FCCO 10-Q
First Community Corp /Sc/ (FCCO)
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)
(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). ☒
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 ☐ | Accelerated filer ☐ | |
| 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. ☐
Indicate by check mark whether
the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: On August 12, 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
| June 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 $176,752 and $188,563 at June 30, 2026 and December 31, 2025, respectively, net of allowance for credit losses — investments | ||||||||
| 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 June 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 June 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 (release of) 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 | ||||||||
| Gain on sale of other assets | ||||||||
| Other | ||||||||
| Total non-interest income | ||||||||
| Non-interest expense: | ||||||||
| Salaries and employee benefits | ||||||||
| Occupancy | ||||||||
| Equipment | ||||||||
| Marketing and public relations | ||||||||
| FDIC insurance assessments | ||||||||
| 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) | Six Months ended June 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 | ||||||||
| Gain on sale of other assets | ||||||||
| Other | ||||||||
| Total non-interest income | ||||||||
| Non-interest expense: | ||||||||
| Salaries and employee benefits | ||||||||
| Occupancy | ||||||||
| Equipment | ||||||||
| Marketing and public relations | ||||||||
| FDIC insurance assessments | ||||||||
| 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 June 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Net income | $ | $ | ||||||
| Other comprehensive income (loss): | ||||||||
| 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 income | ||||||||
| Comprehensive income | $ | $ | ||||||
| Six months ended June 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Net income | $ | $ | ||||||
| Other comprehensive income (loss): | ||||||||
| 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 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, March 31, 2026 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Net income | — | |||||||||||||||||||||||||||
| Other comprehensive income net of tax expense of $162 | — | |||||||||||||||||||||||||||
| Stock-based compensation | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Dividends: Common ($0.16 per share) | — | ( | ) | ( | ) | |||||||||||||||||||||||
| Dividend reinvestment plan | ||||||||||||||||||||||||||||
| Balance, June 30, 2026 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Balance, March 31, 2025 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Net income | — | |||||||||||||||||||||||||||
| Other comprehensive income net of tax expense of $ | — | |||||||||||||||||||||||||||
| Stock-based compensation | — | |||||||||||||||||||||||||||
| Dividends: Common ($ per share) | — | ( | ) | ( | ) | |||||||||||||||||||||||
| Dividend reinvestment plan | ||||||||||||||||||||||||||||
| Balance, June 30, 2025 | $ | $ | $ | $ | $ | ( | ) | $ | ||||||||||||||||||||
| Balance, December 31, 2025 | $ | $ | $ | $ | $ | ( |
) | $ | ||||||||||||||||||||
| Net income | — | |||||||||||||||||||||||||||
| Other
comprehensive income net of tax expense of $ |
— | |||||||||||||||||||||||||||
| Shares issued as acquisition consideration | ||||||||||||||||||||||||||||
| Repurchase of common shares | ( |
) | ( |
) | ( |
) | ( |
) | ||||||||||||||||||||
| Stock-based compensation | ( |
) | ||||||||||||||||||||||||||
| Dividends: Common ($ per share) | — | ( |
) | ( |
) | |||||||||||||||||||||||
| Dividend reinvestment plan | ||||||||||||||||||||||||||||
| Balance, June 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, June 30, 2025 | $ | $ | $ | $ | $ | ( |
) | $ | ||||||||||||||||||||
See Notes to
Consolidated Financial Statements
| 5 |
FIRST COMMUNITY CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| Six months ended June 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 amortization (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 | ( | ) | ( | ) | ||||
| Gain on sale of other real estate owned | ( | ) | ||||||
| Amortization of intangibles | ||||||||
| Stock-based compensation | ||||||||
| (Increase) decrease in other assets | ( | ) | ||||||
| Decrease in other liabilities | ( | ) | ( | ) | ||||
| Net cash (used in) 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 | ||||||||
