in the allowance for credit/loan losses as a percentage of loans for the years indicated (dollars in thousands):

Year ended December 31,
Ratios:20232022202120202019
Net charge-offs (recoveries) during period to average loans outstanding during period
Commercial real estate:
CRE non-owner occupied%%%0.01%(0.09)%
CRE owner occupied0.38%%(0.11)%%0.13%
Multifamily%%%%%
Farmland%0.01%0.07%0.12%%
Consumer:
SFR 1-4 1st DT liens(0.02)%%0.02%(0.08)%(0.01)%
SFR HELOCs and junior liens(0.01)%%0.33%(0.06)%(0.26)%
Other0.50%0.20%0.32%0.41%0.54%
Commercial and industrial0.60%0.17%0.28%0.04%0.64%
Construction%%0.01%%%
Agriculture production%%(0.05)%(0.05)%(0.02)%
Leases%%%%%
Provision for (benefit from) credit losses to average loans outstanding during period0.35%0.29%(0.15)%0.92%(0.04)%
Allowance for credit losses to loans at year-end1.79%1.64%1.74%1.93%0.71%

Generally, losses are triggered by non-performance by the borrower and calculated based on any difference between the current loan amount and the current value of the underlying collateral less any estimated costs associated with the disposition of the collateral.

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Foreclosed Assets, Net of Allowance for Losses

The following tables detail the components and summarize the activity in foreclosed assets, net of allowances for losses for the years indicated (dollars in thousands):

Balance at December 31, 2022AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2023
Land & Construction$154$$$$$154
Residential real estate1,709105(127)(14)1,673
Commercial real estate1,57650(79)(669)878
Total foreclosed assets$3,439$155$$(206)$(683)$2,705
Balance at December 31, 2021AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2022
Land & Construction$154$313$$(313)$$154
Residential real estate1,257751(392)931,709
Commercial real estate1,1832831101,576
Total foreclosed assets$2,594$1,347$$(705)$203$3,439

Deposit Portfolio Composition

The following table shows the Company’s deposit balances at the dates indicated:

Year ended December 31,
(dollars in thousands)202320222021
Noninterest-bearing demand$2,722,689$3,502,095$2,979,882
Interest-bearing demand1,731,8141,718,5411,568,682
Savings2,682,0682,884,3782,520,959
Time certificates, over $250,000250,18046,35044,652
Other time certificates447,287177,649252,984
Total deposits$7,834,038$8,329,013$7,367,159

Total uninsured deposits were estimated to be approximately $2.4 billion and $2.7 billion at December 31, 2023 and 2022, respectively.

Long-Term Debt

See Note 13 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s other borrowings and long-term debt.

Junior Subordinated Debt

See Note 14 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s junior subordinated debt.

Equity

See Note 16 and Note 26 in the consolidated financial statements at Part II, Item 8 of this report for a discussion of shareholders’ equity and regulatory capital, respectively. Management believes that the Company’s capital is adequate to support anticipated growth, meet the cash dividend requirements of the Company and meet the future risk-based capital requirements of the Bank and the Company.

On February 25, 2021 the Board of Directors approved the authorization to repurchase up to 2,000,000 shares of the Company's common stock (the 2021 Repurchase Plan), which approximated 6.7% of the shares outstanding as of the approval date. In connection with approval of the 2021 Repurchase Plan, the Company’s previous repurchase program adopted on November 12, 2019 (the 2019 Repurchase Plan) was terminated. The following table shows the repurchases made by the Company during 2023 under the 2021 Plan:

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PeriodTotal number of shares purchasedAverage price paid per shareMaximum number of shares remaining that may yet be purchased under the 2021 Plan
January 1, 2023 - December 31, 2023150,000$46.501,209,802

We repurchased no shares of the Company's common stock during the quarter ended December 31, 2023.

Market Risk Management

Overview. The goal for managing the assets and liabilities of the Bank is to maximize shareholder value and earnings while maintaining a high quality balance sheet without exposing the Bank to undue interest rate risk. The Board of Directors has overall responsibility for the Company’s interest rate risk management policies. The Bank has an Asset and Liability Management Committee which establishes and monitors guidelines to control the sensitivity of earnings and the fair value of certain assets and liabilities as may be caused by changes in interest rates. The Company does not hold any financial instruments that are not maintained in US dollars and is not party to any contracts that may be settled or repaid in a denomination other than US dollars.

Asset/Liability Management. Activities involved in asset/liability management include but are not limited to lending, accepting and placing deposits, investing in securities and issuing debt. Interest rate risk is the primary market risk associated with asset/liability management. Sensitivity of earnings to interest rate changes arises when yields on assets change in a different time period or in a different amount from that of interest costs on liabilities. To mitigate interest rate risk, the structure of the balance sheet is managed with the goal that movements of interest rates on assets and liabilities are correlated and contribute to earnings even in periods of volatile interest rates. The asset/liability management policy sets limits on the acceptable amount of variance in net interest margin and market value of equity under changing interest environments. Market value of equity is the net present value of estimated cash flows from the Bank’s assets, liabilities and off-balance sheet items. The Bank uses simulation models to forecast net interest margin and market value of equity.

Simulation of net interest margin and market value of equity under various interest rate scenarios is the primary tool used to measure interest rate risk. The Bank estimated the potential impact of changing interest rates on net interest margin and market value of equity using computer-modeling techniques. A balance sheet forecast is prepared using inputs of actual loan, securities and interest-bearing liability (i.e. deposits/borrowings) positions as the beginning base.

In the simulation of net interest income and market value of equity, the forecast balance sheet is processed against various interest rate scenarios. These various interest rate scenarios include a flat rate scenario, which assumes interest rates are unchanged in the future, and rate ramp and or shock scenarios including -300, -200, -100, +100, +200, and +300 basis points around the flat scenario. At December 31, 2023, the overnight Federal funds rate, the rate primarily used in these interest rate shock scenarios, was 5.25%. These scenarios assume that 1) interest rates increase or decrease evenly (in a “ramp” fashion) over a twelve-month period and remain at the new levels beyond twelve months or 2) that interest rates change instantaneously (“shock”). The simulation results shown below assume no changes in the structure of the Company’s balance sheet over the twelve months being measured.

The following table summarizes the estimated effect on net interest income and market value of equity to changing interest rates as measured against a flat rate (no interest rate change) instantaneous shock scenario over a twelve month period utilizing the Company's specific mix of interest earning assets and interest bearing liabilities as of December 31, 2023.

Interest Rate Risk Simulations:Change in InterestRates (Basis Points)Estimated Change in Net Interest Income (NII) (as % of NII)Estimated Change in Market Value of Equity (MVE) (as % of MVE)
+300 (shock)(8.9)%(9.9)%
+200 (shock)(6.0)%(7.0)%
+100 (shock)(2.8)%(2.5)%
+ 0 (flat)
-100 (shock)0.7%(2.0)%
-200 (shock)1.1%(7.1)%
-300 (shock)1.9%(17.6)%

These simulations indicate that given a “flat” balance sheet size scenario, and if interest-bearing checking, savings and money market interest rates track the general interest rate changes by the rate shock values listed above, the Company’s balance sheet is slightly liability sensitive over a twelve month time horizon for both a rates up and rates down shock scenario. “Asset sensitive” implies that net interest income increases when interest rates rise and decrease when interest rates decrease. “Liability sensitive” implies that net interest income decreases when interest rates rise and increase when interest rates decrease. “Neutral sensitivity” implies that net interest income does not

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change when interest rates change. The asset liability management policy limits aggregate market risk, as measured in this fashion, to an acceptable level within the context of risk-return trade-offs.

The simulation results noted above do not incorporate any management actions that might moderate the negative consequences of interest rate deviations. In addition, the simulation results noted above contain various assumptions such as a flat balance sheet, and the rate that deposit interest rates change instantaneously as general interest rates change. Therefore, they do not reflect likely actual results, but serve as estimates of interest rate risk. More specifically, the Company's pre-existing low cost of funds, and the presumption that depositors will not accept a negative rate environment, does not allow management the ability to meaningfully adjust the cost of deposits below zero. In addition, many of the Company's loans and investment securities are considered fixed rate interest earning assets. Therefore, in an instantaneous upward rate shock scenario, management would expect the cost of interest bearing liabilities to reprice faster than interest earning assets.

As with any method of measuring interest rate risk, certain shortcomings are inherent in the method of analysis presented in the preceding tables. For example, although certain of the Company’s assets and liabilities may have similar maturities or repricing time frames, they may react in different degrees to changes in market interest rates. In addition, the interest rates on certain of the Company’s asset and liability categories may precede, or lag behind, changes in market interest rates. Also, the actual rates of prepayments on loans and investments could vary significantly from the assumptions utilized in deriving the results as presented in the preceding tables. Further, a change in U.S. Treasury rates accompanied by a change in the shape of the treasury yield curve could result in different estimations from those presented herein. Accordingly, the results in the preceding tables should not be relied upon as indicative of actual results in the event of changing market interest rates. Additionally, the resulting estimates of changes in market value of equity are not intended to represent, and should not be construed to represent, estimates of changes in the underlying value of the Company.

Interest rate sensitivity is a function of the repricing characteristics of the Company’s portfolio of assets and liabilities. One aspect of these repricing characteristics is the time frame within which the interest-bearing assets and liabilities are subject to change in interest rates either at replacement, repricing or maturity. An analysis of the repricing time frames of interest-bearing assets and liabilities is sometimes called a “gap” analysis because it shows the gap between assets and liabilities repricing or maturing in each of a number of periods. Another aspect of these repricing characteristics is the relative magnitude of the repricing for each category of interest earning asset and interest-bearing liability given various changes in market interest rates. Gap analysis gives no indication of the relative magnitude of repricing given various changes in interest rates. Interest rate sensitivity management focuses on the maturity of assets and liabilities and their repricing during periods of changes in market interest rates. Interest rate sensitivity gaps are measured as the difference between the volumes of assets and liabilities in the Company’s current portfolio that are subject to repricing at various time horizons.

The following interest rate sensitivity table shows the Company’s repricing gaps as of December 31, 2023. In this table transaction deposits, which may be repriced at will by the Company, have been included in the less than 3-month category. The inclusion of all of the transaction deposits in the less than 3-month repricing category causes the Company to appear liability sensitive. Because the Company may reprice its transaction deposits at will, transaction deposits may or may not reprice immediately with changes in interest rates.

Due to the limitations of gap analysis, as described above, the Company does not actively use gap analysis in managing interest rate risk. Instead, the Company relies on the more sophisticated interest rate risk simulation model described above as its primary tool in measuring and managing interest rate risk.

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As of December 31, 2023Repricing within:
(dollars in thousands)Less than 3 months3 - 6 months6 - 12 months1 - 5 yearsOver 5 years
Interest-earning assets:
Cash at Federal Reserve and other banks$17,075$$$$
Securities464,738100,408110,049685,277925,526
Loans1,405,589326,268614,7992,446,744756,731
Total interest-earning assets1,887,402426,676724,8483,132,0211,682,257
Interest-bearing liabilities
Transaction deposits4,454,314
Time260,580218,181148,21870,488
Other borrowings632,582
Junior subordinated debt101,099
Total interest-bearing liabilities$5,448,575$218,181$148,218$70,488$
Interest sensitivity gap$(3,561,173)$208,495$576,630$3,061,533$1,682,257
Cumulative sensitivity gap$(3,561,173)$(3,352,678)$(2,776,048)$285,485$1,967,742
As a percentage of earning assets:
Interest sensitivity gap(39.4)%2.3%6.4%33.9%18.6%
Cumulative sensitivity gap(39.4)%(37.1)%(30.7)%3.2%21.8%

Liquidity

Liquidity refers to the Company’s ability to provide funds at an acceptable cost to meet loan demand and deposit withdrawals, as well as contingency plans to meet unanticipated funding needs or loss of funding sources. These objectives can be met from either the asset or liability side of the balance sheet. Asset liquidity sources consist of the repayments and maturities of loans, selling of loans, short-term money market investments, maturities of securities and sales of securities from the available-for-sale portfolio. These activities are generally summarized as investing activities in the Consolidated Statement of Cash Flows. Net cash from investing activities totaled $28.6 million in 2023. Net increases in loan balances from both originations and purchases used approximately $345.9 million of cash, while proceeds from the maturity and sales of investment securities, net of purchases, provided approximately $385.6 million of cash.

Liquidity may also be impacted from liabilities through changes in deposits and borrowings outstanding. These activities are included under financing activities in the Consolidated Statement of Cash Flows. In 2023, financing activities used funds totaling $176.0 million, resulting from a decline of $495.0 million in deposits, $39.9 million in dividend payment outflows, and an additional $9.2 million used toward the repurchase of common stock, partially offset by an increase in cash from short term borrowings totaling $368.0 million. The Company's primary sources of remaining available liquidity from available borrowings and in transit items include the following for the periods indicated:

(dollars in thousands)December 31, 2023December 31, 2022
Borrowing capacity at correspondent banks and FRB$2,921,525$2,815,574
Less: borrowings outstanding(600,000)(216,700)
Unpledged available-for-sale (AFS) investment securities1,558,5061,990,451
Cash held or in transit with FRB51,25356,910
Total primary liquidity$3,931,284$4,646,235
Column 1Column 2Column 3Column 4Column 5Column 6Column 7
Estimated uninsured deposit balances$2,371,000$2,701,000

At December 31, 2023, the Company's primary sources of liquidity represented 50% of total deposits and 166% of estimated total uninsured (excluding collateralized municipal deposits and intercompany balances) deposits, respectively. As secondary sources of liquidity, the Company's held-to-maturity investment securities had a fair value of $125.1 million, including approximately $8.3 million in net unrealized losses. The Company did not utilize any brokered deposits during 2023 or 2022. While these sources are expected to continue to provide significant amounts of funds in the future, their mix, as well as the possible use of other sources, will depend on future economic and market conditions.

Liquidity is also provided or used through the results of operating activities. In 2023, operating activities provided cash of $138.9 million, primarily from net income of $117.4 million. In 2022, operating activities provided cash of $162.9 million, primarily from net income of $125.4 million.

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Loan demand during 2024 will depend in part on economic and competitive conditions. The Company emphasizes the solicitation of non-interest bearing demand deposits and money market checking deposits, which are the least sensitive to interest rates. The outlook for deposit balances during 2024 is also subject to actions from the Federal Reserve, heightened competition, the success of the Company’s sales efforts, as well as the delivery of superior customer service and market conditions. The Federal Reserve's anticipated decrease in interest rates is expected to relieve some pressure on deposit margin expense, however, the competitive landscape for attracting and retaining deposit balances will continue to remain challenging during 2024. Therefore, due to concerns such as uncertainty in the general economic environment, political uncertainty, and loan demand, levels of customer deposits are not certain and forecasted changes in those balances are subject to significant volatility and uncertainty. Depending on economic conditions, interest rate levels, and a variety of other conditions, proceeds from the sale or maturity of investment securities may be used to fund loans, or reduce short-term borrowings. At December 31, 2023, we believe the Company has sufficient liquidity and capital resources to meet its cash flow obligations over the foreseeable future.

The principal cash requirements of the Company are dividends on common stock when declared. The Company is dependent upon the payment of cash dividends by the Bank to service its commitments. Shareholder dividends are expected to continue subject to the Board’s discretion and continuing evaluation of capital levels, earnings, asset quality and other factors. The Company expects that the cash dividends paid by the Bank to the Company will be sufficient to meet this payment schedule. Dividends from the Bank are subject to certain regulatory restrictions.

The maturity distribution of certificates of deposit in denominations of $250,000 or more is set forth in the following table. These deposits are generally more rate sensitive than other deposits and, therefore, are more likely to be withdrawn to obtain higher yields elsewhere if available.

Certificates of Deposit in Denominations of $250,000 or More

Amounts as of December 31,
(dollars in thousands)20232022
Time remaining until maturity:
Less than 3 months$7,653$12,978
3 months to 6 months8,2846,741
6 months to 12 months17,66211,451
More than 12 months12,75113,482
Total$46,350$44,652

Loan maturities

Loan demand also affects the Company’s liquidity position. The following table presents the maturities of loans, net of deferred loan costs, at December 31, 2023:

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Within One YearAfter One But Within Five YearsAfter Five But Within 15 YearsAfter 15 YearsTotal
(dollars in thousands)
Loans with predetermined interest rates:
Commercial Real Estate$58,681$415,410$1,177,462$21,758$1,673,311
Consumer89,99254,531121,461478,171744,155
Commercial & Industrial57,689168,27553,7088,048287,720
Construction10,69113,50926,04111,05461,295
Agricultural Production1778,55310,26518,995
Leases7,7267,726
Total loans with predetermined interest rates217,230668,0041,388,937519,0312,793,202
Loans with floating interest rates:
Commercial Real Estate86,848513,9172,023,97261,0352,685,772
Consumer30,30945,984104,617315,678496,588
Commercial & Industrial98,532151,27512,57219,822282,201
Construction44,04441,89057,8396,492150,265
Agricultural Production32,3209,730360942,419
Leases
Total loans with floating interest rates292,053762,7962,199,360403,0363,657,245
Total loans$509,283$1,430,800$3,588,297$922,067$6,450,447

Investment maturities

The maturity distribution and yields of the investment portfolio at December 31, 2023 is presented in the following tables. The timing of the maturities indicated in the tables below is based on final contractual maturities. Most mortgage-backed securities return principal throughout their contractual lives. As such, the weighted average life of mortgage-backed securities based on outstanding principal balance is usually significantly shorter than the final contractual maturity indicated below. Yields on tax exempt securities are shown on a tax equivalent basis.

Within One YearAfter One Year but Through Five YearsAfter Five Years but Through Ten YearsAfter Ten YearsTotal
AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
(dollars in thousands)
Debt Securities Available for Sale
Obligations of US government agencies$59,8370.41%$27,5602.72%$62,2412.46%$1,072,0982.17%$1,221,7362.11%
Obligations of states and political subdivisions7183.43%12,3371.87%63,5793.22%159,7413.05%236,3753.03%
Corporate bonds%%5,6014.95%%5,6014.95%
Asset backed securities%5,0353.65%214,9046.76%135,3446.53%355,2836.63%
Non-agency collateralized mortgage obligations21,220%%8,0082.20%304,2812.62%333,5092.74%
Total debt securities available for sale$81,7751.54%$44,9322.58%$354,3335.16%$1,671,4642.65%$2,152,5043.02%
Debt Securities Held to Maturity
Obligations of US government agencies$%$4,7222.27%$87,5062.77%$38,5952.59%$130,8232.70%
Obligations of states and political subdivisions%1,1074.52%1,5643.59%%2,6713.98%
Total debt securities held to maturity$%$5,8292.70%$89,0702.79%$38,5952.59%$133,4942.73%

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Off-Balance Sheet Items

The Bank has certain ongoing commitments under leases. See Note 11 of the financial statements at Part II, Item 8 of this report for the terms. These commitments do not significantly impact operating results. As of December 31, 2023, commitments to extend credit and commitments related to the Bank’s deposit overdraft privilege product were the Bank’s only financial instruments with off-balance sheet risk. The Bank has not entered into any material contracts for financial derivative instruments such as futures, swaps, options, etc. Commitments to extend credit were $2.38 billion and $2.22 billion at December 31, 2023 and 2022, respectively, and represent 35.0% of the total loans outstanding at year-end 2023 versus 34.3% at December 31, 2022. Commitments related to the Bank’s deposit overdraft privilege product totaled $121.5 million and $126.6 million at December 31, 2023 and 2022, respectively.

Certain Contractual Obligations

The following chart summarizes certain contractual obligations of the Company as of December 31, 2023:

(dollars in thousands)TotalLess than one year1-3 years3-5 yearsMore than 5 years
Time deposits$697,467$626,979$67,506$2,982$
Overnight borrowing at FHLB, fixed rate, as of December 31, 2023 of 5.70%, payable on January 2, 2024400,000400,000
Term borrowing at FHLB, fixed rate, as of December 31, 2023 of 4.75%, payable on April 8, 2024200,000200,000
Junior subordinated debt:
TriCo Trust I(1)20,61920,619
TriCo Trust II(2)20,61920,619
North Valley Trust II(3)5,6025,602
North Valley Trust III(4)4,4724,472
North Valley Trust IV(5)7,6157,615
VRB Subordinated - 6%(6)17,00017,000
VRB Subordinated - 5%(7)25,17225,172
Operating lease obligations28,2615,75513,7794,3194,408
Deferred compensation(8)555188367
Supplemental retirement plans(8)14,2381,7943,2263,3165,902
Total contractual obligations$1,441,620$1,234,716$84,878$10,617$111,409

(1)Junior subordinated debt, adjustable rate of three-month SOFR plus 3.05%, callable in whole or in part by the Company on a quarterly basis beginning October 7, 2008, matures October 7, 2033.

