First Community Corp 10-Q for FY2026 Q3
First Community Corp (FCCO)
About this 10-Q
First Community Corp filed this 10-Q on November 10, 2026, covering the quarter ended September 30, 2026 (FY2026 Q3).
Headline figures
Quarter ended September 30, 2026, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $216K
- down 11.1% from $243K a year earlier
- Net income
- $8.04M
- up 54.9% from net income of $5.19M a year earlier
- Diluted EPS
- $0.85
- up 26.9% from $0.67 a year earlier
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
(Mark One)
| Quarterly report pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended | |
| Transition report pursuant to Section 13
or 15(d) of the Securities Exchange Act of 1934 for the transition period from ____ to ____ | |
Commission
File Number:
| (Exact name of registrant as specified in its charter) | |
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
(Address of principal executive offices) (Zip Code)
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of exchange on which registered |
| The
|
Indicate by check mark whether
the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject
to such filing requirements for the past 90 days.
Indicate by check mark whether
the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation
S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required
to submit such files). x
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large accelerated filer o | Accelerated filer o | |
| Smaller reporting company
| ||
| Emerging growth company
|
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Indicate by check mark whether
the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: On November 10, 2026, shares of the issuer’s common stock, par value $1.00 per share, were issued and outstanding.
TABLE OF CONTENTS
PART I – FINANCIAL INFORMATION
Item 1. Financial Statements
FIRST COMMUNITY CORPORATION
CONSOLIDATED BALANCE SHEETS
| September 30, | ||||||||
| 2026 | December 31, | |||||||
| (Dollars in thousands, except par values and share counts) | (Unaudited) | 2025 | ||||||
| ASSETS | ||||||||
| Cash and due from banks | $ | $ | ||||||
| Interest-bearing bank balances | ||||||||
| Investment securities available-for-sale | ||||||||
| Investment securities held-to-maturity, fair value of $ | ||||||||
| Other investments, at cost | ||||||||
| Loans held-for-sale | ||||||||
| Loans held-for-investment | ||||||||
| Less, allowance for credit losses – loans | ||||||||
| Net loans held-for-investment | ||||||||
| Property and equipment – net | ||||||||
| Lease right-of-use asset | ||||||||
| Bank owned life insurance | ||||||||
| Other real estate owned | ||||||||
| Intangible assets | ||||||||
| Goodwill | ||||||||
| Other assets | ||||||||
| Total assets | $ | $ | ||||||
| LIABILITIES | ||||||||
| Deposits: | ||||||||
| Non-interest bearing | $ | $ | ||||||
| Interest bearing | ||||||||
| Total deposits | ||||||||
| Securities sold under agreements to repurchase | ||||||||
| Junior subordinated debt | ||||||||
| Lease liability | ||||||||
| Other liabilities | ||||||||
| Total liabilities | $ | $ | ||||||
| SHAREHOLDERS’ EQUITY | ||||||||
| Preferred stock, par value $ per share, shares authorized; issued and outstanding | ||||||||
| Common stock, par value $ per share; shares authorized; issued and outstanding at September 30, 2026 and at December 31, 2025 | ||||||||
| Nonvested restricted stock and stock units | ||||||||
| Additional paid in capital | ||||||||
| Retained earnings | ||||||||
| Accumulated other comprehensive loss | ( | ) | ( | ) | ||||
| Total shareholders’ equity | ||||||||
| Total liabilities and shareholders’ equity | $ | $ | ||||||
See Notes to Consolidated Financial Statements
| 1 |
FIRST COMMUNITY CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
| (Dollars in thousands, except per share amounts) | Three Months ended September 30, | |||||||
| 2026 | 2025 | |||||||
| Interest and dividend income: | ||||||||
| Loans, including fees | $ | $ | ||||||
| Investment securities – taxable | ||||||||
| Investment securities – non-taxable | ||||||||
| Interest-bearing deposits in other banks and fed funds sold | ||||||||
| Total interest and dividend income | ||||||||
| Interest expense: | ||||||||
| Deposits | ||||||||
| Securities sold under agreements to repurchase | ||||||||
| Other borrowed money | ||||||||
| Total interest expense | ||||||||
| Net interest income | ||||||||
| Provision for credit losses | ||||||||
| Net interest income after provision for credit losses | ||||||||
| Non-interest income: | ||||||||
| Deposit service charges | ||||||||
| Mortgage banking income | ||||||||
| Investment advisory fees and non-deposit commissions | ||||||||
| Government guaranteed lending | ||||||||
| Loss on sale of other assets | ( | ) | ||||||
| Other non-interest income | ||||||||
| Total non-interest income | ||||||||
| Non-interest expense: | ||||||||
| Salaries and employee benefits | ||||||||
| Occupancy | ||||||||
| Equipment | ||||||||
| Marketing and public relations | ||||||||
| FDIC insurance assessments | ||||||||
| Other real estate expense | ||||||||
| Amortization of intangibles | ||||||||
| Merger | ||||||||
| Other | ||||||||
| Total non-interest expense | ||||||||
| Net income before tax | ||||||||
| Income tax expense | ||||||||
| Net income | $ | $ | ||||||
| Basic earnings per common share | $ | $ | ||||||
| Diluted earnings per common share | $ | $ | ||||||
See Notes to Consolidated Financial Statements
| 2 |
FIRST COMMUNITY CORPORATION
CONSOLIDATED STATEMENTS OF INCOME (Unaudited)
| (Dollars in thousands, except per share amounts) | Nine months ended September 30, | |||||||
| 2026 | 2025 | |||||||
| Interest and dividend income: | ||||||||
| Loans, including fees | $ | $ | ||||||
| Investment securities – taxable | ||||||||
| Investment securities – non-taxable | ||||||||
| Interest-bearing deposits in other banks and fed funds sold | ||||||||
| Total interest and dividend income | ||||||||
| Interest expense: | ||||||||
| Deposits | ||||||||
| Securities sold under agreements to repurchase | ||||||||
| Other borrowed money | ||||||||
| Total interest expense | ||||||||
| Net interest income | ||||||||
| Provision for credit losses | ||||||||
| Net interest income after provision for credit losses | ||||||||
| Non-interest income: | ||||||||
| Deposit service charges | ||||||||
| Mortgage banking income | ||||||||
| Investment advisory fees and non-deposit commissions | ||||||||
| Government guaranteed lending | ||||||||
| (Loss) gain on sale of other assets | ( | ) | ||||||
| Other non-interest income | ||||||||
| Total non-interest income | ||||||||
| Non-interest expense: | ||||||||
| Salaries and employee benefits | ||||||||
| Occupancy | ||||||||
| Equipment | ||||||||
| Marketing and public relations | ||||||||
| FDIC insurance assessments | ||||||||
| Other real estate expense | ||||||||
| Amortization of intangibles | ||||||||
| Merger | ||||||||
| Other | ||||||||
| Total non-interest expense | ||||||||
| Net income before tax | ||||||||
| Income tax expense | ||||||||
| Net income | $ | $ | ||||||
| Basic earnings per common share | $ | $ | ||||||
| Diluted earnings per common share | $ | $ | ||||||
See Notes to Consolidated Financial Statements
| 3 |
FIRST COMMUNITY CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
| Three months ended September 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Net income | $ | $ | ||||||
| Other comprehensive (loss) income: | ||||||||
| Unrealized (loss) gain during the period on available-for-sale securities, net of tax benefit of $ | ( | ) | ||||||
| Reclassification adjustment for amortization of unrealized losses on securities transferred from available-for-sale to held-to-maturity, net of tax expense of $ | ||||||||
| Unrealized gain (loss) during the period on investment hedge, net of tax expense of $ | ( | ) | ||||||
| Other comprehensive (loss) income | ( | ) | ||||||
| Comprehensive income | $ | $ | ||||||
| Nine months ended September 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Net income | $ | $ | ||||||
| Other comprehensive (loss) income: | ||||||||
| Unrealized (loss) gain during the period on available-for-sale securities, net of tax benefit of $ | ( | ) | ||||||
| Reclassification adjustment for amortization of unrealized losses on securities transferred from available-for-sale to held-to-maturity, net of tax expense of $ | ||||||||
| Unrealized gain (loss) during the period on investment hedge, net of tax expense of $ | ( | ) | ||||||
| Other comprehensive (loss) income | ( | ) | ||||||
| Comprehensive income | $ | $ | ||||||
See Notes to Consolidated Financial Statements
| 4 |
FIRST COMMUNITY CORPORATION
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(Unaudited)
| Accumulated | ||||||||||||||||||||||||||||
| Common | Additional | Nonvested | Other | |||||||||||||||||||||||||
| Shares | Common | Paid-in | Restricted | Retained | Comprehensive | |||||||||||||||||||||||
| (Shares and dollars in thousands) | Issued | Stock | Capital | Stock | Earnings | Loss | Total | |||||||||||||||||||||
| Balance, June 30, 2026 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Net income | — | |||||||||||||||||||||||||||
| Other comprehensive loss net of tax benefit of $ | — | ( | ) | ( | ) | |||||||||||||||||||||||
| Stock-based compensation | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Dividends: Common ($ per share) | — | ( | ) | ( | ) | |||||||||||||||||||||||
| Dividend reinvestment plan | ||||||||||||||||||||||||||||
| Balance, September 30, 2026 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Balance, June 30, 2025 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Net income | — | |||||||||||||||||||||||||||
| Other comprehensive income net of tax expense of $ | — | |||||||||||||||||||||||||||
| Stock-based compensation | — | |||||||||||||||||||||||||||
| Dividends: Common ($ per share) | — | ( | ) | ( | ) | |||||||||||||||||||||||
| Dividend reinvestment plan | ||||||||||||||||||||||||||||
| Balance, September 30, 2025 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Balance, December 31, 2025 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Net income | — | |||||||||||||||||||||||||||
| Other comprehensive loss net of tax benefit of $ | — | ( | ) | ( | ) | |||||||||||||||||||||||
| Shares issued as acquisition consideration | ||||||||||||||||||||||||||||
| Repurchase of common shares | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
| Stock-based compensation | ( | ) | ||||||||||||||||||||||||||
| Dividends: Common ($ per share) | — | ( | ) | ( | ) | |||||||||||||||||||||||
| Dividend reinvestment plan | ||||||||||||||||||||||||||||
| Balance, September 30, 2026 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Balance, December 31, 2024 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Net income | — | |||||||||||||||||||||||||||
| Other comprehensive income net of tax expense of $ | — | |||||||||||||||||||||||||||
| Stock-based compensation | ( | ) | ||||||||||||||||||||||||||
| Dividends: Common ($ per share) | — | ( | ) | ( | ) | |||||||||||||||||||||||
| Dividend reinvestment plan | ||||||||||||||||||||||||||||
| Balance, September 30, 2025 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
See Notes to
Consolidated Financial Statements
| 5 |
FIRST COMMUNITY CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| Nine months ended September 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Cash flows from operating activities: | ||||||||
| Net income | $ | $ | ||||||
| Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||||||||
| Depreciation | ||||||||
| Net premium accretion on investment securities available-for-sale | ( | ) | ( | ) | ||||
| Net premium accretion on investment securities held-to-maturity | ( | ) | ( | ) | ||||
| Provision for credit losses | ||||||||
| Write-downs of other real estate owned | ||||||||
| Origination of loans held-for-sale | ( | ) | ( | ) | ||||
| Sale of loans held-for-sale | ||||||||
| Gain on sale of loans held-for-sale | ( | ) | ( | ) | ||||
| Loss (gain) on sale of other assets | ( | ) | ||||||
| Amortization of intangibles | ||||||||
| Loss (gain) on fair value of equity securities | ( | ) | ||||||
| Stock-based compensation | ||||||||
| Decrease in other assets | ||||||||
| Decrease in other liabilities | ( | ) | ( | ) | ||||
| Net cash provided by operating activities | ||||||||
| Cash flows from investing activities: | ||||||||
| Purchase of investment securities available-for-sale | ( | ) | ( | ) | ||||
| Purchase of other investments | ( | ) | ( | ) | ||||
| Sale/maturity/call of investment securities available-for-sale | ||||||||
| Maturity/call of investment securities held-to-maturity | ||||||||
| Increase in loans | ( | ) | ( | ) | ||||
| Proceeds from sale of other real estate owned | ||||||||
| Purchase of property and equipment | ( | ) | ( | ) | ||||
| Net disposals of property and equipment | ||||||||
| Cash and cash equivalents, net of cash paid to settle options, from acquisition of Signature Bank of Georgia | ||||||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| Cash flows from financing activities: | ||||||||
| Increase in deposit accounts | ||||||||
| Decrease in securities sold under agreements to repurchase | ( | ) | ( | ) | ||||
| Dividends paid: Common Stock | ( | ) | ( | ) | ||||
| Share repurchase | ( | ) | ||||||
| Dividend reinvestment plan | ||||||||
| Net cash provided by financing activities | ||||||||
| Net (decrease) increase in cash and cash equivalents | ( | ) | ||||||
| Cash and cash equivalents at beginning of period | ||||||||
| Cash and cash equivalents at end of period | $ | $ | ||||||
| Supplemental disclosure: | ||||||||
| Cash paid during the period for: | ||||||||
| Interest | $ | $ | ||||||
| Income taxes | ||||||||
| Non-cash disclosures | ||||||||
| Unrealized (loss) gain on available-for-sale securities, net of tax | ( | ) | ||||||
| Amortization of unrealized losses on securities from transfer of available-for-sale securities to held-to-maturity, net of tax | ||||||||
| Fair value of assets acquired in Signature Bank of Georgia acquisition, excluding cash, cash equivalents, and goodwill | ||||||||
| Fair value of liabilities acquired in Signature Bank of Georgia acquisition | ||||||||
| Goodwill from Signature Bank of Georgia acquisition | ||||||||
| Common stock issued for Signature Bank of Georgia acquisition | ||||||||
| Cash paid to settle options and rounding for Signature Bank of Georgia acquisition | $ | $ | ||||||
See Notes to Consolidated Financial Statements
| 6 |
Notes to Consolidated Financial Statements (Unaudited)
Note 1 - Nature of Business and Basis of Presentation
Basis of Presentation
In the opinion of management, the accompanying unaudited consolidated balance sheets, and the consolidated statements of income, comprehensive income, changes in shareholders’ equity, and cash flows of First Community Corporation and its wholly owned subsidiary, First Community Bank (the “Bank”), collectively, (the “Company,” unless the context requires otherwise), state fairly, in all material respects, the Company’s financial position at September 30, 2026 and December 31, 2025, and the Company’s results of operations for the three and nine months ended September 30, 2026 and 2025, and cash flows for the nine months ended September 30, 2026 and 2025. The results of operations for the three and nine months ended September 30, 2026 are not necessarily indicative of the results that may be expected for the year ending December 31, 2026.
In the opinion of management, all adjustments necessary to state fairly the consolidated financial position and consolidated results of operations have been made. All such adjustments are of a normal, recurring nature. All significant intercompany accounts and transactions have been eliminated in consolidation. The consolidated financial statements and notes thereto are presented in accordance with the instructions for Quarterly Reports on Form 10-Q. The information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 should be referred to in connection with these unaudited interim financial statements.
Reclassifications
Certain amounts presented in the Company’s previously issued financial statements have been reclassified to conform to the current presentation. These reclassifications had no effect on previously reported shareholders’ equity or net income.
Significant accounting policies not previously presented in the Annual Report on Form 10-K for the year ended December 31, 2025
Acquired Loans
Acquired loans are accounted for at fair value as of the date of acquisition. For both purchased credit deteriorated loans and purchased seasoned loans, the gross-up method is used. Under this method, the loans are recorded at fair value and an increase to the allowance for credit losses – loans, is booked at the date of acquisition. The gross-up, or non-credit difference between fair value and unpaid principal balance at the acquisition date, is amortized or accreted to interest income over the life of the loan.
Business Combinations
Acquisitions of businesses are accounted for using the acquisition method of accounting. In accordance with applicable accounting guidance, the Company recognizes assets acquired and liabilities assumed at their respective fair values as of the date of acquisition, with the related transaction costs expensed in the period incurred. The Company uses third-party valuation specialists to assist in the determination of fair value of certain assets and liabilities at the merger date, including loans and intangible assets. While the Company uses our best estimates and assumptions to accurately value assets acquired and liabilities assumed on the acquisition date, the estimates are inherently uncertain. For further discussion of our methodology for estimating the fair value of acquired assets and assumed liabilities in connection with our acquisition of Signature Bank of Georgia, see Note 2, “Business Combination”.
Purchased Transferable Tax Credits
The Company may purchase transferable tax credits from third parties pursuant to relevant transferability provisions. Purchased tax credits are accounted for in accordance with ASC 740, Income Taxes. Purchased transferable tax credits are recorded as an income tax-related asset at the amount of cash consideration paid at the date the Company obtains control of the credits. The asset is subsequently recognized as a reduction of income tax expense in the period in which the credits are utilized to offset the Company’s federal income tax liability.
Purchased credits do not give rise to deferred tax assets or liabilities and are not amortized. The Company evaluates the realizability of purchased credits each reporting period based on expected taxable income and statutory expiration dates. If it is more likely than not that any portion of the purchased credits will not be realized, the carrying amount is reduced and a corresponding charge is recorded within the provision for income taxes in the consolidated statements of income. The Company assesses whether any uncertain tax positions exist related to the eligibility or utilization of purchased credits under the guidance in ASC 740-10. Any such amounts are recorded as liabilities for unrecognized tax benefits when appropriate. Cash paid for the acquisition of purchased transferable credits is presented within Operating activities in the Consolidated Statements of Cash Flows.
| 7 |
Recently Issued Accounting Pronouncements
The following is a summary of recent authoritative pronouncements:
In November 2024, the FASB issued ASU No. 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” This ASU was clarified by the January 2025 issuance of ASU 2025-01, “Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date.” Combined, these ASUs require disaggregated disclosure of income statement expenses for public business entities. The ASUs require new financial statement disclosures in tabular format, disaggregating information about prescribed categories underlying any relevant income statement expense caption. The prescribed categories include, among other things, employee compensation, depreciation, and intangible asset amortization. Additionally, entities must disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. Both ASUs are effective for our fiscal years, beginning after December 15, 2026, and for interim periods, beginning after December 15, 2027, though early adoption is permitted. The Company is assessing ASU 2024-03 and ASU 2025-01, and their adoption is not expected to have a significant impact on our financial position, results of operations or cash flows.
In November 2025, the FASB issued ASU 2025-08, Financial Instruments – Credit Losses (Topic 326): Purchased Loans. These amendments are intended to improve comparability and consistency in acquisition reporting for purchased loans. The amendments eliminate day-one current expected credit loss double counting, define purchased seasoned loans, expand the gross-up approach to include purchased seasoned loans, other than credit cards, clarify interest income recognition for purchased loans, and allow entities to measure expected credit losses using amortized cost rather than unpaid principal balance. For public business entities, the amendments are effective for fiscal years beginning after December 15, 2026. Early adoption is permitted, and the Company early-adopted these amendments effective January 1, 2026.
Other accounting standards that have been issued or proposed by the FASB or other standard-setting bodies are not expected to have a material impact on the Company’s financial position, results of operations or cash flows.
Note 2 - Business Combination
On
Each outstanding share of SGBG common stock was converted into the right to receive 0.6410 shares of Company common stock. Total consideration for the acquisition was approximately $49.7 million of Company common stock, based on the Company’s common stock price of $ per share. In connection with the merger, the Company issued approximately 1.7 million shares of common stock and paid approximately $5,000 in cash.
The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with FASB ASC Topic 805, Business Combinations. Accordingly, the purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the Acquisition Date.
| 8 |
The following table summarizes the preliminary estimated fair values of the assets acquired, liabilities assumed and consideration transferred in connection with the SGBG acquisition as of the Acquisition Date:
Schedule of Estimated Fair Values of Assets Acquired, Liabilities Assumed and Consideration Transferred
| Fair Value | ||||
| (Dollars in thousands) | January 8, 2026 | |||
| ASSETS | ||||
| Cash and due from banks | $ | |||
| Interest-bearing bank balances | ||||
| Investment securities available-for-sale | ||||
| Other investments | ||||
| Net loans held-for-investment | ||||
| Property and equipment – net | ||||
| Lease right-of-use asset | ||||
| Intangible assets | ||||
| Goodwill | ||||
| Other assets | ||||
| Total assets | $ | |||
| LIABILITIES AND PURCHASE PRICE | ||||
| Deposits | 228,158 | |||
| Lease liability | ||||
| Other liabilities | ||||
| Total liabilities assumed | $ | |||
| Purchase price | ||||
| Total liabilities assumed and purchase price | $ | |||
The goodwill arising from the acquisition
reflects the Company’s increased market share and related synergies expected to result from combining the operations of
First Community Bank and SGBG. Of the $14.8 million in goodwill arising from the acquisition, $
During the measurement period, which may last up to twelve months following the Acquisition Date, the Company will continue to review information relating to facts and circumstances that existed as of the Acquisition Date and, if necessary, will adjust the preliminary fair value estimates of the acquired assets and liabilities. The Company expects that certain adjustments to the preliminary fair value estimates may be recorded after September 30, 2026, through the 12-month measurement period. No adjustments to the preliminary fair value estimates were made during the three or nine months ended September 30, 2026.
The following is a description of the methods used to determine the fair values of significant assets acquired and liabilities assumed.
Cash and due from banks and interest-bearing bank balances – The carrying amount of these assets approximates fair value based on the short-term nature of these assets.
Investment securities – The available-for-sale investment securities portfolio was valued using third-party pricing services for those securities retained and valued using the actual sales prices for those securities that were sold during the first quarter of 2026. Only one security, valued at approximately $1.0 million, was retained; the Company sold the remaining 96% of the securities acquired in the days following the acquisition.
Loans held-for-investment – A valuation of the acquired loan portfolio was performed by a third party as of the Acquisition Date to assess the fair value. The fair value of loans was determined using a discounted cash flow methodology that considered the loans’ underlying characteristics including account type, remaining terms, annual interest rates or coupon, interest types, past delinquencies, timing of principal and interest payments, current market rates, loan to value ratios, loss exposure and remaining balance. Loans were aggregated by similar risk characteristics in applying the valuation methodology.
| 9 |
At the Acquisition Date, of the $195.7 million of loans acquired from SGBG, $17.9 million ($18.4 million in principal less $589,000 in non-credit discount) were accounted for as purchased credit deteriorated (“PCD”) loans. The remaining loans were accounted for as purchased seasoned (“PSL”) loans. The following tables provide a summary of PCD and PSL loans purchased as part of the SGBG acquisition as of the acquisition date:
Schedule of PCD and PSL Loans Purchased as part of Acquisition
| (Dollars in thousands) | Purchased
Credit Deteriorated Loans |
Gross Purchased
Seasoned Loans |
Gross Total |
|||||||||
| January 8, 2026 | ||||||||||||
| Principal of loans acquired | $ | $ | $ | |||||||||
| Allowance for credit losses at acquisition | ( |
) | ( |
) | ( |
) | ||||||
| Non-credit (discount) premium | ( |
) | ||||||||||
| Fair value of loans | $ | $ | $ | |||||||||
Intangible Assets – A valuation of intangible assets, primarily composed of core deposit intangibles, was performed by a third party as of the Acquisition Date to assess the fair value. Core deposit intangibles represent the value of relationships with deposit customers and the related cost savings derived from available core deposits relative to an alternative funding source. The fair value of the core deposit intangible was estimated using a net cost savings method, a variation of the income approach. This approach considers expected client attrition rates, average life and balance inflation, alternative cost of funds, the interest cost and net maintenance cost associated with the client deposit base, and a discount rate used to discount the future economic benefits of the core deposit intangible asset to present value. Intangible assets will be amortized on a straight-line method over a period of 10 years.
Deposits – The fair value for demand and savings deposits was the amount payable on demand at the Acquisition Date. The fair value for time deposits was valued by a third party using a discounted cash flow calculation that applied interest rates currently being offered to the contractual interest rates on such time deposits.
The results of operations of SGBG are included in the Company’s consolidated results of operations beginning on the Acquisition Date. Transaction costs incurred in connection with the acquisition were expensed as incurred. Additional transaction and integration costs will be expensed in future periods as incurred.
The following table presents supplemental pro forma information as if the acquisition had occurred at the beginning of 2025. The unaudited pro forma information reflects adjustments made to include acquisition-related adjustments for interest income on loans and securities acquired, amortization of intangibles arising from the transaction, interest expense on deposits acquired, effect of merger expenses, and the related income tax effects. The pro forma financial information does not include the potential impacts of possible business model changes, current market conditions, revenue enhancements, expense efficiencies, or other factors. The pro forma information is theoretical in nature and not necessarily indicative of future consolidated results of operations of the Company or the consolidated results of operations which would have resulted had the Company acquired SGBG at the beginning of 2025.
| 10 |
Supplemental Pro Forma Information as if Acquisition had occurred at Beginning of 2025
| Three months ended September 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Net interest income | $ | $ | ||||||
| Net income | $ | $ | ||||||
| Nine months ended September 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Net interest income | $ | $ | ||||||
| Net income | $ | $ | ||||||
Basic earnings per share is calculated by dividing net income by the weighted-average shares of common stock outstanding during the period, excluding non-vested restricted shares. Diluted earnings per share is calculated by dividing net income by the weighted-average shares of common stock outstanding during the period plus the maximum dilutive effect on common stock issuable upon exercise of stock options or vesting of restricted stock units. Stock options and unvested restricted stock units are considered common stock equivalents and are only included in the calculation of diluted earnings per common share if the effect is dilutive.
Schedule of Earning Per Common Share
| Three months | Nine months | |||||||||||||||
| Ended September 30, | Ended September 30, | |||||||||||||||
| (In thousands except average market price and per share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Numerator (Net income available to common shareholders) | $ | $ | $ | 21,137 | $ | 14,375 | ||||||||||
| Denominator | ||||||||||||||||
| Weighted average common shares outstanding for: | ||||||||||||||||
| Basic shares | 9,317 | 7,660 | ||||||||||||||
| Dilutive securities: | ||||||||||||||||
| Deferred compensation | 136 | 121 | ||||||||||||||
| Diluted common shares outstanding | 9,453 | 7,781 | ||||||||||||||
| Earnings per common share: | ||||||||||||||||
| Basic | 2.27 | 1.88 | ||||||||||||||
| Diluted | 2.24 | 1.85 | ||||||||||||||
| The average market price used in calculating assumed number of shares | $ | $ | $ | 31.18 | $ | 24.63 | ||||||||||
| 11 |
Note 4 - Investment Securities
The amortized cost and estimated fair values of investment securities are summarized below.