| Acquisition of Signature Bank of Georgia, net of cash and cash equivalents acquired | ||||||||
| Net cash used in investing activities | ( | ) | ( | ) | ||||
| Cash flows from financing activities: | ||||||||
| Increase in deposit accounts | ||||||||
| Increase (decrease) in securities sold under agreements to repurchase | ( | ) | ||||||
| Dividends paid: Common Stock | ( | ) | ( | ) | ||||
| Share repurchase | ( | ) | ||||||
| Dividend reinvestment plan | ||||||||
| Net cash provided by financing activities | ||||||||
| Net 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 | $ | $ | ||||||
| Supplemental 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 | ||||||||
| Recognition of operating lease right of use asset acquired in Signature Bank of Georgia acquisition | ||||||||
| Recognition of operating lease liability acquired in Signature Bank of Georgia acquisition | ||||||||
| 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 June 30, 2026 and December 31, 2025, and the Company’s results of operations for the three and six months ended June 30, 2026 and 2025, and cash flows for the six months ended June 30, 2026 and 2025. The results of operations for the three and six months ended June 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 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 in 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:
| 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, $
The fair value of the acquired assets and liabilities reflected in the table above is preliminary pending receipt of the final valuation for certain assets and liabilities. 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 June 30, 2026, through the 12-month measurement period. No adjustments to the preliminary fair value estimates were made during the three or six months ended June 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, $18.4 million 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:
| (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 is 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.
| Three months ended June 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Net interest income | $ | $ | ||||||
| Net income | $ | $ | ||||||
| Six months ended June 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 dilutive earnings per common share if the effect is dilutive.
| 10 |
| Three months | Six months | |||||||||||||||
| Ended June 30, | Ended June 30, | |||||||||||||||
| (In thousands except average market price and per share data) | 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Numerator (Net income available to common shareholders) | $ | $ | $ | $ | ||||||||||||
| Denominator | ||||||||||||||||
| Weighted average common shares outstanding for: | ||||||||||||||||
| Basic shares | ||||||||||||||||
| Dilutive securities: | ||||||||||||||||
| Deferred compensation | ||||||||||||||||
| Diluted common shares outstanding | ||||||||||||||||
| Earnings per common share: | ||||||||||||||||
| Basic | ||||||||||||||||
| Diluted | ||||||||||||||||
| The average market price used in calculating assumed number of shares | $ | $ | $ | $ | ||||||||||||
Note 4 - Investment Securities
The amortized cost and estimated fair values of investment securities are summarized below.
AVAILABLE-FOR-SALE:
| Gross | Gross | |||||||||||||||
| Amortized | Unrealized | Unrealized | ||||||||||||||
| (Dollars in thousands) | Cost | Gains | Losses | Fair Value | ||||||||||||
| June 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:
| (Dollars in thousands) | Amortized Cost Net of Allowance for Credit Losses | Gross Unrealized Gains | Gross Unrealized Losses | Fair Value | ||||||||||||
| June 30, 2026 | ||||||||||||||||
| Mortgage-backed securities | $ | $ | $ | ( | ) | $ | ||||||||||
| State and local government | ( | ) | ||||||||||||||
| Total | $ | $ | $ | ( | ) | $ | ||||||||||
| 11 |
| (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
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 June 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 June 30, 2026.
| June 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 | ||||||||||||||||||||||||
| Corporate and other securities | ||||||||||||||||||||||||
| Total | $ | $ | $ | $ | $ | $ | ||||||||||||||||||
The following table shows gross unrealized losses by 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 | $ | $ | ||||||||||||||||||||||
| 12 |
The following table shows a roll forward of the allowance for credit losses on held to maturity securities for the three and six months ended June 30, 2026 and 2025.