(2)Junior subordinated debt, adjustable rate of three-month SOFR plus 2.55%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.

(3)Junior subordinated debt, adjustable rate of three-month SOFR plus 3.25%, callable in whole or in part by the Company on a quarterly basis beginning April 24, 2008, matures April 24, 2033.

(4)Junior subordinated debt, adjustable rate of three-month SOFR plus 2.80%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.

(5)Junior subordinated debt, adjustable rate of three-month SOFR plus 1.33%, callable in whole or in part by the Company on a quarterly basis beginning March 15, 2011, matures March 15, 2036.

(6)Junior subordinated debt, fixed rate of 6% until March 29, 2024, then floating rate of three-month SOFR plus 3.52% until maturity in 2029. Redeemable in whole or in part by the Company beginning March 29, 2024.

(7)Junior subordinated debt, fixed rate of 5% until August 27, 2025, then floating rate of 90-day average SOFR plus 4.90% until maturity in 2035. Redeemable in whole or in part by the Company beginning August 27, 2025.

(8)These amounts represent known certain payments to participants under the Company’s deferred compensation and supplemental retirement plans. See Note 22 in the financial statements at Part II, Item 8 of this report for additional information related to the Company’s deferred compensation and supplemental retirement plan liabilities.

FY 2022 10-K MD&A

SEC filing source: 0000356171-23-000010.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2023-03-01. Report date: 2022-12-31.

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

Introduction

The following discussion and analysis is designed to provide a better understanding of the significant changes and trends related to the Company and the Bank’s financial condition, operating results, asset and liability management, liquidity and capital resources and should be read in conjunction with the consolidated financial statements of the Company and the related notes at Item 8 of this report.

In March 2022, the Company closed the acquisition of Valley Republic Bancorp. Historical periods prior to March 25, 2022 reflect results of legacy Trico Bancshares operations. Subsequent to closing, results reflect all post-acquisition activity. For further information, refer to Note 2 “Business Combinations” of the Notes to Consolidated Financial Statements.

Financial Overview

In 2022, the Company reported net income of $125,419,000, a $7,764,000 or 6.6% increase from the prior year. Earnings per share on a diluted basis for the year were $3.83, down 2.8% from the prior year. The current year net income reported was negatively impacted by acquisition-related expenses totaling $6,253,000, compared to $1,523,000 in the prior year. In 2022, net interest income was reported at $345,976,000, an increase of $74,437,000 or 27.4% from the prior year.

Net interest income on a fully tax equivalent (FTE) basis, a non-GAAP financial measure, was $347,536,000, an increase of $74,926,000, or 27.4%, from 2021. The increase in FTE net interest income reflected the benefit of a $1,352,778,000, or 17.8%, increase in average earning assets in addition to a 30 basis point increase in the FTE net interest marign to 3.88%. Average earning asset growth included an $990,559,000, or 20.3%, increase in average loans and leases and an $573,720,000, or 26.3%, increase in average securities. Average

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balances across earning asset categories reflect organic growth in addition to the late first quarter 2022 VRB acquisition. The increase in average securities was additionally driven by the redeployment of excess liquidity into securities in the first half of 2022. The net interest margin expansion was driven by the higher rate environment driving an increase in loan and lease and investment security yields, partially offset by higher cost of funds and the impact of lower accelerated PPP loan fees recognized upon forgiveness payments from the SBA in 2022.

The provision for credit losses increased $25,245,000 to $18,470,000, primarily due to the acquisition of VRB and organic loan and lease growth. The allowance for credit losses (ACL) was $105,680,000, or 1.64% of total loans and leases, at December 31, 2022, compared to $85,376,000, or 1.74% of total loans and leases, at December 31, 2021. The increase in the total ACL was primarily driven by loan and lease growth, while the overall risk profile of the loan portfolio continued to improve despite management's observation of future recessionary risks.

Noninterest income was $63,046,000, down $618,000, or 1%, from the prior year. Noninterest expense was $216,645,000, up $38,370,000, or 21.5%, from the prior year. The changes in noninterest income and noninterest expense were impacted by the VRB acquisition, completed in March 2022. Noninterest income was additionally negatively impacted by a decline in gain on sale of mortgage loans totaling of $7,238,000, to $2,342,000 for the 2022 year.

The tangible common equity to tangible assets ratio, a non-GAAP financial measure, was 7.6% at December 31, 2022, down 161 basis points from December 31, 2021, primarily due to a decrease in tangible common equity related to elevated interest rates causing an increase in accumulated other comprehensive loss, partially offset by the retention of earnings.

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TRICO BANCSHARES

Financial Summary

(In thousands, except per share amounts; unaudited)

Year ended December 31,202220212020
Interest income$355,505$277,047$267,184
Interest expense(9,529)(5,508)(9,457)
Net interest income345,976271,539257,727
(Provision for) benefit from loan losses(18,470)6,775(42,813)
Noninterest income63,04663,66455,194
Noninterest expense(216,645)(178,275)(182,758)
Income before income taxes173,907163,70387,350
Provision for income taxes(48,488)(46,048)(22,536)
Net income$125,419$117,655$64,814
Share Data
Earnings per share:
Basic$3.85$3.96$2.17
Diluted$3.83$3.94$2.16
Per share:
Dividends paid$1.10$1.00$0.88
Book value at period end$31.39$33.64$31.12
Tangible book value at period end (2)$21.76$25.80$23.09
Average common shares outstanding32,58429,72129,917
Average diluted common shares outstanding32,72129,88230,028
Shares outstanding at period end33,33229,73029,727
Financial Ratios
During the period:
Return on average assets1.28%1.43%0.91%
Return on average equity11.67%12.10%7.18%
Net interest margin(1)3.88%3.58%3.96%
Efficiency ratio52.97%53.18%58.40%
Average equity to average assets11.00%11.84%12.66%
Dividend payout ratio28.54%25.26%40.58%
At period end:
Equity to assets10.54%11.61%12.11%
Total capital to risk-weighted assets14.19%15.42%15.22%
Balance Sheet Data
Total investments$2,633,269$2,427,885$1,719,102
Total loans6,450,4474,916,6244,763,127
Total assets9,930,9868,614,7877,639,529
Total non-interest bearing deposits3,502,0952,979,8822,581,517
Total deposits8,329,0137,367,1596,505,934
Total other borrowings264,60550,08726,914
Total junior subordinated debt101,04058,07957,635
Total shareholders’ equity1,046,4161,000,184925,114
Total tangible equity (2)$725,304$766,943$686,409

(1)Fully taxable equivalent (FTE)

(2)Tangible equity is calculated by subtracting Goodwill and Other intangible assets from total shareholders’ equity. Management believes that tangible equity is meaningful because it is a measure that the Company and investors commonly use to assess capital adequacy. Tangible book value is calculated by dividing tangible equity by shares outstanding at period end.

As TriCo Bancshares has not commenced any business operations independent of the Bank, the following discussion pertains primarily to the Bank. Average balances, including such balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, interest income and net interest income may be presented on a fully tax-equivalent (FTE) basis. The presentation of interest income and net interest income on a FTE basis is a common practice within the banking industry. Interest income and net interest income are shown on a non-FTE basis within Item 7 and Item 8 of this report, and a reconciliation of the FTE and non-FTE presentations is provided below in the discussion of net interest income.

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Critical Accounting Policies and Estimates

In preparing the consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (GAAP), management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Actual results could differ significantly from those estimates.     Our most significant accounting policies and estimates and their related application are discussed below.

Allowance for Credit Losses

The Company’s method for assessing the appropriateness of the allowance for credit losses includes specific allowances for individually analyzed loans, formula allowance factors for pools of credits, and qualitative considerations which include, among other things, current and forecast economic and environmental factors (e.g., interest rates, growth, economic conditions, etc.). Allowance factors for loan pools were based on historical loss experience by product type and prior risk rating.

Management estimates the ACL balance using relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. Historical credit loss experience provides the basis for the estimation of expected credit losses, which captures loan balances as of a point in time to form a cohort, then tracks the respective losses generated by that cohort of loans over the remaining life. The Company has identified and accumulated loan cohort historical loss data beginning with the fourth quarter of 2008 and through the current period. In situations where the Company's actual loss history was not statistically relevant, the loss history of peers, defined as financial institutions with assets greater than three billion and less than ten billion, were utilized to create a minimum loss rate. Adjustments to historical loss information are made for differences in relevant current loan-specific risk characteristics, such as historical timing of losses relative to the loan origination.

In its current expected credit loss forecasting framework, the Company incorporates forward-looking information through the use of macroeconomic scenarios applied over the forecasted life of the assets. These macroeconomic scenarios incorporate variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to, changes in environmental conditions, such as California unemployment rates, household debt levels, the pace of change in corporate bond yields, and U.S. gross domestic product.

There is a greater chance that the Company would suffer a loss from a loan that was risk rated less than satisfactory than if the loan was last graded satisfactory. As such, the proper risk grading of loans in the portfolio is important to the determination of the calculation of and determination of adequacy of the allowance for credit losses. Utilizing the historical loss data described above, the Company applies reserve rates within any unique pool based on its loss and risk grade migration. Therefore, within any given pool, a larger loss estimation factor is applied to less than satisfactory loans as compared to those that the Company last graded as satisfactory. The resulting allowance for any pool is the sum of the calculated reserves determined in this manner.

Certain loans are not included in pools of loans that are collectively evaluated. The segregation of these loans is based on the results from analysis of identified credits that meet management’s criteria for specific evaluation. These loans are first reviewed individually to determine if such loans have a unique risk profile that would warrant individual evaluation. Loans where management has concluded that it is probable that the borrower will be unable to pay all amounts due under the original contractual terms are removed from the pools of loans collectively evaluated. They are then specifically reviewed and evaluated individually by management for loss potential by evaluating sources of repayment, including collateral as applicable, and a specified allowance for credit losses is established where necessary. By definition, any loan that management has placed on non-accrual is required to be individually evaluated, however, not all individually evaluated loans need be placed on non-accrual.

Because current economic conditions and forecasts can change and future events make it inherently difficult to predict the anticipated amount of estimated credit losses on loans, management's determination of the appropriateness of the ACL, 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 move independently of one another, such that improvement in one or certain factors may offset deterioration in others. Management believes that the ACL was adequate as of December 31, 2022.

Other Accounting Policies and Estimates

On an on-going basis, the Company evaluates its estimates, including those that materially affect the financial statements and are related to investments, mortgage servicing rights, fair value measurements, retirement plans, intangible assets and the fair value of acquired assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company’s policies related to these estimates can be found in Note 1 in the financial statements at Item 8 of this report.

Geographical Descriptions

For the purpose of describing the geographical location of the Company’s operations, the Company has defined northern California as that area of California north of, and including, Stockton to the east and San Jose to the west; central California as that area of the state south of

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Stockton and San Jose, to and including, Bakersfield to the east and San Luis Obispo to the west; and southern California as that area of the state south of Bakersfield and San Luis Obispo.

Results of Operations

Average balances, including balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, certain performance measures including interest income, net interest income, net interest yield, and efficiency ratio are generally presented on a fully tax-equivalent (FTE) basis. The Company believes the use of these non-generally accepted accounting principles (non-GAAP) measures provides additional clarity in assessing its results.

Net Interest Income

Net interest income is our largest source of revenue and is the difference between the interest earned on interest-earning assets (generally loans, leases and investment securities) and the interest expense incurred in connection with interest-bearing liabilities (generally deposits and borrowed funds). The level of net interest income is primarily a function of the difference between the effective yield on our average interest-earning assets and the effective cost of our interest-bearing liabilities. These factors are influenced by the pricing and mix of interest-earning assets and interest-bearing liabilities which, in turn, are impacted by external factors such as local economic conditions, competition for loans and deposits, the monetary policy of the FRB and market interest rates. For further discussion, refer to “—Risk Factors – Risks Related to Interest Rates.” Following is a summary of the Company’s net interest income for the periods indicated (dollars in thousands):

Year ended December 31,
202220212020
Interest income$355,505$277,047$267,184
Interest expense(9,529)(5,508)(9,457)
Net interest income (not FTE)345,976271,539257,727
FTE adjustment1,5601,0711,069
Net interest income (FTE)$347,536$272,610$258,796
Net interest margin (FTE)3.88%3.58%3.96%
Acquired loans discount accretion:
Purchased loan discount accretion$5,465$8,091$8,171
Effect on average loan yield0.09%0.17%0.19%
Effect of purchased loan discount accretion on net interest margin (FTE)0.06%0.11%0.13%

Net interest income (FTE) during the year ended December 31, 2022 increased $74,926,000 or 27.5% to $347,536,000 compared against $272,610,000 during the year ended December 31, 2021. The increased amount of net interest income reflects growth in both total average loan and investment balances outstanding and the correlated yields, during 2022. Average loan balances, inclusive of acquisitions, increased by $1,496,541,000 or 30.4% from December 31, 2021. The yield on interest earning assets was 3.98% and 3.65% for the years ended December 31, 2022 and 2021, respectively. This 33 basis point increase in total earning asset yield was primarily attributable to a 11 basis point decrease in total loan yields and a 85 basis point increase in yields on total investments. Of the 11 basis point decrease in yields on loans, a 3 basis point decline was attributable to decreases in market rates, as well as an 8 basis point benefit from the accretion of purchased loans. The costs of total interest bearing liabilities increased 6 basis points to 0.19% during the year ended December 31, 2022, as compared to 0.13% for the year ended December 31, 2021. During the same period, costs associated with interest bearing deposits increased by 2 basis points to 0.10% as compared to 0.08% in the prior year. The increase in interest expense for the year ended December 31, 2022, as compared to the trailing year, was due largely to the increased rate environment for both the interest-bearing deposit expense and other borrowings interest expense.

Net interest income (FTE) during the year ended December 31, 2021 increased $13,814,000 or 5.3% to $272,610,000 compared against $258,796,000 during the year ended December 31, 2020. The increase amount of net interest income reflects growth in total average loan balances outstanding during 2021, which increased by $229,796,000 or 4.9% from December 31, 2020. The yield on interest earning assets was 3.65% and 4.11% for the years ended December 31, 2021 and 2020, respectively. This 46 basis point decrease in total earning asset yield was primarily attributable to a 23 basis point decrease in non-PPP loan yields and a 66 basis point decrease in yields on total investments. Of the 23 basis point decrease in yields on loans, a 21 basis point decline was attributable to decreases in market rates, in addition to 2 basis points from the accretion of purchased loans. The costs of total interest bearing liabilities decreased 12 basis points to 0.13% during the year ended December 31, 2021, as compared to 0.25% for the year ended December 31, 2020. During the same period, costs associated with interest bearing deposits decreased by 10 basis points to 0.08% as compared to 0.18% in the prior year. The decrease in interest expense for the year ended December 31, 2021, as compared to the trailing year, was due largely to the decreased rate environment benefiting both the interest-bearing deposit expense and other borrowings interest expense.

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For more information related to loan interest income, including loan purchase discount accretion, see the Summary of Average Balances, Yields/Rates and Interest Differential and Note 27 to the consolidated financial statements at Part II, Item 8 of this report. The “Yield” and “Volume/Rate” tables shown below are useful in illustrating and quantifying the developments that affected net interest income during 2022 and 2021.

Summary of Average Balances, Yields/Rates and Interest Differential – Yield Tables

The following tables present, for the periods indicated, information regarding the Company’s consolidated average assets, liabilities and shareholders’ equity, the amounts of interest income from average earning assets and resulting yields, and the amount of interest expense paid on interest-bearing liabilities. Average loan balances include nonperforming loans. Interest income includes proceeds from loans on nonaccrual loans only to the extent cash payments have been received and applied to interest income. Yields on securities and certain loans have been adjusted upward to reflect the effect of income thereon exempt from federal income taxation at the statutory tax rate applicable during the period presented (dollars in thousands):

Year ended December 31,
202220212020
Average BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /Paid
Assets:
Loans$5,841,770$282,9854.84%$4,625,410$225,6264.88%$4,361,679$223,0865.11%
PPP Loans24,5902,3909.72%250,39116,6436.65%284,32610,6353.74%
Investment securities—taxable2,459,03260,4992.46%1,914,78830,3521.59%1,302,36728,6592.20%
Investment securities—nontaxable (1)190,3396,7593.55%160,8634,6392.88%116,7174,6363.97%
Total investments2,649,37167,2582.54%2,075,65134,9911.69%1,419,08433,2952.35%
Cash at Federal Reserve and other banks452,3004,4320.98%663,8018580.13%467,3761,2370.26%
Total interest-earning assets8,968,031357,0653.98%7,615,253278,1183.65%6,532,465268,2534.11%
Other assets803,570594,420590,966
Total assets$9,771,601$8,209,673$7,123,431
Liabilities and shareholders’ equity:
Interest-bearing demand deposits$1,720,932$4520.03%$1,493,922$3270.02%$1,313,8043320.03%
Savings deposits2,878,1893,3560.12%2,360,6051,2560.05%2,015,1342,5950.13%
Time deposits302,6198810.29%324,6361,7350.53%397,2163,9581.00%
Total interest-bearing deposits4,901,7404,6890.10%4,179,1633,3180.08%3,726,1546,8850.18%
Other borrowings33,4104211.26%43,236220.05%28,863170.06%
Junior subordinated debt91,1384,4194.85%57,8442,1683.75%57,4262,5554.45%
Total interest-bearing liabilities5,026,2889,5290.19%4,280,2435,5080.13%3,812,4439,4570.25%
Noninterest-bearing deposits3,492,7132,837,7452,289,168
Other liabilities178,163119,471119,710
Shareholders’ equity1,074,437972,214902,110
Total liabilities and shareholders’ equity$9,771,601$8,209,673$7,123,431
Net interest spread (2)3.79%3.52%3.86%
Net interest income and interest margin (3)$347,5363.88%$272,6103.58%$258,7963.96%

(1)The fully-taxable equivalent (FTE) adjustment for interest income of non-taxable investment securities was $1,560, $1,071, and $1,069 for the years ended December 31, 2022, 2021 and 2020, respectively.

(2)Net interest spread represents the average yield earned on interest-earning assets less the average rate paid on interest-bearing liabilities.

(3)Net interest margin is computed by dividing net interest income by total average earning assets.

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Summary of Changes in Interest Income and Expense due to Changes in Average Asset and Liability Balances and Yields Earned and Rates Paid – Volume/Rate Tables

The following table sets forth a summary of the changes in the Company’s interest income and interest expense from changes in average asset and liability balances (volume) and changes in average interest rates for the periods indicated. Changes applicable to both rate and volume have been included in the rate variance. Amounts are calculated on a fully taxable equivalent basis:

2022 over 20212021 over 2020
VolumeRateTotalVolumeRateTotal
Increase in interest income:
Loans$114,211$(71,105)$43,106$20,337$(11,789)$8,548
Investment securities—taxable8,65321,49430,1471,753(1,750)3
Investment securities—nontaxable8491,2702,11913,473(11,780)1,693
Cash at Federal Reserve and other banks(275)3,8493,574511(890)(379)
Total interest-earning assets123,438(44,492)78,94636,074(26,209)9,865
Increase in interest expense:
Interest-bearing demand deposits458012554(59)(5)
Savings deposits2591,8412,100449(1,788)(1,339)
Time deposits(117)(737)(854)(726)(1,497)(2,223)
Other borrowings(5)4043999(4)5
Junior subordinated debt1,2491,0022,25119(406)(387)
Total interest-bearing liabilities1,4312,5904,021(195)(3,754)(3,949)
Increase in net interest income$122,007$(47,082)$74,925$36,269$(22,455)$13,814

Year Over Year Balance Sheet Change

Ending balancesAs of December 31,Acquired BalancesOrganic $ ChangeOrganic % Change
($’s in thousands)20222021$ Change
Total assets$9,930,986$8,614,787$1,316,199$1,363,529$(47,330)(0.5)%
Total loans6,450,4474,916,6241,533,823773,390760,43315.5
Total loans, excluding PPP6,448,8454,855,4771,593,368751,978841,39017.3
Total investments2,633,2692,427,885205,384109,71695,6683.9
Total deposits8,329,0137,367,159961,8541,215,479(253,625)(3.4)
Total other borrowings$264,605$50,087$214,518$$214,518428.3%

Provision for Credit Losses

The provision for credit losses during any period is the sum of the allowance for credit losses required at the end of the period and any net charge-offs during the period, less the allowance for credit losses required at the beginning of the period, and less any recoveries during the period. See the Tables labeled “Allowance for Credit Losses – December 31, 2022 and 2021” at Note 5 in Item 8 of Part II of this report for the components that make up the provision for credit losses for the years ended December 31, 2022 and 2021.