Schedule of Amortized Cost and Estimated Fair Values of Investment Securities Available-For-Sale
AVAILABLE-FOR-SALE:
| Gross | Gross | |||||||||||||||
| Amortized | Unrealized | Unrealized | ||||||||||||||
| (Dollars in thousands) | Cost | Gains | Losses | Fair Value | ||||||||||||
| September 30, 2026 | ||||||||||||||||
| US Treasury securities | $ | $ | $ | ( | ) | $ | ||||||||||
| Government-Sponsored Enterprises | ( | ) | ||||||||||||||
| Mortgage-backed securities | ( | ) | ||||||||||||||
| Small Business Administration pools | ( | ) | ||||||||||||||
| State and local government | ( | ) | ||||||||||||||
| Corporate and other securities | ( | ) | ||||||||||||||
| Total | $ | $ | $ | ( | ) | $ | ||||||||||
| Gross | Gross | |||||||||||||||
| Amortized | Unrealized | Unrealized | ||||||||||||||
| (Dollars in thousands) | Cost | Gains | Losses | Fair Value | ||||||||||||
| December 31, 2025 | ||||||||||||||||
| US Treasury securities | $ | $ | $ | ( | ) | $ | ||||||||||
| Government-Sponsored Enterprises | ( | ) | ||||||||||||||
| Mortgage-backed securities | ( | ) | ||||||||||||||
| Small Business Administration pools | ( | ) | ||||||||||||||
| Corporate and other securities | ( | ) | ||||||||||||||
| Total | $ | $ | $ | ( | ) | $ | ||||||||||
HELD-TO-MATURITY:
Schedule of Amortized Cost and Estimated Fair Values of Investment Securities Held-To-Maturity
| (Dollars in thousands) | Amortized Cost Net of Allowance for Credit Losses | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | ||||||||||||
| September 30, 2026 | ||||||||||||||||
| Mortgage-backed securities | $ | $ | $ | ( | ) | $ | ||||||||||
| State and local government | ( | ) | ||||||||||||||
| Total | $ | $ | $ | ( | ) | $ | ||||||||||
| (Dollars in thousands) | Amortized Cost Net of Allowance for Credit Loss | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | ||||||||||||
| December 31, 2025 | ||||||||||||||||
| Mortgage-backed securities | $ | ( | ) | |||||||||||||
| State and local government | ( | ) | ||||||||||||||
| Total | $ | ( | ) | |||||||||||||
There were
| 12 |
For available-for-sale securities, management evaluates all investments in an unrealized loss position on a quarterly basis, or more frequently when economic or market conditions warrant such evaluation. If the Company has the intent to sell the security or it is more likely than not that the Company will be required to sell the security, the security is written down to fair value, and the entire loss is recorded in earnings.
If either of the above criteria is not met, the Company evaluates whether the decline in fair value is the result of credit losses or other factors. In making the assessment, the Company may consider various factors including the extent to which fair value is less than amortized cost, performance on any underlying collateral, downgrades in the ratings of the security by a rating agency, the failure of the issuer to make scheduled interest or principal payments and adverse conditions specifically related to the security. If the assessment indicates that a credit loss exists, the present value of cash flows expected to be collected is compared to the amortized cost basis of the security and any excess is recorded as an allowance for credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any amount of unrealized loss that has not been recorded through an allowance for credit loss is recognized in other comprehensive income.
Changes in the allowance for credit loss are recorded as provision for or (release of) credit loss expense. Losses are charged against the allowance for credit loss when management believes an available-for-sale security is confirmed to be uncollectible or when either of the criteria regarding intent or requirement to sell is met. At September 30, 2026 and December 31, 2025, there was no allowance for credit loss related to the available-for-sale securities portfolio.
The following tables show gross unrealized losses and fair values of available-for-sale securities for which an allowance for credit losses has not been recorded, aggregated by investment category and length of time that individual securities have been in a continuous loss position, as of September 30, 2026.
Schedule of gross unrealized losses and fair values, aggregated by investment category and length of time that individual securities have been in a continuous loss position.
| September 30, 2026 | Less than 12 months | 12 months or more | Total | |||||||||||||||||||||
| Available-for-sale securities: | Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | ||||||||||||||||||
| (Dollars in thousands) | Value | Loss | Value | Loss | Value | Loss | ||||||||||||||||||
| US Treasury securities | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
| Government-Sponsored Enterprises | ||||||||||||||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||||||
| Small Business Administration pools | ||||||||||||||||||||||||
| State and local government | ||||||||||||||||||||||||
| Corporate and other securities | ||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
The following table shows gross unrealized losses and fair values of available-for-sale securities, aggregated by investment category and length of time that individual securities have been in a continuous loss position as of December 31, 2025.
| December 31, 2025 | Less than 12 months | 12 months or more | Total | |||||||||||||||||||||
| Available-for-sale securities: | Fair | Unrealized | Fair | Unrealized | Fair | Unrealized | ||||||||||||||||||
| (Dollars in thousands) | Value | Loss | Value | Loss | Value | Loss | ||||||||||||||||||
| US Treasury securities | $ | $ | ||||||||||||||||||||||
| Government-Sponsored Enterprises | ||||||||||||||||||||||||
| Mortgage-backed securities | ||||||||||||||||||||||||
| Small Business Administration pools | ||||||||||||||||||||||||
| Corporate and other securities | ||||||||||||||||||||||||
| Total | $ | $ | ||||||||||||||||||||||
| 13 |
The following table shows a roll forward of the allowance for credit losses on held-to-maturity securities for the three and nine months ended September 30, 2026 and 2025.
Schedule of allowance for credit losses on held to maturity securities
| Three Months | ||||
| Ended | ||||
| (Dollars in thousands) | September 30, 2026 | |||
| Allowance for Credit Losses on Held-to-Maturity Securities: | ||||
| State and local government | ||||
| Beginning balance, June 30, 2026 | $ | |||
| Release of allowance for credit losses | ( | ) | ||
| Ending balance, September 30, 2026 | $ | |||
| Three Months | ||||
| Ended | ||||
| (Dollars in thousands) | September 30, 2025 | |||
| Allowance for Credit Losses on Held-to-Maturity Securities: | ||||
| State and local government | ||||
| Beginning balance, June 30, 2025 | $ | |||
| Release of allowance for credit losses | ||||
| Ending balance, September 30, 2025 | $ | |||
| Nine months | ||||
| Ended | ||||
| (Dollars in thousands) | September 30, 2026 | |||
| Allowance for Credit Losses on Held-to-Maturity Securities: | ||||
| State and local government | ||||
| Beginning balance, December 31, 2025 | $ | |||
| Release of allowance for credit losses | ( | ) | ||
| Ending balance, September 30, 2026 | $ | |||
| Nine months | ||||
| Ended | ||||
| (Dollars in thousands) | September 30, 2025 | |||
| Allowance for Credit Losses on Held-to-Maturity Securities: | ||||
| State and local government | ||||
| Beginning balance, December 31, 2024 | $ | |||
| Release of allowance for credit losses | ( | ) | ||
| Ending balance, September 30, 2025 | $ | |||
At September 30, 2026, the Company had no securities held-to-maturity that were past due 30 days or more as to principal or interest payments. The Company had no securities held-to-maturity classified as non-accrual at September 30, 2026.
Management measures expected credit losses on held-to-maturity debt securities on a collective basis by major security type. The held-to-maturity portfolio consists of mortgage-backed and municipal securities. Securities are generally rated BBB- or higher. Securities are analyzed individually to establish an allowance for credit losses on held-to-maturity securities.
The estimate of expected credit losses is primarily based on the ratings assigned to the securities by debt rating agencies and the average of the annual historical loss rates associated with those ratings. The Company then multiplies those loss rates, as adjusted for any modifications to reflect current conditions and reasonable and supportable forecasts as considered necessary, by the remaining lives of each individual security to arrive at a lifetime expected loss amount. Management classifies the held-to-maturity portfolio into the following major security types: mortgage-backed securities or state and local governments.
All the mortgage-backed securities (“MBS”) held by the Company are issued by government-sponsored corporations. These securities are either explicitly or implicitly guaranteed by the U.S. government, are highly rated by major rating agencies and have a long history of no credit losses. As a result, no allowance for credit losses was recorded on held-to-maturity MBS as of September 30, 2026 and December 31, 2025. The state and local government securities held by the Company are highly rated by major rating agencies.
| 14 |
The Company monitors the credit quality of the debt securities held to maturity through the use of credit ratings (Moody’s) on a quarterly basis. In the event that Moody’s does not provide a rating, the comparable S&P rating is used and converted to a Moody’s rating. The following table summarizes the amortized cost of debt securities held to maturity at September 30, 2026 and December 31, 2025, aggregated by credit quality indicators.
Schedule of amortized cost of debt securities held to maturity aggregated by credit quality indicators.
| As of | As of | |||||||
| (Dollars in thousands) | September 30, 2026 | December 31, 2025 | ||||||
| Rating: | ||||||||
| Aaa | $ | $ | ||||||
| Aa1/Aa2/Aa3 | ||||||||
| A1/A2 | ||||||||
| Less: Allowance for Credit Losses on Held-to-Maturity Securities | ( | ) | ( | ) | ||||
| Total | $ | $ | ||||||
The following tables show the amortized cost and fair value of investment securities at September 30, 2026 by expected maturity. Expected maturities differ from contractual maturities because borrowers may have the right to call or prepay the obligations with or without prepayment penalties. Mortgage-backed securities are included in the year corresponding with the remaining expected life.
Schedule of Amortized Cost and Fair Value of Investment Securities
| Available-for-sale | ||||||||
| September 30, 2026 | Amortized | Fair | ||||||
| (Dollars in thousands) | Cost | Value | ||||||
| Due in one year or less | $ | $ | ||||||
| Due after one year through five years | ||||||||
| Due after five years through ten years | ||||||||
| Due after ten years | ||||||||
| Total | $ | $ | ||||||
| Held-To-Maturity | ||||||||
| September 30, 2026 | Amortized | Fair | ||||||
| (Dollars in thousands) | Cost | Value | ||||||
| Due in one year or less | $ | $ | ||||||
| Due after one year through five years | ||||||||
| Due after five years through ten years | ||||||||
| Due after ten years | ||||||||
| Allowance for Credit Losses on Held-to-Maturity Securities | ( | ) | ( | ) | ||||
| Total | $ | $ | ||||||
| 15 |
Note 5 - Loans
The following table summarizes the
composition of our loan portfolio. Total loans are recorded net of deferred loan fees and costs, which totaled $
Schedule of Loan Portfolio
| September 30, | December 31, | |||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Commercial | $ | $ | ||||||
| Real estate: | ||||||||
| Construction | ||||||||
| Mortgage-residential | ||||||||
| Mortgage-commercial | ||||||||
| Consumer: | ||||||||
| Home equity | ||||||||
| Other | ||||||||
| Total loans, net of deferred loan fees and costs | $ | $ | ||||||
The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt, including current financial information, historical payment experience, credit documentation, public information, and current economic trends, among other factors. The Company analyzes loans individually by classifying the loans as to credit risk. This analysis is performed on a monthly basis. Loans not meeting the criteria below that are analyzed individually as part of the analysis are considered as pass rated loans. The Company uses the following definitions for risk ratings:
Special Mention. Loans classified as special mention have a potential weakness that deserves management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the institution’s credit position at some future date. Special mention assets are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification.
Substandard. Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the deficiencies are not corrected.
Doubtful. Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable.
| 16 |
The following table presents the Company’s recorded investment in loans by credit quality indicators by year of origination as of September 30, 2026 and charge-offs for the three months ended September 30, 2026:
Schedule of loan category and loan by risk categories
| Term Loans by year of Origination | ||||||||||||||||||||||||||||||||||||
| ($ in thousands) | 2022 | 2023 | 2024 | 2025 | 2026 | Prior | Revolving | Revolving Converted to Term | Total | |||||||||||||||||||||||||||
| Commercial | ||||||||||||||||||||||||||||||||||||
| Pass | $ | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total commercial | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Real estate construction | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total real estate construction | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Real estate mortgage-residential | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total real estate mortgage-residential | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Real estate mortgage-commercial | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total real estate mortgage-commercial | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Consumer - home equity | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total consumer - home equity | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Consumer - other | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total consumer - other | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| 17 |
The following table presents the Company’s recorded investment in loans by credit quality indicators by year of origination as of December 31, 2025 and charge-offs for the three months ended December 31, 2025:
| Term Loans by year of Origination | ||||||||||||||||||||||||||||||||||||
| ($ in thousands) | 2021 | 2022 | 2023 | 2024 | 2025 | Prior | Revolving | Revolving Converted to Term | Total | |||||||||||||||||||||||||||
| Commercial | ||||||||||||||||||||||||||||||||||||
| Pass | $ | $ | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total commercial | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Real estate construction | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Total real estate construction | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Real estate mortgage-residential | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total real estate mortgage-residential | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Real estate mortgage-commercial | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total real estate mortgage-commercial | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Consumer - home equity | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total consumer - home equity | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| Consumer - other | ||||||||||||||||||||||||||||||||||||
| Pass | ||||||||||||||||||||||||||||||||||||
| Special mention | ||||||||||||||||||||||||||||||||||||
| Substandard | ||||||||||||||||||||||||||||||||||||
| Total consumer - other | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| 18 |
The detailed activity in the allowance for credit losses and the recorded investment in loans receivable for the three and nine months ended September 30, 2026 and September 30, 2025, is shown below:
Schedule of Allowance for Credit Losses
| ($ in thousands) | Commercial | Real Estate Construction | Real Estate Mortgage Residential | Real Estate Mortgage Commercial | Consumer Home Equity | Consumer Other | Total Loans | |||||||||||||||||||||
| Balance at June 30, 2026 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Charge-offs | ( | ) | ( | ) | ||||||||||||||||||||||||
| Recoveries | ||||||||||||||||||||||||||||
| Provision for (release of) credit losses | ( | ) | ( | ) | ||||||||||||||||||||||||
| Balance at September 30, 2026 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| ($ in thousands) | Commercial | Real Estate Construction | Real Estate Mortgage Residential | Real Estate Mortgage Commercial | Consumer Home Equity | Consumer Other | Total Loans | |||||||||||||||||||||
| Balance at December 31, 2025 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Day 1 acquisition adjustment | ||||||||||||||||||||||||||||
| Charge-offs | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Recoveries | ||||||||||||||||||||||||||||
| Provision for (release of) credit losses | ( | ) | ||||||||||||||||||||||||||
| Balance at September 30, 2026 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| ($ in thousands) | Commercial | Real Estate Construction | Real Estate Mortgage Residential | Real Estate Mortgage Commercial | Consumer Home Equity | Consumer Other | Total Loans | |||||||||||||||||||||
| Balance at June 30, 2025 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Charge-offs | ( | ) | ( | ) | ||||||||||||||||||||||||
| Recoveries | ||||||||||||||||||||||||||||
| Provision for (release of) credit losses | ( | ) | ( | ) | ||||||||||||||||||||||||
| Balance at September 30, 2025 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| ($ in thousands) | Commercial | Real Estate Construction | Real Estate Mortgage Residential | Real Estate Mortgage Commercial | Consumer Home Equity | Consumer Other | Total Loans | |||||||||||||||||||||
| Balance at December 31, 2024 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Charge-offs | ( | ) | ( | ) | ||||||||||||||||||||||||
| Recoveries | ||||||||||||||||||||||||||||
| Provision for (release of) credit losses | ( | ) | ||||||||||||||||||||||||||
| Balance at September 30, 2025 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
There were four loans modified for borrowers experiencing financial difficulty during the nine months ended September 30, 2026, and eight loans modified for borrowers experiencing financial difficulty during the same period ended September 30, 2025.
| 19 |
The following table shows the amortized cost basis as of September 30, 2026 of the loans modified for borrowers experiencing financial difficulty segregated by loan category and describes the financial effect of the modification made for a borrower experiencing financial difficulty.
Schedule of Amortized Cost of Loans, by Loan Category, Modified for Borrowers with Financial Difficulty
| September 30, 2026 | ||||||||||
| (Dollars in thousands) | Amortized
cost basis |
%
of Total Loan Type |
Financial effect | |||||||
| Real Estate Mortgage Commercial | $ | % | Interest only period extended instead of converting to principal and interest payments | |||||||
| Real Estate Mortgage Residential | % | Deferred interest payments added to principal balance, re-amortized loan | ||||||||
| Real Estate Construction | % | Interest only period extended instead of converting to principal and interest payments | ||||||||
| Total Loans | $ | % | ||||||||
The following table depicts the performance of loans that have been modified in the last 12 months.
| (Dollars in thousands) | 30-89 Days | Greater than 90 Days | ||||||||||||||
| September 30, 2026 | Current | Past Due | Past Due | Nonaccrual | ||||||||||||
| Real Estate Mortgage Commercial | $ | $ | $ | $ | ||||||||||||
| Real Estate Mortgage Residential | ||||||||||||||||
| Real Estate Construction | ||||||||||||||||
| Total Loans | $ | $ | $ | $ | ||||||||||||
The following tables are by loan category and present loans past due and on non-accrual status as of September 30, 2026 and December 31, 2025.
Schedule of Loan Category and Aging Analysis of Loans
| Greater than | ||||||||||||||||||||||||||||
| (Dollars in thousands) | 30-59 Days | 60-89 Days | 90 Days and | Total | ||||||||||||||||||||||||
| September 30, 2026 | Past Due | Past Due | Accruing | Non-accrual | Past Due | Current | Total Loans | |||||||||||||||||||||
| Commercial | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Real estate: | ||||||||||||||||||||||||||||
| Construction | ||||||||||||||||||||||||||||
| Mortgage-residential | ||||||||||||||||||||||||||||
| Mortgage-commercial | ||||||||||||||||||||||||||||
| Consumer: | ||||||||||||||||||||||||||||
| Home equity | ||||||||||||||||||||||||||||
| Other | ||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Greater than | ||||||||||||||||||||||||||||
| (Dollars in thousands) | 30-59 Days | 60-89 Days | 90 Days and | Total | ||||||||||||||||||||||||
| December 31, 2025 | Past Due | Past Due | Accruing | Non-accrual | Past Due | Current | Total Loans | |||||||||||||||||||||
| Commercial | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Real estate: | ||||||||||||||||||||||||||||
| Construction | ||||||||||||||||||||||||||||
| Mortgage-residential | ||||||||||||||||||||||||||||
| Mortgage-commercial | ||||||||||||||||||||||||||||
| Consumer: | — | — | — | — | — | |||||||||||||||||||||||
| Home equity | ||||||||||||||||||||||||||||
| Other | ||||||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| 20 |
The following table is a summary of the Company’s non-accrual loans by major categories for the periods indicated.
Schedule of Nonaccrual Loans
| September 30, 2026 | ||||||||||||
| (Dollars in thousands) | Non-accrual Loans with No Allowance | Non-accrual Loans with an Allowance | Total Non-accrual Loans | |||||||||
| Commercial | $ | $ | $ | |||||||||
| Real estate: | ||||||||||||
| Construction | ||||||||||||
| Mortgage-residential | ||||||||||||
| Mortgage-commercial | ||||||||||||
| Consumer: | ||||||||||||
| Home equity | ||||||||||||
| Other | ||||||||||||
| Total | $ | $ | $ | |||||||||
| December 31, 2025 | ||||||||||||
| (Dollars in thousands) | Non-accrual Loans with No Allowance | Non-accrual Loans with an Allowance | Total Non-accrual Loans | |||||||||
| Commercial | $ | $ | $ | |||||||||
| Real estate: | ||||||||||||
| Construction | ||||||||||||
| Mortgage-residential | ||||||||||||
| Mortgage-commercial | ||||||||||||
| Consumer: | ||||||||||||
| Home equity | ||||||||||||
| Other | ||||||||||||
| Total | $ | $ | $ | |||||||||
The Company recognized $6,000 and $17,000 of interest income on non-accrual loans during the three and nine months ended September 30, 2026, and the Company recognized $8,700 and $26,100 of interest income on non-accrual loans during the three and nine months ended September 30, 2025.
During the three and nine months ended September 30, 2026 and 2025, less than $1,000 of accrued interest was written off by reversing interest income.
The following table shows the collateral dependent loans that were individually evaluated at September 30, 2026.
Schedule of Collateral Dependent Loans that were Individually Evaluated
| (Dollars in thousands) | Amortized Cost Of | Related Allowance of | Amortized Cost with | |||||||||
| September 30, 2026 | Collateral Dependent Loans | Collateral Dependent Loans | No Related Allowance | |||||||||
| Commercial | $ | $ | $ | — | ||||||||
| Real Estate: | ||||||||||||
| Real Estate Commercial | — | |||||||||||
| Real Estate Construction | — | |||||||||||
| Real Estate Residential | — | |||||||||||
| Total Loans | $ | $ | $ | — | ||||||||
There were no collateral dependent loans that were individually evaluated at December 31, 2025.
| 21 |
Unfunded Commitments
The Company maintains an allowance for off-balance sheet credit exposures such as unfunded balances for existing lines of credit, commitments to extend future credit, as well as both standby and commercial letters of credit when there is a contractual obligation to extend credit and when this extension of credit is not unconditionally cancellable (i.e., commitment cannot be cancelled at any time). The allowance for off-balance sheet credit exposures is adjusted as a provision for credit loss expense. The estimate includes consideration of the likelihood that funding will occur, which is based on a historical funding study derived from internal information, and an estimate of expected credit losses on commitments expected to be funded over its estimated life, which are the same loss rates that are used in computing the allowance for credit losses on loans. The allowance for credit losses for unfunded loan commitments is classified on the balance sheet within Other Liabilities and was $608,000 and $531,000 at September 30, 2026 and December 31, 2025, respectively.
The following table presents the balance and activity in the allowance for credit losses for unfunded loan commitments for the three and nine months ended September 30, 2026 and September 30, 2025.
Schedule of Unfunded Commitments
| (Dollars in thousands) | Total Allowance for Credit Losses - Unfunded Commitments | |||
| Balance, June 30, 2026 | $ | |||
| Release of allowance for unfunded commitments | ( | ) | ||
| Balance, September 30, 2026 | $ | |||
| (Dollars in thousands) | Total Allowance for Credit Losses - Unfunded Commitments | |||
| Balance, December 31, 2025 | $ | |||
| Acquisition adjustments | ||||
| Release of allowance for unfunded commitments | ( | ) | ||
| Balance, September 30, 2026 | $ | |||
| (Dollars in thousands) | Total Allowance for Credit Losses - Unfunded Commitments | |||
| Balance, June 30, 2025 | $ | |||
| Provision for unfunded commitments | ||||
| Balance, September 30, 2025 | $ | |||
| (Dollars in thousands) | Total Allowance for Credit Losses - Unfunded Commitments | |||
| Balance, December 31, 2024 | $ | |||
| Provision for unfunded commitments | ||||
| Balance, September 30, 2025 | $ | |||
Note 6 - Fair Value Measurement
US GAAP defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. It also establishes a fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value:
| 22 |
| Level l | Quoted prices in active markets for identical assets or liabilities. |
| Level 2 | Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. |
| Level 3 | Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation. |
Fair value estimates, methods, and assumptions are set forth below.
Cash and interest-bearing bank balances investments—The carrying amount of these financial instruments (cash and due from banks, interest-bearing bank balances, federal funds sold and securities purchased under agreements to resell) approximates fair value. All mature within 90 days and do not present unanticipated credit concerns and are classified as Level 1.
Investment Securities—Measurement is on a recurring basis based upon quoted market prices, if available. If quoted market prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as the present value of future cash flows, adjusted for prepayment assumptions, projected credit losses, and liquidity. Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange, or by dealers or brokers in active over-the-counter markets. Level 2 securities include mortgage-backed securities issued both by government-sponsored enterprises and private label mortgage-backed securities. Generally, these fair values are priced from established pricing models. Level 3 securities include corporate debt obligations and asset–backed securities that are less liquid or for which there is an inactive market.
Other investments, at cost—The carrying value of other investments, such as FHLB stock, approximates fair value based on redemption provisions.
Loans Held-for-Sale—The Company originates fixed rate residential loans on a servicing released basis in the secondary market. Loans closed but not yet settled with an investor are carried in the Company’s loans held-for-sale portfolio. These loans are fixed rate residential loans that were originated in the Company’s name and closed. Virtually all of these loans have commitments to be purchased by investors at a locked-in price with the investors on the same day that the loan was locked in with the Company’s customers. Therefore, these loans present very little market risk for the Company and are classified as Level 2. The carrying amount of these loans approximates fair value.
Loans—The valuation of loans receivable is estimated using the exit price notion which incorporates factors, such as enhanced credit risk, illiquidity risk and market factors that sometimes exist in exit prices in dislocated markets. This credit risk assumption is intended to approximate the fair value that a market participant would realize in a hypothetical orderly transaction. The Company’s loan portfolio is initially fair valued using a segmented approach. The Company divides its loan portfolio into the following categories: variable rate loans, individually evaluated loans and all other loans. The results are then adjusted to account for credit risk as described above.
Other Real Estate Owned (“OREO”)—OREO is carried at the lower of carrying value or fair value on a non-recurring basis. Fair value is based upon independent appraisals or management’s estimation of the collateral and is considered a Level 3 measurement.
Collateral Dependent Loans—Fair value is based upon independent appraisals or management’s estimation of the collateral and is considered a Level 3 measurement.
Derivative Financial Instruments—Fair value is estimated using discounted cash flow models where future floating cash flows are projected and discounted back. Derivative financial instruments are classified as Level 2.
Accrued Interest Receivable—The fair value approximates the carrying value and is classified as Level 1.
| 23 |
Deposits—The fair value of demand deposits, savings accounts, and money market accounts is the amount payable on demand at the reporting date. The fair value of fixed-maturity certificates of deposit is estimated by discounting the future cash flows using rates currently offered for deposits of similar remaining maturities. Deposits are classified as Level 2.
Federal Home Loan Bank Advances—Fair value is estimated based on discounted cash flows using current market rates for borrowings with similar terms and are classified as Level 2.
Short-Term Borrowings—The carrying value of short-term borrowings (securities sold under agreements to repurchase and demand notes to the Treasury) approximates fair value. These are classified as Level 2.
Junior Subordinated Debentures—The fair values of junior subordinated debentures are estimated by using discounted cash flow analyses based on incremental borrowing rates for similar types of instruments. These are classified as Level 2.
Accrued Interest Payable—The fair value approximates the carrying value and is classified as Level 1.
Commitments to Extend Credit—The fair value of these commitments is immaterial because their underlying interest rates approximate market.
The carrying amount and estimated fair value by classification level of the Company’s financial instruments as of September 30, 2026 and December 31, 2025 are as follows:
Schedule of Fair Value, by Balance Sheet Grouping
| September 30, 2026 | ||||||||||||||||||||
| Carrying | Fair Value | |||||||||||||||||||
| (Dollars in thousands) | Amount | Total | Level 1 | Level 2 | Level 3 | |||||||||||||||
| Financial Assets: | ||||||||||||||||||||
| Cash, interest-bearing deposits in other banks, and fed funds sold | $ | $ | $ | $ | $ | |||||||||||||||
| Available-for-sale securities | ||||||||||||||||||||
| Held-to-maturity securities, net of allowance for credit losses - investments | ||||||||||||||||||||
| Other investments, at cost | ||||||||||||||||||||
| Loans held-for-sale | ||||||||||||||||||||
| Derivative financial instruments | ||||||||||||||||||||
| Net loans receivable | ||||||||||||||||||||
| Accrued interest receivable | ||||||||||||||||||||
| Financial liabilities: | ||||||||||||||||||||
| Non-interest bearing demand | $ | $ | $ | $ | $ | |||||||||||||||
| Interest bearing demand deposits and money market accounts | ||||||||||||||||||||
| Savings | ||||||||||||||||||||
| Time deposits | ||||||||||||||||||||
| Total deposits | ||||||||||||||||||||
| Securities sold under agreements to repurchase | ||||||||||||||||||||
| Junior subordinated debentures | ||||||||||||||||||||
| Accrued interest payable | ||||||||||||||||||||
| 24 |
| December 31, 2025 | ||||||||||||||||||||
| Carrying | Fair Value | |||||||||||||||||||
| (Dollars in thousands) | Amount | Total | Level 1 | Level 2 | Level 3 | |||||||||||||||
| Financial Assets: | ||||||||||||||||||||
| Cash, interest-bearing deposits in other banks, and fed funds sold | $ | $ | $ | $ | $ | |||||||||||||||
| Available-for-sale securities | ||||||||||||||||||||
| Held-to-maturity securities | ||||||||||||||||||||
| Other investments, at cost | ||||||||||||||||||||
| Loans held-for-sale | ||||||||||||||||||||
| Derivative financial instruments | ||||||||||||||||||||
| Net loans receivable | ||||||||||||||||||||
| Accrued interest receivable | ||||||||||||||||||||
| Financial liabilities: | ||||||||||||||||||||
| Non-interest bearing demand | $ | $ | $ | $ | $ | |||||||||||||||
| Interest bearing demand deposits and money market accounts | ||||||||||||||||||||
| Savings | ||||||||||||||||||||
| Time deposits | ||||||||||||||||||||
| Total deposits | ||||||||||||||||||||
| Short term borrowings | ||||||||||||||||||||
| Derivative financial instruments | ||||||||||||||||||||
| Junior subordinated debentures | ||||||||||||||||||||
| Accrued interest payable | ||||||||||||||||||||
The following tables summarize quantitative disclosures about the fair value for each category of assets carried at fair value as of September 30, 2026 and December 31, 2025 that are measured on a recurring basis.