| Three Months | ||||
| Ended | ||||
| (Dollars in thousands) | June 30, 2026 | |||
| Allowance for Credit Losses on Held-to-Maturity Securities: | ||||
| State and local government | ||||
| Beginning balance, March 31, 2026 | $ | |||
| Release of allowance for credit losses | ( | ) | ||
| Ending balance, June 30, 2026 | $ | |||
| Three Months | ||||
| Ended | ||||
| (Dollars in thousands) | June 30, 2025 | |||
| Allowance for Credit Losses on Held-to-Maturity Securities: | ||||
| State and local government | ||||
| Beginning balance, March 31, 2025 | $ | |||
| Release of allowance for credit losses | ( | ) | ||
| Ending balance, June 30, 2025 | $ | |||
| Six Months | ||||
| Ended | ||||
| (Dollars in thousands) | June 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, June 30, 2026 | $ | |||
| Six Months | ||||
| Ended | ||||
| (Dollars in thousands) | June 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, June 30, 2025 | $ | |||
At June 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 June 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 June 30, 2026 and December 31, 2025. The state and local government securities held by the Company are highly rated by major rating agencies.
| 13 |
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 June 30, 2026 and December 31, 2025, aggregated by credit quality indicators.
| As of | As of | |||||||
| (Dollars in thousands) | June 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 June 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.
| Available-for-sale | ||||||||
| June 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 | ||||||||
| June 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 | $ | $ | ||||||
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 $
| June 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:
| 14 |
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.
The following table presents the Company’s recorded investment in loans by credit quality indicators by year of origination as of June 30, 2026 and charge-offs for the three months ended June 30, 2026:
| 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 | ||||||||||||||||||||||||||||||||||||
| 15 |
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 | ||||||||||||||||||||||||||||||||||||
| Total consumer - other | ||||||||||||||||||||||||||||||||||||
| Current period gross write-offs | ||||||||||||||||||||||||||||||||||||
| 16 |
The detailed activity in the allowance for credit losses and the recorded investment in loans receivable for the three and six months ended June 30, 2026 and June 30, 2025, is shown below:
| ($ in thousands) | Commercial | Real Estate Construction | Real Estate Mortgage Residential | Real Estate Mortgage Commercial | Consumer Home Equity | Consumer Other | Total Loans | |||||||||||||||||||||
| Balance at March 31, 2026 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Charge-offs | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||||
| Recoveries | ||||||||||||||||||||||||||||
| Provision for (release of) credit losses | ( | ) | ( | ) | ||||||||||||||||||||||||
| Balance at June 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 June 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 March 31, 2025 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
| Charge-offs | ( | ) | ( | ) | ||||||||||||||||||||||||
| Recoveries | ||||||||||||||||||||||||||||
| Provision for (release of) credit losses | ( | ) | ( | ) | ( | ) | ( | ) | ||||||||||||||||||||
| Balance at June 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 June 30, 2025 | $ | $ | $ | $ | $ | $ | $ | |||||||||||||||||||||
There were four loans modified for borrowers experiencing financial difficulty during the six months ended June 30, 2026, and two loans modified for borrowers experiencing financial difficulty during the same period ended June 30, 2025.
The following table shows the amortized cost basis as of June 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.
| June 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 | $ | % | ||||||||
| 17 |
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 | ||||||||||||||
| June 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 June 30, 2026 and December 31, 2025.
| Greater than | ||||||||||||||||||||||||||||
| (Dollars in thousands) | 30-59 Days | 60-89 Days | 90 Days and | Total | ||||||||||||||||||||||||
| June 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 | ||||||||||||||||||||||||||||
| $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||
| 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 | ||||||||||||||||||||||||||||
| $ | $ | $ | $ | $ | $ | $ | ||||||||||||||||||||||
The following table is a summary of the Company’s non-accrual loans by major categories for the periods indicated.
| June 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 | $ | $ | $ | |||||||||
| 18 |
| 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 $2,000 and $7,000 of interest income on non-accrual loans during the three and six months ended June 30, 2026, and the Company recognized $6,000 and $22,500 of interest income on non-accrual loans during the three and six months ended June 30, 2025.