The Company recorded a provision for credit losses of $18,470,000 during the year ended December 31, 2022, versus a reversal of credit losses totaling $6,775,000 during the trailing year end. The increase in required provisioning during 2022 was largely attributed to the $10,820,000 in day 1 required reserves from loans acquired in connection with the VRB merger in the first quarter of 2022. Additionally, the Company designated certain loans and leases purchased from VRB as PCD, which required $2,037,000 in additional credit reserves as of the acquisition date. For PCD loans and leases, the initial estimate of expected credit losses is recognized in the ACL on the date of acquisition using the same methodology as other loans and leases held-for-investment. The remaining increase in the allowance for credit reserves was the result of changes in loan volume and changes in credit quality associated with levels of classified, past due and non-performing loans in addition to changes in qualitative factors.

The Company recorded a reversal of credit loses of $6,775,000 during the year ended December 31, 2021, versus a provision for credit losses totaling $42,813,000 during the trailing year end. The decrease in required provisioning during 2021 was attributed to improvement in both external economic indicators and the Company's internal credit risk assessment under the cohort method including changes in the level of past due and nonperforming loans. Declines in California unemployment levels, reduced concentration risks and an improved gross domestic product outlook contributed to total required qualitative reserves of $59,855,000 as of December 31, 2021, a decline of $2,080,000 or 3.4% from December 31, 2020. Quantitative reserves calculated using the Company's cohort loss model totaled $25,521,000 at December 31, 2021, a decline of $4,391,000 or 14.7% from the trailing period December 31, 2020.

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Net recoveries for the year ended December 31, 2022 totaled $322,000 as compared to $694,000 for the year ended December 31, 2021. Total nonperforming loans declined by 28 basis points to 0.33% of total loans at December 31, 2022 from 0.61% of total loans at December 31, 2021. For further details of the change in nonperforming loans during the period ended December 31, 2022 see the Tables, and associated narratives, labeled “Changes in nonperforming assets during the year ended December 31, 2022” and “Changes in nonperforming assets during the three months ended December 31, 2022” under the heading “Asset Quality and Non-Performing Assets” below.

The following table summarizes the components of the provision for (benefit to) credit losses during the periods indicated (dollars in thousands):

Year ended December 31,
(dollars in thousands)202220212020
Provision (benefit) to allowance for credit losses$17,945$(7,165)$42,188
Change in reserve for unfunded loan commitments525390625
Total provision for (benefit to) credit losses$18,470$(6,775)$42,813

The provision for credit losses is based on management’s evaluation of inherent risks in the loan portfolio and a corresponding analysis of the allowance for credit losses. Additional discussion on loan quality, our procedures to measure loan impairment, and the allowance for credit losses is provided under the heading “Asset Quality and Non-Performing Assets” below.

Non-interest Income

The following table summarizes the Company’s non-interest income for the periods indicated (dollars in thousands):

Year Ended December 31,
202220212020
ATM and interchange fees$26,767$25,356$21,660
Service charges on deposit accounts16,53614,01313,944
Other service fees4,2743,5703,156
Mortgage banking service fees1,8871,8811,855
Change in value of mortgage loan servicing rights301(872)(2,634)
Total service charges and fees49,76543,94837,981
Asset management and commission income3,9863,6682,989
Increase in cash value of life insurance2,8582,7752,949
Gain on sale of loans2,3429,5809,122
Lease brokerage income820746668
Sale of customer checks1,167459414
Gain on sale of investment securities7
Gain (loss) on marketable equity securities(340)(86)64
Other2,4482,5741,000
Total other non-interest income13,28119,71617,213
Total non-interest income$63,046$63,664$55,194

Non-interest income decreased by $618,000 or 1.0% to $63,046,000 during the twelve months ended December 31, 2022, compared to $63,664,000 during the same period ended December 31, 2021. Generally, the increases in recurring non-interest income service charges and fees reflected during 2022 is the result of the VRB merger closing in March of 2022, and therefore, not reflected in 2021 operating results. As an offset, increases in interest rates during 2022 led to significant declines in mortgage lending related activity, resulting in a decrease of $7,238,000 in gain from the sale of loans, as compared to the trailing year then ended.

Non-interest income increased by $8,470,000 or 15.3% to $63,664,000 during the twelve months ended December 31, 2021, compared to $55,194,000 during the same period ended December 31, 2020. ATM and interchange fees improved $3,696,000 or 17.1% as a result of increased use due to relaxed social distancing guidelines during the year ended December 31, 2021 when compared to the same period in the prior year. Additionally, during the year ended 2020, there was substantial downward pressure on interest rates following the COVID-19 pandemic, resulting in a decline in the fair value of mortgage servicing rights totaling $2,634,000 during the period. Other non-interest income increased $1,574,000 during the twelve months ended December 31, 2021, largely attributed to an increase of $804,000 in the change of fair value of non-readily marketable equity investments and a $204,000 increase in proceeds from life insurance, respectively, as compared to the trailing 12 months ended.

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Non-interest Expense

The following table summarizes the Company’s other non-interest expense for the periods indicated (dollars in thousands):

Year Ended December 31,
202220212020
Base salaries, net of deferred loan origination costs$84,861$69,844$70,164
Incentive compensation17,90814,95710,022
Benefits and other compensation costs27,08321,55031,935
Total salaries and benefits expense129,852106,351112,121
Occupancy15,49314,91014,528
Data processing and software14,66013,98513,504
Equipment5,7335,3585,704
Intangible amortization6,3345,4645,723
Advertising3,6942,8992,827
ATM and POS network charges6,9846,0405,433
Professional fees4,3923,6573,222
Telecommunications2,2982,2532,601
Regulatory assessments and insurance3,1422,5811,594
Merger and acquisition expenses6,2531,523
Postage1,1477101,068
Operational losses1,0009641,168
Courier service2,0131,2141,414
Gain on sale or acquisition of foreclosed assets(481)(233)(234)
(Gain) loss on disposal of fixed assets(1,070)(439)67
Other miscellaneous expense15,20111,03812,018
Total other non-interest expense86,79371,92470,637
Total non-interest expense$216,645$178,275$182,758
Average full-time equivalent staff1,1691,0391,093

Non-interest expense increased by $38,370,000 (21.5%) to $216,645,000 during the year ended December 31, 2022 as compared to $178,275,000 for the trailing twelve month period. Generally, the increases in recurring non-interest expenses and FTEs during 2022 is the result of the VRB merger closing in March of 2022, and therefore, not reflected in 2021 operating results.

Salaries and benefit expense decreased $5,770,000 (5.1%) to $129,852,000 during the year ended December 31, 2021 as compared to $106,351,000 for the trailing twelve month period. Base salaries, net of deferred loan origination costs remained nearly flat, decreasing by $320,000 (0.4%) to $84,861,000 due to a decrease in average full time equivalent employees to 1,039 from 1,093 in the prior year-to-date period, offset by a higher average wage per employee due to both, the addition of personnel with elevated technical skillets to adhere to elevated regulatory expectations and annual merit increases. Commissions and incentive compensation increased $4,935,000 (49.2%) to $14,957,000 during 2021 compared to 2020 primarily due to increased organic non-PPP loan originations as borrower interaction and business demands for loans improved following the disruption from COVID-19 and related mandates in 2020. Benefits and other compensation costs decreased by $10,385,000 (32.5%) to $21,550,000 during the year ended December 31, 2021 as compared to $31,935,000 for the trailing twelve month period, caused by declines in expenses associated with retirement obligations and insurance costs.

Merger and acquisition expenses associated with our 2022 acquisition of VRB totaled $1,523,000 during the year ended December 31, 2021 and $6,253,000 in 2022. Further, during the year ended December 31, 2021, expenses totaling approximately $1,745,000 are attributable to the Company's recently opened loan production offices, of which approximately $1,430,000 relates to salaries and benefits.

During 2018, the FDIC's Deposit Insurance Fund's (DIF) reserves exceeded the minimum set by the Dodd-Frank Act and the Company, with total assets less than $10 billion, was entitled to receive credits to offset a portion of its assessments. As a result, during the year ended December 31, 2020, the Bank received credits of $610,000, which contributed to the lower regulatory assessments and insurance expense during the period. There were no credits provided to the Bank during 2021 or 2022.

The provisions for income taxes applicable to income before taxes for the years ended December 31, 2022, 2021 and 2020 differ from amounts computed by applying the statutory Federal income tax rates to income before taxes. The effective tax rate and the statutory

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federal income tax rate are reconciled as follows:

Year Ended December 31,
202220212020
Federal statutory income tax rate21.0%21.0%21.0%
State income taxes, net of federal tax benefit7.97.97.7
Tax-exempt interest on municipal obligations(0.7)(0.5)(0.9)
Tax-exempt life insurance related income(0.4)(0.5)(0.8)
Low income housing and other tax credits(3.7)(2.6)(4.8)
Low income housing tax credit amortization3.62.24.1
Compensation and benefits(0.2)(0.1)0.4
Non-deductible merger expenses0.10.1
Other0.30.6(0.9)
Effective Tax Rate27.9%28.1%25.8%

The effective tax rate on income was 27.9%, 28.1%, and 25.8% in 2022, 2021, and 2020, respectively. The effective tax rate was greater than the Federal statutory rates of 21% due to the combination of state tax expenses of 7.9% in 2022, 7.9% in 2021, and 7.7% in 2020. These increases in tax expense were partially offset by Federal tax-exempt interest income of $5,462,000, $3,069,000, and $3,566,000, respectively, Federal and State tax-exempt income of $3,167,000, $3,478,000, and $3,447,000, respectively, from increase in cash value and gain on death benefit of life insurance, low income housing tax credits and losses, net of amortization of $192,000, $620,000, and $619,000, respectively, and equity compensation excess tax benefits, net of non-deductible compensation of $1,966,000, $1,495,000, and $403,000, respectively. The low-income housing tax credits and the equity compensation excess tax benefits represent direct reductions in tax expense. In addition, the 2020 Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) provided the Company with an opportunity to file amended federal tax returns and generate refunds of approximately $805,000 during the year ended December 31, 2020. The items noted above resulted in an effective combined Federal and State income tax rate that differed from the combined Federal and State statutory income tax rate of approximately 29.6% during the three years ended 2022, 2021 and 2020.

Financial Condition

Restricted Equity Securities

Restricted equity securities were $17,250,000 at December 31, 2022 and December 31, 2021. The entire balance of restricted equity securities at December 31, 2022 and 2021 represents the Bank’s investment in the Federal Home Loan Bank of San Francisco (“FHLB”).

FHLB stock is carried at par and does not have a readily determinable fair value. While technically these are considered equity securities, there is no market for the FHLB stock. Therefore, the shares are considered as restricted investment securities. Management periodically evaluates FHLB stock for other-than-temporary impairment. Management’s determination of whether these investments are impaired is based on its assessment of the ultimate recoverability of cost rather than by recognizing temporary declines in value. The determination of whether a decline affects the ultimate recoverability of cost is influenced by criteria such as (1) the significance of any decline in net assets of the FHLB as compared to the capital stock amount for the FHLB and the length of time this situation has persisted, (2) commitments by the FHLB to make payments required by law or regulation and the level of such payments in relation to the operating performance of the FHLB, (3) the impact of legislative and regulatory changes on institutions and, accordingly, the customer base of the FHLB, and (4) the liquidity position of the FHLB.

As a member of the FHLB system, the Bank is required to maintain a minimum level of investment in FHLB stock based on specific percentages of its outstanding mortgages, total assets, or FHLB advances. The Bank may request redemption at par value of any stock in excess of the minimum required investment. Stock redemptions are at the discretion of the FHLB.

Loans

The Bank concentrates its lending activities in four principal areas: real estate mortgage loans (residential and commercial loans), consumer loans, commercial loans (including agricultural loans), and real estate construction loans.  The interest rates charged for the loans made by the Bank vary with the degree of risk, the size and maturity of the loans, the borrower’s relationship with the Bank and prevailing money market rates indicative of the Bank’s cost of funds.

The majority of the Bank’s loans are direct loans made to individuals, farmers and local businesses. The Bank relies substantially on local promotional activity and personal contacts by bank officers, directors and employees to compete with other financial institutions. The Bank makes loans to borrowers whose applications include a sound purpose, a viable repayment source and a plan of repayment established at inception and generally backed by a secondary source of repayment.

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Loan Portfolio Composition

The following table shows the Company’s loan balances, including net deferred loan fees, at the dates indicated:

Year ended December 31,
(dollars in thousands)202220212020
Commercial real estate$4,359,083$3,306,054$2,951,902
Consumer1,240,7431,071,551952,108
Commercial and industrial, excluding PPP568,319198,208199,557
SBA PPP loans1,60261,147326,770
Construction211,560222,281284,842
Agriculture production61,41450,81144,164
Leases7,7266,5723,784
Total loans$6,450,447$4,916,624$4,763,127
Allowance for credit losses$(105,680)$(85,376)$(91,847)

During the year ended 2022, the Company acquired loans totaling $773,390,000 in connection with the merger with VRB in March of 2022, inclusive of approximately $68,513,000 in loans with credit deterioration. During 2021, the Company purchased pools of SFR 1-4 1st DT (consumer) loans totaling approximately $101,466,000, inclusive of loan premiums. As of December 31, 2022 and 2021, the total remaining balances outstanding from these purchases equaled approximately $804,382,000 and $94,973,000, respectively. During 2020, the Company purchased $41,126,000 in loans, with $30,080,000 outstanding as of December 31, 2022.

The following table shows the Company’s loan balances, including net deferred loan fees, as a percentage of total loans at the dates indicated:

Year ended December 31,
(dollars in thousands)202220212020
Commercial real estate67.6%67.2%62.0%
Consumer19.2%21.8%20.0%
Commercial and industrial, excluding PPP8.8%4.1%4.2%
SBA PPP loans%1.2%6.9%
Construction3.3%4.5%6.0%
Agriculture production1.0%1.1%0.9%
Leases0.1%0.1%0.1%
Total loans100%100%100%
Allowance for credit losses1.64%1.74%1.93%

At December 31, 2022, loans including net deferred loan costs, totaled $6,450,447,000 which was a 31.2% ($1,533,823,000) increase over the balance at the end of December 31, 2021. At December 31, 2021 loans, including net deferred loan costs, totaled $4,916,624,000 which was a 3.2% ($153,497,000) increase over the balances at the end of 2020. At December 31, 2020 loans, including net deferred loan costs, totaled $4,763,127,000 which was a 10.6% ($455,761,000) increase over the balances at the end of 2019.

In March 2020, the Small Business Administration ("SBA") Paycheck Protection Program ("PPP") was created to help small businesses keep workers employed during the COVID-19 crisis. As a SBA Preferred Lender, the Company was able to provide PPP loans to small business customers. The SBA ended PPP and did not accept new borrowing applications, effective May 31, 2021.

As of December 31, 2022 and 2021, the total gross balances outstanding of PPP loans was $1,617,000 and $63,311,000, respectively, as compared to total PPP originations of $640,410,000. In connection with the origination of these loans, the Company earned approximately $25,299,000 in loan fees, offset by deferred loan costs of approximately $1,245,000, the net of which will be recognized over the earlier of loan maturity (between 24-60 months), repayment or receipt of forgiveness confirmation. As of December 31, 2022, nearly all PPP loans originated have been forgiven and repaid by the SBA and there was approximately $15,000 in net deferred fee income remaining to be recognized. During the year ended December 31, 2022, the Company recognized approximately $2,149,000 in fees on PPP loans as compared with $14,148,000 for the year ended December 31, 2021.

From time to time the Bank may be presented with the opportunity to purchase individual or pools of loans in whole or in part outside of a transaction that would be considered a business combination. As of December 31, 2022 and 2021, the outstanding carrying value of purchased loans that were not acquired in a business combination totaled $167,014,000 and $159,373,000, respectively.

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Asset Quality and Nonperforming Assets

Nonperforming Assets

The following tables set forth the amount of the Bank’s nonperforming assets as of the dates indicated. “Performing non-accrual loans” are loans that may be current for both principal and interest payments, or are less than 90 days past due, but for which payment in full of both principal and interest is not expected, and are not well secured and in the process of collection:

December 31,
(dollars in thousands)20222021202020192018
Performing nonaccrual loans$19,543$27,713$22,896$11,266$22,689
Nonperforming nonaccrual loans1,7702,6373,9685,5794,805
Total nonaccrual loans21,31330,35026,86416,84527,494
Loans 90 days past due and still accruing819
Total nonperforming loans21,32130,35026,86416,86427,494
Foreclosed assets3,4392,5942,8442,5412,280
Total nonperforming assets$24,760$32,944$29,708$19,405$29,774
U.S. government, including its agencies and its government-sponsored agencies, guaranteed portion of nonperforming loans$225$756$811$992$1,173
Nonperforming assets to total assets0.25%0.38%0.39%0.30%0.47%
Nonperforming loans to total loans0.33%0.61%0.56%0.39%0.68%
Allowance for credit losses to nonperforming loans516%281%342%182%119%

Changes in nonperforming assets during the year ended December 31, 2022

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2022:

(in thousands)Balance at December 31, 2021AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2022
Commercial real estate:
CRE non-owner occupied$7,899$2,214$(8,374)$$$1,739
CRE owner occupied5,0363,861(3,675)(284)4,938
Multifamily4,457(4,332)125
Farmland3,0202,498(3,139)(294)(313)1,772
Total commercial real estate loans20,4128,573(19,520)(294)(597)8,574
Consumer:
SFR 1-4 1st DT3,5962,005(1,003)(378)4,220
SFR HELOCs and junior liens3,8012,578(2,827)(22)(375)3,155
Other71164(35)(124)76
Total consumer loans7,4684,747(3,865)(146)(753)7,451
Commercial and industrial2,4153,741(1,933)(697)3,526
Construction55464(28)491
Agriculture production5,373(4,094)1,279
Leases
Total nonperforming loans30,35022,898(29,440)(1,137)(1,350)21,321
Foreclosed assets2,594203(708)1,3503,439
Total nonperforming assets$32,944$23,101$(30,148)$(1,137)$$24,760

The table above does not include deposit overdraft charge-offs.

Nonperforming assets decreased by $8,184,000 (24.8%) to $24,760,000 at December 31, 2022 from $32,944,000 at December 31, 2021. The decrease in nonperforming assets during 2022 was the result of net paydowns, sales or upgrades of nonperforming loans to performing status totaling $29,440,000, which was partially offset by $22,898,000 of additions to non-performing loans and net charge-offs of $1,137,000.

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Changes in nonperforming assets during the year ended December 31, 2021

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2021:

(in thousands)Balance at December 31, 2020AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2021
Commercial real estate:
CRE non-owner occupied$3,110$6,357$(1,568)$$$7,899
CRE owner occupied4,0612,408(1,415)(18)5,036
Multifamily4,568(111)4,457
Farmland1,5382,029(421)(126)3,020
Total commercial real estate loans8,70915,362(3,515)(144)20,412
Consumer:
SFR 1-4 1st DT5,094174(978)(145)(549)3,596
SFR HELOCs and junior liens6,1481,446(3,260)(30)(503)3,801
Other167194(37)(253)71
Total consumer loans11,4091,814(4,275)(428)(1,052)7,468
Commercial and industrial2,1822,683(980)(1,470)2,415
Construction4,54667(4,531)(27)55
Agriculture production18120(138)
Leases
Total nonperforming loans26,86420,046(13,439)(2,069)(1,052)30,350
Foreclosed assets2,844(9)(1,293)1,0522,594
Total nonperforming assets$29,708$20,037$(14,732)$(2,069)$$32,944

The table above does not include deposit overdraft charge-offs.

Nonperforming assets increased by $3,236,000 (10.9%) to $32,944,000 at December 31, 2021 from $29,708,000 at December 31, 2020. The increase in nonperforming assets during 2021 was the result of new nonperforming loans of $20,037,000, which was partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $13,439,000, dispositions of foreclosed assets totaling $1,293,000, and net charge-offs of $2,069,000.