Schedule of Fair Value, Assets Measured on Recurring Basis
| (Dollars in thousands) | September 30, 2026 | |||||||||||||||
| Description | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
| Available- for-sale securities | ||||||||||||||||
| US Treasury securities | $ | $ | $ | $ | ||||||||||||
| Government-Sponsored Enterprises | ||||||||||||||||
| Mortgage-backed securities | ||||||||||||||||
| Small Business Administration pools | ||||||||||||||||
| Corporate and other securities | ||||||||||||||||
| State and local government | ||||||||||||||||
| Total Available-for-sale securities | ||||||||||||||||
| Derivative financial instruments | ||||||||||||||||
| Loans held-for-sale | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
| (Dollars in thousands) | December 31, 2025 | |||||||||||||||
| Description | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
| Available- for-sale securities | ||||||||||||||||
| US Treasury securities | $ | $ | $ | $ | ||||||||||||
| Government-Sponsored Enterprises | ||||||||||||||||
| Mortgage-backed securities | ||||||||||||||||
| Small Business Administration pools | ||||||||||||||||
| Corporate and other securities | ||||||||||||||||
| Total Available-for-sale securities | ||||||||||||||||
| Derivative financial instruments | ||||||||||||||||
| Loans held-for-sale | ||||||||||||||||
| Total | $ | $ | $ | $ | ||||||||||||
There were no liabilities carried at fair value as of September 30, 2026 that are measured on a recurring basis. The following table summarizes quantitative disclosures about the fair value for each category of liabilities carried at fair value as of December 31, 2025 that are measured on a recurring basis.
| 25 |
| (Dollars in thousands) | December 31, 2025 | |||||||||||||||
| Description | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
| Derivative financial instruments | $ | $ | $ | $ | ||||||||||||
The following tables summarize quantitative disclosures about the fair value for each category of assets carried at fair value as of September 30, 2026 and December 31, 2025 that are measured on a non-recurring basis. There were no Level 3 financial instruments as of September 30, 2026 and December 31, 2025 measured on a recurring basis.
Schedule of Fair Value, Assets Measured on Non-Recurring Basis
| (Dollars in thousands) | September 30, 2026 | |||||||||||||||
| Description | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
| Other real estate owned | $ | $ | ||||||||||||||
| Collateral dependent loans | ||||||||||||||||
| Total | $ | $ | ||||||||||||||
| (Dollars in thousands) | December 31, 2025 | |||||||||||||||
| Description | Total | Level 1 | Level 2 | Level 3 | ||||||||||||
| Other real estate owned | $ | $ | ||||||||||||||
The Company has a large percentage of loans with real estate serving as collateral. Loans to borrowers which are experiencing financial difficulty are primarily valued on a nonrecurring basis at the fair value of the underlying real estate collateral. Such fair values are obtained using independent appraisals, which the Company considers to be Level 3 inputs. There were five such loans at September 30, 2026 and no such loans at December 31, 2025. Third-party appraisals are generally obtained when management determines that the borrower is experiencing financial difficulty or at the time it is transferred to OREO. This internal process consists of evaluating the underlying collateral against independently obtained comparable properties. With respect to less complex or smaller credits, an internal evaluation may be performed. Generally, the independent and internal evaluations are updated annually. Factors considered in determining the fair value include, among others, geographic sales trends, the value of comparable surrounding properties and the condition of the property.
For Level 3 assets and liabilities measured at fair value on a non-recurring basis as of September 30, 2026 and December 31, 2025, the significant unobservable inputs used in the fair value measurements were as follows:
Schedule of Fair Value Measurement Inputs and Valuation Techniques
| (Dollars in thousands) | Fair
Value as of September 30, 2026 |
Valuation Technique | Significant
Observable Inputs |
Significant Unobservable Inputs | ||||||
| OREO | $ | Appraisal Value/Comparison Sales/Other estimates | Appraisals
and/or sales of comparable properties |
Appraisals
discounted | ||||||
| Collateral dependent loans | $ | Appraisal Value/Comparison Sales/Other estimates | Appraisals
and/or sales of comparable properties |
Appraisals
discounted | ||||||
| (Dollars in thousands) | Fair
Value as of December 31, 2025 |
Valuation Technique | Significant
Observable Inputs |
Significant Unobservable Inputs | ||||||
| OREO | $ | Appraisal Value/Comparison Sales/Other estimates | Appraisals
and/or sales of comparable properties |
Appraisals
discounted | ||||||
| 26 |
Note 7 - Deposits
The Company’s total deposits are comprised of the following amounts at the dates indicated:
Schedule of Deposits
| September 30, | December 31, | |||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Non-interest bearing demand deposits | $ | $ | ||||||
| Interest bearing demand deposits and money market accounts | ||||||||
| Savings | ||||||||
| Time deposits | ||||||||
| Total deposits | $ | $ | ||||||
Note 8 - Reportable Segments
The Company’s reportable segments
represent the distinct product lines the Company offers and are viewed separately for strategic planning by the Bank President
and CEO, who is the Chief Operating Decision Maker (the “CODM”). The CODM regularly reviews the performance of the
Company’s
| · | Commercial and retail banking: The Company’s primary business is to provide deposit and lending products and services to its commercial and retail customers. | |
| · | Mortgage banking: This segment provides mortgage origination services for loans that will be sold to investors in the secondary market, consumer mortgage loans that will be held-for-investment, and consumer residential construction loans. The Company allocates a provision for credit loss, cost of funds, and other operating costs to this segment. | |
| · | Investment advisory and non-deposit: This segment provides investment advisory services and non-deposit products. | |
| · | Government guaranteed lending: This new segment acquired as part of the SGBG acquisition provides loan products using the Small Business Administration (SBA) and United States Department of Agriculture (USDA) support to qualified entities. This is a new segment as of January 8, 2026. | |
| · | Corporate: This segment includes the parent company financial information, including interest on parent company debt and dividend income received from the Bank. |
The following tables present selected financial information for the Company’s reportable business segments for the three and nine months ended September 30, 2026 and September 30, 2025.
Schedule of Company’s Reportable Segment
| (Dollars in thousands) | Commercial | Investment | Government | |||||||||||||||||||||||||
| Three months ended September 30, 2026 | and Retail | Mortgage | Advisory and | Guaranteed | ||||||||||||||||||||||||
| Banking | Banking | Non-Deposit | Lending | Corporate | Eliminations | Consolidated | ||||||||||||||||||||||
| Dividend and Interest Income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Interest expense | ||||||||||||||||||||||||||||
| Net interest income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Provision for credit losses | ||||||||||||||||||||||||||||
| Noninterest income | ||||||||||||||||||||||||||||
| Salaries and employee benefits | ||||||||||||||||||||||||||||
| Other noninterest expense | ||||||||||||||||||||||||||||
| Total noninterest expense | ||||||||||||||||||||||||||||
| Net income before taxes | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Income tax provision (benefit) | ( |
) | ||||||||||||||||||||||||||
| Net income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| 27 |
| (Dollars in thousands) | Commercial | Investment | Government | |||||||||||||||||||||||||
| Three months ended September 30, 2025 | and Retail | Mortgage | Advisory and | Guaranteed | ||||||||||||||||||||||||
| Banking | Banking | Non-Deposit | Lending | Corporate | Eliminations | Consolidated | ||||||||||||||||||||||
| Dividend and Interest Income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Interest expense | ||||||||||||||||||||||||||||
| Net interest income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Provision for credit losses | ||||||||||||||||||||||||||||
| Noninterest income | ||||||||||||||||||||||||||||
| Salaries and employee benefits | ||||||||||||||||||||||||||||
| Other noninterest expense | ||||||||||||||||||||||||||||
| Total noninterest expense | ||||||||||||||||||||||||||||
| Net income before taxes | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Income tax provision (benefit) | ( |
) | ||||||||||||||||||||||||||
| Net income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| (Dollars in thousands) | Commercial | Investment | Government | |||||||||||||||||||||||||
| Nine months ended September 30, 2026 | and Retail | Mortgage | Advisory and | Guaranteed | ||||||||||||||||||||||||
| Banking | Banking | Non-Deposit | Lending | Corporate | Eliminations | Consolidated | ||||||||||||||||||||||
| Dividend and Interest Income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Interest expense | ||||||||||||||||||||||||||||
| Net interest income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Provision for (release of) credit losses | ( |
) | ||||||||||||||||||||||||||
| Noninterest income | ||||||||||||||||||||||||||||
| Salaries and employee benefits | ||||||||||||||||||||||||||||
| Other noninterest expense | ||||||||||||||||||||||||||||
| Total noninterest expense | ||||||||||||||||||||||||||||
| Net income before taxes | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Income tax provision (benefit) | ( |
) | ||||||||||||||||||||||||||
| Net income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| (Dollars in thousands) | Commercial | Investment | Government | |||||||||||||||||||||||||
| Nine months ended September 30, 2025 | and Retail | Mortgage | Advisory and | Guaranteed | ||||||||||||||||||||||||
| Banking | Banking | Non-Deposit | Lending | Corporate | Eliminations | Consolidated | ||||||||||||||||||||||
| Dividend and Interest Income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Interest expense | ||||||||||||||||||||||||||||
| Net interest income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Provision for credit losses | ||||||||||||||||||||||||||||
| Noninterest income | ||||||||||||||||||||||||||||
| Salaries and employee benefits | ||||||||||||||||||||||||||||
| Other noninterest expense | ||||||||||||||||||||||||||||
| Total noninterest expense | ||||||||||||||||||||||||||||
| Net income before taxes | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| Income tax provision (benefit) | ( |
) | ||||||||||||||||||||||||||
| Net income | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| 28 |
The table below presents total assets for the Company’s reportable business segments as of September 30, 2026 and December 31, 2025.
| Commercial | Investment | Government | ||||||||||||||||||||||||||
| and Retail | Mortgage | Advisory and | Guaranteed | |||||||||||||||||||||||||
| (Dollars in thousands) | Banking | Banking | Non-Deposit | Lending | Corporate | Eliminations | Consolidated | |||||||||||||||||||||
| Total Assets as of September 30, 2026 | $ | $ | $ | $ | $ | $ | ( | ) | $ | |||||||||||||||||||
| Total Assets as of December 31, 2025 | $ | $ | $ | $ | $ | $ | ( | ) | $ | |||||||||||||||||||
Note 9 - Leases
At September 30, 2026, the Company had operating leases for four facilities, compared to three facilities at December 31, 2025. All leases commenced prior to 2025, other than the additional lease assumed in connection with the acquisition of SGBG in 2026. The four leases have maturities ranging from May 2027 to December 2038. The following tables present information about the Company’s leases:
Schedule of Lease Information
| (Dollars in thousands) | September 30, 2026 | December 31, 2025 | ||||||
| Right-of-use assets | $ | $ | ||||||
| Lease liabilities | $ | $ | ||||||
| Weighted average remaining lease term | 9.85 years | 10.74 years | ||||||
| Weighted average discount rate | % | % | ||||||
| Three Months Ended September 30, | Nine months Ended September 30, | |||||||||||||||
| (Dollars in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Operating lease cost | $ | $ | $ | $ | ||||||||||||
| Cash paid for amounts included in the measurement of lease liabilities | $ | $ | $ | $ | ||||||||||||
The following table shows future undiscounted lease payments for operating leases with initial terms of one year or more as of September 30, 2026.
Schedule of Future Undiscounted Operating Lease Payments
| (Dollars in thousands) | ||||
| Year | Operating Leases | |||
| 2026 | $ | |||
| 2027 | ||||
| 2028 | ||||
| 2029 | ||||
| 2030 | ||||
| Thereafter | ||||
| Total undiscounted lease payments | $ | |||
| Less effect of discounting | ( |
) | ||
| Present value of estimated lease payments (lease liability) | $ | |||
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Note 10 - Accumulated Other Comprehensive Loss
The following table presents the changes in each component of accumulated other comprehensive loss net of tax, for the nine months ended September 30, 2026 and 2025.
Schedule of Accumulated Other Comprehensive Loss
| September 30, 2026 (Dollars in thousands) | Securities Available for Sale | Securities Held to Maturity | Investment Hedge | Accumulated Other Comprehensive Loss | ||||||||||||
| Balance at December 31, 2025 | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
| Other comprehensive (loss) income | ( | ) | ( | ) | ||||||||||||
| Amortization of unrealized loss on securities transferred to held-to-maturity | ||||||||||||||||
| Net other comprehensive (loss) income during period | ( | ) | ( | ) | ||||||||||||
| Balance at September 30, 2026 | $ | ( | ) | $ | ( | ) | $ | $ | ( | ) | ||||||
| September 30, 2025 (Dollars in thousands) | Securities Available for Sale | Securities Held to Maturity | Investment Hedge | Accumulated Other Comprehensive Loss | ||||||||||||
| Balance at December 31, 2024 | $ | ( | ) | $ | ( | ) | $ | $ | ( | ) | ||||||
| Other comprehensive income (loss) | ( | ) | ||||||||||||||
| Amortization of unrealized loss on securities transferred to held-to-maturity | ||||||||||||||||
| Net other comprehensive income during period | ( | ) | ||||||||||||||
| Balance at September 30, 2025 | $ | ( | ) | $ | ( | ) | $ | ( | ) | $ | ( | ) | ||||
Note 11 - Subsequent Events
Subsequent events are events or transactions that occur after the balance sheet date but before financial statements are issued. Recognized subsequent events are events or transactions that provide additional evidence about conditions that existed at the date of the balance sheet, including the estimates inherent in the process of preparing financial statements. Non-recognized subsequent events are events that provide evidence about conditions that did not exist at the date of the balance sheet but arose after that date.
On October 21, 2026, our Board of Directors declared a cash dividend of $ per share of common stock payable on November 17, 2026, to shareholders of record as of November 3, 2026.
Management has reviewed events occurring after September 30, 2026, and has determined that no other subsequent events occurred requiring accrual or disclosure that have not already been reflected in these unaudited consolidated financial statements or the footnotes thereto.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
This report, including information included or incorporated by reference in this report, contains statements which constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Forward-looking statements may relate to, among other matters, the financial condition, results of operations, plans, objectives, future performance, and business of our company, including statements regarding the anticipated timing and benefits of leadership transitions, consulting arrangements with former executives, and the expected roles and responsibilities of the company’s executive officers. Forward-looking statements are based on many assumptions and estimates and are not guarantees of future performance. Our actual results may differ materially from those anticipated in any forward-looking statements, as they will depend on many factors about which we are unsure, including many factors which are beyond our control. The words “may,” “approximately,” “is likely,” “would,” “could,” “should,” “will,” “expect,” “anticipate,” “predict,” “project,” “potential,” “continue,” “assume,” “believe,” “intend,” “plan,” “forecast,” “goal,” “positions,” “forward,” “future,” and “estimate,” as well as similar expressions, are meant to identify such forward-looking statements. Potential risks and uncertainties that could cause our actual results to differ materially from those anticipated in our forward-looking statements include, without limitation, those described under the heading “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 16, 2026, and in subsequent filings we make with the SEC, and the following:
| · | credit losses as a result of, among other potential factors, declining real estate values, increasing interest rates, increasing unemployment, or changes in customer payment behavior or other factors; | |
| · | the amount of our loan portfolio collateralized by real estate and weaknesses in the real estate market, such as increased vacancy rates, declining property values, refinancing risk as loans mature, or borrower distress, particularly in the office sector; | |
| · | restrictions or conditions imposed by our regulators on our operations; | |
| · | the adequacy of the level of our allowance for credit losses and the amount of credit loss provisions required in future periods; | |
| · | examinations by our regulatory authorities, including the possibility that the regulatory authorities may, among other things, require us to increase our allowance for credit losses, write-down assets, or take other actions; | |
| · | risks associated with actual or potential information gatherings, investigations or legal proceedings by customers, regulatory agencies or others; | |
| · | reduced earnings due to higher credit impairment charges resulting from additional decline in the value of our securities portfolio, specifically as a result of increasing default rates, and loss severities on the underlying real estate collateral; | |
| · | increases in competitive pressure in the banking and financial services industries including nontraditional financial technology (“FinTech”) and providers of digital assets and payment stablecoins; | |
| · | changes in the interest rate environment, which are affected by many factors beyond our control, including inflation, recession, unemployment, money supply, domestic and international events and changes in the United States and other financial markets, and that could reduce anticipated or actual margins; temporarily reduce the market value of our available-for-sale investment securities and temporarily reduce accumulated other comprehensive income or increase accumulated other comprehensive loss, which temporarily could reduce shareholders’ equity; | |
| · | enterprise risk management may not be effective in mitigating risk and reducing the potential for losses; | |
| · | changes in political conditions or the legislative or regulatory environment, including governmental initiatives affecting the financial services industry, including as a result of the presidential administration and congressional elections; | |
| · | general economic conditions resulting in, among other things, a deterioration in credit quality; | |
| · | changes occurring in business conditions and inflation, including the impact of inflation on us, including a decrease in demand for new mortgage loan and commercial real estate loan originations and refinancings, an increase in competition for deposits, and an increase in non-interest expense, which may have an adverse impact on our financial performance; | |
| · | changes in access to funding or increased regulatory requirements with regard to funding, which could impair our liquidity; | |
| · | FDIC assessment which has increased, and may continue to increase, our cost of doing business; | |
| · | cybersecurity risk related to our dependence on internal computer systems and the technology of outside service providers, as well as the potential impacts of third-party security breaches, which subject us to potential business disruptions or financial losses resulting from deliberate attacks or unintentional events; | |
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| · | changes in deposit flows, which may be negatively affected by a number of factors, including rates paid by competitors, general interest rate levels, regulatory capital requirements, and returns available to customers on alternative investments; | |
| · | changes in technology, including the increasing use of artificial intelligence and the risk from the use of artificial intelligence by threat actors; | |
| · | our current and future products, services, applications and functionality and plans to promote them; | |
| · | changes in monetary and tax policies, including potential changes in tax laws and regulations; | |
| · | changes in accounting standards, policies, estimates and practices as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the SEC and the Public Company Accounting Oversight Board; | |
| · | our assumptions and estimates used in applying critical accounting policies, which may prove unreliable, inaccurate or not predictive of actual results; | |
| · | the rate of delinquencies and amounts of loans charged-off; | |
| · | the rate of loan growth in recent years and the lack of seasoning of a portion of our loan portfolio; | |
| · | our ability to maintain appropriate levels of capital, including levels of capital required under the capital rules implementing Basel III; | |
| · | our ability to successfully execute our business strategy; | |
| · | our ability to attract and retain key personnel; | |
| · | our ability to retain our existing customers, including our deposit relationships; | |
| · | our use of brokered deposits may be an unstable and/or an expensive deposit source to fund earning asset growth; | |
| · | our ability to obtain brokered deposits as an additional funding source could be limited; | |
| · | adverse changes in asset quality and resulting credit risk-related losses and expenses; | |
| · | risks related to the completed SGBG merger, including the diversion of management’s time and attention to integration matters, unexpected integration costs, deposit or customer attrition, employee retention and business disruption, difficulties integrating systems, operations, controls and personnel, and the possibility that expected revenues, cost savings, synergies and other anticipated benefits of the merger may not be realized when expected or at all; | |
| · | the potential effects of events beyond our control that may have a destabilizing effect on financial markets and the economy, such as epidemics and pandemics; war, terrorism or other geopolitical conflicts or instability, including the war in Ukraine, ongoing conflicts in the Middle East, including hostilities involving Iran, Israel, and the United States, political and economic instability and military and diplomatic developments involving Venezuela, and tensions between China and Taiwan; disruptions in our customers’ supply chains or transportation networks; disruptions to global energy markets or critical shipping routes; essential utility outages; changes in trade policy, trade disputes and related tariffs; government shutdowns; and disruptions caused by widespread cybersecurity incidents; | |
| · | disruptions due to flooding, severe weather or other natural disasters; | |
| · | risks associated with leadership transitions, including the ability to retain key employees, maintain client relationships, and successfully integrate new executive responsibilities; and | |
| · | other risks and uncertainties described under “Risk Factors” below. |
Because of these and other risks and uncertainties, our actual future results may be materially different from the results indicated by any forward-looking statements. For additional information with respect to factors that could cause actual results to differ from the expectations stated in the forward-looking statements, see “Risk Factors” under Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2025. In addition, our past results of operations do not necessarily indicate our future results. Therefore, we caution you not to place undue reliance on our forward-looking information and statements.
All forward-looking statements in this report are based on information available to us as of the date of this report. Although we believe that the expectations reflected in our forward-looking statements are reasonable, we cannot guarantee that these expectations will be achieved. We undertake no obligation to publicly update or otherwise revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable law.
Overview
The following discussion describes our results of operations for the three and nine months ended September 30, 2026, as compared to the three and nine months ended September 30, 2025, and analyzes our financial condition as of September 30, 2026 as compared to December 31, 2025. Like most community banks, we derive most of our income from interest we receive on our loans and investments. Our primary sources of funds for making these loans and investments are our deposits and borrowings, on which we pay interest. Consequently, one of the key measures of our success is our amount of net interest income, or the difference between the income on our interest-earning assets, such as loans and investments, and the expense on our interest-bearing liabilities, such as deposits and borrowings. Another key measure is the spread between the yield we earn on our interest-earning assets and the rate we pay on our interest-bearing liabilities. There are risks inherent in all loans, so we maintain an allowance for credit losses to absorb our estimate of expected credit losses on existing loans that may become uncollectible. We establish and maintain this allowance by recording a provision for or release of credit losses against our earnings. In the following section, we have included a detailed discussion of this process.
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In addition to earning interest on our loans and investments, we earn income through fees and other expenses we charge to our customers. We describe the various components of this non-interest income, as well as our non-interest expense, in the following discussion.
The following discussion and analysis identifies significant factors that have affected our financial position and operating results during the periods included in the accompanying financial statements. We encourage you to read this discussion and analysis in conjunction with the financial statements and the related notes and the other statistical information also included in this report.
Unless the context requires otherwise, references to the “Company,” “we,” “us,” “our,” or similar references mean First Community Corporation and its subsidiaries. References to the “Bank” mean First Community Bank.
Known Trends and Uncertainties.
Net interest margin, on a tax equivalent basis, expanded to 3.59% for the three months ended September 30, 2026 from 3.27% for the same period in 2025, driven primarily by higher loan yields and a shift in our earning asset mix toward loans and reductions in our costs of deposits and funds. Future changes in market interest rates, including any further changes in the target range for the federal funds rate, competition for deposits, and the pace of loan repricing could affect our ability to sustain this margin. Credit quality metrics remained favorable, with non-performing assets of 0.04% of total assets at September 30, 2026; however, substandard loans increased to $5.9 million or 0.37% of total loans at September 30, 2026 from $1.5 million or 0.10% of total loans at December 31, 2025, and our non-owner occupied commercial real estate loans represented approximately 305% of total risk-based capital. In addition, unrealized losses on our available-for-sale securities portfolio increased during the third quarter of 2026 as market interest rates rose, which increased accumulated other comprehensive loss.
We are also in the process of completing a planned leadership transition at the Bank, which takes effect January 1, 2027, as described below under “Leadership Transition.” These factors, as well as the other risks described under “Cautionary Statement Regarding Forward-Looking Statements” above and under “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2025, may cause our future results to differ from those reported for the periods presented.
Merger with Signature Bank of Georgia
On July 13, 2025, the Company and First Community Bank entered into an Agreement and Plan of Merger with Signature Bank of Georgia (“SGBG”), pursuant to which SGBG agreed to merge with and into First Community Bank, with First Community Bank continuing as the surviving bank. The merger was completed on January 8, 2026.
At the effective time of the merger, each outstanding share of SGBG common stock was converted into the right to receive 0.6410 shares of Company common stock, with cash paid in lieu of any fractional shares. In addition, each outstanding option to acquire SGBG common stock, whether vested or unvested, was converted into the right to receive a cash payment equal to the number of shares of SGBG common stock subject to the option multiplied by the excess, if any, of the fair market value per share of SGBG common stock, based on the value of the merger consideration, over the applicable exercise price. If the applicable exercise price equaled or exceeded the fair market value per share of SGBG common stock, the holder received a nominal payment of $0.01 per share.
In connection with the merger, the Company issued approximately 1.7 million shares of common stock and paid approximately $5,000 in cash. Additional information regarding the merger is included in Note 2, “Business Combination,” to the consolidated financial statements included in this report.
Leadership Transition
On July 22, 2026, the Company and the Bank announced a planned management succession and leadership transition, pursuant to which J. Ted Nissen will retire from his executive officer and director positions with the Company and the Bank, effective December 31, 2026, and, effective January 1, 2027, Vaughan R. Dozier, Jr. will become Chief Executive Officer of the Bank and Joseph A. “Drew” Painter will become President of the Bank. Michael C. Crapps will continue to serve as President and Chief Executive Officer of the Company.
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On October 5, 2026, the Bank and the Company entered into amendments (together, the “Employment Agreement Amendments”) to the existing employment agreements between the Bank and each of Mr. Dozier and Mr. Painter, each effective as of January 1, 2024. The Employment Agreement Amendments, which are effective as of January 1, 2027, were entered into as part of the Bank’s succession plan and reflect Mr. Dozier’s appointment as Chief Executive Officer of the Bank and Mr. Painter’s appointment as President of the Bank. Under the Employment Agreement Amendments, each executive will serve as a director of the Company and the Bank. Mr. Dozier will receive an annual base salary of $380,000, and Mr. Painter will receive an annual base salary of $345,000, each subject to annual review by the Board. Each executive will also be reimbursed for up to $2,500 per year in country club or fitness club dues.
If the Bank terminates the executive’s employment without cause, the executive will receive severance such that two months’ salary is paid on the 60th day after termination, and the rest is paid monthly over the next 22 months. The executive will also receive any bonus earned through the date of termination, prorated where performance-based. If the executive has a qualifying termination in connection with a change in control, he will receive a lump sum equal to three times his then-current annual base salary. He will also receive a lump-sum cash payment equal to the greater of (i) the bonus earned through the date of termination or (ii) his average annual bonus over the prior three years, prorated through the date of termination, in each case less any bonus previously paid for that year. Each executive will be deemed to have resigned as a director of the Company and the Bank when his employment ends. The Employment Agreement Amendments also revise the non-solicitation of customers and personnel provisions to apply during employment and for 24 months thereafter, and the non-competition provision to apply during employment and for 24 months following a termination of the agreement, except that the non-competition provision does not apply following a change in control.
The foregoing description of the Employment Agreement Amendments does not purport to be complete and is qualified in its entirety by reference to the full text of the Employment Agreement Amendments, copies of which are filed as Exhibits 10.1 and 10.2 to this Quarterly Report on Form 10-Q and are incorporated herein by reference.