During the three and six months ended June 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 June 30, 2026.
| (Dollars in thousands) | Amortized Cost Of | Related Allowance of | Amortized Cost with | |||||||||
| June 30, 2026 | Collateral Dependent Loans | Collateral Dependent Loans | No Related Allowance | |||||||||
| Commercial | $ | $ | $ | — | ||||||||
| Real Estate: | ||||||||||||
| Real Estate Construction | — | |||||||||||
| Real Estate Residential | — | |||||||||||
| Total Loans | $ | $ | $ | — | ||||||||
There were no collateral dependent loans that were individually evaluated at December 31, 2025.
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 $609,000 and $531,000 at June 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 six months ended June 30, 2026 and June 30, 2025.
| (Dollars in thousands) | Total Allowance for Credit Losses - Unfunded Commitments | |||
| Balance, March 31, 2026 | $ | |||
| Release of allowance for unfunded commitments | ( | ) | ||
| Balance, June 30, 2026 | $ | |||
| 19 |
| (Dollars in thousands) | Total Allowance for Credit Losses - Unfunded Commitments | |||
| Balance, December 31, 2025 | $ | |||
| Acquisition adjustments | ||||
| Release of allowance for unfunded commitments | ( | ) | ||
| Balance, June 30, 2026 | $ | |||
| (Dollars in thousands) | Total Allowance for Credit Losses - Unfunded Commitments | |||
| Balance, March 31, 2025 | $ | |||
| Provision for unfunded commitments | ||||
| Balance, June 30, 2025 | $ | |||
| (Dollars in thousands) | Total Allowance for Credit Losses - Unfunded Commitments | |||
| Balance, December 31, 2024 | $ | |||
| Provision for unfunded commitments | ||||
| Balance, June 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:
| 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.
| 20 |
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.
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 deposits 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.
| 21 |
The carrying amount and estimated fair value by classification level of the Company’s financial instruments as of June 30, 2026 and December 31, 2025 are as follows:
| June 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 | ||||||||||||||||||||
| 22 |
| 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 June 30, 2026 and December 31, 2025 that are measured on a recurring basis.
| (Dollars in thousands) | June 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 | $ | $ | $ | $ | ||||||||||||
| 23 |
There were no liabilities carried at fair value as of June 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.
| (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 June 30, 2026 and December 31, 2025 that are measured on a non-recurring basis. There were no Level 3 financial instruments as of June 30, 2026 and December 31, 2025 measured on a recurring basis.
| (Dollars in thousands) | June 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 June 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 June 30, 2026 and December 31, 2025, the significant unobservable inputs used in the fair value measurements were as follows:
| (Dollars in thousands) | Fair
Value as of June 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 | ||||||
| 24 |
Note 7 - Deposits
The Company’s total deposits are comprised of the following amounts at the dates indicated:
| June 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 six months ended June 30, 2026 and June 30, 2025.
| (Dollars in thousands) | Commercial | Investment | Government | |||||||||||||||||||||||||
| Three months ended June 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 | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| 25 |
| (Dollars in thousands) | Commercial | Investment | Government | |||||||||||||||||||||||||
| Three months ended June 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 (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 | |||||||||||||||||||||||||
| Six months ended June 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 | |||||||||||||||||||||||||
| Six months ended June 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 | $ | $ | $ | $ | $ | $ | ( |
) | $ | |||||||||||||||||||
| 26 |
The table below presents total assets for the Company’s reportable business segments as of June 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 June 30, 2026 | $ | $ | $ | $ | $ | $ | ( | ) | $ | |||||||||||||||||||
| Total Assets as of December 31, 2025 | $ | $ | $ | $ | $ | $ | ( | ) | $ | |||||||||||||||||||
Note 9 - Leases
At June 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) | June 30, 2026 | December 31, 2025 | ||||||
| Right-of-use assets | $ | $ | ||||||
| Lease liabilities | $ | $ | ||||||
| Weighted average remaining lease term | 9.74 years | 10.74 years | ||||||
| Weighted average discount rate | % | % | ||||||
| Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
| (Dollars in thousands) | 2026 | 2025 | 2026 | 2025 | ||||||||||||
| Operating lease cost | $ | $ | $ | $ | ||||||||||||
| Cash paid for amounts included in the measurement of lease liabilities | $ | $ | $ | $ | ||||||||||||
| 27 |
The following table shows future undiscounted lease payments for operating leases with initial terms of one year or more as of June 30, 2026.