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Changes in nonperforming assets during the three months ended December 31, 2022

The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2022:

(in thousands)Balance at September 30, 2022AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2022
Commercial real estate:
CRE non-owner occupied$2,032$$(293)$$$1,739
CRE owner occupied1,7783,213(53)4,938
Multifamily132(7)125
Farmland6951,772(695)1,772
Total commercial real estate loans4,6374,985(1,048)8,574
Consumer:
SFR 1-4 1st DT3,2551,283(99)(219)4,220
SFR HELOCs and junior liens3,365486(674)(22)3,155
Other6123(7)(1)76
Total consumer loans6,6811,792(780)(23)(219)7,451
Commercial and industrial6603,030(114)(50)3,526
Construction120379(8)491
Agriculture production5,373(4,094)1,279
Leases
Total nonperforming loans17,47110,186(6,044)(73)(219)21,321
Foreclosed assets3,44192(313)2193,439
Total nonperforming assets$20,912$10,278$(6,357)$(73)$$24,760

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets increased during the fourth quarter of 2022 by $3,848,000 (18.4%) to $24,760,000 at December 31, 2022 compared to $20,912,000 at September 30, 2022. The increase in nonperforming assets during the fourth quarter of 2022 was the result of new nonperforming loans of $10,186,000, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $6,044,000, and net charge-offs of $73,000 in non-performing loans. The current quarter change in non-performing assets is nearly entirely attributed to a single CRE relationship, which is considered well-secured as of the current period end.

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Changes in nonperforming assets during the three months ended December 31, 2021

The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2021:

(in thousands)Balance at September 30, 2021AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2021
Commercial real estate:
CRE non-owner occupied$7,713$581$(395)$$$7,899
CRE owner occupied4,877273(114)5,036
Multifamily4,560(103)4,457
Farmland1,1471,992(119)3,020
Total commercial real estate loans18,2972,846(731)20,412
Consumer:
SFR 1-4 1st DT3,833131(368)3,596
SFR HELOCs and junior liens4,034585(285)(30)(503)3,801
Other8428(17)(24)71
Total consumer loans7,951744(670)(54)(503)7,468
Commercial and industrial2,407201(169)(24)2,415
Construction1567(27)55
Agriculture production120(120)
Leases
Total nonperforming loans28,7903,858(1,690)(105)(503)30,350
Foreclosed assets2,650(559)5032,594
Total nonperforming assets$31,440$3,858$(2,249)$(105)$$32,944

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets increased during the fourth quarter of 2021 by $1,504,000 (4.8%) to $32,944,000 at December 31, 2020 compared to $31,440,000 at September 30, 2021. The increase in nonperforming assets during the fourth quarter of 2021 was the result of new nonperforming loans of $3,858,000, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $1,690,000, dispositions of foreclosed assets totaling $559,000, and net charge-offs of $105,000 in non-performing loans.

The $3,858,000 in new nonperforming loans during the fourth quarter of 2021 was comprised of, most notably, an increase of $1,992,000 and $1,633,000, respectively, on separate farmland relationships, both of which have been individually evaluated for collectability under the collateral methodology. Reserves of approximately $275,000 have been recorded in connections with these relationships has been recorded as of December 31, 2021.

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Allowance for Credit Losses - Investment Securities

The Company evaluates available for sale debt securities in an unrealized loss position to determine whether the decline in the fair value below the amortized cost basis (impairment) is due to credit-related factors or noncredit-related factors. Any impairment that is not credit related is recognized in other comprehensive income, net of applicable taxes. Credit-related impairment is recognized as an allowance for credit losses on the balance sheet, limited to the amount by which the amortized cost basis exceeds the fair value, with a corresponding adjustment to earnings. Both the allowance for credit losses and the adjustment to net income may be reversed if conditions change. However, if the Company intends to sell an impaired available for sale debt security or more likely than not will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount is recognized in earnings with a corresponding adjustment to the security's amortized cost basis. During the years ended December 31, 2022 and 2021, no allowance for credit losses nor impairment recognized in earnings related to available for sale investment securities was recorded.

Allowance for Credit Losses - Held to Maturity Investment Securities

In addition to credit losses associated with the Company's loan portfolio, the CECL standard requires that loss estimates be developed for securities classified as held-to-maturity (HTM). As of December 31, 2022, the Company's HTM investment portfolio had a carrying value of approximately $160,983,000 and was comprised of $154,830,000 in obligations backed by U.S. government agencies and $6,153,000 in obligations of states and political subdivisions. As the 96.1% of the HTM portfolio consisted of investment securities where payment performance has an implicit or explicit guarantee from the U.S. government and where no history of credit losses exist, management believes that indicators for zero loss are present and therefore, no loss reserves were recognized in conjunction with the adoption of the CECL standard. Further, management separately evaluated its HTM investment securities from obligations of state and political subdivisions utilizing the historical loss data represented by similar securities over a period of time spanning nearly 50 years. Based on this evaluation, management determined that the expected credit losses associated with these securities is less than significant for financial reporting purposes. Therefore, during the year ended December 31, 2022 no allowance for credit losses related to HTM securities was recorded.

Allowance for Credit Losses - Unfunded Commitments

The estimated credit losses associated with these unfunded lending commitments is calculated using the same models and methodologies noted above and incorporate utilization assumptions at the estimated time of default. While the provision for credit losses associated with unfunded commitments is included in "provision for (benefit from) credit losses" on the consolidated statement of income, the reserve for unfunded commitments is maintained on the consolidated balance sheet in other liabilities.

The Components of the Allowance for Credit Losses

The following table sets forth the Bank’s allowance for credit losses related to loans as of the dates indicated (dollars in thousands):

December 31,
(dollars in thousands)20222021202020192018
Allowance for credit losses:
Qualitative and forecast factor allowance$70,777$59,855$61,935$12,146$11,577
Quantitative (Cohort) model allowance reserves32,48924,53928,46217,52918,689
Total allowance for credit losses103,26684,39490,39729,67530,266
Allowance for individually evaluated loans2,4149821,4509352,194
Allowance for PCI loan lossesn/an/an/a6122
Total allowance for credit losses$105,680$85,376$91,847$30,616$32,582
Ratio of allowance for credit losses to gross loans1.64%1.74%1.93%0.71%0.81%

Based on the current conditions of the loan portfolio, management believes that the $105,680,000 allowance for credit losses at December 31, 2022 is adequate to absorb probable losses inherent in the Bank’s loan portfolio. No assurance can be given, however, that adverse economic conditions or other circumstances will not result in increased losses in the portfolio.

The credit quality of the Company’s loan portfolio, as measured by trends in the volume of past due loans, non-accrual loans, net loan charge-offs (recoveries) and risk grades, remained stable throughout the year. On a year over year basis, improved trends in the actual and forecasted levels of unemployment and GDP further contributed to the lower ratio of credit reserves as a percentage of total loans outstanding. One notable exception to the improved qualitative reserves was caused by the observed volatility and increase in corporate debt yields, signaling greater risk of default.

The allowance for credit losses increased by $20,304,000 during the year ended December 31, 2022 which is primarily reflective of the acquisition of VRB during March 2022, organic growth within the loan portfolio improvement in both the Company's qualitative and quantitative factors, and increase in reserve on individually analyzed loans. Ex-growth in loans outstanding, quantitative factors from the cohort model improved slightly during the year as a result of continued improvement in the Company's loss experience as a percentage of

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total loans outstanding; 2) reductions in past due loans, and 3) avoidance of loan concentrations. However, specific reserves did increase by $1,432,000 as compared to the previous year end, but still remain at historically modest levels.

As compared to historical norms, inflation remains elevated from continued disruptions in the supply chain, wage pressures, and higher living costs such as housing and food prices Despite the expected continued benefit to the net interest income of the Company from the elevated rate environment, Management notes the rapid intervals of rate increases by the Federal Reserve and inversion of the yield curve, have boosted expectations of the US entering a recession within 12 months and has led to the lowest levels of consumer sentiment in decades. As a result, management continues to believe that certain credit weakness are likely present in the overall economy and that it is appropriate to cautiously maintain a reserve level that incorporates such risk factors.

The following table summarizes the allocation of the allowance for credit losses between loan types:

December 31,
(in thousands)20222021202020192018
Commercial real estate$61,381$51,140$53,693$11,995$12,944
Consumer24,63923,47425,14810,08411,051
Commercial and industrial13,5973,8624,2524,8675,610
Construction5,1425,6677,5403,3882,497
Agriculture production9061,2151,209261480
Leases1518521
Total allowance for credit losses$105,680$85,376$91,847$30,616$32,582

The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of the total allowance for credit losses:

December 31,
20222021202020192018
Commercial real estate58.1%59.9%58.5%39.2%39.7%
Consumer23.3%27.5%27.4%32.9%33.9%
Commercial and industrial12.9%4.5%4.6%15.9%16.9%
Construction4.9%6.6%8.2%11.0%7.7%
Agriculture production0.9%1.4%1.3%0.9%1.8%
Leases%0.1%%0.1%%
Total allowance for credit losses100.0%100.0%100.0%100.0%100.0%

The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of total loans in each of the loan categories listed:

December 31,
20222021202020192018
Commercial real estate1.41%1.55%1.82%0.42%0.49%
Consumer1.99%2.19%2.62%1.05%1.18%
Commercial and industrial2.39%1.49%0.81%1.81%2.24%
Construction2.43%2.55%2.65%1.36%1.36%
Agriculture production1.48%2.39%2.74%1.82%1.85%
Leases0.19%0.27%0.13%1.63%%
Total allowance for credit losses1.64%1.74%1.93%0.71%0.81%

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The following tables summarize the net charge-off (recovery) activity in the allowance for credit/loan losses as a percentage of loans for the years indicated (dollars in thousands):

Year ended December 31,
Ratios:20222021202020192018
Net charge-offs (recoveries) during period to average loans outstanding during period
Commercial real estate:(0.01)%
CRE non-owner occupied%%0.01%(0.09)%n/a
CRE owner occupied%(0.11)%%0.13%n/a
Multifamily%%%%n/a
Farmland0.01%0.07%0.12%%n/a
Consumer:(0.01)%
SFR 1-4 1st DT liens%0.02%(0.08)%(0.01)%n/a
SFR HELOCs and junior liens%0.33%(0.06)%(0.26)%n/a
Other0.20%0.32%0.41%0.54%n/a
Commercial and industrial0.17%0.28%0.04%0.64%0.26%
Construction%0.01%%%%
Agriculture production%(0.05)%(0.05)%(0.02)%(0.01)%
Leases%%%%%
Provision for (benefit from) credit losses to average loans outstanding during period0.29%(0.15)%0.92%(0.04)%0.07%
Allowance for credit losses to loans at year-end1.64%1.74%1.93%0.71%0.81%

Generally, losses are triggered by non-performance by the borrower and calculated based on any difference between the current loan amount and the current value of the underlying collateral less any estimated costs associated with the disposition of the collateral.

Foreclosed Assets, Net of Allowance for Losses

The following tables detail the components and summarize the activity in foreclosed assets, net of allowances for losses for the years indicated (dollars in thousands):

Balance at December 31, 2021AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2022
Land & Construction$154$313$$(313)$$154
Residential real estate1,257751(392)931,709
Commercial real estate1,1832831101,576
Total foreclosed assets$2,594$1,347$$(705)$203$3,439
Balance at December 31, 2020AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2021
Land & Construction$154$$$$$154
Residential real estate1,5071,052(1,458)1561,257
Commercial real estate1,1831,183
Total foreclosed assets$2,844$1,052$$(1,458)$156$2,594

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Deposit Portfolio Composition

The following table shows the Company’s deposit balances at the dates indicated:

Year ended December 31,
(dollars in thousands)202220212020
Noninterest-bearing demand$3,502,095$2,979,882$2,581,517
Interest-bearing demand1,718,5411,568,6821,414,908
Savings2,884,3782,520,9592,164,942
Time certificates, over $250,00046,35044,65273,147
Other time certificates177,649252,984271,420
Total deposits$8,329,013$7,367,159$6,505,934

Total uninsured deposits were estimated to be approximately $2,701,000,000 at December 31, 2022.

Long-Term Debt

See Note 13 to the consolidated financial statements at Item 8 of this report for information about the Company’s other borrowings and long-term debt.

Junior Subordinated Debt

See Note 14 to the consolidated financial statements at Item 8 of this report for information about the Company’s junior subordinated debt.

Equity

See Note 16 and Note 26 in the consolidated financial statements at Item 8 of this report for a discussion of shareholders’ equity and regulatory capital, respectively. Management believes that the Company’s capital is adequate to support anticipated growth, meet the cash dividend requirements of the Company and meet the future risk-based capital requirements of the Bank and the Company.

On February 25, 2021 the Board of Directors approved the authorization to repurchase up to 2,000,000 shares of the Company's common stock (the 2021 Repurchase Plan), which approximated 6.7% of the shares outstanding as of the approval date. In connection with approval of the 2021 Repurchase Plan, the Company’s previous repurchase program adopted on November 12, 2019 (the 2019 Repurchase Plan) was terminated. The following table shows the repurchases made by the Company during 2022 under the 2021 Plan:

PeriodTotal number of shares purchasedAverage price paid per shareMaximum number of shares remaining that may yet be purchased under the 2021 Plan
January 1, 2022 - December 31, 2022576,881$41.671,359,802

Market Risk Management

Overview. The goal for managing the assets and liabilities of the Bank is to maximize shareholder value and earnings while maintaining a high quality balance sheet without exposing the Bank to undue interest rate risk. The Board of Directors has overall responsibility for the Company’s interest rate risk management policies. The Bank has an Asset and Liability Management Committee which establishes and monitors guidelines to control the sensitivity of earnings and the fair value of certain assets and liabilities as may be caused by changes in interest rates. The Company does not hold any financial instruments that are not maintained in US dollars and is not party to any contracts that may be settled or repaid in a denomination other than US dollars.

Asset/Liability Management. Activities involved in asset/liability management include but are not limited to lending, accepting and placing deposits, investing in securities and issuing debt. Interest rate risk is the primary market risk associated with asset/liability management. Sensitivity of earnings to interest rate changes arises when yields on assets change in a different time period or in a different amount from that of interest costs on liabilities. To mitigate interest rate risk, the structure of the balance sheet is managed with the goal that movements of interest rates on assets and liabilities are correlated and contribute to earnings even in periods of volatile interest rates. The asset/liability management policy sets limits on the acceptable amount of variance in net interest margin and market value of equity under changing interest environments. Market value of equity is the net present value of estimated cash flows from the Bank’s assets, liabilities and off-balance sheet items. The Bank uses simulation models to forecast net interest margin and market value of equity.

Simulation of net interest margin and market value of equity under various interest rate scenarios is the primary tool used to measure interest rate risk. The Bank estimated the potential impact of changing interest rates on net interest margin and market value of equity using computer-modeling techniques. A balance sheet forecast is prepared using inputs of actual loan, securities and interest-bearing liability (i.e. deposits/borrowings) positions as the beginning base.

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In the simulation of net interest income and market value of equity, the forecast balance sheet is processed against various interest rate scenarios. These various interest rate scenarios include a flat rate scenario, which assumes interest rates are unchanged in the future, and rate ramp and or shock scenarios including -300, -200, -100, +100, +200, and +300 basis points around the flat scenario. At December 31, 2022, the overnight Federal funds rate, the rate primarily used in these interest rate shock scenarios, was 4.25%. These scenarios assume that 1) interest rates increase or decrease evenly (in a “ramp” fashion) over a twelve-month period and remain at the new levels beyond twelve months or 2) that interest rates change instantaneously (“shock”). The simulation results shown below assume no changes in the structure of the Company’s balance sheet over the twelve months being measured.

The following table summarizes the estimated effect on net interest income and market value of equity to changing interest rates as measured against a flat rate (no interest rate change) instantaneous shock scenario over a twelve month period utilizing the Company's specific mix of interest earning assets and interest bearing liabilities as of December 31, 2022.

Interest Rate Risk Simulations:Change in InterestRates (Basis Points)Estimated Change in Net Interest Income (NII) (as % of NII)Estimated Change in Market Value of Equity (MVE) (as % of MVE)
+300 (shock)(2.5)%(4.1)%
+200 (shock)(1.7)%(2.4)%
+100 (shock)(0.7)%(0.3)%
+ 0 (flat)
-100 (shock)(2.2)%(3.9)%
-200 (shock)(6.5)%(12.9)%
-300 (shock)(9.9)%(26.1)%

These simulations indicate that given a “flat” balance sheet size scenario, and if interest-bearing checking, savings and money market interest rates track the general interest rate changes by the rate shock values listed above, the Company’s balance sheet is slightly liability sensitive over a twelve month time horizon for both a rates up and rates down shock scenario. “Asset sensitive” implies that net interest income increases when interest rates rise and decrease when interest rates decrease. “Liability sensitive” implies that net interest income decreases when interest rates rise and increase when interest rates decrease.“Neutral sensitivity” implies that net interest income does not change when interest rates change. The asset liability management policy limits aggregate market risk, as measured in this fashion, to an acceptable level within the context of risk-return trade-offs.

The simulation results noted above do not incorporate any management actions that might moderate the negative consequences of interest rate deviations. In addition, the simulation results noted above contain various assumptions such as a flat balance sheet, and the rate that deposit interest rates change instantaneously as general interest rates change. Therefore, they do not reflect likely actual results, but serve as estimates of interest rate risk. More specifically, the Company's pre-existing low cost of funds, and the presumption that depositors will not accept a negative rate environment, does not allow management the ability to meaningfully adjust the cost of deposits below zero. In addition, many of the Company's loans and investment securities are considered fixed rate interest earning assets. Therefore, in an instantaneous upward rate shock scenario, management would expect the cost of interest bearing liabilities to reprice faster than interest earning assets.

As with any method of measuring interest rate risk, certain shortcomings are inherent in the method of analysis presented in the preceding tables. For example, although certain of the Company’s assets and liabilities may have similar maturities or repricing time frames, they may react in different degrees to changes in market interest rates. In addition, the interest rates on certain of the Company’s asset and liability categories may precede, or lag behind, changes in market interest rates. Also, the actual rates of prepayments on loans and investments could vary significantly from the assumptions utilized in deriving the results as presented in the preceding tables. Further, a change in U.S. Treasury rates accompanied by a change in the shape of the treasury yield curve could result in different estimations from those presented herein. Accordingly, the results in the preceding tables should not be relied upon as indicative of actual results in the event of changing market interest rates. Additionally, the resulting estimates of changes in market value of equity are not intended to represent, and should not be construed to represent, estimates of changes in the underlying value of the Company.

Interest rate sensitivity is a function of the repricing characteristics of the Company’s portfolio of assets and liabilities. One aspect of these repricing characteristics is the time frame within which the interest-bearing assets and liabilities are subject to change in interest rates either at replacement, repricing or maturity. An analysis of the repricing time frames of interest-bearing assets and liabilities is sometimes called a “gap” analysis because it shows the gap between assets and liabilities repricing or maturing in each of a number of periods. Another aspect of these repricing characteristics is the relative magnitude of the repricing for each category of interest earning asset and interest-bearing liability given various changes in market interest rates. Gap analysis gives no indication of the relative magnitude of repricing given various changes in interest rates. Interest rate sensitivity management focuses on the maturity of assets and liabilities and their repricing during periods of changes in market interest rates. Interest rate sensitivity gaps are measured as the difference between the volumes of assets and liabilities in the Company’s current portfolio that are subject to repricing at various time horizons.

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The following interest rate sensitivity table shows the Company’s repricing gaps as of December 31, 2022. In this table transaction deposits, which may be repriced at will by the Company, have been included in the less than 3-month category. The inclusion of all of the transaction deposits in the less than 3-month repricing category causes the Company to appear liability sensitive. Because the Company may reprice its transaction deposits at will, transaction deposits may or may not reprice immediately with changes in interest rates.

Due to the limitations of gap analysis, as described above, the Company does not actively use gap analysis in managing interest rate risk. Instead, the Company relies on the more sophisticated interest rate risk simulation model described above as its primary tool in measuring and managing interest rate risk.

As of December 31, 2022Repricing within:
(dollars in thousands)Less than 3 months3 - 6 months6 - 12 months1 - 5 yearsOver 5 years
Interest-earning assets:
Cash at Federal Reserve and other banks$10,907$$$$
Securities493,94874,824148,098772,0251,127,097
Loans1,226,279320,707626,5043,206,718937,043
Total interest-earning assets1,731,134395,531774,6023,978,7432,064,140
Interest-bearing liabilities
Transaction deposits5,220,636
Time68,91342,05953,91959,892
Other borrowings264,605
Junior subordinated debt101,040
Total interest-bearing liabilities$5,655,194$42,059$53,919$59,892$
Interest sensitivity gap$(3,924,060)$353,472$720,683$3,918,851$2,064,140
Cumulative sensitivity gap$(3,924,060)$(3,570,588)$(2,849,905)$1,068,946$3,133,086
As a percentage of earning assets:
Interest sensitivity gap(43.2)%3.9%7.9%43.2%22.7%
Cumulative sensitivity gap(43.2)%(39.3)%(31.4)%11.8%34.5%

Liquidity

Liquidity refers to the Company’s ability to provide funds at an acceptable cost to meet loan demand and deposit withdrawals, as well as contingency plans to meet unanticipated funding needs or loss of funding sources. These objectives can be met from either the asset or liability side of the balance sheet. Asset liquidity sources consist of the repayments and maturities of loans, selling of loans, short-term money market investments, maturities of securities and sales of securities from the available-for-sale portfolio. These activities are generally summarized as investing activities in the Consolidated Statement of Cash Flows. Net cash used by investing activities, excluding cash acquired from VRB, totaled $1,149,582,000 in 2022. Net increases in loan balances from both originations and purchases used approximately $761,357,000 of cash, while purchases of investment securities, net of calls and maturities, used approximately $392,806,000 of cash.