On September 30, 2026, the Bank and the Company entered into a Consulting Agreement with Mr. Nissen (the “Consulting Agreement”), effective as of January 1, 2027. Under the Consulting Agreement, Mr. Nissen will serve as an independent contractor and outside consultant to support the Bank’s and the Company’s leadership teams as they transition to new roles and responsibilities and to provide continuity and advice regarding the achievement of the Bank’s and the Company’s strategic goals. Mr. Nissen will report to the Chief Executive Officer of the Bank and will work in collaboration with the President and Chief Executive Officer of the Company. Mr. Nissen is expected to devote as much time as needed to the performance of services from January 1, 2027 through March 31, 2027, and sixteen hours or less per week on average from April 1, 2027 through December 31, 2027.
Additional information regarding this management succession and leadership transition, and the Consulting Agreement, is set forth in the Company’s Current Reports on Form 8-K filed with the Securities and Exchange Commission on July 22, 2026 and October 2, 2026.
On August 19, 2026, the Company and the Bank announced that Freddie Deutsch has notified the Company and the Bank of his decision to retire from his position as Director of Specialty Business Lending of the Bank, effective January 15, 2027 (the “Retirement Date”). Mr. Deutsch will also retire from the boards of directors of the Company and the Bank, effective as of the Retirement Date. In connection with his retirement, the Company, the Bank and Mr. Deutsch entered into a letter amendment to Mr. Deutsch’s employment agreement, which was filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on August 19, 2026 and is incorporated by reference as Exhibit 10.4 to this Quarterly Report. Additional information regarding this retirement and the letter amendment is set forth in that Current Report on Form 8-K.
On September 15, 2026, the boards of directors of the Company and the Bank approved the appointment of Terrance Ford and Shell K. Berry as directors of the Company and the Bank, effective October 1, 2026. Additional information regarding these appointments is set forth in the Company’s Current Reports on Form 8-K filed with the Securities and Exchange Commission on September 16, 2026 and October 1, 2026.
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Critical Accounting Estimates
We have adopted various accounting policies that govern the application of accounting principles generally accepted in the United States and with general practices within the banking industry in the preparation of our financial statements. Our significant accounting policies are described in the notes to our unaudited consolidated financial statements as of September 30, 2026 and our notes included in the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2025 as filed with the SEC on March 16, 2026.
Certain accounting policies inherently involve a greater reliance on the use of estimates, assumptions and judgments and, as such, have a greater possibility of producing results that could be materially different than originally reported, which could have a material impact on the carrying values of our assets and liabilities and our results of operations. We consider these accounting policies and estimates to be critical accounting policies. We have identified the determination of the allowance for credit losses, income taxes and deferred tax assets and liabilities, goodwill and other intangible assets, and derivative instruments to be the accounting areas that require the most subjective or complex judgments and, as such, could be most subject to revision as new or additional information becomes available or circumstances change, including overall changes in the economic climate and/or market interest rates. Therefore, management has reviewed and approved these critical accounting policies and estimates and has discussed these policies with our Audit and Compliance Committee. A brief discussion of each of these areas appears in our Annual Report on Form 10-K for the year ended December 31, 2025.
Except for the estimates related to business combination described below, there have been no significant changes to our critical accounting estimates as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025.
The acquisition was accounted for as a business combination using the acquisition method of accounting in accordance with FASB ASC Topic 805, Business Combinations. Accordingly, the purchase price was allocated to the assets acquired and liabilities assumed based on their estimated fair values as of the Acquisition Date. For further details, see Note 2.
Comparison of Results of Operations for the Three Months Ended September 30, 2026 to the Three Months Ended September 30, 2025
Net Income
Our net income for the three months ended September 30, 2026 increased $2.9 million to $8.0 million, or $0.85 diluted earnings per common share, as compared to $5.2 million, or $0.67 diluted earnings per common share, for the three months ended September 30, 2025. The increase in net income between the two periods is primarily due to a $4.2 million increase in net interest income, an $8,000 decline in provision for credit losses and a $1.5 million increase in non-interest income, partially offset by a $2.0 million increase in non-interest expense and a $963,000 increase in income tax expense.
| · | The $4.2 million increase in net interest income results from a $300.9 million increase in average earning assets, driven by our acquisition of SGBG and organic loan growth, combined with a 32 basis point increase in net interest margin between the two periods. | |
| · | The $193,000 provision for credit losses during the three months ended September 30, 2026 was primarily due to a $196,000 provision for credit losses on loans, partially offset by a $2,000 release of the allowance for credit losses – unfunded commitments and a $1,000 release of the allowance for credit losses – held-to-maturity securities. These changes in the allowance for credit losses – loans were driven by increases in our loans due to the SGBG acquisition, while the changes in the allowance for credit losses – unfunded commitments were driven by decreases in our unfunded commitments. During the three months ended September 30, 2026, the Company recorded net charge-offs of $7,000. | |
| · | The $1.5 million increase in non-interest income was primarily related to increases of $743,000 in investment advisory fees and non-deposit commissions, $534,000 in government guaranteed lending, and $570,000 in other non-recurring non-interest income, partially offset by declines of $27,000 in deposit service charges and $320,000 in mortgage banking income. The government guaranteed lending income came from a new segment, government guaranteed lending, acquired from SGBG. | |
| · | The $2.0 million increase in non-interest expense is primarily due to increases of $1.5 million in salaries and employee benefits, $137,000 in occupancy, $78,000 in other real estate expense, $65,000 in amortization of intangibles, and $634,000 in other non-interest expense, partially offset by declines of $23,000 in marketing and public relations and $471,000 in merger expenses. | |
| · | Our effective tax rate was 22.68% during the three months ended September 30, 2026 compared to 21.19% during the three months ended September 30, 2025. Our tax rate was lower during the three months ended September 30, 2025, we purchased state income tax credits which resulted in an income tax benefit of $120,000. |
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Net Interest Income
Net interest income is our primary source of revenue. Net interest income is the difference between income earned on assets and interest paid on deposits and borrowings used to support such assets. Net interest income is determined by the rates earned on our interest-earning assets and the rates paid on our interest-bearing liabilities, the relative amounts of interest-earning assets and interest-bearing liabilities, and the degree of mismatch and the maturity and repricing characteristics of our interest-earning assets and interest-bearing liabilities.
Net interest income increased $4.2 million, or 26.5%, to $20.2 million for the three months ended September 30, 2026 from $16.0 million for the three months ended September 30, 2025. Our net interest margin improved 32 basis points to 3.58% during the three months ended September 30, 2026 compared to 3.26% during the three months ended September 30, 2025. Our net interest margin, on a taxable equivalent basis, was 3.59% for the three months ended September 30, 2026 compared to 3.27% for the three months ended September 30, 2025. Average earning assets were $2.2 billion for the three months ended September 30, 2026 and $1.9 billion in the same period of 2025.
| · | The $4.2 million increase in net interest income results from a $300.9 million increase in average earning assets, driven both by our acquisition of approximately $195.7 million in loans from SGBG and organic loan growth, combined with a 32 basis point increase in net interest margin between the two periods. |
| · | The increase in average earning assets was primarily due to increases of $312.3 million in average loans and $4.4 million in average securities, partially offset by a decline of $15.8 million in average interest bearing deposits in other banks. We obtained $195.7 million in loans from the acquisition of SGBG ($194.8 million of principal acquired plus $898,000 of non-credit premium) and had organic loan growth, driving the increase in loans. Because we sold approximately 96% of the securities portfolio acquired from SGBG, growth in the securities portfolio was primarily driven by investment purchases. |
| · | Our earning asset yield rose 22 basis points to 5.30% for the three months ended September 30, 2026, compared to 5.08% for the three months ended September 30, 2025. |
| · | Loans represented 71% of average total earning assets for the three months ended September 30, 2026 compared to 66% during the same period in 2025. |
| · | Investment securities represented 23% of average total earning assets for the three months ended September 30, 2026 compared to 26% during the same period in 2025. |
| · | Interest bearing deposits in other banks and fed funds sold represented 6% of average total earning assets for the three months ended September 30, 2026 compared to 8% during the same period in 2025. |
| · | Although market interest rates decreased year over year, the Federal Reserve increased the target range for the federal funds rate during the third quarter of 2026. The target range for the federal funds rate was 3.75%–4.00% at September 30, 2026, compared to 4.00%–4.25% at September 30, 2025. |
Average loans increased $312.3 million, or 24.4%, to $1.6 billion for the three months ended September 30, 2026 from $1.3 billion for the same period in 2025. Our loan (including loans held-for-sale) to deposit ratio on average during the three months ended September 30, 2026 was 78.9%, as compared to 73.0% during the same period in 2025. The yield on loans increased 24 basis points to 6.08% during the three months ended September 30, 2026 from 5.84% during the same period in 2025 due to higher rates on new and renewed loans during the period compared to interest rates on loans maturing during the period.
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Average securities for the three months ended September 30, 2026 increased $4.4 million, or 0.9%, to $508.5 million from $504.1 million during the same period in 2025. Interest-bearing deposits in other banks and fed funds sold decreased $15.8 million to $143.5 million during the three months ended September 30, 2026 from $159.3 million during the same period in 2025. The decrease in interest-bearing deposits in other banks and fed funds sold was due to loan growth outpacing deposit growth. The yield on our securities portfolio declined to 3.36% for the three months ended September 30, 2026 from 3.41% for the same period in 2025. The yield on our interest-bearing deposits in other banks and fed funds sold was 3.58% for the three months ended September 30, 2026 compared to 4.26% during the same period in 2025.
The cost of interest-bearing liabilities was 2.43% during the three months ended September 30, 2026 compared to 2.53% during the same period in 2025. The cost of deposits, including demand deposits, was 1.76% during the three months ended September 30, 2026 compared to 1.81% during the same period in 2025. The cost of funds, including demand deposits, was 1.82% during the three months ended September 30, 2026 compared to 1.89% during the same period in 2025. This decline was driven by a decrease in the market interest rates for deposits during the period. We continue to focus on growing our pure deposits (demand deposits, interest-bearing transaction accounts, savings deposits, money market accounts, and IRAs) plus customer cash management repurchase agreements as these accounts tend to be low-cost funding and assist us in controlling our overall cost of funds. We had $1.8 billion, $1.5 billion, and $1.6 billion in pure deposits plus customer cash management repurchase agreements at September 30, 2026, December 31, 2025 and September 30, 2025, respectively.
Average Balances, Income Expenses and Rates. The following table depicts, for the periods indicated, certain information related to our average balance sheet and our average yields on assets and average costs of liabilities. Such yields are derived by dividing income or expense by the average balance of the corresponding assets or liabilities. Average balances have been derived from daily averages.
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FIRST COMMUNITY CORPORATION
Yields on
Average Earning Assets and
Rates on Average Interest-Bearing Liabilities
| Three months ended September 30, 2026 | Three months ended September 30, 2025 | |||||||||||||||||||||||
| Average | Interest | Yield/ | Average | Interest | Yield/ | |||||||||||||||||||
| (Dollars in thousands) | Balance | Earned/Paid | Rate | Balance | Earned/Paid | Rate | ||||||||||||||||||
| Assets | ||||||||||||||||||||||||
| Earning assets | ||||||||||||||||||||||||
| Loans(1) | $ | 1,593,106 | $ | 24,402 | 6.08 | % | $ | 1,280,814 | $ | 18,864 | 5.84 | % | ||||||||||||
| Non-taxable securities | 45,254 | 357 | 3.13 | % | 45,699 | 346 | 3.00 | % | ||||||||||||||||
| Taxable securities | 463,273 | 3,954 | 3.39 | % | 458,401 | 3,982 | 3.45 | % | ||||||||||||||||
| Int bearing deposits in other banks | 143,535 | 1,294 | 3.58 | % | 159,323 | 1,709 | 4.26 | % | ||||||||||||||||
| Fed funds sold | 1 | — | 0.00 | % | 56 | 1 | 7.08 | % | ||||||||||||||||
| Total earning assets | $ | 2,245,169 | $ | 30,007 | 5.30 | % | $ | 1,944,293 | $ | 24,902 | 5.08 | % | ||||||||||||
| Cash and due from banks | 27,327 | 24,455 | ||||||||||||||||||||||
| Premises and equipment | 29,593 | 29,402 | ||||||||||||||||||||||
| Goodwill and other intangibles | 32,038 | 14,985 | ||||||||||||||||||||||
| Other assets | 60,093 | 52,107 | ||||||||||||||||||||||
| Allowance for credit losses - investments | (14 | ) | (19 | ) | ||||||||||||||||||||
| Allowance for credit losses - loans | (18,561 | ) | (13,408 | ) | ||||||||||||||||||||
| Total assets | $ | 2,375,645 | $ | 2,051,815 | ||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||
| Interest-bearing liabilities | ||||||||||||||||||||||||
| Interest-bearing transaction accounts | $ | 523,387 | $ | 2,314 | 1.75 | % | $ | 354,535 | $ | 1,093 | 1.22 | % | ||||||||||||
| Money market accounts | 503,080 | 3,661 | 2.89 | % | 478,236 | 3,662 | 3.04 | % | ||||||||||||||||
| Savings deposits | 105,052 | 48 | 0.18 | % | 105,948 | 66 | 0.25 | % | ||||||||||||||||
| Time deposits | 346,863 | 2,913 | 3.33 | % | 340,611 | 3,174 | 3.70 | % | ||||||||||||||||
| Fed funds purchased | 113 | 1 | 3.51 | % | 39 | 1 | 10.17 | % | ||||||||||||||||
| Securities sold under agreements to repurchase | 100,884 | 582 | 2.29 | % | 104,987 | 639 | 2.41 | % | ||||||||||||||||
| Other long-term debt | 14,964 | 250 | 6.63 | % | 14,964 | 273 | 7.24 | % | ||||||||||||||||
| Total interest-bearing liabilities | $ | 1,594,343 | $ | 9,769 | 2.43 | % | $ | 1,399,320 | $ | 8,908 | 2.53 | % | ||||||||||||
| Demand deposits | 539,555 | 475,324 | ||||||||||||||||||||||
| Allowance for credit losses - unfunded commitments | 609 | 490 | ||||||||||||||||||||||
| Other liabilities | 10,398 | 18,666 | ||||||||||||||||||||||
| Shareholders’ equity | 230,740 | 158,014 | ||||||||||||||||||||||
| Total liabilities and shareholders’ equity | $ | 2,375,645 | $ | 2,051,815 | ||||||||||||||||||||
| Cost of deposits, including demand deposits | 1.76 | % | 1.81 | % | ||||||||||||||||||||
| Cost of funds, including demand deposits | 1.82 | % | 1.89 | % | ||||||||||||||||||||
| Net interest spread | 2.87 | % | 2.55 | % | ||||||||||||||||||||
| Net interest income/margin | $ | 20,238 | 3.58 | % | $ | 15,994 | 3.26 | % | ||||||||||||||||
| Net interest income/margin (tax equivalent)(2) | $ | 20,301 | 3.59 | % | $ | 16,048 | 3.27 | % | ||||||||||||||||
| (1) | All loans and deposits are domestic. Average loan balances include non-accrual loans and loans held-for-sale. |
| (2) | Based on a 21.0% marginal tax rate. |
| 38 |
The table below sets forth the relative impact on net interest income of changes in the volume of earning assets and interest-bearing liabilities and changes in rates earned and paid by the Company on such assets and liabilities.
| Three Months Ended September 30, | ||||||||||||
| 2026 versus 2025 | ||||||||||||
| Increase (Decrease) Due to Changes in(1) | ||||||||||||
| Volume | Rate | Total | ||||||||||
| (in thousands) | ||||||||||||
| Interest income: | ||||||||||||
| Loans | $ | 4,758 | $ | 780 | $ | 5,538 | ||||||
| Non-taxable securities | (3 | ) | 14 | 11 | ||||||||
| Taxable securities | 42 | (70 | ) | (28 | ) | |||||||
| Interest bearing deposits in other banks | (159 | ) | (256 | ) | (415 | ) | ||||||
| Fed funds sold | — | (1 | ) | (1 | ) | |||||||
| Total interest income | $ | 4,638 | $ | 467 | $ | 5,105 | ||||||
| Interest expense: | ||||||||||||
| Interest-bearing transaction accounts | $ | 639 | $ | 582 | $ | 1,221 | ||||||
| Money market accounts | 185 | (186 | ) | (1 | ) | |||||||
| Savings deposits | (1 | ) | (17 | ) | (18 | ) | ||||||
| Time deposits | 57 | (318 | ) | (261 | ) | |||||||
| Fed funds purchased | 1 | (1 | ) | — | ||||||||
| Securities sold under agreements to repurchase | (24 | ) | (33 | ) | (57 | ) | ||||||
| Other long-term debt | — | (23 | ) | (23 | ) | |||||||
| Total interest expense | $ | 857 | $ | 4 | $ | 861 | ||||||
| Net interest income | $ | 3,781 | $ | 463 | $ | 4,244 | ||||||
| (1) | The change in interest due to both volume and rate has been allocated to volume and rate changes in proportion to the relationship of the absolute dollar amounts of the change in each. |
Non-interest Income and Non-interest Expense
Non-interest income during the three months ended September 30, 2026 increased $1.5 million to $6.0 million from $4.5 million during the same period in 2025. The $1.5 million increase in non-interest income was primarily related to increases of $743,000 in investment advisory fees and non-deposit commissions, $534,000 in government guaranteed lending, and $570,000 in other non-recurring non-interest income, partially offset by declines of $27,000 in deposit service charges and $320,000 in mortgage banking income. The government guaranteed lending income came from a new segment, government guaranteed lending, acquired from SGBG.
Mortgage banking income declined $320,000 to $614,000 during the three months ended September 30, 2026 from $934,000 during the same period in 2025. Total production in the mortgage line of business in the third quarter of 2026 was $45.9 million, which was comprised of $23.0 million in secondary market loans, $7.6 million in adjustable rate mortgages (ARMs), and $15.3 million in construction loans. Total fee revenue in the mortgage line of business was $614,000 in the three months ended September 30, 2026, which includes $608,000 associated with the sale of secondary market loans, with a gain-on-sale margin of 2.65%. Total production in the mortgage line of business in the three months ended September 30, 2025 was $51.6 million, which was comprised of $32.0 million in secondary market loans, $4.2 million in adjustable rate mortgages (ARMs), and $15.4 million in commitments for new construction residential real estate loans. Fee revenue from the mortgage line of business was $934,000 for the three months ended September 30, 2025, which includes $931,000 associated with the secondary market loans with a gain-on-sale margin of 2.91%.
Investment advisory fees rose $743,000 to $2.6 million during the three months ended September 30, 2026 from $1.9 million during the same period in 2025. Total assets under management increased to $1.4 billion at September 30, 2026 from $1.2 billion at December 31, 2025. Our net new assets under management were $22.2 million during the three months ended September 30, 2026. Furthermore, our investment performance for the three months ended September 30, 2026 was 0.3% compared to 2.0% for the S&P 500. Our customers’ assets under management are allocated across a range of asset classes, including equities, bonds, and cash.
| 39 |
Fee revenue from the new Government Guaranteed Lending line of business was $534,000 during the three months ended September 30, 2026. Production in this line of business in the three months ended September 30, 2026 included $16.5 million in SBA loans. During the quarter, we sold $5.1 million in loans, which resulted in a premium of $426,000 and a gain-on-sale margin of 8.36%.
Other non-interest income increased $591,000 to $2.0 million during the three months ended September 30, 2026 from $1.4 million during the same period in 2025. The $591,000 increase was primarily due to a $797,000 one-time gain on a settlement of an SBA-guaranteed loan charged off by SGBG prior to the SGBG merger, partially offset by a one-time impairment of $39,000 on preferred stock.
The following table shows the components of non-interest income for the three-month periods ended September 30, 2026 and September 30, 2025.
| (Dollars in thousands) | Three months ended September 30, | |||||||
| 2026 | 2025 | |||||||
| Deposit service charges | $ | 216 | $ | 243 | ||||
| Mortgage banking income | 614 | 934 | ||||||
| Investment advisory fees and non-deposit commissions | 2,605 | 1,862 | ||||||
| Government guaranteed lending | 534 | — | ||||||
| (Loss) on sale of other assets | (2 | ) | — | |||||
| ATM debit card income | 732 | 723 | ||||||
| Bank owned life insurance | 217 | 209 | ||||||
| Rental income | 128 | 130 | ||||||
| Other service fees including safe deposit box fees | 54 | 61 | ||||||
| Wire transfer fees | 55 | 37 | ||||||
| Non-recurring income | 758 | 188 | ||||||
| Other | 77 | 82 | ||||||
| Total | $ | 5,988 | $ | 4,469 | ||||
Non-interest expense increased $2.0 million during the three months ended September 30, 2026 to $15.6 million compared to $13.7 million during the same period in 2025. The $2.0 million increase in non-interest expense is primarily due to increases of $1.5 million in salaries and employee benefits, $137,000 in occupancy, $78,000 in other real estate expense, $65,000 in amortization of intangibles, and $634,000 in other non-interest expense, partially offset by declines of $23,000 in marketing and public relations and $471,000 in merger expenses.
| · | Salary and benefits expense increased $1.5 million to $9.6 million during the three months ended September 30, 2026 from $8.1 million during the same period in 2025. This increase was primarily a result of new personnel retained from SGBG, normal salary adjustments, higher financial planning and investment advisory commissions, and increased incentive accruals driven by stronger performance. We had 301 full-time equivalent employees at September 30, 2026 compared to 272 full-time equivalent employees at September 30, 2025. | |
| · | Occupancy expenses increased $137,000 to $929,000 from $792,000. These costs were primarily composed of new fees associated with the acquisition of two additional locations as part of the merger with SGBG. | |
| · | Merger expenses declined $471,000 to $104,000 from $575,000. During the three months ended September 30, 2026, these were residual merger costs, while during the same period in the prior year, these costs were primarily composed of legal and professional fees related to the merger with SGBG. |
| · | Other non-interest expense increased $634,000 to $3.6 million during the three months ended September 30, 2026 from $3.0 million during the same period in 2025. |
| 40 |
| - | Core banking and electronic processing and services increased $34,000 to $845,000 from $811,000 primarily due to additional expenses related to the acquisition of SGBG, higher customer activity, and enhanced technology. | |
| - | Software subscriptions and services increased $115,000 to $526,000 from $411,000 primarily due to additional expenses related to the acquisition of SGBG, new subscriptions and services, and higher renewal prices. | |
| - | Loan processing and closing costs increased $30,000 to $116,000 from $86,000 due to increased loan closing costs. | |
| - | Director fees increased $30,000 to $213,000 from $183,000 due to additional board members from the SGBG acquisition and increased meeting frequency. | |
| - | Legal and professional fees increased $124,000 to $463,000 from $339,000, primarily due to an increase in broker fees paid to facilitate loans that were made and sold during the three months ended September 30, 2026. | |
| - | Shareholder expense increased $53,000 to $114,000 from $61,000 primarily due to increased filing review fees. |
The following table shows the components of non-interest expense for the three-month periods ended September 30, 2026 and September 30, 2025.
| (Dollars in thousands) | Three months ended September 30, | |||||||
| 2026 | 2025 | |||||||
| Salaries and employee benefits | $ | 9,594 | $ | 8,059 | ||||
| Occupancy | 929 | 792 | ||||||
| Equipment | 386 | 377 | ||||||
| Marketing and public relations | 534 | 557 | ||||||
| FDIC insurance assessments | 278 | 286 | ||||||
| Other real estate expense | 90 | 12 | ||||||
| Amortization of intangibles | 104 | 39 | ||||||
| Merger | 104 | 575 | ||||||
| Core banking and electronic processing and services* | 845 | 811 | ||||||
| ATM/debit card processing | 413 | 411 | ||||||
| Software subscriptions and services | 526 | 411 | ||||||
| Supplies | 35 | 36 | ||||||
| Telephone | 128 | 114 | ||||||
| Courier | 89 | 74 | ||||||
| Correspondent services | 89 | 76 | ||||||
| Insurance | 111 | 108 | ||||||
| Debit card and fraud losses | 33 | 34 | ||||||
| Investment advisory services | 105 | 93 | ||||||
| Loan processing and closing costs | 116 | 86 | ||||||
| Director fees | 213 | 183 | ||||||
| Legal and professional fees | 463 | 339 | ||||||
| Shareholder expense | 114 | 61 | ||||||
| Other | 331 | 140 | ||||||
| Total | $ | 15,630 | $ | 13,674 | ||||
| * | Core banking and electronic processing and services includes core processing, bill payment, online banking, remote deposit capture, wire processing services, and postage costs for mailing customer notices and statements. |
Income Tax Expense
We incurred income tax expense of $2.4 million and $1.4 million for the three months ended September 30, 2026 and 2025, respectively. Our effective tax rate was 22.68% during the three months ended September 30, 2026 compared to 21.19% during the three months ended September 30, 2025. During the third quarter of 2025, we purchased state income tax credits which resulted in an income tax benefit of $120,000.
Comparison of Results of Operations for the Nine Months Ended September 30, 2026 to the Nine Months Ended September 30, 2025
Net Income
Our net income for the nine months ended September 30, 2026 increased $6.8 million to $21.1 million, or $2.24 diluted earnings per common share, from $14.4 million, or $1.85 diluted earnings per common share for the nine months ended September 30, 2025. The increase in net income between the two periods is primarily due to an increase of $12.4 million in net interest income and an increase of $3.8 million in total non-interest income, partially offset by an increase of $111,000 in provision for credit losses, an increase of $8.4 million in total non-interest expense, and an increase of $862,000 in income tax expense.
| 41 |
| · | The $12.4 million increase in net interest income results from an increase of $320.1 million in average earning assets, combined with an increase of 0.29% in the net interest margin between the two periods. | |
| · | The $512,000 provision for credit losses during the nine months ended September 30, 2026 was primarily due to a $595,000 provision for credit losses on loans, partially offset by a $77,000 release of the allowance for credit losses – unfunded commitments and a $6,000 release of the allowance for credit losses – held-to-maturity securities. These changes in the allowance for credit losses – loans were primarily driven by loan growth, while the changes in the allowance for credit losses – unfunded commitments were driven by decreases in our unfunded commitments. During the nine months ended September 30, 2026, the Company recorded net charge-offs of $35,000. | |
| · | The $3.8 million increase in non-interest income is primarily related to increases in investment advisory fees and non-deposit commissions of $1.7 million, government guaranteed lending income of $1.6 million, and other non-recurring income of $650,000, partially offset by declines in mortgage banking income of $207,000 and gain on sale of other assets of $129,000. | |
| · | Non-interest expense increased $8.4 million during the nine months ended September 30, 2026 to $47.9 million compared to $39.5 million during the same period in 2025. This increase is primarily due to increases of $4.8 million in salaries and employee benefits, $104,000 in marketing and public relations, $183,000 in amortization of intangibles, $298,000 in occupancy, $1.4 million in merger, and $1.7 million in other. | |
| · | Our effective tax rate was 18.94% and 22.10% for the nine months ended September 30, 2026 and 2025, respectively. The decrease in the effective tax rate was due to our purchase of additional federal and state tax credits during the nine months ended September 30, 2026 compared to the same period in the prior year. |
Net Interest Income
Net interest income is our primary source of revenue. Net interest income is the difference between income earned on assets and interest paid on deposits and borrowings used to support such assets. Net interest income is determined by the rates earned on our interest-earning assets and the rates paid on our interest-bearing liabilities, the relative amounts of interest-earning assets and interest-bearing liabilities, and the degree of mismatch and the maturity and repricing characteristics of our interest-earning assets and interest-bearing liabilities.