Liquidity may also be impacted from liabilities through changes in deposits and borrowings outstanding. These activities are included under financing activities in the Consolidated Statement of Cash Flows. In 2022, financing activities used funds totaling $100,862,000, resulting from a decline of $253,625,000 in deposits, $35,797,000 in dividend payments, and an additional $27,148,000 used toward the repurchase of common stock, partially offset by an increase in cash from short term borrowings totaling $214,518,000. In addition, at December 31, 2022, the Company had loans and securities available to pledge towards future borrowings from the Federal Home Loan Bank and the Federal Reserve Bank of up to $2,485,905,000 and $299,689,000, respectively. As of December 31, 2022, the Company had $80,460,000 of other borrowings as described in Note 13 of the consolidated financial statements of the Company and the related notes at Item 8 of this report. While these sources are expected to continue to provide significant amounts of funds in the future, their mix, as well as the possible use of other sources, will depend on future economic and market conditions. Liquidity is also provided or used through the results of operating activities. In 2022, operating activities provided cash of $162,895,000 and primarily from net income of $125,419,000.

The Company’s investment securities, excluding held-to-maturity securities, plus cash and cash equivalents in excess of reserve requirements totaled $2,559,668,000 at December 31, 2022, which was 25.8% of total assets at that time. This was a decrease of $416,691,000 from $2,976,359,000 and 34.5% of total assets as of December 31, 2021.

Loan demand during 2023 will depend in part on economic and competitive conditions. The Company emphasizes the solicitation of non-interest bearing demand deposits and money market checking deposits, which are the least sensitive to interest rates. The outlook for deposit balances during 2023 is subject to actions from the Federal Reserve, heightened competition, the success of the Company’s sales

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efforts, delivery of superior customer service and market conditions. In addition to the Federal Reserve's increase in interest rates, quantitative tightening through reduction of the Federal balance sheet is expected to place downward pressure on deposits balances during 2023. Depending on economic conditions, interest rate levels, and a variety of other conditions, proceeds from the sale or maturity of investment securities may be used to fund loans, or reduce short-term borrowings. However, due to concerns such as uncertainty in the general economic environment, competition and political uncertainty, loan demand and levels of customer deposits are not certain and forecasted changes in those balances are subject to significant volatility and uncertainty. At December 31, 2022, we believe the Company has sufficient liquidity and capital resources to meet its cash flow obligations over the next 12 months and for the foreseeable future.

The principal cash requirements of the Company are dividends on common stock when declared. The Company is dependent upon the payment of cash dividends by the Bank to service its commitments. Shareholder dividends are expected to continue subject to the Board’s discretion and continuing evaluation of capital levels, earnings, asset quality and other factors. The Company expects that the cash dividends paid by the Bank to the Company will be sufficient to meet this payment schedule. Dividends from the Bank are subject to certain regulatory restrictions.

The maturity distribution of certificates of deposit in denominations of $100,000 or more is set forth in the following table. These deposits are generally more rate sensitive than other deposits and, therefore, are more likely to be withdrawn to obtain higher yields elsewhere if available.

Certificates of Deposit in Denominations of $250,000 or More

Amounts as of December 31,
(dollars in thousands)20222021
Time remaining until maturity:
Less than 3 months$7,653$12,978
3 months to 6 months8,2846,741
6 months to 12 months17,66211,451
More than 12 months12,75113,482
Total$46,350$44,652

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Loan maturities

Loan demand also affects the Company’s liquidity position. The following table presents the maturities of loans, net of deferred loan costs, at December 31, 2022:

Within One YearAfter One But Within Five YearsAfter Five But Within 15 YearsAfter 15 YearsTotal
(dollars in thousands)
Loans with predetermined interest rates:
Commercial Real Estate$58,681$415,410$1,177,462$21,758$1,673,311
Consumer89,99254,531121,461478,171744,155
Commercial & Industrial57,689168,27553,7088,048287,720
Construction10,69113,50926,04111,05461,295
Agricultural Production1778,55310,26518,995
Leases7,7267,726
Total loans with predetermined interest rates217,230668,0041,388,937519,0312,793,202
Loans with floating interest rates:
Commercial Real Estate86,848513,9172,023,97261,0352,685,772
Consumer30,30945,984104,617315,678496,588
Commercial & Industrial98,532151,27512,57219,822282,201
Construction44,04441,89057,8396,492150,265
Agricultural Production32,3209,730360942,419
Leases
Total loans with floating interest rates292,053762,7962,199,360403,0363,657,245
Total loans$509,283$1,430,800$3,588,297$922,067$6,450,447

Investment maturities

The maturity distribution and yields of the investment portfolio at December 31, 2022 is presented in the following tables. The timing of the maturities indicated in the tables below is based on final contractual maturities. Most mortgage-backed securities return principal throughout their contractual lives. As such, the weighted average life of mortgage-backed securities based on outstanding principal balance is usually significantly shorter than the final contractual maturity indicated below. Yields on tax exempt securities are shown on a tax equivalent basis.

Within One YearAfter One Year but Through Five YearsAfter Five Years but Through Ten YearsAfter Ten YearsTotal
AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
(dollars in thousands)
Debt Securities Available for Sale
Obligations of US government agencies$55,8510.40%$69,8630.72%$83,5552.57%$1,163,5002.16%$1,372,7692.04%
Obligations of states and political subdivisions2602.64%2,5043.51%70,4903.09%219,9513.34%293,2053.28%
Corporate bonds%%5,7514.95%%5,7514.95%
Asset backed securities%6,3973.08%227,8705.34%205,5004.83%439,7675.07%
Non-agency collateralized mortgage obligations%41,3524.66%7,7962.20%291,7982.49%340,9462.74%
Total debt securities available for sale$56,1110.46%$120,1162.21%$395,4624.25%$1,880,7492.62%$2,452,4382.81%
Debt Securities Held to Maturity
Obligations of US government agencies$%$2,6622.32%$10,2062.40%$141,9622.72%$154,8302.69%
Obligations of states and political subdivisions%1,0684.55%4,5153.07%5703.76%6,1533.39%
Total debt securities held to maturity$%$3,7302.96%$14,7212.60%$142,5322.73%$160,9832.72%

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Off-Balance Sheet Items

The Bank has certain ongoing commitments under leases. See Note 11 of the financial statements at Item 8 of this report for the terms. These commitments do not significantly impact operating results. As of December 31, 2022, commitments to extend credit and commitments related to the Bank’s deposit overdraft privilege product were the Bank’s only financial instruments with off-balance sheet risk. The Bank has not entered into any material contracts for financial derivative instruments such as futures, swaps, options, etc. Commitments to extend credit were $2,215,159,000 and $1,607,939,000 at December 31, 2022 and 2021, respectively, and represent 34.3% of the total loans outstanding at year-end 2022 versus 32.7% at December 31, 2021. Commitments related to the Bank’s deposit overdraft privilege product totaled $126,634,000 and $125,670,000 at December 31, 2022 and 2021, respectively.

Certain Contractual Obligations

The following chart summarizes certain contractual obligations of the Company as of December 31, 2022:

(dollars in thousands)TotalLess than one year1-3 years3-5 yearsMore than 5 years
Time deposits$223,999$164,107$57,736$2,156$
Other collateralized borrowings, fixed rate, as of December 31, 2022 of 0.05%, payable on January 3, 202347,90547,905
Overnight borrowing at FHLB, fixed rate, as of December 31, 2022 of 4.65%, payable on January 3, 2023216,700216,700
Junior subordinated debt:
TriCo Trust I(1)20,61920,619
TriCo Trust II(2)20,61920,619
North Valley Trust II(3)5,5035,503
North Valley Trust III(4)4,3834,383
North Valley Trust IV(5)7,3937,393
VRB Subordinated - 6%(6)17,18717,187
VRB Subordinated - 5%(7)25,33625,336
Operating lease obligations33,2625,52213,8637,3426,535
Deferred compensation(8)697177348172
Supplemental retirement plans(8)22,4552,0734,2533,61612,513
Total contractual obligations$646,058$436,484$76,200$13,286$120,088

(1)Junior subordinated debt, adjustable rate of three-month LIBOR plus 3.05%, callable in whole or in part by the Company on a quarterly basis beginning October 7, 2008, matures October 7, 2033.

(2)Junior subordinated debt, adjustable rate of three-month LIBOR plus 2.55%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.

(3)Junior subordinated debt, adjustable rate of three-month LIBOR plus 3.25%, callable in whole or in part by the Company on a quarterly basis beginning April 24, 2008, matures April 24, 2033.

(4)Junior subordinated debt, adjustable rate of three-month LIBOR plus 2.80%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.

(5)Junior subordinated debt, adjustable rate of three-month LIBOR plus 1.33%, callable in whole or in part by the Company on a quarterly basis beginning March 15, 2011, matures March 15, 2036.

(6)Junior subordinated debt, fixed rate of 6% until March 29, 2024, then floating rate of three-month LIBOR plus 3.52% until maturity in 2029. Redeemable in whole or in part by the Company beginning March 29, 2024.

(7)Junior subordinated debt, fixed rate of 5% until August 27, 2025, then floating rate of 90-day average SOFR plus 4.90% until maturity in 2035. Redeemable in whole or in part by the Company beginning August 27, 2025.

(8)These amounts represent known certain payments to participants under the Company’s deferred compensation and supplemental retirement plans. See Note 22 in the financial statements at Item 8 of this report for additional information related to the Company’s deferred compensation and supplemental retirement plan liabilities.

FY 2021 10-K MD&A

SEC filing source: 0000356171-22-000016.

Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Published MD&A gate trimmed front/tail over-capture. Confidence: high. Filing date: 2022-03-01. Report date: 2021-12-31.

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

Financial Overview

The following discussion and analysis is designed to provide a better understanding of the significant changes and trends related to the Company and the Bank’s financial condition, operating results, asset and liability management, liquidity and capital resources and should be read in conjunction with the consolidated financial statements of the Company and the related notes at Item 8 of this report.

TRICO BANCSHARES

Financial Summary

(In thousands, except per share amounts; unaudited)

Year ended December 31,202120202019
Interest income$277,047$267,184$272,444
Interest expense(5,508)(9,457)(15,375)
Net interest income271,539257,727257,069
(Provision for) benefit from loan losses6,775(42,813)1,690
Noninterest income63,66455,19453,520
Noninterest expense(178,275)(182,758)(185,457)
Income before income taxes163,70387,350126,822
Provision for income taxes(46,048)(22,536)(34,750)
Net income$117,655$64,814$92,072
Share Data
Earnings per share:
Basic$3.96$2.17$3.02
Diluted$3.94$2.16$3.00
Per share:
Dividends paid$1.00$0.88$0.82
Book value at period end$33.64$31.12$29.70
Tangible book value at period end (2)$25.80$23.09$21.69
Average common shares outstanding29,72129,91730,478
Average diluted common shares outstanding29,88230,02830,645
Shares outstanding at period end29,73029,72730,524
Financial Ratios
During the period:
Return on average assets1.43%0.91%1.43%
Return on average equity12.10%7.18%10.49%
Net interest margin(1)3.58%3.96%4.47%
Efficiency ratio53.18%58.40%59.71%
Average equity to average assets11.84%12.66%13.97%
Dividend payout ratio25.26%40.58%27.15%
At period end:
Equity to assets11.61%12.11%14.01%
Total capital to risk-weighted assets15.42%15.22%15.07%
Balance Sheet Data
Total investments$2,427,885$1,719,102$1,345,954
Total loans4,916,6244,763,1274,307,366
Total assets8,614,7877,639,5296,471,181
Total non-interest bearing deposits2,979,8822,581,5171,832,665
Total deposits7,367,1596,505,9345,366,994
Total other borrowings50,08726,91418,484
Total junior subordinated debt58,07957,63557,232
Total shareholders’ equity1,000,184925,114906,570
Total tangible equity (2)$766,943$686,409$662,141

(1)Fully taxable equivalent (FTE)

(2)Tangible equity is calculated by subtracting Goodwill and Other intangible assets from total shareholders’ equity. Management believes that tangible equity is meaningful because it is a measure that the Company and investors commonly use to assess capital adequacy. Tangible book value is calculated by dividing tangible equity by shares outstanding at period end.

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As TriCo Bancshares has not commenced any business operations independent of the Bank, the following discussion pertains primarily to the Bank. Average balances, including such balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company. Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, interest income and net interest income may be presented on a fully tax-equivalent (FTE) basis. The presentation of interest income and net interest income on a FTE basis is a common practice within the banking industry. Interest income and net interest income are shown on a non-FTE basis within Item 7 and Item 8 of this report, and a reconciliation of the FTE and non-FTE presentations is provided below in the discussion of net interest income.

Critical Accounting Policies and Estimates

In preparing the consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (GAAP), management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period. Actual results could differ significantly from those estimates. The estimate that is particularly susceptible to significant change is the determination of the provision and allowance for credit losses (ACL).

Allowance for Credit Losses

The Company’s method for assessing the appropriateness of the allowance for credit losses includes specific allowances for individually analyzed loans, formula allowance factors for pools of credits, and qualitative considerations which include, among other things, current and forecast economic and environmental factors (e.g., interest rates, growth, economic conditions, etc.). Allowance factors for loan pools were based on historical loss experience by product type and prior risk rating.

Management estimates the allowance balance using relevant information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. The allowance for credit losses is measured on a collective (pool) basis when similar risk characteristics exist. Historical credit loss experience provides the basis for the estimation of expected credit losses, which captures loan balances as of a point in time to form a cohort, then tracks the respective losses generated by that cohort of loans over the remaining life. The Company identified and accumulated loan cohort historical loss data beginning with the fourth quarter of 2008 and through the current period. In situations where the Company's actual loss history was not statistically relevant, the loss history of peers, defined as financial institutions with assets greater than three billion and less than ten billion, were utilized to create a minimum loss rate. Adjustments to historical loss information are made for differences in relevant current loan-specific risk characteristics, such as historical timing of losses relative to the loan origination.

In its loss forecasting framework, the Company incorporates forward-looking information through the use of macroeconomic scenarios applied over the forecasted life of the assets. These macroeconomic scenarios incorporate variables that have historically been key drivers of increases and decreases in credit losses. These variables include, but are not limited to, changes in environmental conditions, such as California unemployment rates, household debt levels and U.S. gross domestic product.

There is a greater chance that the Company would suffer a loss from a loan that was risk rated less than satisfactory than if the loan was last graded satisfactory. As such, the proper risk grading of loans in the portfolio is important to the determination of the calculation of and determination of adequacy of the allowance for credit losses. Utilizing the historical loss data described above, the Company applies reserve rates within any unique pool based on its loss and risk grade migration. Therefore, within any given pool, a larger loss estimation factor is applied to less than satisfactory loans as compared to those that the Company last graded as satisfactory. The resulting allowance for any pool is the sum of the calculated reserves determined in this manner.

Certain loans are not included in pools of loans that are collectively evaluated. The segregation of these loans is based on the results from analysis of identified credits that meet management’s criteria for specific evaluation. These loans are first reviewed individually to determine if such loans are considered impaired. Impaired loans are those where management has concluded that it is probable that the borrower will be unable to pay all amounts due under the original contractual terms and are removed from the pools of loans collectively evaluated. When, as a result of this evaluation, a loan is identified as impaired they are then specifically reviewed and evaluated individually by management for loss potential by evaluating sources of repayment, including collateral as applicable, and a specified allowance for loan losses is established where necessary. By definition, any loan that management has placed on non-accrual is considered impaired, however, not all impaired loans need be placed on non-accrual.

Because current economic conditions and forecasts can change and future events make it inherently difficult to predict the anticipated amount of estimated credit losses on loans, management's determination of the appropriateness of the ACL, 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 move independently of one another, such that improvement in one or certain factors may offset deterioration in others. Management believes that the ACL was adequate as of December 31, 2021.

Other Accounting Policies and Estimates

On an on-going basis, the Company evaluates its estimates, including those that materially affect the financial statements and are related to investments, mortgage servicing rights, fair value measurements, retirement plans, intangible assets and the fair value of acquired assets and liabilities. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. The Company’s policies related to these estimates can be found in Note 1 in the financial statements at Item 8 of this report.

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Geographical Descriptions

For the purpose of describing the geographical location of the Company’s operations, the Company has defined northern California as that area of California north of, and including, Stockton to the east and San Jose to the west; central California as that area of the state south of Stockton and San Jose, to and including, Bakersfield to the east and San Luis Obispo to the west; and southern California as that area of the state south of Bakersfield and San Luis Obispo.

Results of Operations

Average balances, including balances used in calculating certain financial ratios, are generally comprised of average daily balances for the Company.

Within Management’s Discussion and Analysis of Financial Condition and Results of Operations, certain performance measures including interest

income, net interest income, net interest yield, and efficiency ratio are generally presented on a fully tax-equivalent (FTE) basis. The Company believes

the use of these non-generally accepted accounting principles (non-GAAP) measures provides additional clarity in assessing its results.

Net Interest Income

The Company’s primary source of revenue is net interest income, which is the difference between interest income on earning assets and interest expense on interest-bearing liabilities. Following is a summary of the Company’s net interest income for the periods indicated (dollars in thousands):

Year ended December 31,
202120202019
Interest income$277,047$267,184$272,444
Interest expense(5,508)(9,457)(15,375)
Net interest income (not FTE)271,539257,727257,069
FTE adjustment1,0711,0691,201
Net interest income (FTE)$272,610$258,796$258,270
Net interest margin (FTE)3.58%3.96%4.47%
Acquired loans discount accretion:
Purchased loan discount accretion$8,091$8,171$8,137
Effect on average loan yield0.17%0.19%0.20%
Effect of purchased loan discount accretion on net interest margin (FTE)0.11%0.13%0.11%

Net interest income (FTE) during the year ended December 31, 2021 increased $13,814,000 or 5.3% to $272,610,000 compared against $258,796,000 during the year ended December 31, 2020. The increase amount of net interest income is reflective of growth in total average loan balances outstanding during 2021, which increased by $229,796,000 or 4.9% from December 31, 2020. The yield on interest earning assets was 3.65% and 4.11% for the years ended December 31, 2021 and 2020, respectively. This 46 basis point decrease in total earning asset yield was primarily attributable to a 23 basis point decrease in non-PPP loan yields and a 66 basis point decrease in yields on total investments. Of the 23 basis point decrease in yields on loans, a 21 basis point decline was attributable to decreases in market rates, in addition to 2 basis point from the accretion of purchased loans. The costs of total interest bearing liabilities decreased 12 basis points to 0.13% during the year ended December 31, 2021, as compared to 0.25% for the year ended December 31, 2020. During the same period, costs associated with interest bearing deposits decreased by 10 basis points to 0.08% as compared to 0.18% in the prior year. The decrease in interest expense for the year ended December 31, 2021, as compared to the trailing year, was due largely to the decreased rate environment benefiting both the interest-bearing deposit expense and other borrowings interest expense.

Net interest income (FTE) during the year ended December 31, 2020 increased $526,000 or 0.2% to $258,796,000 compared against $258,270,000 during the year ended December 31, 2019. The relatively unchanged amount of net interest income is reflective of the declining rate environment during the year ended December 31, 2020, as total average loan balances increased by approximately $534,912,000 in 2020, and excluding PPP loans, average loan balances increased by approximately $250,586,000 compared to December 31, 2019. The yield on interest earning assets was 4.11% and 4.74% for the year ended December 31, 2020 and 2019, respectively. This 63 basis point decrease in total earning asset yield was primarily attributable to a 33 basis point decrease in non-PPP loan yields and a 75 basis point decrease in yields on total investments. Of the 33 basis point decrease in yields on loans, a 32 basis point decline was attributable to decreases in market rates, offset partially by 1 basis point from the accretion of purchased loans. The decreases in yields on earning assets are consistent with decreased funding expenses as the costs of total interest bearing liabilities decreased 17 basis points to 0.25% during the year ended December 31, 2020, as compared to 0.42% for the year ended December 31, 2019. During the same period, costs associated with interest bearing deposits decreased by 15 basis points to 0.18% as compared to 0.33% in the prior year. The decrease in interest expense for the year ended December 31, 2020, as compared to the trailing year, was due largely to the decreased rate environment benefiting both the interest-bearing deposit expense and other borrowings interest expense.

For more information related to loan interest income, including loan purchase discount accretion, see the Summary of Average Balances, Yields/Rates and Interest Differential and Note 27 to the consolidated financial statements at Part II, Item 8 of this report. The “Yield” and “Volume/Rate” tables shown below are useful in illustrating and quantifying the developments that affected net interest income during 2021 and 2020.

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Summary of Average Balances, Yields/Rates and Interest Differential – Yield Tables

The following tables present, for the periods indicated, information regarding the Company’s consolidated average assets, liabilities and shareholders’ equity, the amounts of interest income from average earning assets and resulting yields, and the amount of interest expense paid on interest-bearing liabilities. Average loan balances include nonperforming loans. Interest income includes proceeds from loans on nonaccrual loans only to the extent cash payments have been received and applied to interest income. Yields on securities and certain loans have been adjusted upward to reflect the effect of income thereon exempt from federal income taxation at the statutory tax rate applicable during the period presented (dollars in thousands):

Year ended December 31,
202120202019
Average BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /PaidAverage BalanceInterest Income/ ExpenseRates Earned /Paid
Assets:
Loans$4,625,410$225,6264.88%$4,361,679$223,0865.11%$4,111,093$223,7505.44%
PPP Loans250,39116,6436.65%284,32610,6353.74%%
Investment securities—taxable1,914,78830,3521.59%1,302,36728,6592.20%1,360,79341,0953.02%
Investment securities—nontaxable (1)160,8634,6392.88%116,7174,6363.97%133,7335,2033.89%
Total investments2,075,65134,9911.69%1,419,08433,2952.35%1,494,52646,2983.10%
Cash at Federal Reserve and other banks663,8018580.13%467,3761,2370.26%171,0213,5972.10%
Total interest-earning assets7,615,253278,1183.65%6,532,465268,2534.11%5,776,640273,6454.74%
Other assets594,420590,966660,455
Total assets$8,209,673$7,123,431$6,437,095
Liabilities and shareholders’ equity:
Interest-bearing demand deposits$1,493,922$3270.02%$1,313,8043320.03%$1,254,3751,0890.09%
Savings deposits2,360,6051,2560.05%2,015,1342,5950.13%1,883,9644,8920.26%
Time deposits324,6361,7350.53%397,2163,9581.00%446,1425,7351.29%
Total interest-bearing deposits4,179,1633,3180.08%3,726,1546,8850.18%3,584,48111,7160.33%
Other borrowings43,236220.05%28,863170.06%15,4843872.50%
Junior subordinated debt57,8442,1683.75%57,4262,5554.45%57,1333,2725.73%
Total interest-bearing liabilities4,280,2435,5080.13%3,812,4439,4570.25%3,657,09815,3750.42%
Noninterest-bearing deposits2,837,7452,289,1681,780,746
Other liabilities119,471119,710121,933
Shareholders’ equity972,214902,110877,318
Total liabilities and shareholders’ equity$8,209,673$7,123,431$6,437,095
Net interest spread (2)3.52%3.86%4.32%
Net interest income and interest margin (3)$272,6103.58%$258,7963.96%$258,2704.47%

(1)The fully-taxable equivalent (FTE) adjustment for interest income of non-taxable investment securities was $1,071, $1,069, and $1,201 for the years ended December 31, 2021, 2020 and 2019, respectively.

(2)Net interest spread represents the average yield earned on interest-earning assets less the average rate paid on interest-bearing liabilities.

(3)Net interest margin is computed by dividing net interest income by total average earning assets.

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Summary of Changes in Interest Income and Expense due to Changes in Average Asset and Liability Balances and Yields Earned and Rates Paid – Volume/Rate Tables

The following table sets forth a summary of the changes in the Company’s interest income and interest expense from changes in average asset and liability balances (volume) and changes in average interest rates for the periods indicated. Changes applicable to both rate and volume have been included in the rate variance. Amounts are calculated on a fully taxable equivalent basis:

2021 over 20202020 over 2019
VolumeRateTotalVolumeRateTotal
Increase in interest income:
Loans$20,337(11,789)$8,548$29,099$(19,128)$9,971
Investment securities—taxable1,753(1,750)3(1,764)(10,672)(12,436)
Investment securities—nontaxable13,473(11,780)1,693(662)95(567)
Cash at Federal Reserve and other banks511(890)(379)6,223(8,583)(2,360)
Total interest-earning assets36,074(26,209)9,86532,896(38,288)(5,392)
Increase in interest expense:
Interest-bearing demand deposits54(59)(5)53(810)(757)
Savings deposits449(1,788)(1,339)341(2,638)(2,297)
Time deposits(726)(1,497)(2,223)(631)(1,146)(1,777)
Other borrowings9(4)5(37)(333)(370)
Junior subordinated debt19(406)(387)17(734)(717)
Total interest-bearing liabilities(195)(3,754)(3,949)(257)(5,661)(5,918)
Increase in net interest income$36,269$(22,455)$13,814$33,153$(32,627)$526
Ending balancesAs of December 31,$ Change% Change
($’s in thousands)20212020
Total assets$8,614,787$7,639,529$975,25812.8%
Total loans4,916,6244,763,127153,4973.2%
Total loans, excluding PPP4,855,4774,436,357419,1209.4%
Total investments2,427,8851,719,102708,78341.2%
Total deposits$7,367,159$6,505,934$861,22513.2%

Provision for Credit Losses

The provision for credit losses during any period is the sum of the allowance for credit losses required at the end of the period and any charge offs during the period, less the allowance for credit losses required at the beginning of the period, and less any recoveries during the period. See the Tables labeled “Allowance for Credit Losses – December 31, 2021 and 2020” at Note 5 in Item 8 of Part II of this report for the components that make up the provision for credit losses for the years ended December 31, 2021 and 2020.

The Company adopted and implemented ASU 2016-13, referred to as the Current Expected Credit Loss (CECL), on January 1, 2020 which resulted in an increase in the ACL for loans totaling $18,913,000, including a reclassification of $481,000 from discounts on acquired loans to the allowance for credit losses, as a cumulative effect adjustment from change in accounting policies, with a corresponding decrease in retained earnings, net of $5,449,000 in taxes of $12,983,000. Management also separately evaluated its held-to-maturity investment securities from obligations of state and political subdivisions utilizing the historical loss data represented by similar securities over a period of time spanning nearly 50 years, and based on this evaluation, no loss reserves were recorded for these securities at the time of adoption.

The Company recorded a reversal of credit loses of $6,775,000 during the year ended December 31, 2021, versus a provision for credit losses totaling $42,813,000 during the trailing year end. The decrease in required provisioning during 2021 was attributed to improvement in both external economic indicators and the Company's internal credit risk assessment under the cohort method including changes in the level of past due and nonperforming loans. Declines in California unemployment levels, reduced concentration risks and an improved gross domestic product outlook contributed to total required qualitative reserves of $59,855,000 as of December 31, 2021, a decline of $2,080,000 or 3.4% from December 31, 2020. Quantitative reserves calculated using the Company's cohort loss model totaled $25,521,000 at December 31, 2021, a decline of $4,391,000 or 14.7% from the trailing period December 31, 2021.

The Company adopted CECL on January 1, 2020, and recorded total credit provisions of $42,813,000 during 2020 based on the "forward-looking" nature of the accounting guidance, coupled with the severe impact on both domestic and foreign markets from the COVID-19 pandemic. Specifically, the qualitative factors associated with forecast levels of California unemployment and declines in gross domestic product, alone contributed to a level of calculated required reserves totaling approximately $60,563,000 as of December 31, 2020.

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Net recoveries for the year ended December 31, 2021 totaled $694,000 as compared to $130,000 for the year ended December 31, 2020. Total nonperforming loans increased 5 basis points to 0.61% of total loans at December 31, 2021 from 0.56% of total loans at December 31, 2020. For further details of the change in nonperforming loans during the year ended December 31, 2021 see the Tables, and associated narratives, labeled “Changes in nonperforming assets during the year ended December 31, 2021” and “Changes in nonperforming assets during the three months ended December 31, 2021” under the heading “Asset Quality and Non-Performing Assets” below.

Year ended December 31,
(dollars in thousands)202120202019 (1)
Provision (benefit) to allowance for credit losses$(7,165)$42,188$(1,690)
Change in reserve for unfunded loan commitments$390$625$200

(1) Changes to the reserve for unfunded commitments was recorded in other noninterest expense prior to adoption of CECL on January 1, 2020.

The provision for credit losses is based on management’s evaluation of inherent risks in the loan portfolio and a corresponding analysis of the allowance for credit losses. Additional discussion on loan quality, our procedures to measure loan impairment, and the allowance for credit losses is provided under the heading “Asset Quality and Non-Performing Assets” below.

Non-interest Income

The following table summarizes the Company’s non-interest income for the periods indicated (dollars in thousands):

Year Ended December 31,
202120202019
ATM and interchange fees$25,356$21,660$20,639
Service charges on deposit accounts14,01313,94416,657
Other service fees3,5703,1563,015
Mortgage banking service fees1,8811,8551,917
Change in value of mortgage loan servicing rights(872)(2,634)(1,811)
Total service charges and fees43,94837,98140,417
Asset management and commission income3,6682,9892,877
Increase in cash value of life insurance2,7752,9493,029
Gain on sale of loans9,5809,1223,282
Lease brokerage income746668878
Sale of customer checks459414529
Gain on sale of investment securities7110
Gain (loss) on marketable equity securities(86)6486
Other2,5741,0002,312
Total other non-interest income19,71617,21313,103
Total non-interest income$63,664$55,194$53,520

Non-interest income increased by $8,470,000 or 15.3% to $63,664,000 during the twelve months ended December 31, 2021, compared to $55,194,000 during the same period ended December 31, 2020. ATM and interchange fees improved $3,696,000 or 17.1% as a result of increased usage due to relaxed social distancing guidelines during the year ended December 31, 2021 when compared to the same period in the prior year. Additionally, during the year ended 2020, there was substantial downward pressure on interest rates following the COVID-19 pandemic, resulting in a decline in the fair value of mortgage servicing rights totaling $2,634,000 during the period. Other non-interest income increased $1,574,000 during the twelve months ended December 31, 2021, largely attributed to an increase of $804,000 in the change of fair value of non-readily marketable equity investments and a $204,000 increase in proceeds from life insurance, respectively, as compared to the trailing 12 months ended.

Non-interest income increased $1,674,000 or 3.1% to $55,194,000 during the twelve months ended December 31, 2020, compared to $53,520,000 during the equivalent period in 2019. This increase was primarily attributed to an increase in gains from the sale of mortgage loans, which resulted from increased volume, and contributed $5,840,000 to the overall increase in non-interest income during the year ended December 31, 2020 as compared to December 31, 2019. Non-interest income was negatively impacted by changes in the fair value of the Company’s mortgage servicing assets, as noted above, which contributed to a $823,000 decline for the year. Both the increased gains from the sale of mortgage loans and the decline in fair value of mortgage servicing assets are directly correlated with the elevated levels of mortgage origination volume, which was motivated by the historically low interest rate environment. Further, fee generative deposit account activity was impacted by reductions in the volume of returned check fees, declining by $2,713,000 to $13,944,000 for the twelve months ended December 31, 2020. Other non-interest income also declined by $1,312,000 during 2020, partially from decreases in the fair value of assets used to fund acquired deferred compensation plans totaling $514,000, as compared to 2019, as well as

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from a $333,000 reduction in one-time death benefits realized during the years ended 2020 and 2019 of $498,000 and $831,000, respectively.

Non-interest Expense

The following table summarizes the Company’s other non-interest expense for the periods indicated (dollars in thousands):

Year Ended December 31,
202120202019
Base salaries, net of deferred loan origination costs$69,844$70,164$70,218
Incentive compensation14,95710,02213,106
Benefits and other compensation costs21,55031,93522,741
Total salaries and benefits expense106,351112,121106,065
Occupancy14,91014,52814,893
Data processing and software13,98513,50413,517
Equipment5,3585,7047,022
Intangible amortization5,4645,7235,723
Advertising2,8992,8275,633
ATM and POS network charges6,0405,4335,447
Professional fees3,6573,2223,754
Telecommunications2,2532,6013,190
Regulatory assessments and insurance2,5811,5941,188
Merger and acquisition expenses1,523
Postage7101,0681,258
Operational losses9641,168986
Courier service1,2141,4141,308
Gain on sale or acquisition of foreclosed assets(233)(234)(246)
(Gain) loss on disposal of fixed assets(439)6782
Other miscellaneous expense11,03812,01815,637
Total other non-interest expense71,92470,63779,392
Total non-interest expense$178,275$182,758$185,457
Average full-time equivalent staff1,0391,0931,150

Salaries and benefit expense decreased $5,770,000 (5.1%) to $106,351,000 during the year ended December 31, 2021 as compared to $112,121,000 for the trailing twelve month period. Base salaries, net of deferred loan origination costs remained nearly flat, decreasing by $320,000 (0.4%) to $69,844,000 due to a decrease in average full time equivalent employees to 1,039 from 1,093 in the prior year-to-date period, offset by a higher average wage per employee due to both, the addition of personnel with elevated technical skillets to adhere to elevated regulatory expectations and annual merit increases. Commissions and incentive compensation increased $4,935,000 (49.2%) to $14,957,000 during 2021 compared to 2020 primarily due to increased organic non-PPP loan originations as borrower interaction and business demands for loans improved following the disruption from COVID-19 and related mandates in 2020. Benefits and other compensation costs decreased by $10,385,000 (32.5%) to $21,550,000 during the year ended December 31, 2021 as compared to $31,935,000 for the trailing twelve month period, caused by declines in expenses associated with retirement obligations and insurance costs.

Merger and acquisition expenses associated with the proposed merger with Valley Republic Bancorp, which is pending regulatory approval from the FRB, totaled $1,523,000 during the year ended December 31, 2021. Further, during the year ended December 31, 2021, expenses totaling approximately $1,745,000 are attributable to the Company's recently opened loan production offices, of which approximately $1,430,000 relates to salaries and benefits.

During 2018, the FDIC's Deposit Insurance Fund's (DIF) reserves exceeded the minimum set by the Dodd-Frank Act and the Bank with total assets less than $10 billion, was entitled to receive credits to offset a portion of its assessments. As a result, during the years ended December 31, 2020 and 2019, the Bank received credits of $610,000 and $862,000, respectively, which contributed to the fluctuation in regulatory assessments and insurance during those periods. There were no credits provided to the Bank during 2021.

Salaries and benefit expense increased $6,056,000 (5.7%) to $112,121,000 during the year ended December 31, 2020 as compared to $106,065,000 for the trailing twelve month period. Base salaries, net of deferred loan origination costs remained nearly flat, decreasing by $54,000 (0.1%) to $70,164,000 due to a decrease in average full time equivalent employees to 1,093 from 1,150 in the prior year-to-date period, offset by a higher average wage per employee from annual merit increases. Commissions and incentive compensation decreased $3,084,000 (23.5%) to $10,022,000 during 2020 compared to 2019 primarily due to lesser quantities and volumes of non-PPP loan originations as borrower interaction and business demands for loans experienced disruption from COVID-19 related mandates. Benefits and other compensation costs increased by $9,194,000 (40.4%) to $31,935,000 during the year

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ended December 31, 2020 as compared to $22,741,000 for the trailing twelve month period, caused by increases in expenses associated with retirement obligations and insurance costs.

Total other non-interest expense decreased by $8,755,000 or 11.0% to $70,637,000 during the year ended December 31, 2020 as compared to the $79,392,000 for the year ended December 31, 2019. Reductions in advertising expenses totaling $2,806,000 or 49.8% to $2,827,000 contributed to this beneficial change, as did declines in miscellaneous expenses totaling $3,619,000 or 23.1% attributed primarily to a $1,681,000 reduction in travel and training expenses as a result of state-wide shelter-in-place restrictions and a reduction of $418,000 in third party services, which were partially offset by the indirect loan documentation and administrative costs associated with PPP lending activity.

The provisions for income taxes applicable to income before taxes for the years ended December 31, 2021, 2020 and 2019 differ from amounts computed by applying the statutory Federal income tax rates to income before taxes. The effective tax rate and the statutory federal income tax rate are reconciled as follows:

Year Ended December 31,
202120202019
Federal statutory income tax rate21.0%21.0%21.0%
State income taxes, net of federal tax benefit7.97.77.9
Tax-exempt interest on municipal obligations(0.5)(0.9)(0.7)
Tax-exempt life insurance related income(0.5)(0.8)(0.6)
Low income housing and other tax credits(2.6)(4.8)(2.3)
Low income housing tax credit amortization2.24.12.1
Compensation and benefits(0.1)0.4(0.4)
Non-deductible merger expenses0.1
Other0.6(0.9)0.4
Effective Tax Rate28.1%25.8%27.4%

The effective tax rate on income was 28.1%, 25.8%, and 27.4% in 2021, 2020, and 2019, respectively. The effective tax rate was greater than the Federal statutory rates of 21% due to the combination of state tax expenses of 7.9% in 2021, 7.7% in 2020, and 7.9% in 2019. These increases in tax expense were partially offset by Federal tax-exempt interest income of $3,069,000, $3,566,000, and $4,002,000, respectively, Federal and State tax-exempt income of $3,478,000, $3,447,000, and $3,860,000, respectively, from increase in cash value and gain on death benefit of life insurance, low income housing tax credits and losses, net of amortization of $620,000, $619,000, and $230,000, respectively, and equity compensation excess tax benefits, net of non-deductible compensation of $1,495,000, $403,000, and $2,537,000, respectively. The low-income housing tax credits and the equity compensation excess tax benefits represent direct reductions in tax expense. In addition, the 2020 Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) provided the Company with an opportunity to file amended federal tax returns and generate refunds of approximately $805,000 during the year ended December 31, 2020. The items noted above resulted in an effective combined Federal and State income tax rate that differed from the combined Federal and State statutory income tax rate of approximately 29.6% during the three years ended 2021, 2020 and 2019.

Financial Condition

Restricted Equity Securities

Restricted equity securities were $17,250,000 at December 31, 2021 and December 31, 2020. The entire balance of restricted equity securities at December 31, 2021 and 2020 represents the Bank’s investment in the Federal Home Loan Bank of San Francisco (“FHLB”).

FHLB stock is carried at par and does not have a readily determinable fair value. While technically these are considered equity securities, there is no market for the FHLB stock. Therefore, the shares are considered as restricted investment securities. Management periodically evaluates FHLB stock for other-than-temporary impairment. Management’s determination of whether these investments are impaired is based on its assessment of the ultimate recoverability of cost rather than by recognizing temporary declines in value. The determination of whether a decline affects the ultimate recoverability of cost is influenced by criteria such as (1) the significance of any decline in net assets of the FHLB as compared to the capital stock amount for the FHLB and the length of time this situation has persisted, (2) commitments by the FHLB to make payments required by law or regulation and the level of such payments in relation to the operating performance of the FHLB, (3) the impact of legislative and regulatory changes on institutions and, accordingly, the customer base of the FHLB, and (4) the liquidity position of the FHLB.

As a member of the FHLB system, the Bank is required to maintain a minimum level of investment in FHLB stock based on specific percentages of its outstanding mortgages, total assets, or FHLB advances. The Bank may request redemption at par value of any stock in excess of the minimum required investment. Stock redemptions are at the discretion of the FHLB.

Loans

The Bank concentrates its lending activities in four principal areas: real estate mortgage loans (residential and commercial loans), consumer loans, commercial loans (including agricultural loans), and real estate construction loans.  The interest rates charged for the loans made by the Bank vary with

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the degree of risk, the size and maturity of the loans, the borrower’s relationship with the Bank and prevailing money market rates indicative of the Bank’s cost of funds.

The majority of the Bank’s loans are direct loans made to individuals, farmers and local businesses. The Bank relies substantially on local promotional activity and personal contacts by bank officers, directors and employees to compete with other financial institutions. The Bank makes loans to borrowers whose applications include a sound purpose, a viable repayment source and a plan of repayment established at inception and generally backed by a secondary source of repayment.