Net interest income increased $12.4 million to $58.1 million for the nine months ended September 30, 2026 from $45.7 million for the nine months ended September 30, 2025. Our net interest margin increased by 0.29% to 3.48% during the nine months ended September 30, 2026 from 3.19% during the nine months ended September 30, 2025. Our net interest margin, on a taxable equivalent basis, was 3.49% for the nine months ended September 30, 2026 compared to 3.20% for the nine months ended September 30, 2025. Average earning assets increased $320.1 million, or 16.7%, to $2.2 billion for the nine months ended September 30, 2026 compared to $1.9 billion in the same period of 2025.
| · | The $12.4 million increase in net interest income results from increases of $320.1 million in average earning assets, combined with the improvement of 29 basis points in the net interest margin between the two periods. | |
| · | The increase in average earning assets was primarily due to a $298.2 million increase in loans, a $6.8 million increase in total securities, and a $15.0 million increase in interest-bearing deposits in other banks. | |
| · | The increase in our earning asset yield to 5.22% during the nine months ended September 30, 2026 from 5.04% for the same period of 2025 was due to a change in the mix of our earning assets from lower yielding securities and interest-bearing bank balances to higher yielding loans, which resulted in a higher percentage of earning assets in higher yielding loans. |
| - | Loans represented 69.8% of average total earning assets for the nine months ended September 30, 2026 compared to 65.9% during the same period in 2025. | |
| - | Investment securities represented 22.7% of average total earning assets for the nine months ended September 30, 2026 compared to 26.2% during the same period in 2025. | |
| - | Interest-bearing deposits in other banks and fed funds sold represented 7.5% of average total earning assets for the nine months ended September 30, 2026 compared to 7.9% during the same period in 2025. | |
| - | The target rate range for the federal funds rate was 3.75% - 4.00% at September 30, 2026 compared to 4.00% - 4.25% at September 30, 2025. |
| 42 |
Average loans increased $298.2 million, or 23.6%, to $1.6 billion for the nine months ended September 30, 2026 from $1.3 billion for the same period in 2025. Our loan (including loans held-for-sale) to deposit ratio on average during the nine months ended September 30, 2026 was 77.8%, as compared to 73.3% during the same period in 2025. The yield on loans increased 0.23% to 6.01% during the nine months ended September 30, 2026 from 5.78% during the same period in 2025 due to higher new and renewed loan rates compared to rates on loans maturing during the period.
Average securities for the nine months ended September 30, 2026 increased $6.8 million, or 1.4%, to $507.4 million from $500.6 million during the same period in 2025. The increase in securities was due to the purchase of securities, partially offset by normal principal cash flows from the securities portfolio and an increase in unrealized losses on our available-for-sale securities portfolio. Interest-bearing deposits in other banks increased $15.0 million to $167.0 million during the nine months ended September 30, 2026 from $152.0 million during the same period in 2025. The increase in short-term investments was due to our decision to hold excess liquidity in interest-bearing deposits at the Federal Reserve Bank. The yield on our securities portfolio declined to 3.34% for the nine months ended September 30, 2026 from 3.42% for the same period in 2025. The yield on our interest-bearing deposits in other banks decreased to 3.54% for the nine months ended September 30, 2026 from 4.29% for the same period in 2025 due to lower market interest rates.
The yields on earning assets for the nine months ended September 30, 2026 and 2025 were 5.22% and 5.04%, respectively.
The cost of interest-bearing liabilities was 2.43% during the nine months ended September 30, 2026 compared to 2.56% during the same period in 2025. The cost of deposits, including demand deposits, was 1.77% during the nine months ended September 30, 2026 compared to 1.83% during the same period in 2025. The cost of funds, including demand deposits, was 1.83% during the nine months ended September 30, 2026 compared to 1.91% during the same period in 2025. We continue to focus on growing our pure deposits (demand deposits, interest-bearing transaction accounts, savings deposits, money market accounts, and IRAs) plus customer cash management repurchase agreements as these accounts tend to be low-cost funding and assist us in controlling our overall cost of funds. During the nine months ended September 30, 2026, pure deposits plus customer cash management repurchase agreements averaged 84.8% of total deposits plus customer cash management repurchase agreements as compared to 84.8% during the same period of 2025.
Average Balances, Income Expenses and Rates. The following table depicts, for the periods indicated, certain information related to our average balance sheet and our average yields on assets and average costs of liabilities. Such yields are derived by dividing income or expense by the average balance of the corresponding assets or liabilities. Average balances have been derived from daily averages.
| 43 |
FIRST COMMUNITY CORPORATION
Yields
on Average Earning Assets and
Rates on Average Interest-Bearing Liabilities
| Nine months ended September 30, 2026 | Nine months ended September 30, 2025 | |||||||||||||||||||||||
| Average | Interest | Yield/ | Average | Interest | Yield/ | |||||||||||||||||||
| (Dollars in thousands) | Balance | Earned/Paid | Rate | Balance | Earned/Paid | Rate | ||||||||||||||||||
| Assets | ||||||||||||||||||||||||
| Earning assets | ||||||||||||||||||||||||
| Loans(1) | $ | 1,559,354 | $ | 70,125 | 6.01 | % | $ | 1,261,175 | $ | 54,482 | 5.78 | % | ||||||||||||
| Non-taxable securities | 43,917 | 1,018 | 3.10 | % | 46,277 | 1,032 | 2.98 | % | ||||||||||||||||
| Taxable securities | 463,490 | 11,654 | 3.36 | % | 454,354 | 11,766 | 3.46 | % | ||||||||||||||||
| Int bearing deposits in other banks | 167,025 | 4,421 | 3.54 | % | 151,979 | 4,875 | 4.29 | % | ||||||||||||||||
| Fed funds sold | 111 | 3 | 3.61 | % | 46 | 2 | 5.81 | % | ||||||||||||||||
| Total earning assets | $ | 2,233,897 | $ | 87,221 | 5.22 | % | $ | 1,913,831 | $ | 72,157 | 5.04 | % | ||||||||||||
| Cash and due from banks | 27,919 | 24,729 | ||||||||||||||||||||||
| Premises and equipment | 29,718 | 29,667 | ||||||||||||||||||||||
| Goodwill and other intangibles | 31,614 | 15,024 | ||||||||||||||||||||||
| Other assets | 59,976 | 52,609 | ||||||||||||||||||||||
| Allowance for credit losses - investments | (16 | ) | (22 | ) | ||||||||||||||||||||
| Allowance for credit losses - loans | (18,188 | ) | (13,406 | ) | ||||||||||||||||||||
| Total assets | $ | 2,364,920 | $ | 2,022,432 | ||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||
| Interest-bearing liabilities | ||||||||||||||||||||||||
| Interest-bearing transaction accounts | $ | 527,448 | $ | 6,904 | 1.75 | % | $ | 344,739 | $ | 3,122 | 1.21 | % | ||||||||||||
| Money market accounts | 494,649 | 10,732 | 2.90 | % | 459,933 | 10,475 | 3.05 | % | ||||||||||||||||
| Savings deposits | 106,268 | 144 | 0.18 | % | 109,711 | 218 | 0.27 | % | ||||||||||||||||
| Time deposits | 348,841 | 8,779 | 3.36 | % | 339,434 | 9,689 | 3.82 | % | ||||||||||||||||
| Fed funds purchased | 39 | 1 | 3.43 | % | 14 | 1 | 9.55 | % | ||||||||||||||||
| Securities sold under agreements to repurchase | 107,884 | 1,812 | 2.25 | % | 115,238 | 2,133 | 2.47 | % | ||||||||||||||||
| Other long-term debt | 14,964 | 741 | 6.62 | % | 14,964 | 811 | 7.25 | % | ||||||||||||||||
| Total interest-bearing liabilities | $ | 1,600,093 | $ | 29,113 | 2.43 | % | $ | 1,384,033 | $ | 26,449 | 2.56 | % | ||||||||||||
| Demand deposits | 527,964 | 466,939 | ||||||||||||||||||||||
| Allowance for credit losses - unfunded commitments | 644 | 475 | ||||||||||||||||||||||
| Other liabilities | 12,855 | 18,661 | ||||||||||||||||||||||
| Shareholders’ equity | 223,364 | 152,324 | ||||||||||||||||||||||
| Total liabilities and shareholders’ equity | $ | 2,364,920 | $ | 2,022,432 | ||||||||||||||||||||
| Cost of deposits, including demand deposits | 1.77 | % | 1.83 | % | ||||||||||||||||||||
| Cost of funds, including demand deposits | 1.83 | % | 1.91 | % | ||||||||||||||||||||
| Net interest spread | 2.79 | % | 2.48 | % | ||||||||||||||||||||
| Net interest income/margin | $ | 58,108 | 3.48 | % | $ | 45,708 | 3.19 | % | ||||||||||||||||
| Net interest income/margin (tax equivalent)(2) | $ | 58,325 | 3.49 | % | $ | 45,867 | 3.20 | % | ||||||||||||||||
| (1) | All loans and deposits are domestic. Average loan balances include non-accrual loans and loans held-for-sale. |
| (2) | Based on a 21.0% marginal tax rate. |
| 44 |
The table below sets forth the relative impact on net interest income of changes in the volume of earning assets and interest-bearing liabilities and changes in rates earned and paid by the Company on such assets and liabilities.
| Nine months Ended September 30, | ||||||||||||
| 2026 versus 2025 | ||||||||||||
| Increase (Decrease) Due to Changes in(1) | ||||||||||||
| Volume | Rate | Total | ||||||||||
| (in thousands) | ||||||||||||
| Interest income: | ||||||||||||
| Loans | $ | 13,331 | $ | 2,312 | $ | 15,643 | ||||||
| Non-taxable securities | (54 | ) | 40 | (14 | ) | |||||||
| Taxable securities | 234 | (346 | ) | (112 | ) | |||||||
| Interest-bearing deposits in other banks | 452 | (906 | ) | (454 | ) | |||||||
| Fed funds sold | 2 | (1 | ) | 1 | ||||||||
| Total interest income | $ | 13,965 | $ | 1,099 | $ | 15,064 | ||||||
| Interest expense: | ||||||||||||
| Interest-bearing transaction accounts | $ | 2,055 | $ | 1,727 | $ | 3,782 | ||||||
| Money market accounts | 768 | (511 | ) | 257 | ||||||||
| Savings deposits | (7 | ) | (67 | ) | (74 | ) | ||||||
| Time deposits | 262 | (1,172 | ) | (910 | ) | |||||||
| Fed Funds purchased | 1 | (1 | ) | — | ||||||||
| Securities sold under agreements to repurchase | (131 | ) | (190 | ) | (321 | ) | ||||||
| Other long-term debt | — | (70 | ) | (70 | ) | |||||||
| Total interest expense | $ | 2,948 | $ | (284 | ) | $ | 2,664 | |||||
| Net interest income | $ | 11,017 | $ | 1,383 | $ | 12,400 | ||||||
| (1) | The change in interest due to both volume and rate has been allocated to volume and rate changes in proportion to the relationship of the absolute dollar amounts of the change in each. |
Non-interest Income and Non-interest Expense
Non-interest income during the nine months ended September 30, 2026 increased $3.8 million to $16.4 million from $12.7 million during the same period in 2025. The $3.8 million increase in non-interest income is primarily related to increases in investment advisory fees and non-deposit commissions of $1.7 million, government guaranteed lending income of $1.6 million, and other non-recurring income of $650,000, partially offset by declines in mortgage banking income of $207,000 and gain on sale of other assets of $129,000. The government guaranteed lending income came from a new segment, government guaranteed lending, acquired from SGBG.
Mortgage banking income declined $207,000 to $2.4 million during the nine months ended September 30, 2026 from $2.6 million during the same period in 2025. Total production in the mortgage line of business in the nine months ended September 30, 2026 was $141.6 million, which was comprised of $86.6 million in secondary market loans, $11.8 million in adjustable rate mortgages (ARMs), and $43.2 million in construction loans. Total mortgage production during the nine months ended September 30, 2025 was $158.3 million. Of this production, $89.7 million was originated to be sold in the secondary market, $13.8 million was originated as ARM loans for our loans held-for-investment portfolio, and $54.8 million was commitments for new construction residential real estate loans. Total fee revenue in the mortgage line of business was $2.4 million in the nine months ended September 30, 2026, which includes $2.3 million associated with the sale of secondary market loans, with a gain-on-sale margin of 2.71%, down from 2.86% during the same period in 2025.
Investment advisory fees and non-deposit commissions increased $1.7 million to $7.2 million during the nine months ended September 30, 2026 from $5.4 million during the same period in 2025. Total assets under management increased to $1.4 billion at September 30, 2026 compared to $1.2 billion at December 31, 2025 and $1.1 billion at September 30, 2025. Our net new assets were $38.4 million during the nine months ended September 30, 2026. Furthermore, our investment performance for the nine-month period from December 31, 2025 to September 30, 2026 was 16.7% compared to 11.8% for the S&P 500. Our customers’ assets under management are allocated across a range of asset classes, including equities, bonds, and cash.
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Fee revenue from the new Government Guaranteed Lending line of business was $1.6 million during the nine months ended September 30, 2026. Production in this line of business in the nine months ended September 30, 2026 included $35.0 million in SBA loans. During the period, we sold $16.1 million in loans, which resulted in a premium of $1.3 million and a gain-on-sale margin of 8.03%.
Gain (loss) on sale of other assets decreased $129,000 to a loss of $2,000 during the nine months ended September 30, 2026 from $127,000 during the same period in 2025 due to the loss on sale of repossessed assets during the nine months ended September 30, 2026 compared to a gain on a sale of other assets owned during the nine months ended September 30, 2025.
Other non-recurring non-interest income increased $650,000 to $838,000 during the nine months ended September 30, 2026 from $188,000 during the same period in the prior year. The increase was primarily due to a $797,000 one-time gain on a settlement of an SBA-guaranteed loan charged off by SGBG prior to the SGBG merger and an $80,000 gain on insurance proceeds. The $188,000 during the nine months ended September 30, 2025 was due to a $176,000 gain on an investment in a fintech fund focused on financial services and a $12,000 gain on insurance proceeds.
The following table shows the components of non-interest income for the nine month periods ended September 30, 2026 and September 30, 2025.
| (Dollars in thousands) | Nine months ended September 30, | |||||||
| 2026 | 2025 | |||||||
| Deposit service charges | $ | 652 | $ | 688 | ||||
| Mortgage banking income | 2,365 | 2,572 | ||||||
| Investment advisory fees and non-deposit commissions | 7,162 | 5,419 | ||||||
| Government guaranteed lending income | 1,638 | — | ||||||
| (Loss) gain on sale of other assets owned | (2 | ) | 127 | |||||
| ATM debit card income | 2,151 | 2,167 | ||||||
| Recurring income on bank owned life insurance | 641 | 617 | ||||||
| Non-recurring income | 838 | 188 | ||||||
| Rental income | 386 | 352 | ||||||
| Other service fees including safe deposit box fees | 166 | 178 | ||||||
| Wire transfer fees | 164 | 110 | ||||||
| Other | 254 | 239 | ||||||
| Total | $ | 16,415 | $ | 12,657 | ||||
Non-interest expense increased $8.4 million during the nine months ended September 30, 2026 to $47.9 million compared to $39.5 million during the same period in 2025. This increase is primarily due to increases of $4.8 million in salaries and employee benefits, $298,000 in occupancy, $104,000 in marketing and public relations, $183,000 in amortization of intangibles, $1.4 million in merger, and $1.7 million in other.
| · | Salary and benefits expense increased $4.8 million to $28.6 million during the nine months ended September 30, 2026 from $23.8 million during the same period in 2025. This increase is primarily a result of new personnel retained from SGBG, normal salary adjustments and higher financial planning and investment advisory commissions, as well as increased incentive accruals due to high performance. We had 301 full-time equivalent employees at September 30, 2026 compared to 272 full-time equivalent employees at September 30, 2025. | |
| · | Occupancy expense increased $298,000 to $2.6 million during the nine months ended September 30, 2026 from $2.3 million during the same period in 2025 primarily due to tenancy costs associated with the acquisition of two additional locations as part of the merger with SGBG. | |
| · | Marketing and public relations expense increased $104,000 to $1.4 million during the nine months ended September 30, 2026 from $1.3 million during the same period in 2025 primarily due to the timing of planned marketing campaigns. | |
| · | Amortization of intangibles increased $183,000 to $301,000 during the nine months ended September 30, 2026 from $118,000 during the same period in 2025 due to amortization of intangibles obtained as part of the SGBG acquisition. | |
| 46 |
| · | Merger expense increased $1.4 million to $2.2 million during the nine months ended September 30, 2026 from $809,000 during the same period in 2025 due to costs incurred during the first quarter of 2026 related to the acquisition of SGBG. |
| · | Other non-interest expense increased $1.7 million to $10.7 million during the nine months ended September 30, 2026 from $9.0 million during the same period in 2025. |
| - | Core banking and electronic processing and services increased $324,000 to $2.5 million from $2.2 million, primarily due to additional expenses related to the acquisition of SGBG, higher customer activity, and enhanced technology. | |
| - | ATM/debit card processing increased $197,000 to $1.3 million from $1.1 million primarily due to increased usage. |
| - | Software subscriptions and services increased $545,000 to $1.7 million from $1.2 million primarily due to additional expenses related to the acquisition of SGBG, new subscriptions and services, and higher renewal prices. |
| - | Director fees increased $140,000 to $630,000 from $490,000 due to additional board members from the SGBG acquisition and increased meeting frequency. |
| - | Legal and professional fees decreased $271,000 to $925,000 from $1.2 million. This decline was primarily due to accrual adjustments made during the second quarter of 2026. |
The following table shows the components of non-interest expense for the nine month periods ended September 30, 2026 and September 30, 2025.
| (Dollars in thousands) | Nine months ended September 30, | |||||||
| 2026 | 2025 | |||||||
| Salaries and employee benefits | $ | 28,600 | $ | 23,776 | ||||
| Occupancy | 2,639 | 2,341 | ||||||
| Equipment | 1,171 | 1,157 | ||||||
| Marketing and public relations | 1,383 | 1,279 | ||||||
| FDIC insurance assessments | 844 | 860 | ||||||
| Other real estate expense | 97 | 134 | ||||||
| Amortization of intangibles | 301 | 118 | ||||||
| Merger | 2,188 | 809 | ||||||
| Core banking and electronic processing and services* | 2,520 | 2,196 | ||||||
| ATM/debit card processing | 1,339 | 1,142 | ||||||
| Software subscriptions and services | 1,695 | 1,150 | ||||||
| Supplies | 105 | 104 | ||||||
| Telephone | 380 | 331 | ||||||
| Courier | 264 | 239 | ||||||
| Correspondent services | 268 | 218 | ||||||
| Insurance | 339 | 324 | ||||||
| Debit card and fraud losses | 197 | 141 | ||||||
| Investment advisory services | 315 | 278 | ||||||
| Loan processing and closing costs | 340 | 213 | ||||||
| Director fees | 630 | 490 | ||||||
| Legal and professional fees | 925 | 1,196 | ||||||
| Shareholder expense | 276 | 231 | ||||||
| Other | 1,118 | 784 | ||||||
| Total | $ | 47,934 | $ | 39,511 | ||||
| * | Core banking and electronic processing and services includes core processing, bill payment, online banking, remote deposit capture, wire processing services and postage costs for mailing customer notices and statements. |
Income Tax Expense
Our effective tax rate was 18.94% and 22.10% for the nine months ended September 30, 2026 and 2025, respectively. The decrease in the effective tax rate was due to our purchase of additional federal and state tax credits during the nine months ended September 30, 2026 compared to the same period in the prior year.
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Provision and Allowance for Credit Losses and Credit Metrics
Provision and Allowance for Credit Losses
The total allowance for credit losses (ACL) is composed of three parts: the ACL for loans, the ACL for unfunded commitments, and the ACL for HTM investments. The ACL for loans is further composed of the allowance for individually assessed loans, the allowance for collectively assessed expected losses, the allowance for collectively assessed qualitative adjustments, and the allowance for collectively assessed additional allowance. The allowance for collectively assessed qualitative adjustments is calculated using a set of qualitative factors which as of September 30, 2026 and December 31, 2025 included changes in lending policies and procedures, changes in staff, markets, and products, change in total of 30-89 days past due and other loans especially mentioned, changes in the loan review system, changes in collateral value for non-collateral dependent loans, changes in concentration of credits, changes in the legal or regulatory requirements and competition, data limitations, model imprecision, and reasonable and supportable forecast alternative scenarios. The qualitative factors, combined with the allowance for individually assessed loans, the allowance for collectively assessed expected losses, and the collectively assessed additional allowance, are used to calculate the total allowance for credit losses on loans. The following table summarizes the activity related to our allowance for credit losses for loans:
| Nine months Ended | ||||||||
| September 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Beginning balance of allowance for credit losses - loans | $ | 13,806 | $ | 13,135 | ||||
| Day 1 acquisition adjustment | 4,339 | — | ||||||
| Loans charged-off: | ||||||||
| Commercial | 4 | — | ||||||
| Consumer - Other | 68 | 83 | ||||||
| Total loans charged-off | 72 | 83 | ||||||
| Recoveries: | ||||||||
| Commercial | 3 | 9 | ||||||
| Real Estate Mortgage – Commercial | 12 | 15 | ||||||
| Real Estate – Construction | 2 | 2 | ||||||
| Consumer – Home Equity | 4 | 7 | ||||||
| Consumer – Other | 16 | 37 | ||||||
| Total recoveries | 37 | 70 | ||||||
| Net loan charge-offs | 35 | 13 | ||||||
| Provision for credit losses - loans | 595 | 330 | ||||||
| Balance at period end | $ | 18,703 | $ | 13,478 | ||||
The following allocation of the allowance to specific components is not necessarily indicative of future losses or future allocations. The entire allowance is available to absorb losses in the portfolio:
Composition of the Allowance for Credit Losses - Loans
| September 30, 2026 | December 31, 2025 | |||||||||||||||
| % of Allowance in | % of Allowance in | |||||||||||||||
| (Dollars in thousands) | Amount | Category | Amount | Category | ||||||||||||
| Commercial | $ | 1,773 | 9.5 | % | $ | 1,050 | 7.6 | % | ||||||||
| Real Estate – Construction | 4,141 | 22.1 | % | 1,654 | 12.0 | % | ||||||||||
| Real Estate Mortgage: | ||||||||||||||||
| Residential | 1,733 | 9.3 | % | 1,720 | 12.5 | % | ||||||||||
| Commercial | 9,797 | 52.4 | % | 8,349 | 60.4 | % | ||||||||||
| Consumer: | ||||||||||||||||
| Home Equity | 793 | 4.2 | % | 706 | 5.1 | % | ||||||||||
| Other | 466 | 2.5 | % | 327 | 2.4 | % | ||||||||||
| Total | $ | 18,703 | 100.0 | % | $ | 13,806 | 100.0 | % | ||||||||
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Credit Metrics
We have a significant portion of our loan portfolio with real estate as the underlying collateral. As of September 30, 2026 and December 31, 2025, approximately 91.4% and 91.5%, respectively, of the loan portfolio had real estate collateral. When loans, whether commercial or personal, are granted, they are based on the borrower’s ability to generate repayment cash flows from income sources sufficient to service the debt. Real estate is generally taken to reinforce the likelihood of the ultimate repayment and as a secondary source of repayment. We work closely with all our borrowers who experience cash flow or other economic problems, and we believe that we have the appropriate processes in place to monitor and identify problem credits. There can be no assurance that charge-offs of loans in future periods will not exceed the allowance for credit losses as estimated at any point in time or that provisions for credit losses will not be significant to a particular accounting period. The allowance for credit losses is also subject to examination and testing for adequacy by regulatory agencies, which may consider such factors as the methodology used to determine adequacy of the allowance and the size of the allowance relative to that of peer institutions. Such regulatory agencies could require us to adjust our allowance for credit losses based on information available to them at the time of their examination.
Accrual of interest is discontinued on loans when management believes, after considering economic and business conditions and collection efforts, that a borrower’s financial condition is such that the collection of interest is doubtful. A delinquent loan is generally placed in non-accrual status when it becomes 90 days or more past due. At the time a loan is placed in non-accrual status, all interest that has been accrued on the loan but remains unpaid, is reversed and deducted from earnings as a reduction of reported interest income. No additional interest is accrued on the loan balance until the collection of both principal and interest becomes reasonably certain.
The non-performing asset ratio was 0.04% of total assets with the nominal level of $990,000 in non-performing assets at September 30, 2026 compared to 0.02% and $372,000 at December 31, 2025. Non-accrual loans increased to $291,000 at September 30, 2026 from $202,000 at December 31, 2025. We had two accruing loans past due 90 days or more totaling $616,000 at September 30, 2026 compared to $2,000 at December 31, 2025. Loans past due 30 days or more represented 0.27% of the loan portfolio at September 30, 2026 compared to 0.07% at December 31, 2025. The ratio of classified loans plus OREO and repossessed assets increased to 2.45% of total bank regulatory risk-based capital at September 30, 2026 from 0.76% at December 31, 2025.
During the nine months ended September 30, 2026, we experienced net charge-offs, including overdrafts, of $35,000 and net loan recoveries, excluding overdrafts, of $12,000. In comparison, during the nine months ended September 30, 2025, we experienced net charge-offs, including overdrafts, of $12,000 and net loan recoveries, excluding overdrafts, of $27,000.
There were seven loans totaling $907,000 (0.06% of total loans) included on non-performing status (non-accrual loans and loans past due 90 days and still accruing) at September 30, 2026. Five of these loans were on non-accrual status. The largest loan of the five is $189,000 and is secured by real estate. The balance of the remaining loans on non-accrual status is $102,000. These loans are secured by business assets. At September 30, 2026, we had two accruing loans that were past due 90 days or more. At both September 30, 2026 and December 31, 2025, we considered loan relationships exceeding $500,000 and on non-accrual status as individually assessed loans for the allowance for credit losses. In addition to the loans meeting the criteria above, purchased loans with a specific credit mark are also individually assessed. At September 30, 2026 we have six individually assessed loans totaling $2.8 million. At December 31, 2025, we had no individually assessed loans. The specific allowance for individually assessed loans is based on the fair value of collateral method or present value of expected cash flows method. For collateral dependent loans, the fair value of collateral method is used and the fair value is determined by an independent appraisal less estimated selling costs. There was $2.3 million allowance for credit losses on our individually assessed loans at September 30, 2026 and none at December 31, 2025. At September 30, 2026, we had $3.8 million in loans that were delinquent 30 days to 89 days representing 0.24% of total loans compared to $934,000 or 0.07% of total loans at December 31, 2025.