Loan Portfolio Composition

The following table shows the Company’s loan balances, including net deferred loan fees, at the dates indicated:

Year ended December 31,
(dollars in thousands)202120202019
Commercial real estate$3,306,054$2,951,902$2,818,782
Consumer1,071,551952,108955,050
Commercial and industrial, excluding PPP198,208199,557249,791
SBA PPP loans61,147326,770
Construction222,281284,842249,827
Agriculture production50,81144,16432,633
Leases6,5723,7841,283
Total loans$4,916,624$4,763,127$4,307,366
Allowance for credit losses$(85,376)$(91,847)$(30,616)

During the years ended 2021 and 2020, the Company purchased pools of SFR 1-4 1st DT (consumer) loans totaling approximately $101,466,000 and $41,126,000, respectively, inclusive of loan premiums. As of December 31, 2021 and 2020, the total remaining balances outstanding from these purchases equaled approximately $125,053,000 and $41,126,000, respectively. There was no credit deterioration identified at acquisition for the purchased loans. There were no loan purchases made during the year ended December 31, 2019.

The following table shows the Company’s loan balances, including net deferred loan fees, as a percentage of total loans at the dates indicated:

Year ended December 31,
(dollars in thousands)202120202019
Commercial real estate67.2%62.0%65.4%
Consumer21.8%20.0%22.2%
Commercial and industrial, excluding PPP4.1%4.2%5.8%
SBA PPP loans1.2%6.9%%
Construction4.5%6.0%5.8%
Agriculture production1.1%0.9%0.8%
Leases0.1%0.1%%
Total loans100%100%100%
Allowance for credit losses1.74%1.93%0.71%

At December 31, 2021 loans, including net deferred loan costs, totaled $4,916,624,000 which was a 3.2% ($153,497,000) increase over the balances at the end of 2020. Total loans, excluding PPP, increased by 9.4% ($419,120,000) during the same period. At December 31, 2020 loans, including net deferred loan costs, totaled $4,763,127,000 which was a 10.6% ($455,761,000) increase over the balances at the end of 2019. Total loans, excluding PPP, increased by 3.0% ($128,991,000) during the same period. At December 31, 2019 loans, including net deferred loan costs, totaled $4,307,366,000 which was a 7.1% ($285,352,000) increase over the balances at the end of 2018.

In March 2020, the Small Business Administration ("SBA") Paycheck Protection Program ("PPP") was created to help small businesses keep workers employed during the COVID-19 crisis. As a SBA Preferred Lender, the Company was able to provide PPP loans to small business customers. The SBA ended PPP and did not accept new borrowing applications, effective May 31, 2021.

As of December 31, 2021, the total gross balance outstanding of PPP loans was $63,311,000 as compared to total PPP originations of $640,410,000. In connection with the origination of these loans, the Company earned approximately $25,299,000 in loan fees, offset by deferred loan costs of approximately $1,245,000, the net of which will be recognized over the earlier of loan maturity (between 24-60 months), repayment or receipt of forgiveness confirmation. As of December 31, 2021, over 90% of all PPP loans originated have been forgiven and repaid by the SBA and there was approximately $2,164,000 in net deferred fee income remaining to be recognized. During the year ended December 31, 2021, the Company recognized $14,148,000, respectively in fees on PPP loans as compared with $7,760,000 for the year ended December 31, 2020, respectively.

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As of December 31, 2020, the total gross balance outstanding of PPP loans was $333,982,000 as compared to total PPP originations of $438,510,000. In connection with the origination of these loans, the Company earned approximately $15,735,000 in loan fees, offset by deferred loan costs of approximately $763,000. As of December 31, 2020 there was approximately $7,212,000 in net deferred fee income remaining to be recognized.

From time to time the Bank may be presented with the opportunity to purchase individual or pools of loans in whole or in part outside of a transaction that would be considered a business combination. As of December 31, 2021 and 2020, the outstanding carrying value of purchased loans that were not acquired in a business combination totaled $159,373,000 and $96,621,000, respectively.

Asset Quality and Nonperforming Assets

Nonperforming Assets

The following tables set forth the amount of the Bank’s nonperforming assets as of the dates indicated. “Performing non-accrual loans” are loans that may be current for both principal and interest payments, or are less than 90 days past due, but for which payment in full of both principal and interest is not expected, and are not well secured and in the process of collection:

December 31,
(dollars in thousands)20212020201920182017
Performing nonaccrual loans$27,713$22,896$11,266$22,689$20,937
Nonperforming nonaccrual loans2,6373,9685,5794,8053,176
Total nonaccrual loans30,35026,86416,84527,49424,113
Loans 90 days past due and still accruing19281
Total nonperforming loans30,35026,86416,86427,49424,394
Foreclosed assets2,5942,8442,5412,2803,226
Total nonperforming assets$32,944$29,708$19,405$29,774$27,620
U.S. government, including its agencies and its government-sponsored agencies, guaranteed portion of nonperforming loans$756$811$992$1,173$358
Nonperforming assets to total assets0.38%0.39%0.30%0.47%0.58%
Nonperforming loans to total loans0.61%0.56%0.39%0.68%0.81%
Allowance for credit losses to nonperforming loans281%342%182%119%124%

Changes in nonperforming assets during the year ended December 31, 2021

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2021:

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(in thousands)Balance at December 31, 2020AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2021
Commercial real estate:
CRE non-owner occupied$3,110$6,357$(1,568)$$$7,899
CRE owner occupied4,0612,408(1,415)(18)5,036
Multifamily4,568(111)4,457
Farmland1,5382,029(421)(126)3,020
Total commercial real estate loans8,70915,362(3,515)(144)20,412
Consumer:
SFR 1-4 1st DT5,094174(978)(145)(549)3,596
SFR HELOCs and junior liens6,1481,446(3,260)(30)(503)3,801
Other167194(37)(253)71
Total consumer loans11,4091,814(4,275)(428)(1,052)7,468
Commercial and industrial2,1822,683(980)(1,470)2,415
Construction4,54667(4,531)(27)55
Agriculture production18120(138)
Leases
Total nonperforming loans26,86420,046(13,439)(2,069)(1,052)30,350
Foreclosed assets2,844(9)(1,293)1,0522,594
Total nonperforming assets$29,708$20,037$(14,732)$(2,069)$$32,944

The table above does not include deposit overdraft charge-offs.

Nonperforming assets increased by $3,236,000 (10.9%) to $32,944,000 at December 31, 2021 from $29,708,000 at December 31, 2020. The increase in nonperforming assets during 2021 was the result of new nonperforming loans of $20,037,000, which was partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $13,439,000, dispositions of foreclosed assets totaling $1,293,000, and net charge-offs of $2,069,000.

Changes in nonperforming assets during the year ended December 31, 2020

The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2020:

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(in thousands)Balance at December 31, 2019AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downsTransfers to Foreclosed AssetsBalance at December 31, 2020
Commercial real estate:
CRE non-owner occupied$642$2,654$(186)$$$3,110
CRE owner occupied1,4083,298(645)4,061
Multifamily2,024(2,024)
Farmland1,2421,073(595)(182)1,538
Total commercial real estate loans5,3167,025(3,450)(182)8,709
Consumer:
SFR 1-4 1st DT5,1913,273(2,591)(13)(766)5,094
SFR HELOCs and junior liens4,2173,854(1,807)(116)6,148
Other51789(318)(355)167
Total consumer loans9,4597,916(4,716)(484)(766)11,409
Commercial and industrial2,0502,201(1,295)(774)2,182
Construction4,5464,546
Agriculture production39426(447)18
Leases
Total nonperforming loans16,86422,114(9,908)(1,440)(766)26,864
Foreclosed assets2,54150(513)7662,844
Total nonperforming assets$19,405$22,164$(10,421)$(1,440)$$29,708

The table above does not include deposit overdraft charge-offs.

Nonperforming assets increased by $10,303,000 (53.1%) to $29,708,000 at December 31, 2020 from $19,405,000 at December 31, 2019. The increase in nonperforming assets during 2020 was the result of new nonperforming loans of $22,114,000, which was partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $9,908,000, dispositions of foreclosed assets totaling $513,000, and net charge-offs of $1,440,000.

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Changes in nonperforming assets during the three months ended December 31, 2021

The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2021:

(in thousands)Balance at September 30, 2021AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2021
Commercial real estate:
CRE non-owner occupied$7,713$581$(395)$$$7,899
CRE owner occupied4,877273(114)5,036
Multifamily4,560(103)4,457
Farmland1,1471,992(119)3,020
Total commercial real estate loans18,2972,846(731)20,412
Consumer:
SFR 1-4 1st DT3,833131(368)3,596
SFR HELOCs and junior liens4,034585(285)(30)(503)3,801
Other8428(17)(24)71
Total consumer loans7,951744(670)(54)(503)7,468
Commercial and industrial2,407201(169)(24)2,415
Construction1567(27)55
Agriculture production120(120)
Leases
Total nonperforming loans28,7903,858(1,690)(105)(503)30,350
Foreclosed assets2,650(559)5032,594
Total nonperforming assets$31,440$3,858$(2,249)$(105)$$32,944

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets increased during the fourth quarter of 2021 by $1,504,000 (4.8%) to $32,944,000 at December 31, 2020 compared to $31,440,000 at September 30, 2021. The increase in nonperforming assets during the fourth quarter of 2021 was the result of new nonperforming loans of $3,858,000, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $1,690,000, dispositions of foreclosed assets totaling $559,000, and net charge-offs of $105,000 in non-performing loans.

The $3,858,000 in new nonperforming loans during the fourth quarter of 2021 was comprised of, most notably, an increase of $1,992,000 and $1,633,000, respectively, on separate farmland relationships, both of which have been individually evaluated for collectability under the collateral methodology. Reserves of approximately $275,000 have been recorded in connections with these relationships has been recorded as of December 31, 2021.

Changes in nonperforming assets during the three months ended December 31, 2020

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The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2020:

(in thousands)Balance at September 30, 2020AdditionsAdvances/ Paydowns, netCharge-offs/ Write-downs (1)Transfers to Foreclosed AssetsBalance at December 31, 2020
Commercial real estate:
CRE non-owner occupied$3,010$127$(27)$$$3,110
CRE owner occupied3,778647(364)4,061
Multifamily
Farmland2,05670(406)(182)1,538
Total commercial real estate loans8,844844(797)(182)8,709
Consumer:
SFR 1-4 1st DT6,37392(763)(609)5,093
SFR HELOCs and junior liens5,1851,337(281)(93)6,148
Other27987(72)(127)167
Total consumer loans11,8371,516(1,116)(220)(609)11,408
Commercial and industrial1,978475(183)(87)2,183
Construction184,5284,546
Agriculture production286(268)18
Leases
Total nonperforming loans22,9637,363(2,364)(489)(609)26,864
Foreclosed assets2,0571786092,844
Total nonperforming assets$25,020$7,541$(2,364)$(489)$$29,708

(1) Charge-offs and write-downs exclude deposit overdraft charge-offs.

Nonperforming assets increased during the fourth quarter of 2020 by $4,688,000 (18.7%) to $29,708,000 at December 31, 2020 compared to $25,020,000 at September 30, 2020. The increase in nonperforming assets during the fourth quarter of 2020 was the result of new nonperforming loans of $7,363,000, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $2,364,000, dispositions of foreclosed assets totaling $609,000, and net charge-offs of $489,000 in non-performing assets.

The $7,363,000 in new nonperforming loans during the fourth quarter of 2020 was comprised of, most notably, an increase of $4,648,000 on one residential construction loan which is considered well secured, $1,337,000 on thirteen home equity lines or loans, $647,000 on five commercial and industrial loans, and finally, $475,000 on two commercial and industrial loans.

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COVID Deferrals

Following the passage of the CARES Act legislation, the "Interagency Statement on Loan Modifications and Reporting for Financial Institutions Working with Customers Affected by the Coronavirus" was issued by federal bank regulators, which offers temporary relief from troubled debt restructuring accounting for loan payment deferrals for certain customers whose businesses are experiencing economic hardship due to Coronavirus. The COVID deferral relief period under the CARES act legislation ended effective January 1, 2022, as such, any further requests for modification from borrowers will be evaluated in accordance with loan modification accounting guidance.

The following is a summary of COVID related loan customer modifications with outstanding balances as of December 31, 2021:

Modification TypeDeferral Term
(dollars in thousands)Modified Loan Balances Outstanding% of Total Category of LoansInterest Only DeferralPrincipal and Interest Deferral90 Days180 DaysOther
Commercial real estate:
CRE non-owner occupied$18,4371.2%100.0%%%79.5%20.5%
CRE owner occupied
Multifamily
Farmland
Total commercial real estate loans18,4370.679.520.5
Consumer:
Commercial and industrial
Construction
Agriculture production
Leases
Total modifications$18,4370.4%100.0%%%79.5%20.5%

The remaining balance outstanding as of December 31, 2021 are expected to conclude their modification period during the first half of 2022.

Management believes that its analysis of each borrower receiving a loan modification supports the ability of that borrower to return to their normal payment terms at the conclusion of the modification period. However, management determined that a risk rating downgrade to each credit receiving a deferral modification was prudent until such time that the borrower's actual payment performance supported an upgrade to the pre-modification risk grade.

Allowance for Credit Losses - Investment Securities

The Company evaluates available for sale debt securities in an unrealized loss position to determine whether the decline in the fair value below the amortized cost basis (impairment) is due to credit-related factors or noncredit-related factors. Any impairment that is not credit related is recognized in other comprehensive income, net of applicable taxes. Credit-related impairment is recognized as an allowance for credit losses on the balance sheet, limited to the amount by which the amortized cost basis exceeds the fair value, with a corresponding adjustment to earnings. Both the allowance for credit losses and the adjustment to net income may be reversed if conditions change. However, if the Company intends to sell an impaired available for sale debt security or more likely than not will be required to sell such a security before recovering its amortized cost basis, the entire impairment amount is recognized in earnings with a corresponding adjustment to the security's amortized cost basis. During the years ended December 31, 2021 and 2020, no allowance for credit losses nor impairment recognized in earnings related to available for sale investment securities was recorded.

Allowance for Credit Losses - Held to Maturity Investment Securities

In addition to credit losses associated with the Company's loan portfolio, the CECL standard requires that loss estimates be developed for securities

classified as held-to-maturity (HTM). As of January 1, 2020, the date of adoption for ASC 326, the Company's HTM investment portfolio had a carrying value of approximately $375,606,000 and was comprised of $361,785,000 in obligations backed by U.S. government agencies and $13,821,000 in obligations of states and political subdivisions. As the 96.3% of the HTM portfolio consisted of investment securities where payment performance has an implicit or explicit guarantee from the U.S. government and where no history of credit losses exist, management believes that indicators for zero loss are present and therefore, no loss reserves were recognized in conjunction with the adoption of the CECL standard. Management separately evaluated its HTM investment securities from obligations of state and political subdivisions utilizing the historical loss data represented by similar securities over a period of time spanning nearly 50 years. Based on this evaluation, management determined that the expected credit losses associated with these securities is less than significant for financial reporting purposes and therefore, no loss reserves resulted from the adoption and implementation of the CECL standard. Consistent with the portfolio composition at the date of adoption, as of December 31, 2020, 96.2% of the HTM portfolio consisted of investment securities where payment performance has an implicit or explicit guarantee from the U.S. government with the remaining balance of the HTM portfolio consisting of obligations of states and political subdivisions. In addition, the balance of investment securities maintained in the HTM portfolio decreased by $91,043,000 or 24.2% during the year ended December 31, 2020 and management is not aware of any significant changes in credit ratings for the securities held. Therefore, during the year ended December 31, 2020 no allowance for credit losses related to HTM securities was recorded.

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Allowance for Credit Losses - Unfunded Commitments

The estimated credit losses associated with these unfunded lending commitments is calculated using the same models and methodologies noted above and incorporate utilization assumptions at the estimated time of default. While the provision for credit losses associated with unfunded commitments is included in "provision for (benefit from) credit losses" on the consolidated statement of income, the reserve for unfunded commitments is maintained on the consolidated balance sheet in other liabilities.

The Components of the Allowance for Credit Losses

The following table sets forth the Bank’s allowance for credit losses related to loans as of the dates indicated (dollars in thousands):

December 31,
(dollars in thousands)20212020201920182017
Allowance for credit losses:
Qualitative and forecast factor allowance$59,855$61,935$12,146$11,577$10,252
Quantitative (Cohort) model allowance reserves24,53928,46217,52918,68917,100
Total allowance for credit losses84,39490,39729,67530,26627,352
Allowance for individually evaluated loans9821,4509352,1942,699
Allowance for PCD loan lossesn/an/an/a
Allowance for PCI loan lossesn/an/a6122272
Total allowance for credit losses$85,376$91,847$30,616$32,582$30,323
Ratio of allowance for credit losses to gross loans1.74%1.93%0.71%0.81%1.01%

Based on the current conditions of the loan portfolio, management believes that the $85,376,000 allowance for credit losses at December 31, 2021 is adequate to absorb probable losses inherent in the Bank’s loan portfolio. No assurance can be given, however, that adverse economic conditions or other circumstances will not result in increased losses in the portfolio.

The credit quality of the Company’s loan portfolio, as measured by trends in the volume of past due loans, non-accrual loans, net loan charge-offs (recoveries) and risk grades, remained stable throughout the year. Improved trends in the actual and forecasted levels of unemployment and GDP further contributed to the lower ratio of credit reserves as a percentage of total loans outstanding.

The allowance for credit losses decreased by $6,471,000 during the year ended December 31, 2021 which is reflective of improvement in both the Company's qualitative and quantitative factors. Qualitative factors improved corollary to the trends in actual and forecast levels of California and national unemployment as well as gross domestic product (GDP). Quantitative factors improved during the year as a result of: 1) realizing net loan recoveries, as opposed to net charge-offs, which improved the Company's loss experience; 2) reductions in past due loans, and 3) reductions in loan concentrations.

The allowance for credit losses increased by $49,529,000 from the January 1, 2020 CECL adoption date to $91,847,000 at December 31, 2020, primarily reflecting the economic impacts of the COVID-19 pandemic and the response by domestic and global governmental authorities, including quarantines and other social distancing policies aimed at fighting the spread of the virus.

The U.S. economy contracted into a recession with unusual speed and force in the first half of 2020. Numerous governmental agencies responded with actions intended to support the economy and reduce the future risks that may be associated a pandemic. Throughout 2021 but more significantly during the second half of 2021, the easing of social distancing policies and the resumption of in person activities generally resulted in improved financial performance of borrowers and the economy as a whole. At the same time, the curtailment of stimulus payments, supply chain disruptions, and inflation related impacts have given rise to additional uncertainty and concerns about the timing and extent of full economic recovery.

These factors shaped the supportable forecast used by the Company in its allowance for credit loss modeled estimate at December 31, 2020. After partial improvements in California unemployment and gross domestic product (GDP) growth in the third and early fourth quarters of 2020, significant increases in COVID-19 infection rates in the latter half of the fourth quarter of 2020 caused both the forecasted levels of unemployment and GDP to deteriorate through the forecast period and thus further extended the expected duration of the current recessionary period.

The following table summarizes the allocation of the allowance for credit losses between loan types:

December 31,
(in thousands)20212020201920182017
Commercial real estate$51,140$53,693$11,995$12,944$11,441
Consumer23,47425,14810,08411,05110,543
Commercial and industrial3,8624,2524,8675,6105,757
Construction5,6677,5403,3882,4971,827
Agriculture production1,2151,209261480755
Leases18521
Total allowance for loan losses$85,376$91,847$30,616$32,582$30,323

The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of the total allowance for credit losses:

December 31,
20212020201920182017
Commercial real estate59.9%58.5%39.2%39.7%37.7%
Consumer27.5%27.4%32.9%33.9%34.8%
Commercial and industrial4.5%4.6%15.9%16.9%19.0%
Construction6.6%8.2%11.0%7.7%6.0%
Agriculture production1.4%1.3%0.9%1.8%2.5%
Leases0.1%%0.1%%%
Total allowance for loan losses100.0%100.0%100.0%100.0%100.0%

The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of total loans and as a percentage of total loans in each of the loan categories listed:

December 31,
20212020201920182017
Commercial real estate1.55%1.82%0.42%0.49%0.60%
Consumer2.19%2.62%1.05%1.18%1.42%
Commercial and industrial1.49%0.81%1.81%2.24%2.96%
Construction2.55%2.65%1.36%1.36%1.33%
Agriculture production2.39%2.74%1.82%1.85%2.95%
Leases0.27%0.13%1.63%%%
Total allowance for loan losses1.74%1.93%0.71%1.01%1.18%

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The following tables summarize the net charge-off (recovery) activity in the allowance for credit/loan losses as a percentage of loans for the years indicated (dollars in thousands):

Year ended December 31,
Ratios:20212020201920182017
Net charge-offs (recoveries) during period to average loans outstanding during period
Commercial real estate:(0.01)%(0.01)%
CRE non-owner occupied%0.01%(0.09)%n/an/a
CRE owner occupied(0.11)%%0.13%n/an/a
Multifamily%%%n/an/a
Farmland0.07%0.12%%n/an/a
Consumer:(0.01)%0.01%
SFR 1-4 1st DT liens0.02%(0.08)%(0.01)%n/an/a
SFR HELOCs and junior liens0.33%(0.06)%(0.26)%n/an/a
Other0.32%0.41%0.54%n/an/a
Commercial and industrial0.28%0.04%0.64%0.26%0.53%
Construction0.01%%%%0.80%
Agriculture production(0.05)%(0.05)%(0.02)%(0.01)%(0.05)%
Leases%%%%%
Provision for (benefit from) credit losses to average loans outstanding during period(0.15)%0.92%(0.04)%0.07%%
Allowance for credit losses to loans at year-end1.74%1.93%0.71%0.81%1.01%

Generally, losses are triggered by non-performance by the borrower and calculated based on any difference between the current loan amount and the current value of the underlying collateral less any estimated costs associated with the disposition of the collateral.

Foreclosed Assets, Net of Allowance for Losses

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The following tables detail the components and summarize the activity in foreclosed assets, net of allowances for losses for the years indicated (dollars in thousands):

Balance at December 31, 2020AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2021
Land & Construction$154$$$$$154
Residential real estate1,5071,052(1,458)1561,257
Commercial real estate1,1831,183
Total foreclosed assets$2,844$1,052$$(1,458)$156$2,594
Balance at December 31, 2019AdditionsAdvances/ Capitalized Costs/OtherSalesValuation AdjustmentsBalance at December 31, 2020
Land & Construction$313$119$$(313)$35$154
Residential real estate1,045647(200)151,507
Commercial real estate1,1831,183
Total foreclosed assets$2,541$766$$(513)$50$2,844

Deposit Portfolio Composition

The following table shows the Company’s deposit balances at the dates indicated:

Year ended December 31,
(dollars in thousands)202120202019
Noninterest-bearing demand$2,979,882$2,581,517$1,832,665
Interest-bearing demand1,568,6821,414,9081,242,274
Savings2,520,9592,164,9421,851,549
Time certificates, over $250,00044,65273,147129,061
Other time certificates252,984271,420311,445
Total deposits$7,367,159$6,505,934$5,366,994

Total uninsured deposits were estimated to be approximately $2,190,000,000 at December 31, 2021.

Long-Term Debt

See Note 13 to the consolidated financial statements at Item 8 of this report for information about the Company’s other borrowings and long-term debt.

Junior Subordinated Debt

See Note 14 to the consolidated financial statements at Item 8 of this report for information about the Company’s junior subordinated debt.

Equity

See Note 16 and Note 26 in the consolidated financial statements at Item 8 of this report for a discussion of shareholders’ equity and regulatory capital, respectively. Management believes that the Company’s capital is adequate to support anticipated growth, meet the cash dividend requirements of the Company and meet the future risk-based capital requirements of the Bank and the Company.

On February 25, 2021 the Board of Directors approved the authorization to repurchase up to 2,000,000 shares of the Company's common stock (the 2021 Repurchase Plan), which approximated 6.7% of the shares outstanding as of the approval date. In connection with approval of the 2021 Repurchase Plan, the Company’s previous repurchase program adopted on November 12, 2019 (the 2019 Repurchase Plan) was terminated. The following table shows the repurchases made by the Company under the 2021 Plan:

PeriodTotal number of shares purchasedAverage price paid per shareMaximum number of shares remaining that may yet be purchased under the 2021 Plan
February 25, 2021 - December 31, 202163,317$44.721,936,683

Market Risk Management

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Overview. The goal for managing the assets and liabilities of the Bank is to maximize shareholder value and earnings while maintaining a high quality balance sheet without exposing the Bank to undue interest rate risk. The Board of Directors has overall responsibility for the Company’s interest rate risk management policies. The Bank has an Asset and Liability Management Committee which establishes and monitors guidelines to control the sensitivity of earnings and the fair value of certain assets and liabilities as may be caused by changes in interest rates. The Company does not hold any financial instruments that are not maintained in US dollars and is not party to any contracts that may be settled or repaid in a denomination other than US dollars.

Asset/Liability Management. Activities involved in asset/liability management include but are not limited to lending, accepting and placing deposits, investing in securities and issuing debt. Interest rate risk is the primary market risk associated with asset/liability management. Sensitivity of earnings to interest rate changes arises when yields on assets change in a different time period or in a different amount from that of interest costs on liabilities. To mitigate interest rate risk, the structure of the balance sheet is managed with the goal that movements of interest rates on assets and liabilities are correlated and contribute to earnings even in periods of volatile interest rates. The asset/liability management policy sets limits on the acceptable amount of variance in net interest margin and market value of equity under changing interest environments. Market value of equity is the net present value of estimated cash flows from the Bank’s assets, liabilities and off-balance sheet items. The Bank uses simulation models to forecast net interest margin and market value of equity.

Simulation of net interest margin and market value of equity under various interest rate scenarios is the primary tool used to measure interest rate risk. The Bank estimated the potential impact of changing interest rates on net interest margin and market value of equity using computer-modeling techniques. A balance sheet forecast is prepared using inputs of actual loan, securities and interest-bearing liability (i.e. deposits/borrowings) positions as the beginning base.

In the simulation of net interest income and market value of equity, the forecast balance sheet is processed against various interest rate scenarios. These various interest rate scenarios include a flat rate scenario, which assumes interest rates are unchanged in the future, and rate ramp and or shock scenarios including -200, -100, +100, and +200 basis points around the flat scenario. At December 31, 2021, the overnight Federal funds rate, the rate primarily used in these interest rate shock scenarios, was less than 2.00%. Based on the historical nature of these rates in the United States not falling below zero, management believes that a shock scenario that reduces interest rates below zero would not provide meaningful results and therefor, have not been modeled. These scenarios assume that 1) interest rates increase or decrease evenly (in a “ramp” fashion) over a twelve-month period and remain at the new levels beyond twelve months or 2) that interest rates change instantaneously (“shock”). The simulation results shown below assume no changes in the structure of the Company’s balance sheet over the twelve months being measured.

The following table summarizes the estimated effect on net interest income and market value of equity to changing interest rates as measured against a flat rate (no interest rate change) instantaneous shock scenario over a twelve month period utilizing the Company's specific mix of interest earning assets and interest bearing liabilities as of December 31, 2021.

Interest Rate Risk Simulations:Change in InterestRates (Basis Points)Estimated Change in Net Interest Income (NII) (as % of NII)Estimated Change in Market Value of Equity (MVE) (as % of MVE)
+200 (shock)3.6%14.7%
+100 (shock)1.9%9.9%
+ 0 (flat)
-100 (shock)(4.9)%(28.5)%
-200 (shock)nmnm

These simulations indicate that given a “flat” balance sheet scenario, and if interest-bearing checking, savings and time deposit interest rates track general interest rate changes by approximately 25%, 50%, and 75%, respectively, the Company’s balance sheet is slightly asset sensitive over a twelve month time horizon for rates up, and slightly sensitive over a twelve month time horizon for rates down. “Asset sensitive” implies that net interest income increases when interest rates rise and decrease when interest rates decrease. “Liability sensitive” implies that net interest income decreases when interest rates rise and increase when interest rates decrease.“Neutral sensitivity” implies that net interest income does not change when interest rates change. The asset liability management policy limits aggregate market risk, as measured in this fashion, to an acceptable level within the context of risk-return trade-offs.

The simulation results noted above do not incorporate any management actions that might moderate the negative consequences of interest rate deviations. In addition, the simulation results noted above contain various assumptions such as a flat balance sheet, and the rate that deposit interest rates change as general interest rates change. Therefore, they do not reflect likely actual results, but serve as estimates of interest rate risk.

As with any method of measuring interest rate risk, certain shortcomings are inherent in the method of analysis presented in the preceding tables. For example, although certain of the Company’s assets and liabilities may have similar maturities or repricing time frames, they may react in different degrees to changes in market interest rates. In addition, the interest rates on certain of the Company’s asset and liability categories may precede, or lag behind, changes in market interest rates. Also, the actual rates of prepayments on loans and investments could vary significantly from the assumptions utilized in deriving the results as presented in the preceding tables. Further, a change in U.S. Treasury rates accompanied by a change in the shape of the treasury yield curve could result in different estimations from those presented herein. Accordingly, the results in the preceding tables should not be relied upon as

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indicative of actual results in the event of changing market interest rates. Additionally, the resulting estimates of changes in market value of equity are not intended to represent, and should not be construed to represent, estimates of changes in the underlying value of the Company.

Interest rate sensitivity is a function of the repricing characteristics of the Company’s portfolio of assets and liabilities. One aspect of these repricing characteristics is the time frame within which the interest-bearing assets and liabilities are subject to change in interest rates either at replacement, repricing or maturity. An analysis of the repricing time frames of interest-bearing assets and liabilities is sometimes called a “gap” analysis because it shows the gap between assets and liabilities repricing or maturing in each of a number of periods. Another aspect of these repricing characteristics is the relative magnitude of the repricing for each category of interest earning asset and interest-bearing liability given various changes in market interest rates. Gap analysis gives no indication of the relative magnitude of repricing given various changes in interest rates. Interest rate sensitivity management focuses on the maturity of assets and liabilities and their repricing during periods of changes in market interest rates. Interest rate sensitivity gaps are measured as the difference between the volumes of assets and liabilities in the Company’s current portfolio that are subject to repricing at various time horizons.

The following interest rate sensitivity table shows the Company’s repricing gaps as of December 31, 2020. In this table transaction deposits, which may be repriced at will by the Company, have been included in the less than 3-month category. The inclusion of all of the transaction deposits in the less than 3-month repricing category causes the Company to appear liability sensitive. Because the Company may reprice its transaction deposits at will, transaction deposits may or may not reprice immediately with changes in interest rates.

Due to the limitations of gap analysis, as described above, the Company does not actively use gap analysis in managing interest rate risk. Instead, the Company relies on the more sophisticated interest rate risk simulation model described above as its primary tool in measuring and managing interest rate risk.

As of December 31, 2021Repricing within:
(dollars in thousands)Less than 3 months3 - 6 months6 - 12 months1 - 5 yearsOver 5 years
Interest-earning assets:
Cash at Federal Reserve and other banks$711,389$$$$
Securities489,00987,337199,696868,535759,085
Loans855,604287,921501,2742,524,165681,240
Total interest-earning assets2,056,002375,258700,9703,392,7001,440,325
Interest-bearing liabilities
Transaction deposits4,548,564
Time139,69242,93959,91554,95352
Other borrowings50,087
Junior subordinated debt58,079
Total interest-bearing liabilities$4,796,422$42,939$59,915$54,953$52
Interest sensitivity gap$(2,740,420)$332,319$641,055$3,337,747$1,440,273
Cumulative sensitivity gap$(2,740,420)$(2,408,101)$(1,767,046)$1,570,701$3,010,974
As a percentage of earning assets:
Interest sensitivity gap(36.0)%4.4%8.4%43.8%18.9%
Cumulative sensitivity gap(36.0)%(31.6)%(23.2)%20.6%39.5%

Liquidity

Liquidity refers to the Company’s ability to provide funds at an acceptable cost to meet loan demand and deposit withdrawals, as well as contingency plans to meet unanticipated funding needs or loss of funding sources. These objectives can be met from either the asset or liability side of the balance sheet. Asset liquidity sources consist of the repayments and maturities of loans, selling of loans, short-term money market investments, maturities of securities and sales of securities from the available-for-sale portfolio. These activities are generally summarized as investing activities in the Consolidated Statement of Cash Flows. Net cash used by investing activities totaled $883,811,000 in 2021. Net increases in loan balances from both originations and purchases used approximately $153,855,000 of cash, while purchases of investment securities, net of calls and maturities, used approximately $735,129,000 of cash.

Liquidity may also be generated from liabilities through deposit growth and borrowings. These activities are included under financing activities in the Consolidated Statement of Cash Flows. In 2021, financing activities provided funds totaling $850,474,000, resulting from $861,225,000 in deposits and offset by $29,724,000 in dividend payments and an additional $4,344,000 used to repurchase shares of common stock. In addition, at December 31, 2021, the Company had loans and securities available to pledge towards future borrowings from the Federal Home Loan Bank and the Federal Reserve Bank of up to $2,251,285,000 and $184,694,000, respectively. As of December 31, 2021, the Company had $84,975,000 of other borrowings as described in Note 13 of the consolidated financial statements of the Company and the related notes at Item 8 of this report. While these sources are expected to continue to provide significant amounts of funds in the future, their mix, as well as the possible use of other sources, will depend on future economic and market

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conditions. Liquidity is also provided or used through the results of operating activities. In 2021, operating activities provided cash of $132,207,000 and primarily included net income of $117,655,000.

The Company’s investment securities, excluding held-to-maturity securities, plus cash and cash equivalents in excess of reserve requirements totaled $2,976,359,000 at December 31, 2021, which was 34.5% of total assets at that time. This was an increase of $892,544,000 from $2,083,815,000 and 27.3% of total assets as of December 31, 2020.

Loan demand during 2022 will depend in part on economic and competitive conditions. The Company emphasizes the solicitation of non-interest bearing demand deposits and money market checking deposits, which are the least sensitive to interest rates. The growth of deposit balances is subject to heightened competition, the success of the Company’s sales efforts, delivery of superior customer service and market conditions. In addition to Federal economic stimulus actions, inclusive of loan programs and direct payments to taxpayers, which contributed to the growth in deposit balances, the Federal Reserve's efforts to manage interest rates has resulted in historic low short-term and long-term interest rates, which could further impact deposit volumes in the future. Depending on economic conditions, interest rate levels, and a variety of other conditions, deposit growth may be used to fund loans, to reduce short-term borrowings or purchase investment securities. However, due to concerns such as uncertainty in the general economic environment, competition and political uncertainty, loan demand and levels of customer deposits are not certain and forecasted changes in those balances are subject to significant volatility and uncertainty.

The principal cash requirements of the Company are dividends on common stock when declared. The Company is dependent upon the payment of cash dividends by the Bank to service its commitments. Shareholder dividends are expected to continue subject to the Board’s discretion and continuing evaluation of capital levels, earnings, asset quality and other factors. The Company expects that the cash dividends paid by the Bank to the Company will be sufficient to meet this payment schedule. Dividends from the Bank are subject to certain regulatory restrictions.

The maturity distribution of certificates of deposit in denominations of $100,000 or more is set forth in the following table. These deposits are generally more rate sensitive than other deposits and, therefore, are more likely to be withdrawn to obtain higher yields elsewhere if available. The Bank participates in a program wherein the State of California places time deposits with the Bank at the Bank’s option. At December 31, 2021, 2020 and 2019, the Bank had $1,000,000, $10,000,000, and $30,000,000, respectively, of these State deposits.

Certificates of Deposit in Denominations of $250,000 or More

Amounts as of December 31,
(dollars in thousands)20212020
Time remaining until maturity:
Less than 3 months$12,978$8,560
3 months to 6 months6,74117,033
6 months to 12 months11,45131,176
More than 12 months13,48216,378
Total$44,652$73,147

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Loan maturities

Loan demand also affects the Company’s liquidity position. The following table presents the maturities of loans, net of deferred loan costs, at December 31, 2021:

Within One YearAfter One But Within Five YearsAfter Five But Within 15 YearsAfter 15 YearsTotal
(dollars in thousands)
Loans with predetermined interest rates:
Commercial Real Estate$45,582$259,188$799,546$8,152$1,112,468
Consumer24,32168,735123,666382,247598,969
Commercial & Industrial4,986129,97312,562194147,715
Construction6,8615,21734,81446,892
Agricultural Production2375,1552,3827,774
Leases6,5726,572
Total loans with predetermined interest rates81,987474,840972,970390,5931,920,390
Loans with floating interest rates:
Commercial Real Estate68,743329,6951,760,96234,1862,193,586
Consumer7,21943,318119,239302,806472,582
Commercial & Industrial58,89620,53812,33019,875111,639
Construction49,69320,584103,0872,026175,390
Agricultural Production29,92312,7023941843,037
Leases
Total loans with floating interest rates214,474426,8371,996,012358,9112,996,234
Total loans$296,461$901,677$2,968,982$749,504$4,916,624

Investment maturities

The maturity distribution and yields of the investment portfolio at December 31, 2021 is presented in the following tables. The timing of the maturities indicated in the tables below is based on final contractual maturities. Most mortgage-backed securities return principal throughout their contractual lives. As such, the weighted average life of mortgage-backed securities based on outstanding principal balance is usually significantly shorter than the final contractual maturity indicated below. Yields on tax exempt securities are shown on a tax equivalent basis.

Within One YearAfter One Year but Through Five YearsAfter Five Years but Through Ten YearsAfter Ten YearsTotal
AmountYieldAmountYieldAmountYieldAmountYieldAmountYield
(dollars in thousands)
Debt Securities Available for Sale
Obligations of US government agencies$4,5113.24%$129,4720.53%$63,8881.79%$1,059,5181.58%$1,257,3891.33%
Obligations of states and political subdivisions6111.25%1,4833.98%22,7742.52%167,3763.14%192,2443.69%
Corporate bonds2,5226.22%%4,2343.31%%6,7566.20%
Asset backed securities%%251,7111.45%499,8381.48%751,5491.36%
Total debt securities available for sale7,6444.05%130,9550.57%342,6071.57%1,726,7321.70%2,207,9381.62%
Debt Securities Held to Maturity
Obligations of US government agencies$7362.64%$%$10,5222.29%$180,8102.59%$192,0682.57%
Obligations of states and political subdivisions%1,0304.82%6,0903.19%5713.44%7,6913.42%
Total debt securities held to maturity$736%$1,0304.82%$16,6122.62%$181,3812.59%$199,7592.59%

Off-Balance Sheet Items

The Bank has certain ongoing commitments under leases. See Note 11 of the financial statements at Item 8 of this report for the terms. These commitments do not significantly impact operating results. As of December 31, 2021, commitments to extend credit and commitments related to the Bank’s deposit overdraft privilege product were the Bank’s only financial instruments with off-balance sheet risk. The Bank has not entered into any

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material contracts for financial derivative instruments such as futures, swaps, options, etc. Commitments to extend credit were $1,607,939,000 and $1,441,883,000 at December 31, 2021 and 2020, respectively, and represent 32.7% of the total loans outstanding at year-end 2021 versus 30.3% at December 31, 2020. Commitments related to the Bank’s deposit overdraft privilege product totaled $125,670,000 and $110,813,000 at December 31, 2021 and 2020, respectively.

Certain Contractual Obligations

The following chart summarizes certain contractual obligations of the Company as of December 31, 2021:

(dollars in thousands)TotalLess than one year1-3 years3-5 yearsMore than 5 years
Time deposits$297,636$242,535$51,782$3,319$
Other collateralized borrowings, fixed rate, as of December 31, 2021 of 0.05%, payable on January 3, 202250,08750,087
Junior subordinated debt:
TriCo Trust I(1)20,61920,619
TriCo Trust II(2)20,61920,619
North Valley Trust II(3)5,4035,403
North Valley Trust III(4)4,2914,291
North Valley Trust IV(5)7,1477,147
Operating lease obligations26,2801922,2793,81319,996
Deferred compensation(6)910214352344
Supplemental retirement plans(6)8,4039721,7571,7263,948
Total contractual obligations$441,395$294,000$56,170$9,202$82,023

(1)Junior subordinated debt, adjustable rate of three-month LIBOR plus 3.05%, callable in whole or in part by the Company on a quarterly basis beginning October 7, 2008, matures October 7, 2033.

(2)Junior subordinated debt, adjustable rate of three-month LIBOR plus 2.55%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.

(3)Junior subordinated debt, adjustable rate of three-month LIBOR plus 3.25%, callable in whole or in part by the Company on a quarterly basis beginning April 24, 2008, matures April 24, 2033.

(4)Junior subordinated debt, adjustable rate of three-month LIBOR plus 2.80%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.

(5)Junior subordinated debt, adjustable rate of three-month LIBOR plus 1.33%, callable in whole or in part by the Company on a quarterly basis beginning March 15, 2011, matures March 15, 2036.

(6)These amounts represent known certain payments to participants under the Company’s deferred compensation and supplemental retirement plans. See Note 22 in the financial statements at Item 8 of this report for additional information related to the Company’s deferred compensation and supplemental retirement plan liabilities.