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The following table summarizes the activity related to our allowance for credit losses for the periods indicated:
| Nine months Ended | ||||||||
| September 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Average loans outstanding (excluding loans held-for-sale) | $ | 1,548,089 | $ | 1,251,537 | ||||
| Loans outstanding at period end (excluding loans held-for-sale) | $ | 1,610,426 | $ | 1,279,310 | ||||
| Non-performing assets: | ||||||||
| Non-accrual loans | $ | 291 | $ | 205 | ||||
| Loans 90 days past due still accruing | 616 | 482 | ||||||
| Foreclosed real estate | 83 | 194 | ||||||
| Total non-performing assets | $ | 990 | $ | 881 | ||||
| Net charge-offs to average loans (annualized) | 0.00 | % | 0.00 | % | ||||
| Allowance as percent of total loans | 1.16 | % | 1.05 | % | ||||
| Non-performing assets as % of total assets | 0.04 | % | 0.01 | % | ||||
| Allowance as % of non-performing loans | 2,062.07 | % | 1,960.69 | % | ||||
| Non-accrual loans as % of total loans | 0.02 | % | 0.02 | % | ||||
| Allowance as % of non-accrual loans | 6,427.15 | % | 6,572.41 | % | ||||
The following table details net charge-offs to average loans outstanding by loan category for the periods indicated.
| Nine months Ended September 30, | ||||||||||||||||||||||||
| 2026 | 2025 | |||||||||||||||||||||||
| (Dollars in thousands) | Net Charge- Offs (Recoveries) | Average Loans HFI(1) | Net Charge-Off (Recovery) Ratio | Net Charge- Offs (Recoveries) | Average Loans HFI(1) | Net Charge-Off (Recovery) Ratio | ||||||||||||||||||
| Commercial | $ | 1 | $ | 108,703 | 0.00 | % | $ | (9 | ) | $ | 89,605 | (0.01 | )% | |||||||||||
| Real estate: | ||||||||||||||||||||||||
| Construction | (2 | ) | 188,602 | 0.00 | % | (2 | ) | 151,272 | 0.00 | % | ||||||||||||||
| Mortgage-residential | — | 129,784 | 0.00 | % | — | 126,726 | 0.00 | % | ||||||||||||||||
| Mortgage-commercial | (12 | ) | 1,040,840 | 0.00 | % | (15 | ) | 818,716 | 0.00 | % | ||||||||||||||
| Consumer: | ||||||||||||||||||||||||
| Home Equity | (4 | ) | 59,973 | (0.01 | )% | (7 | ) | 45,896 | (0.02 | )% | ||||||||||||||
| Other | 52 | 20,187 | 0.26 | % | 46 | 19,322 | 0.24 | % | ||||||||||||||||
| Total: | $ | 35 | $ | 1,548,089 | 0.00 | % | $ | 13 | $ | 1,251,537 | 0.00 | % | ||||||||||||
| (1) | Average loans exclude loans held-for-sale. |
Financial Position
Assets increased $305.6 million, or 14.8% (19.9% annualized), to $2.4 billion at September 30, 2026 from $2.1 billion at December 31, 2025. The increase in assets was primarily due to increases in investment securities available-for-sale of $35.2 million, loans held-for-investment of $299.4 million, goodwill of $14.8 million, and other assets of $10.2 million, partially offset by declines in interest-bearing bank balances of $29.7 million, investment securities held-to-maturity of $11.6 million, loans held-for-sale of $6.0 million, and allowance for credit losses – loans of $4.9 million. As discussed elsewhere, $195.7 million of the growth in loans held-for-investment and all of the growth in goodwill and intangible assets came from the acquisition of SGBG.
Loans and loans held-for-sale
Loans held-for-sale decreased to $4.8 million at September 30, 2026 from $10.7 million at December 31, 2025. Loans (excluding loans held-for-sale) increased $299.4 million, or 22.8% (30.5% annualized), to $1.6 billion at September 30, 2026 from $1.3 billion at December 31, 2025. Total loan production, excluding mortgage secondary market and new construction residential real estate, was $216.6 million during the nine months ended September 30, 2026 compared to $161.1 million during the same period in 2025. Advances from unfunded commercial construction loans available for draws were $53.0 million during the nine months ended September 30, 2026 compared to $34.5 million during the same period in 2025. Payoffs and paydowns totaled $137.8 million during the nine months ended September 30, 2026, compared to $92.4 million during the same period in 2025.
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Total production in the mortgage line of business in the nine months ended September 30, 2026 was $141.6 million, which was comprised of $86.6 million in secondary market loans, $11.8 million in adjustable rate mortgages (ARMs), and $43.2 million in construction loans. Total mortgage production during the nine months ended September 30, 2025 was $158.3 million. Of this production, $89.7 million was originated to be sold in the secondary market, $13.8 million was originated as ARM loans for our loans held-for-investment portfolio, and $54.8 million was commitments for new construction residential real estate loans. As these ARM and new construction residential real estate loans are being held on our balance sheet as loans held-for-investment, the result is additive to loan growth and interest income but results in less gain on sale fee income, which is reported in noninterest income as mortgage banking income.
The loan-to-deposit ratio (including loans held-for-sale) at September 30, 2026 and December 31, 2025 was 80.6% and 75.6%, respectively. The loan-to-deposit ratio (excluding loans held-for-sale) at September 30, 2026 and December 31, 2025 was 80.3% and 74.9%, respectively.
One of our goals as a community bank has been, and continues to be, to grow our assets through quality loan growth by providing credit to small and mid-size businesses and individuals within the markets we serve. We remain committed to meeting the credit needs of our local markets. Based on our loan portfolio as of September 30, 2026, the non-owner occupied commercial real estate loans and the construction and land development loans were approximately 305% and 63% of total risk-based capital, respectively, compared to 307% and 71% at December 31, 2025. Furthermore, our three-year growth in non-owner occupied commercial real estate loans was 25% from September 30, 2023 to September 30, 2026. We have expertise and a long history in originating and managing commercial real estate loans. Our credit underwriting process includes management and board oversight. We perform rigorous monitoring, stress testing, and reporting of these portfolios at the management and board levels, and we continue to monitor the level of the concentration in commercial real estate loans within our loan portfolio monthly.
The following table shows the composition of the loan portfolio by category at the dates indicated:
| September 30, 2026 | December 31, 2025 | |||||||||||||||
| (Dollars in thousands) | Amount | Percent | Amount | Percent | ||||||||||||
| Commercial | $ | 113,394 | 7.0 | % | $ | 91,930 | 7.0 | % | ||||||||
| Real estate: | ||||||||||||||||
| Construction | 194,597 | 12.1 | % | 152,077 | 11.5 | % | ||||||||||
| Mortgage – residential | 134,231 | 8.3 | % | 130,476 | 10.0 | % | ||||||||||
| Mortgage – commercial | 1,078,469 | 67.0 | % | 863,422 | 65.9 | % | ||||||||||
| Consumer: | ||||||||||||||||
| Home Equity | 64,746 | 4.0 | % | 53,693 | 4.1 | % | ||||||||||
| Other | 24,989 | 1.6 | % | 19,421 | 1.5 | % | ||||||||||
| Total gross loans | 1,610,426 | 100.0 | % | 1,311,019 | 100.0 | % | ||||||||||
| Allowance for credit losses | (18,703 | ) | (13,806 | ) | ||||||||||||
| Total net loans | $ | 1,591,723 | $ | 1,297,213 | ||||||||||||
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In the context of this discussion, a real estate mortgage loan is defined as any loan, other than loans for construction purposes and advances on home equity lines of credit, secured by real estate, regardless of the purpose of the loan. Advances on home equity lines of credit are included in consumer loans. We follow the common practice of financial institutions in our market areas of obtaining a security interest in real estate whenever possible, in addition to any other available collateral. This collateral is taken to reinforce the likelihood of the ultimate repayment of the loan and tends to increase the magnitude of the real estate loan components. We generally limit the loan-to-value ratio to 80%.
The repayment of loans in the loan portfolio as they mature is a source of liquidity. The following table sets forth the loans maturing within specified intervals at September 30, 2026.
Loan Maturity Schedule and Sensitivity to Changes in Interest Rates
| September 30, 2026 | ||||||||||||||||||||
| (In thousands) | One Year or Less | Over One Year Through Five Years | Over Five Years Through Fifteen Years | Over Fifteen Years | Total | |||||||||||||||
| Commercial | $ | 15,760 | $ | 66,682 | $ | 30,952 | $ | — | $ | 113,394 | ||||||||||
| Real estate: | ||||||||||||||||||||
| Construction | 45,674 | 113,546 | 22,764 | 12,613 | 194,597 | |||||||||||||||
| Mortgage—residential | 3,911 | 15,284 | 3,064 | 111,972 | 134,231 | |||||||||||||||
| Mortgage—commercial | 181,675 | 729,435 | 132,947 | 34,412 | 1,078,469 | |||||||||||||||
| Consumer: | ||||||||||||||||||||
| Home equity | 1,630 | 12,400 | 50,716 | — | 64,746 | |||||||||||||||
| Other | 4,622 | 19,361 | 633 | 373 | 24,989 | |||||||||||||||
| Total | $ | 253,272 | $ | 956,708 | $ | 241,076 | $ | 159,370 | $ | 1,610,426 | ||||||||||
Loans maturing after one year with:
| Variable Rate | $ | 346,488 | ||
| Fixed Rate | 1,010,666 | |||
| $ | 1,357,154 |
The information presented in the above table is based on the contractual maturities of the individual loans, including loans which may be subject to renewal at their contractual maturity. Renewal of such loans is subject to review and credit approval, as well as modification of terms upon their maturity.
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Investment Securities
Investment securities increased $23.9 million to $516.0 million, net of allowance for credit losses on investments of $13,000, at September 30, 2026 from $492.2 million, net of allowance for credit losses on investments of $19,000, at December 31, 2025. The increase was driven primarily by purchases of securities in the available-for-sale portfolio, partially offset by normal principal cash flows and an increase in unrealized losses on our available-for-sale securities portfolio.
On June 1, 2022, we reclassified $224.5 million in investments to held-to-maturity (HTM) from available-for-sale (AFS). These securities were transferred at fair value at the time of the transfer, which became the new cost basis for the securities held to maturity. The pretax unrealized net holding loss on the available-for-sale securities on the date of transfer totaled approximately $16.7 million and continued to be reported as a component of accumulated other comprehensive loss. This net unrealized loss is being amortized to interest income over the remaining life of the securities as a yield adjustment. There were no gains or losses recognized as a result of this transfer. The remaining pretax unrealized net holding loss on these investments was $9.4 million ($7.4 million net of tax) at September 30, 2026.
Our HTM investments totaled $183.5 million and represented approximately 35% of our total investments at September 30, 2026. Our AFS investments totaled $329.3 million or approximately 64% of our total investments at September 30, 2026. Our investments at cost totaled $3.2 million or approximately 1% of our total investments at September 30, 2026. The unrealized losses on our investment securities are related to an increase in market interest rates, which has a temporary negative impact on the fair value of our investment securities portfolio and on accumulated other comprehensive loss, which is included in shareholders’ equity.
At September 30, 2026, the estimated weighted average life of our total investment portfolio was 5.3 years, the modified duration was 4.2, the effective duration was 3.5, and the weighted average tax equivalent book yield was 3.78%.
Interest-bearing deposits in other banks and fed funds sold decreased $29.7 million to $107.5 million at September 30, 2026 from $137.2 million at December 31, 2025 due to loan growth outpacing deposit growth.
The following table shows, at amortized cost, the expected maturities and weighted average yield, which is calculated using amortized cost as the weight and tax-equivalent book yield, of securities held at September 30, 2026:
| (Dollars in thousands) | Within
One Year |
Over
One Year and less than Five Years |
Over
Five Years and less than Ten Years |
Over
Ten Years |
||||||||||||||||||||||||||||
| Available-for-Sale: | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | ||||||||||||||||||||||||
| US Treasury securities | $ | — | — | $ | 15,873 | 1.12 | % | $ | — | — | $ | — | — | |||||||||||||||||||
| Government-Sponsored Enterprises | — | — | 2,500 | 2.00 | % | — | — | — | — | |||||||||||||||||||||||
| Small Business Administration pools | — | — | 1,955 | 4.66 | % | 1,945 | 4.16 | % | 2,639 | 5.12 | % | |||||||||||||||||||||
| Mortgage-backed securities | 16 | 1.73 | % | 5,695 | 3.53 | % | 30,511 | 4.11 | % | 282,517 | 4.05 | % | ||||||||||||||||||||
| State and local government | — | — | — | — | — | — | 4,831 | 4.70 | % | |||||||||||||||||||||||
| Corporate and other securities | — | — | 1,000 | 5.52 | % | 1,750 | 3.63 | % | 18 | — | ||||||||||||||||||||||
| Total investment securities available-for-sale | $ | 16 | 1.73 | % | $ | 27,023 | 2.13 | % | $ | 34,206 | 4.09 | % | $ | 290,005 | 4.07 | % | ||||||||||||||||
| (Dollars in thousands) | Within
One Year |
Over
One Year and less than Five Years |
Over
Five Years and less than Ten Years |
Over
Ten Years |
||||||||||||||||||||||||||||
| Held-to-Maturity: | Amount | Yield | Amount | Yield | Amount | Yield | Amount | Yield | ||||||||||||||||||||||||
| Mortgage-backed securities | $ | 8 | 3.04 | % | $ | 39,610 | 3.26 | % | $ | 6,325 | 3.38 | % | $ | 41,067 | 3.21 | % | ||||||||||||||||
| State and local government | 225 | 4.00 | % | 29,587 | 3.53 | % | 44,169 | 3.58 | % | 22,505 | 3.39 | % | ||||||||||||||||||||
| Total investment securities held-to-maturity | $ | 233 | 3.97 | % | $ | 69,197 | 3.38 | % | $ | 50,494 | 3.55 | % | $ | 63,572 | 3.27 | % | ||||||||||||||||
| 53 |
Deposits
Deposits increased $255.0 million, or 14.6% (19.5% annualized), to $2.0 billion at September 30, 2026 compared to $1.7 billion at December 31, 2025. Our pure deposits, which are defined as total deposits less certificates of deposit, increased $259.3 million, or 18.1% (24.1% annualized), to $1.7 billion at September 30, 2026 from $1.4 billion at December 31, 2025. We continue to focus on growing our pure deposits in order to better manage our overall cost of funds. Certificates of deposit decreased $4.4 million to $309.4 million at September 30, 2026 from $313.8 million at December 31, 2025.
We had no brokered certificates of deposit at September 30, 2026 or December 31, 2025. Total uninsured deposits were $657.8 million and $581.3 million at September 30, 2026 and December 31, 2025, respectively. Included in uninsured deposits at September 30, 2026 and December 31, 2025 were $86.8 million and $92.4 million, respectively, of deposits of states or political subdivisions in the U.S., which are secured or collateralized, respectively. Total uninsured deposits, excluding these deposits that are secured or collateralized, totaled $571.0 million, or 28.5%, of total deposits at September 30, 2026 and $488.9 million, or 27.9%, of total deposits at December 31, 2025. The average balance of all customer deposit accounts at September 30, 2026 was $33,843. The average balance for consumer accounts was $17,657 and the average balance for non-consumer accounts was $72,690.
The following table sets forth the deposits by category:
| September 30, | December 31, | |||||||||||||||
| 2026 | 2025 | |||||||||||||||
| % of | % of | |||||||||||||||
| (Dollars in thousands) | Amount | Deposits | Amount | Deposits | ||||||||||||
| Demand deposit accounts | $ | 534,118 | 26.6 | % | $ | 467,265 | 26.7 | % | ||||||||
| Interest-bearing checking accounts | 520,177 | 26.0 | % | 367,195 | 21.0 | % | ||||||||||
| Money market accounts | 509,440 | 25.4 | % | 470,516 | 26.9 | % | ||||||||||
| Savings accounts | 103,103 | 5.1 | % | 102,768 | 5.9 | % | ||||||||||
| Time deposits | 337,676 | 16.9 | % | 341,800 | 19.5 | % | ||||||||||
| Total | $ | 2,004,514 | 100.0 | % | $ | 1,749,544 | 100.0 | % | ||||||||
The uninsured amount of time deposits in the table above at September 30, 2026 and December 31, 2025 was $43.0 million and $47.1 million, respectively.
The tables below show at September 30, 2026 and December 31, 2025, maturities of certificates and other time deposits greater than $250,000.
| September 30, 2026 | ||||||||||||||||||||
| Within Three |
After
Three Through |
After
Nine Through |
After Twelve |
|||||||||||||||||
| (Dollars in thousands) | Months | Nine Months | Twelve Months | Months | Total | |||||||||||||||
| Certificates and time deposits greater than $250,000 | $ | 50,528 | $ | 34,881 | $ | 13,869 | $ | 253 | $ | 99,531 | ||||||||||
| December 31, 2025 | ||||||||||||||||||||
| Within Three |
After
Three Through |
After
Nine Through |
After Twelve |
|||||||||||||||||
| (Dollars in thousands) | Months | Nine Months | Twelve Months | Months | Total | |||||||||||||||
| Certificates and time deposits greater than $250,000 | $ | 44,205 | $ | 29,127 | $ | 27,971 | $ | 508 | $ | 101,811 | ||||||||||
| 54 |
Borrowed Funds, Trust Preferred Securities, and Shareholders’ Equity
Borrowed funds consist of federal funds purchased, securities sold under agreements to repurchase, FHLB advances and long-term debt. Our long-term debt is the result of issuing $15.0 million in trust preferred securities. Short-term borrowings in the form of securities sold under agreements to repurchase averaged $100.9 million and $101.9 million during the three months ended September 30, 2026 and December 31, 2025, respectively. The average rates paid during these periods were 2.29% and 2.26%, respectively. The balances of securities sold under agreements to repurchase were $101.5 million and $107.2 million at September 30, 2026 and December 31, 2025, respectively. The repurchase agreements all mature within one to four days and are generally originated with customers that have other relationships with us and tend to provide a stable and predictable source of funding. Federal funds purchased averaged $113,000 and zero during the three months ended September 30, 2026 and December 31, 2025, respectively. The average rates paid during these periods were 3.51% and 0.00%, respectively. Federal funds purchased were zero at September 30, 2026 and December 31, 2025. As a member of the FHLB, the Bank has access to advances from the FHLB for various terms and amounts. FHLB advances averaged zero during the three months ended September 30, 2026 and December 31, 2025. The balances of FHLB advances were zero at September 30, 2026 and December 31, 2025.
We issued $15.5 million in trust preferred securities on March 16, 2004. During the fourth quarter of 2015, we redeemed $500,000 of these securities. The remaining debt may be redeemed in full anytime with notice, and it matures on March 16, 2034. The balances of trust preferred securities were $15.0 million as of September 30, 2026 and December 31, 2025. The securities accrue and pay distributions quarterly at a rate of three-month CME Term SOFR plus 257 basis points plus a tenor spread adjustment of 0.26161%. Trust preferred securities averaged $15.0 million during the three months ended September 30, 2026 and December 31, 2025. The average rates during these periods were 6.63% and 6.89%, respectively.
Other liabilities declined $6.2 million to $9.9 million at September 30, 2026 from $16.1 million at December 31, 2025 primarily due to a $12.5 million reduction in accrued federal income tax payable due to the purchase of federal tax credits during the nine months ended September 30, 2026.
Total shareholders’ equity increased $62.6 million, or 37.4%, to $230.2 million at September 30, 2026 from $167.6 million at December 31, 2025. Shareholders’ equity was 9.7% of total assets at September 30, 2026 and 8.1% at December 31, 2025. The increase in shareholders’ equity was due to a $16.6 million increase in retained earnings resulting from $21.1 million in net income less $4.6 million in dividends, a $627,000 increase due to employee and director stock awards, a $289,000 increase due to dividend reinvestment plan (DRIP) purchases, and a $49.7 million increase due to the acquisition of SGBG, partially offset by a $41,000 decrease due to share repurchases and a $4.5 million increase in accumulated other comprehensive loss. The increase in accumulated other comprehensive loss of $4.5 million during the period was due to a $7.3 million comprehensive loss on available-for-sale securities due to an increase in market rates, partially offset by the $979,000 of comprehensive income from reclassification adjustment for amortization of unrealized losses on securities transferred from available-for-sale to held-to-maturity and the $1.8 million of comprehensive income from unrealized gain on investment hedge.
During the first quarter of 2026, a total of 1,483 shares of the Company’s common stock were repurchased at an average price of $27.71 and a total value of $41,100, excluding commissions and handling fees (an average price of $27.77 and a total value of $41,180 including commissions and handling fees) under the 2025 Repurchase Plan, which expired at market close on May 8, 2026. On May 7, 2026, we announced that our Board of Directors approved a new plan to utilize up to $7.5 million of capital to repurchase shares of our common stock (the “2026 Repurchase Plan”), which represented approximately 3.4% of total shareholders’ equity at the time of the announcement. No repurchases have been made under the 2026 Repurchase Plan through November 10, 2026. The 2026 Repurchase Plan expires at market close on May 5, 2027.
Market Risk Management
Market risk reflects the risk of economic loss resulting from adverse changes in market prices and interest rates. The risk of loss can be measured in either diminished current market values or reduced current and potential net income. Our primary market risk is interest rate risk. We have established an Asset/Liability Committee of the board of directors (the “ALCO”), which has members from our board of directors and management to monitor and manage interest rate risk. Our ALCO:
| · | monitors our compliance with regulatory guidance in the formulation and implementation of our interest rate risk program; | |
| · | reviews the results of our interest rate risk modeling quarterly to assess whether we have appropriately measured our interest rate risk, mitigated our exposures appropriately and confirmed that any residual risk is acceptable; | |
| · | monitors and manages the pricing and maturity of our assets and liabilities in order to diminish the potential adverse impact that changes in interest rates could have on our net interest income; and | |
| · | has established policies, policy guidelines, and strategies with respect to interest rate risk exposure and liquidity. |
Further, our ALCO and board of directors explicitly review our ALCO policies at least annually and review our ALCO assumptions and policy limits quarterly.
| 55 |
Net Interest Income Sensitivity
We employ a monitoring technique to measure our interest sensitivity “gap,” which is the positive or negative dollar difference between assets and liabilities that are subject to interest rate repricing within a given period of time. Simulation modeling is performed to assess the impact varying interest rates and balance sheet mix assumptions will have on net interest income. We model the impact on net interest income for several different changes in the yield curve. We model the impact on net interest income in an increasing and decreasing rate environment of 100, 200, 300, and 400 basis points. We also periodically stress certain assumptions such as loan prepayment rates, deposit decay rates and interest rate betas to evaluate our overall sensitivity to changes in interest rates.
Policies have been established in an effort to maintain the maximum anticipated negative impact of these modeled changes in net interest income at no more than 10%, 15%, 20%, and 20%, respectively, in a 100, 200, 300, and 400 basis point change in interest rates over the first 12-month period subsequent to interest rate changes. Interest rate sensitivity can be managed by repricing assets or liabilities, selling securities available-for-sale, replacing an asset or liability at maturity, by adjusting the interest rate during the life of an asset or liability, or by the use of derivatives such as interest rate swaps and other hedging instruments. Managing the amount of assets and liabilities repricing in the same time interval helps to hedge the risk and minimize the impact on net interest income of rising or falling interest rates.
Neither the “gap” analysis nor asset/liability modeling is a precise indicator of our interest sensitivity position due to the many factors that affect net interest income including the timing, magnitude, and frequency of interest rate changes as well as changes in the volume and mix of earning assets and interest-bearing liabilities.
Based on the many factors and assumptions used in simulating the effect of changes in interest rates, the following table estimates the hypothetical percentage change in net interest income at September 30, 2026 and at December 31, 2025 over the subsequent 12 months.
| Change in short-term interest rates | Hypothetical percentage change in net interest income |
|||||||||||
| September
30, 2026 |
December
31, 2025 |
Policy Limit | ||||||||||
| +400bp | -14.53 | % | -15.11 | % | -20.00 | % | ||||||
| +300bp | -9.93 | % | -10.24 | % | -20.00 | % | ||||||
| +200bp | -5.72 | % | -5.83 | % | -15.00 | % | ||||||
| +100bp | -2.48 | % | -2.54 | % | -10.00 | % | ||||||
| Flat | — | — | — | |||||||||
| -100bp | +2.57 | % | +2.74 | % | -10.00 | % | ||||||
| -200bp | +5.40 | % | +5.24 | % | -15.00 | % | ||||||
| -300bp | +7.68 | % | +5.31 | % | -20.00 | % | ||||||
| -400bp | +7.99 | % | +3.49 | % | -20.00 | % | ||||||
The maximum anticipated negative impacts of the modeled changes in net interest income were within policy limits at September 30, 2026 and December 31, 2025.
| 56 |
Present Value of Equity Sensitivity
We perform a valuation analysis projecting future cash flows from assets and liabilities to determine the Present Value of Equity (“PVE”) over a range of changes in market interest rates. The sensitivity of PVE to changes in interest rates is a measure of the sensitivity of earnings over a longer time horizon. We have established policy limits for the maximum negative impact of modeled changes in PVE, shown below.
| Change in present value of equity | Hypothetical percentage change in PVE |
|||||||||||
| September
30, 2026 |
December
31, 2025 |
Policy Limit | ||||||||||
| +400bp | -2.19 | % | +1.13 | % | -25.00 | % | ||||||
| +300bp | -0.56 | % | +2.58 | % | -25.00 | % | ||||||
| +200bp | +0.54 | % | +3.11 | % | -20.00 | % | ||||||
| +100bp | +0.73 | % | +2.23 | % | -15.00 | % | ||||||
| Flat | — | — | — | |||||||||
| -100bp | -1.82 | % | -3.84 | % | -15.00 | % | ||||||
| -200bp | -5.43 | % | -9.63 | % | -20.00 | % | ||||||
| -300bp | -10.27 | % | -19.36 | % | -25.00 | % | ||||||
| -400bp | -17.94 | % | -34.26 | % | -25.00 | % | ||||||
The maximum anticipated negative impacts of the modeled changes in PVE were within policy limits at September 30, 2026. Except for the down 400 basis point scenario, the maximum anticipated negative impacts of the modeled changes in PVE were within policy limits at December 31, 2025. We are monitoring the risk posed by the down 400 basis point scenario.
Liquidity and Capital Resources
Liquidity management involves monitoring sources and uses of funds in order to meet our day-to-day cash flow requirements while maximizing profits. Liquidity represents our ability to convert assets into cash or cash equivalents without significant loss and to raise additional funds by increasing liabilities. Liquidity management is made more complicated because different balance sheet components are subject to varying degrees of management control. For example, the timing of maturities of the investment portfolio is very predictable and subject to a high degree of control at the time investment decisions are made. However, net deposit inflows and outflows are far less predictable and are not subject to nearly the same degree of control. Asset liquidity is provided by cash and assets which are readily marketable, or which can be pledged or will mature in the near future. Liability liquidity is provided by access to core funding sources, principally the ability to generate customer deposits in our market area. In addition, liability liquidity is provided through the ability to borrow against approved lines of credit (federal funds purchased) from correspondent banks, to borrow on a secured basis through the Federal Reserve Discount Window, and to borrow on a secured basis through securities sold under agreements to repurchase. Furthermore, the Bank is a member of the FHLB and has the ability to obtain advances for various periods of time. These advances are secured by eligible securities pledged by the Bank or assignment of eligible loans within the Bank’s portfolio.
From time to time, we issue brokered certificates of deposit to supplement our funding mix. As of September 30, 2026 and December 31, 2025, we had no brokered certificates of deposit. We believe that we have ample liquidity to meet the needs of our customers through our low-cost deposits, the ability to borrow against approved lines of credit (federal funds purchased) from correspondent banks, the ability to borrow on a secured basis through the Federal Reserve Discount Window, and the ability to obtain advances secured by certain securities and loans from the FHLB.
We generally maintain a high level of liquidity and adequate capital, which along with continued retained earnings, we believe will be sufficient to fund the operations of the Bank for at least the next 12 months. Furthermore, we believe that we will have access to adequate liquidity and capital to support the long-term operations of the Bank.
The Bank maintains federal funds purchased lines in the total amount of $102.5 million with four financial institutions and $10.0 million through the Federal Reserve Discount Window. We utilized none of our federal funds purchased lines at September 30, 2026 and December 31, 2025. The FHLB of Atlanta has approved a line of credit of up to 30.00% of the Bank’s total assets, which, when utilized, is collateralized by a pledge against specific investment securities and/or eligible loans. We had no FHLB advances at September 30, 2026 and at December 31, 2025. At September 30, 2026, we had remaining credit availability under this facility in excess of $714.3 million, subject to collateral requirements. Combined, we have total remaining credit availability, subject to collateral requirements, in excess of $826.8 million as compared to uninsured deposits excluding deposits of states or political subdivisions in the U.S., which are secured or collateralized, of $571.0 million.
| 57 |
Through the operations of our Bank, we have made contractual commitments to extend credit in the ordinary course of our business activities. These commitments are legally binding agreements to lend money to our customers at predetermined interest rates for a specified period of time. At September 30, 2026, we had issued commitments to extend unused credit of $261.8 million, including $78.2 million in unused home equity lines of credit, through various types of lending arrangements. At December 31, 2025, we had issued commitments to extend unused credit of $211.2 million, including $69.0 million in unused home equity lines of credit, through various types of lending arrangements. We evaluate each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by us upon extension of credit, is based on our credit evaluation of the borrower. Collateral varies but may include accounts receivable, inventory, property, plant and equipment, commercial and residential real estate. We manage the credit risk on these commitments by subjecting them to normal underwriting and risk management processes.
We regularly review our liquidity position and have implemented internal policies establishing guidelines for sources of asset-based liquidity and evaluate and monitor the total amount of purchased funds used to support the balance sheet and funding from non-core sources.
The regulatory capital framework applicable to U.S. banking organizations is based on the Basel III capital standards, as implemented by the federal banking agencies and subsequently amended from time to time. These rules establish minimum risk-based and leverage capital requirements, define the components of regulatory capital, and include a capital conservation buffer. Although our Company qualifies as a “small bank holding company” under the Federal Reserve’s Small Bank Holding Company and Savings and Loan Holding Company Policy Statement, and therefore is not subject to consolidated capital requirements at the holding company level, our Bank remains subject to these capital standards.
Under the current capital rules, the Bank is required to maintain the following minimum capital ratios:
| Capital Ratio | Minimum Requirement | Including 2.5% Capital Conservation Buffer | ||||||
| Common Equity Tier 1 risk-based capital ratio | 4.5 | % | 7.0 | % | ||||
| Tier 1 risk-based capital ratio | 6.0 | % | 8.5 | % | ||||
| Total risk-based capital ratio | 8.0 | % | 10.5 | % | ||||
| Leverage ratio | 4.0 | % | N/A | |||||
Banking organizations that do not maintain capital ratios above the minimum required levels, inclusive of the capital conservation buffer, may be subject to limitations on paying dividends, engaging in share repurchases, and paying discretionary bonuses. The Bank continues to maintain capital levels in excess of all minimum required ratios.
Tier 1 capital under the Basel III framework includes two components: Common Equity Tier 1 capital and Additional Tier 1 capital. Common Equity Tier 1 capital consists primarily of common stock and related surplus, retained earnings, and certain qualifying minority interests, net of applicable deductions and adjustments. Additional Tier 1 capital primarily includes qualifying noncumulative perpetual preferred stock and certain other instruments. Tier 2 capital generally includes the allowance for credit losses up to 1.25% of risk-weighted assets, qualifying preferred stock, subordinated debt, and other instruments meeting regulatory criteria. In connection with the implementation of Basel III, we previously elected to opt out of including most components of AOCI in Common Equity Tier 1 capital, thereby retaining our prior treatment for AOCI.
Effective January 1, 2023, we adopted the Current Expected Credit Losses (“CECL”) methodology for estimating the allowance for credit losses. Upon adoption, we did not elect the regulatory capital transition option, and the day-one reduction to retained earnings and regulatory capital was reflected in our capital ratios as of that date.
| 58 |
The federal banking agencies have also implemented a simplified measure of capital adequacy for qualifying community banking organizations known as the Community Bank Leverage Ratio (“CBLR”) framework. Depository institutions and their holding companies with less than $10 billion in total consolidated assets that meet certain other qualifying criteria and maintain a leverage ratio greater than 9% may elect to use the CBLR framework. Institutions that opt into the CBLR framework and maintain a qualifying leverage ratio are considered to have satisfied the generally applicable risk-based and leverage capital requirements under the Basel III rules and are deemed “well capitalized” for prompt corrective action purposes. In April 2026, the federal banking regulatory agencies jointly finalized a rule to modify the CBLR to 8% from 9%, effective July 1, 2026. Additionally, the rule extends the length of time that certain depository institutions and depository holding companies can remain in the CBLR framework while not meeting all of the criteria for initial qualification. We continue to evaluate annually whether to elect into the CBLR framework, but currently report under the traditional risk-based capital approach.
In July 2023, the federal banking agencies jointly issued a notice of proposed rulemaking commonly referred to as the “Basel III Endgame,” which proposed revisions to the regulatory capital framework for large banking organizations. In March 2026, the agencies withdrew the July 2023 proposal and issued three new proposed rules intended to modernize the regulatory capital framework, streamline capital requirements and better align regulatory capital with risk. While certain aspects of the proposed rules would primarily apply to larger banking organizations, other proposed changes to the standardized approach for calculating risk-weighted assets could apply to smaller banking organizations, including the Company. The proposed rules have not been finalized, and the Company continues to monitor the rulemaking process and evaluate any potential effects on its capital requirements and regulatory compliance.
As outlined above, we are generally not subject to the Federal Reserve capital requirements unless advised otherwise because we qualify as a “small bank holding company.” Our Bank remains subject to capital requirements including a minimum leverage ratio and a minimum ratio of “qualifying capital” to risk-weighted assets. As of September 30, 2026, the Bank met all capital adequacy requirements under the rules on a fully phased-in basis.
| (Dollars in thousands) | Prompt
Corrective Action (PCA) Requirements |
Excess
Capital $s of PCA Requirements |
||||||||||||||||||
| Capital Ratios | Actual | Well
Capitalized |
Adequately Capitalized |
Well Capitalized |
Adequately Capitalized |
|||||||||||||||
| September 30, 2026 | ||||||||||||||||||||
| Leverage Ratio | 9.52 | % | 5.00 | % | 4.00 | % | $ | 106,486 | $ | 130,021 | ||||||||||
| Common Equity Tier 1 Capital Ratio | 13.23 | % | 6.50 | % | 4.50 | % | 114,003 | 147,897 | ||||||||||||
| Tier 1 Capital Ratio | 13.23 | % | 8.00 | % | 6.00 | % | 88,581 | 122,476 | ||||||||||||
| Total Capital Ratio | 14.37 | % | 10.00 | % | 8.00 | % | 74,009 | 107,904 | ||||||||||||
| December 31, 2025 | ||||||||||||||||||||
| Leverage Ratio | 8.66 | % | 5.00 | % | 4.00 | % | $ | 75,818 | $ | 96,513 | ||||||||||
| Common Equity Tier 1 Capital Ratio | 13.11 | % | 6.50 | % | 4.50 | % | 90,399 | 117,751 | ||||||||||||
| Tier 1 Capital Ratio | 13.11 | % | 8.00 | % | 6.00 | % | 69,884 | 97,237 | ||||||||||||
| Total Capital Ratio | 14.16 | % | 10.00 | % | 8.00 | % | 56,886 | 84,239 | ||||||||||||
Under the Basel III rules, we anticipate that the Bank will remain a well-capitalized institution for at least the next 12 months. Furthermore, based on our capital levels, underwriting standards, and internal stress testing, we believe that we will have access to adequate capital to support the long-term operations of the Bank. However, the Bank’s reported and regulatory capital ratios could be adversely impacted by future credit losses, including losses arising from our commercial real estate concentration or a deterioration in economic conditions, and by changes in market interest rates that increase unrealized losses on our available-for-sale securities portfolio.
As a bank holding company, our ability to declare and pay dividends is dependent on certain federal and state regulatory considerations, including the guidelines of the Federal Reserve. The Federal Reserve has issued a policy statement regarding the payment of dividends by bank holding companies. In general, the Federal Reserve’s policies provide that dividends should be paid only out of current earnings and only if the prospective rate of earnings retention by the bank holding company appears consistent with the organization’s capital needs, asset quality and overall financial condition. The Federal Reserve’s policies also require that a bank holding company serve as a source of financial strength to its subsidiary bank(s) by standing ready to use available resources to provide adequate capital funds to those banks during periods of financial stress or adversity and by maintaining the financial flexibility and capital-raising capacity to obtain additional resources for assisting its subsidiary banks where necessary. In addition, under the prompt corrective action regulations, the ability of a bank holding company to pay dividends may be restricted if a subsidiary bank becomes undercapitalized. These regulatory policies could affect our ability to pay dividends or otherwise engage in capital distributions. Our Board of Directors declared a cash dividend for the third quarter of 2026 of $0.17 per common share. This dividend is payable on November 17, 2026 to shareholders of record of our common stock as of November 3, 2026.
| 59 |
As we are a legal entity separate and distinct from the Bank and do not conduct stand-alone operations, our ability to pay dividends depends on the ability of the Bank to pay dividends to us, which is also subject to regulatory restrictions. As a South Carolina-chartered bank, the Bank is subject to limitations on the amount of dividends that it is permitted to pay. Unless otherwise instructed by the South Carolina Board of Financial Institutions, the Bank is generally permitted under South Carolina State banking regulations to pay cash dividends of up to 100% of net income in any calendar year without obtaining the prior approval of the South Carolina Board of Financial Institutions. The FDIC also has the authority, under federal law, to enjoin a bank from engaging in what in its opinion constitutes an unsafe or unsound practice in conducting its business, including the payment of a dividend under certain circumstances.
Item 3. Quantitative and Qualitative Disclosures About Market Risk.
Not applicable.
Item 4. Controls and Procedures.
Evaluation of Disclosure Controls and Procedures
Management, including our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this report. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective to ensure that information required to be disclosed in the reports we file and submit under the Exchange Act is (i) recorded, processed, summarized and reported as and when required and (ii) accumulated and communicated to our management, including our Chief Executive Officer and the Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.
The design of any system of controls and procedures is based in part upon certain assumptions about the likelihood of future events. There can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.
Changes in Internal Control over Financial Reporting
There has been no change in our internal control over financial reporting during the three months ended September 30, 2026 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
| 60 |
PART II -
OTHER INFORMATION
Item 1. Legal Proceedings.
We are a party to claims and lawsuits arising in the course of normal business activities. Management is not aware of any material pending legal proceedings against us which we believe, if determined adversely, would have a material adverse impact on our financial position, results of operations or cash flows.
Item 1A. Risk Factors.
Investing in our common stock involves certain risks, including those identified and described in Item 1A. of our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, the cautionary statements under “Cautionary Statement Regarding Forward-Looking Statements” in Part I, Item 2 of this Quarterly Report on Form 10-Q, and other risks and matters described elsewhere in this Quarterly Report and in our other filings with the SEC.
There have been no material changes to the risk factors previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2025. Those risk factors should be read in conjunction with the information set forth in this Quarterly Report.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
| (a) | Under the Company’s Non-Employee Director Deferred Compensation Plan, as amended and restated effective as of January 1, 2021, during the three months ended September 30, 2026, we credited an aggregate of 1,710.3 deferred stock units to accounts for directors who elected to defer monthly fees. These deferred stock units include dividend equivalents in the form of additional stock units. The deferred stock units were issued pursuant to an exemption from registration under the Securities Act of 1933 in reliance upon Section 4(a)(2) of the Securities Act of 1933. | |
| (b) | Not Applicable. | |
| (c) | On May 7, 2026, the Company announced that its Board of Directors approved a new share repurchase plan authorizing the Company to repurchase up to $7.5 million of its common stock. The 2026 Repurchase Plan expires at market close on May 5, 2027. No share repurchases were made during the three months ended September 30, 2026, and no shares were withheld to satisfy tax withholding obligations applicable to the vesting of restricted stock for the three months ended September 30, 2026. |
| Period | Total number of shares purchased | Average price paid per share(1) | Total number of shares purchased as part of publicly announced plans or programs | Maximum dollar value of shares that may yet be purchased under the plan | ||||||||||||
| July 1 – July 31, 2026 | — | $ | — | — | $ | 7,500,000 | ||||||||||
| August 1 – August 31, 2026 | — | $ | — | — | $ | 7,500,000 | ||||||||||
| September 1 – September 30, 2026 | — | $ | — | — | $ | 7,500,000 | ||||||||||
| Total | — | $ | — | — | $ | 7,500,000 | ||||||||||
(1) Average price paid per share excludes commission and handling fees. The maximum dollar value of shares that may yet be purchased under the publicly announced repurchase plan reflects the remaining authorization under the plan after deducting the aggregate amount paid for shares repurchased under the plan, including commission and handling fees.
Item 3. Defaults Upon Senior Securities.
Not Applicable.
Item 4. Mine Safety Disclosures.
Not Applicable.
Item 5. Other Information.
Trading Plans
During the three months ended September 30, 2026, neither the Company nor any director or “officer” of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
| 61 |
Item 6. Exhibits.
| * | Filed herewith. |
| ** | Management contract or compensatory plan or arrangement. |
| 62 |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| FIRST COMMUNITY CORPORATION | ||
| (REGISTRANT) | ||
| Date: November 10, 2026 | By: | /s/ Michael C. Crapps |
| Michael C. Crapps | ||
| President and Chief Executive Officer | ||
| (Principal Executive Officer) | ||
| Date: November 10, 2026 | By: | /s/ D. Shawn Jordan |
| D. Shawn Jordan | ||
| Executive Vice President and Chief Financial Officer | ||
| (Principal Financial and Accounting Officer) | ||
| 63 |
Exhibit 10.1
EXECUTION VERSION
FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT
BY AND BETWEEN FIRST COMMUNITY BANK AND JOSEPH A. PAINTER
WHEREAS, First Community Bank (the “Employer”), a wholly-owned subsidiary of First Community Corporation, a South Carolina corporation (the “Company”), and Joseph Andrew Painter, an individual resident of South Carolina (the “Executive”) entered into that certain employment agreement effective as of January 1, 2024 (the “Employment Agreement”), pursuant to which the Executive serves as the Employer’s Executive Vice President, Chief Commercial and Retail Banking Officer- North Region.
WHEREAS, the retirement of the Chief Executive Officer and President of the Bank shall be effective as of December 31, 2026, and as part of the succession transition plan of the Employer, the Employer wishes to offer the Executive the position of President of the Bank, and the Executive wishes to accept such position.
WHEREAS, the Board of Directors of the Bank has approved the appointment of the Executive to the office of President of the Bank.
WHEREAS, the Bank and the Executive wish to amend the Employment Agreement to reflect the implementation of the succession plan appointment of the Executive to the office of President of the Bank.
NOW THEREFORE, the Employment Agreement is hereby amended as follows effective as of January 1, 2027:
1. Section 1 of the Employment Agreement is hereby deleted and replaced in its entirety with the following:
“1. Employment. The Employer shall continue to employ the Executive, and the Executive shall continue to serve the Employer, as its President upon the terms and conditions set forth herein. The Executive shall have such authority and responsibilities consistent with his position as are set forth in the Employer’s Bylaws or assigned by the Employer’s board of directors (the “Board”) or the Chief Executive Officer of the Employer from time to time. The Executive shall devote his full business time, attention, skill and efforts to the performance of his duties hereunder, except during periods of illness or periods of vacation and leaves of absence consistent with the Employer’s policy. The Executive may devote reasonable periods to service as a director or advisor to other organizations, to charitable and community activities, and to managing his personal investments, provided that such activities do not materially interfere with the performance of his duties hereunder and are not in conflict or competitive with, or adverse to, the interests of the Employer. The Executive agrees to conduct himself in accordance with the code of ethics for officers and employees adopted by the Employer, as amended from time to time.
As of January 1, 2027, the Executive shall serve as a director of each of the Company and the Bank. The Company shall nominate the Executive for election as a director at such times as necessary so that the Executive will, if elected by shareholders, remain a director of the Company throughout the term of employment under this Agreement. The Executive hereby consents to serving as a director and to being named as a director of the Company in documents filed with the Securities and Exchange Commission. The Board shall undertake every lawful effort to ensure that the Executive continues throughout the term of employment to be elected or reelected as a director of the Bank.”
2. Subsection (a) of Section 3 of the Employment Agreement is hereby deleted and replaced in its entirety with the following new subsection (a), and a new subsection (g) of Section 3 is hereby added to the end of Section 3 as follows:
“(a) The Employer shall pay the Executive a rate of annual base salary of $345,000.00 which shall be paid in accordance with the Employer’s standard payroll procedures, which shall be no less frequently than monthly. The Employer shall have the right to increase this salary from time to time in accordance with the salary payment practices of the Employer. The Board shall review the Executive’s salary at least annually and may increase the Executive’s base salary if it determines in its sole discretion that an increase is appropriate.”
“(g) The Employer shall pay the dues (up to the current maximum of $2,500 per year) pertaining to an area country club mutually acceptable to the parties and shall designate the Executive as the authorized user of such membership for so long as the Executive remains the President of the Bank and this Agreement remains in force. In lieu of a country club membership, the Executive may elect to use these funds for a fitness club membership.”
3. Subsections (c), (e), and (g) (ii) of Section 4 of the Employment Agreement are hereby deleted and replaced in their entirety with the following new such subsections, and a new subsection (l) is added to the end of Section 4 of the Employment Agreement as follows:
“(c) The Employer may terminate the Executive’s Employment on account of the Disability of the Executive under this Section 4(c). During the period of any Disability leading up to the Executive’s Termination of Employment under this provision, the Employer shall continue to pay the Executive his full base salary at the rate then in effect and all perquisites and other benefits (other than any bonus) in accordance with the Employer’s normal payroll schedule (and in no event less frequently than monthly) until the Executive becomes eligible for benefits under any long-term disability plan or insurance program maintained by the Employer, provided that the amount of any such payments to the Executive shall be reduced by the sum of the amounts, if any, payable to the Executive for the same period under any other disability benefit or pension plan covering the Executive. Furthermore, the Employer shall pay the Executive any bonus earned through the date of Disability. Any bonus for previous years, or the year in which the Executive’s employment is terminated in accordance with this Section 4(c), which was not yet paid will be paid pursuant to the terms as set forth in Section 3(f). Any bonus that is earned in the year of termination on account of Disability will be paid pursuant to the terms set forth in Section 3(f); provided that to the extent that the bonus is performance-based, the amount of the bonus (if any) will be calculated by the Company taking into account the performance of the Company for the entire year, and/or the performance of the Executive through the date of termination, as applicable, and prorated through the date of termination of the Executive’s employment on account of Disability. Nothing herein shall prohibit the Employer from hiring an acting President during the period of any disability of the Executive.”
“(e) Except for a termination within Section 4(g), the Employer may terminate Executive’s employment without Cause upon delivery of a Notice of Termination to the Executive. If the Executive’s employment is terminated without Cause under this provision, subject to Section 4(h) and also to the possibility of a six-month delay described in Section 20, on the sixtieth (60th) day after the date of termination, the Employer will pay to the Executive severance compensation in a lump sum amount equal to twice the amount of the Executive’s monthly base salary as in effect immediately prior to his termination of employment, and thereafter on the first day of the month for the next 22 months, the Employer shall pay to the Executive severance compensation in an amount equal to 100% of his monthly base salary as in effect immediately prior to his termination of employment. Employer shall also pay the Executive any bonus earned through the date of termination (including any amounts awarded for previous years but which were not yet vested). Any bonus for previous years, or the year in which the Executive’s employment is terminated in accordance with this Section (e), which was not yet paid will be paid pursuant to the terms as set forth in Section 3(f). Any bonus that is earned in the year of the termination of the Executive’s employment without Cause will be paid pursuant to the terms set forth in Section 3(f); provided that to the extent that the bonus is performance-based, the amount of the bonus (if any) will be calculated by the Company taking into account the performance of the Company for the entire year, and/or the performance of the Executive through the date of termination, as applicable, and prorated through the date of the Executive’s termination of employment without Cause.”
“(g) (ii) The Employer shall pay the Executive upon the 15th day following the date of the Qualifying Termination: (1) subject to the provisions of Section 4(h), cash compensation in a single lump sum payment in an amount equal to his then current annual base salary multiplied by three (the “Base Severance”), plus (2) cash compensation in a single lump sum payment in an amount equal to the greater of (x) any cash bonus for the year of the Qualifying Termination earned through the date of the Qualifying Termination, or (y) the average annual cash bonus earned by the Executive for service during the prior three years (or, if applicable, such lesser number of such years during which the Executive was employed by the Employer for the entire year) preceding the year in which the Change in Control occurs, prorated through the date of the Qualifying Termination (based on the number of days the Executive was employed by the Employer during the year in which the Qualifying Termination occurs) (in the case of each of clause (x) and (y) minus the amount(s), if any, previously paid by the Employer to the Executive under the Employer’s annual cash bonus plan for the year in which the Qualifying Termination occurs in respect of service by the Executive during the year in which the Qualifying Termination occurs), and, in the case of each of clause (1) and (2), subject to Section 4(j) below;”
“(l) The Executive shall be deemed to have resigned as a director of each of the Company and the Bank effective immediately after termination of the Executive’s employment, regardless of whether the Executive hereafter submits notice of resignation as director. This Agreement constitutes written notice to the Employer of the Executive’s resignation as a director of each of the Company and the Bank effective as of, and contingent upon the occurrence of, a later effective date (i.e., termination of the Executive’s employment). After termination of the Executive’s employment, the Executive will execute such further documents and do such further things as may be requested in good faith by the Employer to evidence, implement or carry out the intent of this Section 4(l).”
5. Subsections (a), (b), and (c) of section 9 of the Employment Agreement are hereby deleted and replaced in their entirety with the following new such subsections:
“(a) No Solicitation of Customers. During the Executive’s employment with the Employer and for a period of 24 months thereafter, the Executive shall not (except on behalf of or with the prior written consent of the Employer), either directly or indirectly, on the Executive’s own behalf or in the service or on behalf of others, (A) solicit, divert, or appropriate to or for a Competing Business, or (B) attempt to solicit, divert, or appropriate to or for a Competing Business, any person or entity that is or was a customer of the Employer or any of its Affiliates at any time during the 12 months prior to the date of termination and with whom the Executive has had material contact. The parties agree that solicitation of such a customer to acquire stock in a Competing Business during this time period would be a violation of this Section 9(a).”
“(b) No Recruitment of Personnel. During the Executive’s employment with the Employer and for a period of 24 months thereafter, the Executive shall not, either directly or indirectly, on the Executive’s own behalf or in the service or on behalf of others, (A) solicit, divert, or hire away, or (B) attempt to solicit, divert, or hire away, to any Competing Business located in the Territory, any employee of or consultant to the Employer or any of its Affiliates, regardless of whether the employee or consultant is full-time or temporary, the employment or engagement is pursuant to written agreement, or the employment is for a determined period or is at will.”
“(c) Non-Solicitation Agreement. During the Executive’s employment with the Employer and for a period of 24 months following any termination (as opposed to expiration) of this Agreement, the Executive shall not (without the prior written consent of the Employer) compete with the Employer or any of its Affiliates by, directly or indirectly, forming, serving as an organizer, director or officer of, or consultant to, or acquiring or maintaining more than a 1% passive investment in, a depository financial institution or holding company therefor if such depository institution or holding company has, or upon formation will have, one or more offices or branches located in the Territory. This restriction does not apply following a Change in Control.”
6. Except as otherwise expressly stated herein, the Employment Agreement shall continue in full effect.
[Signatures on following page.]
IN WITNESS WHEREOF, the Employer has caused this First Amendment to the Employment Agreement to be executed and its seal to be affixed hereunto by its officers thereunto duly authorized, and the Executive has signed and sealed this Agreement, effective as of the date first above written.
| FIRST COMMUNITY CORPORATION | ||||
| ATTEST: | ||||
| By: | /s/ Robin D. Brown | By: | /s/ Michael C. Crapps | |
| Name: | Robin D. Brown | Name: | Michael C. Crapps | |
| Title: | Chief Executive Officer | |||
| FIRST COMMUNITY BANK | ||||
| By: | /s/ Michael C. Crapps | |||
| Name: | Michael C. Crapps | |||
| Title: | Officer | |||
| EXECUTIVE | ||||
| /s/ Joseph Andrew Painter | ||||
| Joseph Andrew Painter | ||||
Exhibit 10.2
EXECUTION VERSION
FIRST AMENDMENT TO THE EMPLOYMENT AGREEMENT
BY AND BETWEEN FIRST COMMUNITY BANK AND VAUGHAN R. DOZIER, JR.
WHEREAS, First Community Bank (the “Employer”), a wholly-owned subsidiary of First Community Corporation, a South Carolina corporation (the “Company”), and Vaughan R. Dozier, Jr., an individual resident of South Carolina (the “Executive”) entered into that certain employment agreement effective as of January 1, 2024 (the “Employment Agreement”), pursuant to which the Executive serves as the Employer’s Executive Vice President, Chief Commercial and Retail Banking Officer- South Region.
WHEREAS, the retirement of the Chief Executive Officer and President of the Bank shall be effective as of December 31, 2026, and as part of the succession transition plan of the Employer, the Employer wishes to offer the Executive the position of Chief Executive Officer of the Bank, and the Executive wishes to accept such position.
WHEREAS, the Board of Directors of the Bank has approved the appointment of the Executive to the office of Chief Executive Officer of the Bank.
WHEREAS, the Bank and the Executive wish to amend the Employment Agreement to reflect the implementation of the succession plan appointment of the Executive to the office of Chief Executive Officer of the Bank.
NOW THEREFORE, the Employment Agreement is hereby amended as follows effective as of January 1, 2027:
1. Section 1 of the Employment Agreement is hereby deleted and replaced in its entirety with the following:
“l. Employment. The Employer shall continue to employ the Executive, and the Executive shall continue to serve the Employer, as its Chief Executive Officer upon the terms and conditions set forth herein. The Executive shall have such authority and responsibilities consistent with his position as are set forth in the Employer’s Bylaws or assigned by the Employer’s board of directors (the “Board”) from time to time. The Executive shall devote his full business time, attention, skill and efforts to the performance of his duties hereunder, except during periods of illness or periods of vacation and leaves of absence consistent with the Employer’s policy. The Executive may devote reasonable periods to service as a director or advisor to other organizations, to charitable and community activities, and to managing his personal investments, provided that such activities do not materially interfere with the performance of his duties hereunder and are not in conflict or competitive with, or adverse to, the interests of the Employer. The Executive agrees to conduct himself in accordance with the code of ethics for officers and employees adopted by the Employer, as amended from time to time.
As of January 1, 2027, the Executive shall serve as a director of each of the Company and the Bank. The Company shall nominate the Executive for election as a director at such times as necessary so that the Executive will, if elected by shareholders, remain a director of the Company throughout the term of employment under this Agreement. The Executive hereby consents to serving as a director and to being named as a director of the Company in documents filed with the Securities and Exchange Commission. The Board shall undertake every lawful effort to ensure that the Executive continues throughout the term of employment to be elected or reelected as a director of the Bank.”
2. Subsection (a) of Section 3 of the Employment Agreement is hereby deleted and replaced in its entirety with the following new subsection (a), and a new subsection (g) of Section 3 is hereby added to the end of Section 3 as follows:
“(a) The Employer shall pay the Executive a rate of annual base salary of $380,000.00 which shall be paid in accordance with the Employer’s standard payroll procedures, which shall be no less frequently than monthly. The Employer shall have the right to increase this salary from time to time in accordance with the salary payment practices of the Employer. The Board shall review the Executive’s salary at least annually and may increase the Executive’s base salary if it determines in its sole discretion that an increase is appropriate.”
“(g) The Employer shall pay the dues (up to the current maximum of $2,500 per year) pertaining to an area country club mutually acceptable to the parties and shall designate the Executive as the authorized user of such membership for so long as the Executive remains the Chief Executive Officer of the Bank and this Agreement remains in force. In lieu of a country club membership, the Executive may elect to use these funds for a fitness club membership.”
3. Subsections (c), (e), and (g) (ii) of Section 4 of the Employment Agreement are hereby deleted and replaced in their entirety with the following new such subsections, and a new subsection (l) is added to the end of Section 4 of the Employment Agreement as follows:
“(c) The Employer may terminate the Executive’s Employment on account of the Disability of the Executive under this Section 4(c). During the period of any Disability leading up to the Executive’s Termination of Employment under this provision, the Employer shall continue to pay the Executive his full base salary at the rate then in effect and all perquisites and other benefits (other than any bonus) in accordance with the Employer’s normal payroll schedule (and in no event less frequently than monthly) until the Executive becomes eligible for benefits under any long-term disability plan or insurance program maintained by the Employer, provided that the amount of any such payments to the Executive shall be reduced by the sum of the amounts, if any, payable to the Executive for the same period under any other disability benefit or pension plan covering the Executive. Furthermore, the Employer shall pay the Executive any bonus earned through the date of Disability. Any bonus for previous years, or the year in which the Executive’s employment is terminated in accordance with this Section 4(c), which was not yet paid will be paid pursuant to the terms as set forth in Section 3(f). Any bonus that is earned in the year of termination on account of Disability will be paid pursuant to the terms set forth in Section 3(f); provided that to the extent that the bonus is performance-based, the amount of the bonus (if any) will be calculated by the Company taking into account the performance of the Company for the entire year, and/or the performance of the Executive through the date of termination, as applicable, and prorated through the date of termination of the Executive’s employment on account of Disability. Nothing herein shall prohibit the Employer from hiring an acting Chief Executive Officer during the period of any disability of the Executive.
“(e) Except for a termination within Section 4(g), the Employer may terminate Executive’s employment without Cause upon delivery of a Notice of Termination to the Executive. If the Executive’s employment is terminated without Cause under this provision, subject to Section 4(h) and also to the possibility of a six-month delay described in Section 20, on the sixtieth (60th) day after the date of termination, the Employer will pay to the Executive severance compensation in an amount equal to twice the amount of the Executive’s monthly base salary as in effect immediately prior to his termination of employment, and thereafter on the first day of the month for the next 22 months, the Employer shall pay to the Executive severance compensation in an amount equal to 100% of his monthly base salary as in effect immediately prior to his termination of employment. Employer shall also pay the Executive any bonus earned through the date of termination (including any amounts awarded for previous years but which were not yet vested). Any bonus for previous years, or the year in which the Executive’s employment is terminated in accordance with this Section (e), which was not yet paid will be paid pursuant to the terms as set forth in Section 3(f). Any bonus that is earned in the year of the termination of the Executive’s employment without Cause will be paid pursuant to the terms set forth in Section 3(f); provided that to the extent that the bonus is performance-based, the amount of the bonus (if any) will be calculated by the Company taking into account the performance of the Company for the entire year, and/or the performance of the Executive through the date of termination, as applicable, and prorated through the date of the Executive’s termination of employment without Cause.”
“(g) (ii) The Employer shall pay the Executive upon the 15th day following the date of the Qualifying Termination: (1) subject to the provisions of Section 4(h), cash compensation in a single lump sum payment in an amount equal to his then current annual base salary multiplied by three (the “Base Severance”), plus (2) cash compensation in a single lump sum payment in an amount equal to the greater of (x) any cash bonus for the year of the Qualifying Termination earned through the date of the Qualifying Termination, or (y) the average annual cash bonus earned by the Executive for service during the prior three years (or, if applicable, such lesser number of such years during which the Executive was employed by the Employer for the entire year) preceding the year in which the Change in Control occurs, prorated through the date of the Qualifying Termination (based on the number of days the Executive was employed by the Employer during the year in which the Qualifying Termination occurs) (in the case of each of clause (x) and (y) minus the amount(s), if any, previously paid by the Employer to the Executive under the Employer’s annual cash bonus plan for the year in which the Qualifying Termination occurs in respect of service by the Executive during the year in which the Qualifying Termination occurs), and, in the case of each of clause (1) and (2), subject to Section 4(j) below;”
“(l) The Executive shall be deemed to have resigned as a director of each of the Company and the Bank effective immediately after termination of the Executive’s employment, regardless of whether the Executive hereafter submits notice of resignation as director. This Agreement constitutes written notice to the Employer of the Executive’s resignation as a director of each of the Company and the Bank effective as of, and contingent upon the occurrence of, a later effective date (i.e., termination of the Executive’s employment). After termination of the Executive’s employment, the Executive will execute such further documents and do such further things as may be requested in good faith by the Employer to evidence, implement or carry out the intent of this Section 4(l).”
4. Subsections (a), (b), and (c) of Section 9 of the Employment Agreement are hereby deleted and replaced in their entirety with the following new such subsections:
“(a) No Solicitation of Customers. During the Executive’s employment with the Employer and for a period of 24 months thereafter, the Executive shall not (except on behalf of or with the prior written consent of the Employer), either directly or indirectly, on the Executive’s own behalf or in the service or on behalf of others, (A) solicit, divert, or appropriate to or for a Competing Business, or (B) attempt to solicit, divert, or appropriate to or for a Competing Business, any person or entity that is or was a customer of the Employer or any of its Affiliates at any time during the 12 months prior to the date of termination and with whom the Executive has had material contact. The parties agree that solicitation of such a customer to acquire stock in a Competing Business during this time period would be a violation of this Section 9(a).”
“(b) No Recruitment of Personnel. During the Executive’s employment with the Employer and for a period of 24 months thereafter, the Executive shall not, either directly or indirectly, on the Executive’s own behalf or in the service or on behalf of others, (A) solicit, divert, or hire away, or (B) attempt to solicit, divert, or hire away, to any Competing Business located in the Territory, any employee of or consultant to the Employer or any of its Affiliates, regardless of whether the employee or consultant is full-time or temporary, the employment or engagement is pursuant to written agreement, or the employment is for a determined period or is at will.”
“(c) Non-Solicitation Agreement. During the Executive’s employment with the Employer and for a period of 24 months following any termination (as opposed to expiration) of this Agreement, the Executive shall not (without the prior written consent of the Employer) compete with the Employer or any of its Affiliates by, directly or indirectly, forming, serving as an organizer, director or officer of, or consultant to, or acquiring or maintaining more than a 1% passive investment in, a depository financial institution or holding company therefor if such depository institution or holding company has, or upon formation will have, one or more offices or branches located in the Territory. This restriction does not apply following a Change in Control.”
5. Except as otherwise expressly stated herein, the Employment Agreement shall continue in full effect.
[Signatures on following page.]
IN WITNESS WHEREOF, the Employer has caused this First Amendment to the Employment Agreement to be executed and its seal to be affixed hereunto by its officers thereunto duly authorized, and the Executive has signed and sealed this Agreement, effective as of the date first above written.
| FIRST COMMUNITY CORPORATION | ||||
| ATTEST: | ||||
| By: | /s/ Robin D. Brown | By: | /s/ Michael C. Crapps | |
| Name: | Robin D. Brown | Name: | Michael C. Crapps | |
| Title: | Chief Executive Officer | |||
| FIRST COMMUNITY BANK | ||||
| By: | /s/ Michael C. Crapps | |||
| Name: | Michael C. Crapps | |||
| Title: | Officer | |||
| EXECUTIVE | ||||
| /s/ Vaughan R. Dozier, Jr. | ||||
| Vaughan R. Dozier, Jr. | ||||
Exhibit 10.3
EXECUTION VERSION
CONSULTING AGREEMENT
THIS CONSULTING AGREEMENT (this “Agreement”) is effective as of January 1, 2027 (the “Effective Time”) by and between First Community Bank (the “Bank”), a South Carolina state bank, and J. Ted Nissen (“Consultant”), a resident of the state of South Carolina and the former Chief Executive Officer and President of the Bank, and former Executive Vice President and Chief Banking Officer of First Community Corporation, a South Carolina corporation and parent company of the Bank (the “Company”).
WHEREAS, Consultant is party to that certain Amended and Restated Employment Agreement, dated July 1, 2024, by and among Consultant, the Bank and the Company (the “Employment Agreement”).
WHEREAS, Consultant has retired from employment and all offices with the Bank and the Company effective December 31, 2026;
WHEREAS, the Bank desires to retain Consultant to, among other things, support the Bank and Company leadership teams as they transition to new roles and responsibilities within the organizations, and to provide continuity and advice regarding the achievement of strategic goals of the Bank and the Company during the transition (the “Services”);
WHEREAS, the parties hereto acknowledge that in performing the Services, Consultant will occupy a position of trust and confidence and by virtue of the Services will acquire significant knowledge relating to the business of Bank and the Company; and
WHEREAS, Consultant desires to accept such engagement on the terms and conditions provided herein.
NOW, THEREFORE, in consideration of the mutual covenants and promises contained herein, the Bank and Consultant, each intending to be legally bound, agree to the following terms and conditions:
Section 1 Engagement; Consultant Relationship; Duties.
The Bank hereby engages Consultant, and Consultant hereby agrees to render, at the request of the Bank, the Services to the Bank during the Term (as defined in Section 2 below). Consultant shall report to the Chief Executive Officer of the Bank (the “CEO”) or to such other person(s) as the CEO shall designate and to work in collaboration with the President and Chief Executive Officer (the “President and CEO”) of First Community Corporation. The Consultant is expected to devote as much time as needed to the performance of Services, provided any such Services so designated shall be reasonably consistent with the responsibilities described above, during the time period of January 1, 2027 through March 31, 2027. The Consultant is expected to devote sixteen (16) hours or less per week on average of business time and efforts to the performance of Services, provided any such Services so designated shall be reasonably consistent with the responsibilities described above, during the time period of April 1, 2027 through December 31, 2027. This is a services contract for the Services of Consultant. Consultant shall complete the Services, as requested from time to time, within the timeframes for completion as reasonably established by the CEO of the Bank. Consultant shall use his best efforts in such endeavors. Consultant shall also perform the services with a level of care, skill, and diligence that a prudent professional acting in a like capacity and familiar with such matters would use.
Section 2 Term and Termination.
This Agreement shall continue until the earliest of (the “Term”), unless otherwise expressly agreed to in writing by Consultant and the CEO of the Bank or President and CEO of the Company (i) the close of business on the December 31, 2027, (ii) Consultant’s death, or (iii) Consultant’s Disability (as defined in Section 24 below). Consultant agrees and acknowledges his retirement from employment with the Bank and the Company, and termination of the Employment Agreement effective as of December 31, 2026. From and after January 1, 2027 until the end of the Term, Consultant will be an outside consultant of the Bank in accordance with the terms and conditions of this Agreement.
Section 3 Compensation.
For the months of January, February, and March of 2027, as compensation for all services rendered, or refrained from, by Consultant under this Agreement, the Bank shall pay Consultant $40,000 per month, or in the event of the termination of this Agreement, the pro rata portion of a month based on the number of business days for which Consultant provides Services to the Bank hereunder. For the months of April through December of 2027, as compensation for all services rendered, or refrained from, by Consultant under this Agreement, the Bank shall pay Consultant $15,000 per month, or in the event of the termination of this Agreement, the pro rata portion of a month based on the number of business days for which Consultant provides Services to the Bank hereunder. Such payments will be made monthly on the fifteenth day of each month, with the first payment due on January 15, 2027; provided, however, in the event of the termination of this Agreement due to Consultant’s death or Disability, the Bank shall pay Consultant or his estate a lump sum payment equal to the amounts earned by or owed to Consultant but remaining unpaid, which payment shall be made within 60 days of the date of termination. All such compensation shall be payable without deduction for federal income, social security, or state income taxes or any other amounts. The Bank’s payments of such amounts shall be treated as taxable income to the Consultant and reported to the relevant taxing authorities as such.
Section 4 Expenses.
In addition, Consultant shall be reimbursed by the Bank for reasonable business expenses, in accordance with the Bank’s policies, incurred by Consultant in providing Services to the Bank during the Term. The Bank’s obligation to reimburse Consultant pursuant to this Section 4 shall be subject to the prompt presentation to the CEO of the Bank or his designee(s), by Consultant of an itemized account of such expenditures, together with supporting vouchers, in accordance with any policies of the Bank in effect from time to time. The Bank shall pay such reimbursements as soon as administratively practicable, but in no event shall any reimbursement be paid after the last day of the taxable year following the taxable year in which the expense was incurred.
Section 5 Independent Contractor.
Consultant is an independent contractor providing services to the Bank. Consultant will be granted no policymaking authority by the Bank and Consultant is not an agent of the Bank and shall have no right to bind the Bank, except as expressly and duly authorized by affirmative action of the CEO of the bank, the President and CEO of the Company, or the Board of Directors of the Bank. The Bank, as appropriate, will report all payments to be made hereunder on IRS Forms 1099 as payments to Consultant for independent contracting services. Consultant shall not be entitled to participate in any employee benefits plans or programs of the Bank. The Bank shall not carry worker’s compensation insurance to cover Consultant. The Bank shall not pay any contributions to Social Security, unemployment insurance, federal or state withholding taxes, nor provide any other contributions or benefits that might be expected in an employer-employee relationship.
Section 6 No Assignment.
Consultant cannot subcontract his duties or cause any other person or entity to perform his services. Consultant shall therefore not voluntarily or by operation of law assign or otherwise transfer the obligations incurred on his part pursuant to the terms of this Agreement without the prior written consent of the Bank. Any attempted assignment or transfer by Consultant of his obligations without such consent shall be wholly void.
Section 7 Confidentiality.
All Confidential Information and Trade Secrets and all physical embodiments thereof received or developed by Consultant during the Term of this Agreement or prior to this Term during Consultant’s services as an officer of the Bank are confidential to and are and will remain the sole and exclusive property of the Bank. Except to the extent necessary to perform the duties assigned to Consultant by the Bank, Consultant will hold such Confidential Information and Trade Secrets (each as defined in Section 24 below) in trust and strictest confidence, and will not use, reproduce, distribute, disclose or otherwise disseminate the Confidential Information and Trade Secrets or any physical embodiments thereof and may in no event take any action causing or fail to take the action necessary in order to prevent, any Confidential Information and Trade Secrets disclosed to or developed by Consultant to lose its character or cease to qualify as Confidential Information or Trade Secrets. Upon request by the Bank, and in any event upon termination of the engagement of Consultant with the Bank for any reason, as a prior condition to receiving any final compensation hereunder, Consultant will promptly deliver to the Bank all property belonging to the Bank, including, without limitation, all Confidential Information and Trade Secrets (and all embodiments thereof) then in Consultant’s custody, control or possession. The covenants of confidentiality set forth herein will apply on and after the date hereof to any Confidential Information and Trade Secrets disclosed by the Bank or developed by the Consultant prior to or after the date hereof. The covenants restricting the use of Confidential Information will continue and be maintained by the Consultant for a period of two years following the termination of this Agreement. The covenants restricting the use of Trade Secrets will continue and be maintained by Consultant following termination of this Agreement for so long as permitted by applicable state law.
Section 8 Work Product.
Consultant acknowledges that all innovations, improvements, developments, methods, designs, analyses, drawings, reports, and all similar or related information (whether or not patentable) which relate to the Bank or its affiliates, research and development or existing or future products or services and which are conceived, developed or made by Consultant while providing services to the Bank and its affiliates (collectively, “Work Product”) belong to the Bank or such affiliates (as applicable). Consultant shall promptly disclose such Work Product to the CEO of the Bank and perform all actions reasonably requested by the Bank (whether during the Term of this Agreement or thereafter) to establish and confirm such ownership (including, without limitation, executing assignments, consents, powers of attorney, and other instruments).
Section 9 Return of Property.
On the expiration of the Term of any earlier termination of this Agreement for any reason, or at any time during the Term of this Agreement, on the request or direction of the Bank, Consultant will immediately deliver to the Bank any or all equipment, property, material, Confidential Information, Trade Secrets, Work Product, or copies thereof which are owned by the Bank and are in Consultant’s possession or control. This includes documents or other information prepared by Consultant, on Consultant’s behalf or provided to Consultant in connection with Consultant’s duties while serving as a consultant to the Bank, regardless of the form in which such document or information are maintained or stored, including computer, typed, written, electronic, audio, video, micro-fiche, imaged, drawn, or any other means of recording or storing documents or other information. Consultant hereby warrants that Consultant will not retain in any form such documents, Confidential Information, Trade Secrets, Work Product, or other information or copies thereof. Consultant may retain a copy of this Agreement after the expiration of the Term or any earlier termination of this Agreement.
Section 10 Restrictive Covenants.
In consideration for benefits to Consultant set forth herein, Section 9, Section 10, and Section 16 of the Employment Agreement are hereby incorporated by reference into this Agreement. Consultant agrees that the time periods set forth in Section 9(a) (No Solicitation of Customers) and 9(b) (No Recruitment of Personnel) and Section 9(c) (Non-Competition Agreement) of the Employment Agreement (collectively, the “Restrictive Covenants”) will end, as noted in his Employment Agreement, 24 months after Consultant’s retirement from the bank (and 12 months after the end of his Consulting Agreement), with the Restrictive Covenants expected to expire on December 31, 2028, based on his planned retirement date of December 31, 2026 (and the planned end of his consulting agreement on December 31, 2027).
Section 11 Remedies and Enforceability.
Consultant agrees that the covenants and agreements contained in Section 10 and in the Restrictive Covenants are of the essence of this Agreement; that each of such covenants is reasonable and necessary to protect and preserve the interests and properties of the Bank and the business of the Bank; that Consultant has access to and knowledge of the Bank’s business and financial plans; that irreparable loss and damage will be suffered by the Bank should Consultant breach any of such covenants and agreements; that each of such covenants and agreements is separate, distinct and severable not only from the other of such covenants and agreements but also from the other and remaining provisions of this Agreement or the Employment Agreement, as applicable; that the unenforceability of any such covenant or agreement shall not affect the validity or enforceability of any other such covenant or agreements or any other provision or provisions of this Agreement or the Employment Agreement, as applicable; and that, in addition to other remedies available to it, the Bank shall be entitled to specific performance of this Agreement and to both temporary and permanent injunctions to prevent a breach or contemplated breach by Consultant of any of such covenants or agreements. In the event that any provision of Section 10 of this Agreement or the Restrictive Covenants is determined by a court which has jurisdiction to be unenforceable in part or in whole, the court shall enforce the remaining provisions to the maximum extent permitted by law.
Section 12 Contracts or Other Agreements with Former Employer or Business.
Consultant represents that he is not and will not become a party to any non-competition agreement or non-solicitation agreement or any other agreement which would prohibit him from entering into this Agreement or prohibit or impair his ability to provide the services for the Bank contemplated by this Agreement on or after the Effective Time.
Section 13 Compliance with Regulatory Restrictions.
Notwithstanding anything to the contrary herein, and in addition to any other restrictions stated in this Agreement, any compensation or other benefits paid to Consultant shall be limited to the extent required by any federal or state regulatory agency having authority over the Bank. Consultant agrees that compliance by the Bank with such regulatory restrictions, even to the extent that compensation or other benefits paid to Consultant are limited, shall not be a breach of this Agreement by the Bank. In the event that the Bank is required to make any adjustment to Consultant’s compensation or benefits in order to comply with any applicable legal and regulatory requirements, such changes shall be made in a manner such that, to the maximum extent legally possible, Consultant is put in the same economic position as he would have been absent such regulatory restriction or intervention.
Section 14 Modification of Agreement.
This Agreement may be modified by the parties hereto only by a written supplemental agreement executed by both parties.
Section 15 Notice.
All notices, requests, waivers and other communications required or permitted hereunder shall be in writing to the recipient at the address below:
| If to the Company/Bank: | 5455 Sunset Blvd. | |
| Lexington, SC 29072 | ||
| Attention: Mike Crapps | ||
| mcrapps@FirstCommunitySC.com | ||
| 5455 Sunset Blvd. | ||
| Lexington, SC 29072 | ||
| Attention: Vaughan Dozier | ||
| vdozier@FirstCommunitySC.com | ||
| If to Consultant: | J. Ted Nissen | |
| 620 Carriage Lakes Drive | ||
| Lexington, SC 29072 |
All notices, requests, waivers and other communications may also be sent to such other address or to the attention of such other person as the recipient party shall have specified by prior written notice to the sending party. All such notices, requests, waivers and other communications which are required or permitted hereunder shall be in writing and sufficient if delivered by hand, by registered or certified mail, postage pre-paid, or by courier or overnight carrier, or email (with, in the case of email, confirmation of date and time by the transmitting equipment) to the persons at the addresses set forth above (or at such other address as may be provided hereunder), and shall be deemed to have been delivered as of the date so delivered or refused. A party may change its or his notice address given above by giving the other party ten days’ written notice of the new address in the manner set forth above.
Section 16 Waiver of Breach; Non-Waiver.
The waiver by either party of any breach of any provision of this Agreement shall not operate or be construed as a waiver of any subsequent breach. Failure of the Bank to enforce any of the provisions of this Agreement or any rights with respect thereto shall in no way be considered to be a waiver of such provisions or rights, or in any way affect the validity of this Agreement.
Section 17 Entire Agreement.
Except for the Employment Agreement provisions incorporated herein or that survive termination of the Employment Agreement, this Agreement contains the entire agreement of the parties relating to the subject matter of this Agreement and supersedes any prior written or oral arrangements with respect to Consultant’s engagement by the Bank. If any provision herein conflicts with any provision of the Employment Agreement, such provision herein shall be in addition to, and not in lieu of, such provision in the Employment Agreement.
Section 18 Successors, Binding Agreement.
Subject to the restrictions on assignment contained herein, this Agreement shall inure to the benefit of and be enforceable by the Bank’s successors and assigns. Consultants rights and obligations under this Agreement may not be assigned by him, except that his right to receive accrued but unpaid compensation or unreimbursed expenses, if any, provided under this Agreement which survive termination of this Agreement shall pass after death to the personal representatives of his estate.
Section 19 Validity.
The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement, which shall remain in full force and effect.
Section 20 Survival of Obligations.
The duties and obligations contained in Paragraphs 3, 4, and 7 through 11 shall survive the expiration or termination of this Agreement.
Section 21 Multiple Counterparts.
This Agreement may be executed simultaneously in two or more counterparts, each of which shall be deemed an original, but all of which shall together constitute one and the same Agreement.
Section 22 Tax Withholding; Indemnification; Internal Revenue Code Section 409A.
By reason of Consultant’s relationship with the Bank as an independent contractor, all sums required to be paid by the Bank to Consultant shall be paid in full, without reduction for any withholding taxes, employers’ taxes, social security taxes, payments or contributions, and similar employer withholdings, deductions and payments. All payments that may be made pursuant to this Agreement are intended by the parties to qualify for an exclusion from Section 409A of the Internal Revenue Code (the “Code”) and any related regulations or other pronouncements thereunder and, to the extent not excluded, to meet the requirements of Section 409A of the Code. However, the Bank does not represent, warrant or guarantee that any payments that may be made pursuant to this Agreement will not result in inclusion in Consultant’s gross income, or any penalty, pursuant to Section 409A(a)(1) of the Code or any similar state statute or regulation, and Consultant agrees and acknowledges that Bank shall not be deemed to be liable for any penalty, fine or payment as a result of any noncompliance with Section 409A of the Code. Consultant acknowledges and agrees that Consultant shall be solely responsible for making all such filings and payments and shall indemnify and hold harmless the Bank for any liability, claim, expense or other cost incurred by the Bank arising out of or related to the obligations of Consultant pursuant to this Section.
Section 23 Applicable Law.
This Agreement shall be governed by and construed and enforced in accordance with the laws of the State of South Carolina without giving effect to the conflict of laws principles thereof. Any action brought by any party to this Agreement shall be brought and maintained in a court of competent jurisdiction in State of South Carolina.
Section 24 Headings; Capitalized Terms.
The headings of the Sections of this Agreement are for convenience only and shall not control or affect the meaning or construction or limit the scope or intent of any of the provisions of this Agreement. Whenever used in this Agreement, the following capitalized terms and their variant forms shall have the meanings set forth below:
(a) “Confidential Information” means data and information: (i) relating to the business of the Bank and/or one or more of its affiliates, regardless of whether the data or information constitutes a trade secret as that term is defined in South Carolina Code Section 39-8-20(5); (ii) disclosed to Consultant or of which Consultant became aware of as a consequence of Consultant’s relationship with the Bank and/or one or more of its affiliates (including his previous employment relationship with the Bank prior to the Term); (iii) having value to the Bank and/or one or more of its affiliates; (iv) not generally known to competitors of the Bank and/or one or more of its affiliates; and (v) which includes Trade Secrets, methods of operation, names of customers, price lists, financial information and projections, route books, personnel data, and similar information; provided, however, that such term shall not mean data or information (1) which has been voluntarily disclosed to the public by the Bank and/or one or more of its affiliates, except where such public disclosure has been made by Consultant without authorization from the Bank and/or one or more of its affiliates; (2) which has been independently developed and disclosed by others without breach of a confidentiality obligation; or (3) which has otherwise entered the public domain through lawful means.
(b) “Disability” means that Consultant’s inability to perform the essential services contemplated by this Agreement for a period of 90 or more days, with or without reasonable accommodation, as a result of a physical or mental disability or infirmity, as reasonably determined by the Bank.
(c) “Trade Secrets” means information including, but not limited to, technical or non-technical data, formulas, patterns, compilations, programs, devices, methods, techniques, drawings, processes, financial data, financial plans, product plans or lists of actual or potential customers or suppliers which (i) derives economic value, actual or potential, from not being generally known to, and not being readily ascertainable by proper means by, other persons who can obtain economic value from its disclosure or use, and (ii) is the subject of efforts that are reasonable under the circumstances to maintain its secrecy.
[Signature Page Follows]
IN WITNESS WHEREOF, the parties hereto have executed, or cause their duly assigned agent to execute, this Agreement as of the date first set forth above.
| FIRST COMMUNITY Corporation | ||
| By: | /s/ Michael C. Crapps | |
| Name: | Michael C. Crapps | |
| Title: | President & Chief Executive Officer | |
| FIRST COMMUNITY bANK | ||
| By: | /s/ Michael C. Crapps | |
| Name: | Michael C. Crapps | |
| Title: | Bank Officer | |
| CONSULTANT | ||
| By: | /s/ J. Ted Nissen | |
| Name: | J. Ted Nissen | |
Exhibit 31.1
Rule 13a-14(a) Certification of the Principal Executive Officer.
I, Michael C. Crapps, certify that:
| 1. | I have reviewed this quarterly report on Form 10-Q of First Community Corporation; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
| (a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
| (b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
| (c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
| (d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| (a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
| (b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: November 10, 2026
| /s/ Michael C. Crapps | |
| Michael C. Crapps, President and Chief Executive Officer | |
| (Principal Executive Officer) |
Exhibit 31.2
Rule 13a-14(a) Certification of the Principal Financial Officer.
I, D. Shawn Jordan, certify that:
| 1. | I have reviewed this quarterly report on Form 10-Q of First Community Corporation; |
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; |
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; |
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: |
| (a) | Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; |
| (b) | Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; |
| (c) | Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and |
| (d) | Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and |
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): |
| (a) | All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and |
| (b) | Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting. |
Date: November 10, 2026
| /s/ D. Shawn Jordan | |
| D. Shawn Jordan, Chief Financial Officer | |
| (Principal Financial and Accounting Officer) |
Exhibit 32
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
The undersigned, the Chief Executive Officer and the Chief Financial Officer of First Community Corporation (the “Company”), each certify that, to his knowledge on the date of this certification:
| 1. | The quarterly report of the Company for the period ended September 30, 2026 as filed with the Securities and Exchange Commission on this date (the “Report”) fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and |
| 2. | The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company. |
| /s/ Michael C. Crapps | |
| Michael C. Crapps | |
| Chief Executive Officer | |
| November 10, 2026 | |
| /s/ D. Shawn Jordan | |
| D. Shawn Jordan | |
| Chief Financial Officer | |
| November 10, 2026 |