| (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) | $ | |||
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 six months ended June 30, 2026 and 2025.
| June 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 income (loss) | ( | ) | ( | ) | ||||||||||||
| Amortization of unrealized loss on securities transferred to held-to-maturity | ||||||||||||||||
| Net other comprehensive income (loss) during period | ( | ) | ||||||||||||||
| Balance at June 30, 2026 | $ | ( | ) | $ | ( | ) | $ | $ | ( | ) | ||||||
| June 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 June 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 July 22, 2026, the Company and the Bank announced a planned management succession and leadership transition, effective January 1, 2027, pursuant to which J. Ted Nissen will retire from his executive officer and director positions with the Company and the Bank, 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. Additional information regarding this management succession and leadership transition is set forth in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on July 22, 2026.
Except as described above, management has reviewed events occurring after June 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 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; | |
| · | 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; | |
| · | 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; | |
| · | 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; | |
| · | 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; | |
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| · | 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, 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 six months ended June 30, 2026, as compared to the three and six months ended June 30, 2025, and analyzes our financial condition as of June 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.
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.
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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.
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 June 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 June 30, 2026 to the Three Months Ended June 30, 2025
Net Income
Our net income for the three months ended June 30, 2026 increased $2.4 million to $7.6 million, or $0.80 diluted earnings per common share, as compared to $5.2 million, or $0.67 diluted earnings per common share, for the three months ended June 30, 2025. The increase in net income between the two periods is primarily due to a $4.2 million increase in net interest income and a $1.4 million increase in non-interest income, partially offset by a $363,000 increase in provision for credit losses, $2.2 million increase in non-interest expense, and a $646,000 increase in income tax expense.
| · | The $4.2 million increase in net interest income results from a $310.6 million increase in average earning assets, partially driven by our acquisition of SGBG, and a 31 basis point increase in net interest margin between the two periods. | |
| · | The $126,000 provision for credit losses during the three months ended June 30, 2026 was primarily due to a $172,000 provision for credit losses on loans, partially offset by a $45,000 release of the allowance for credit losses – unfunded commitments and a $2,000 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 June 30, 2026, the Company recorded net charge-offs of $21,000. | |
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| · | The $237,000 release of allowance for credit losses during the three months ended June 30, 2025 was primarily due to a $268,000 decline in the allowance for credit losses – loans, partially offset by an increase of $34,000 in the allowance for credit losses – unfunded commitments. The decline in the allowance for credit losses – loans was primarily due to a three basis point decrease in our qualitative factors as of June 30, 2025. | |
| · | The $1.4 million increase in non-interest income was primarily related to increases of $191,000 in mortgage banking income, $535,000 in investment advisory fees and non-deposit commissions, and $704,000 in government guaranteed lending income, partially offset by a decline of $127,000 in gain on sale of other assets. The government guaranteed lending income came from a new segment, government guaranteed lending, acquired from SGBG. | |
| · | The $2.2 million increase in non-interest expense is primarily due to increases of $1.5 million in salaries and employee benefits, $121,000 in occupancy, $269,000 in merger, and $168,000 in other non-interest expense. | |
| · | Our effective tax rate was 22.01% during the three months ended June 30, 2026 compared to 22.41% during the three months ended June 30, 2025. During the second quarter of 2026, we purchased $900,000 in 2026 South Carolina Low-Income Housing Tax Credits, which resulted in an income tax benefit of $114,000. |
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 27.3%, to $19.5 million for the three months ended June 30, 2026 from $15.3 million for the three months ended June 30, 2025. Our net interest margin improved 31 basis points to 3.50% during the three months ended June 30, 2026 compared to 3.19% during the three months ended June 30, 2025. Our net interest margin, on a taxable equivalent basis, was 3.51% for the three months ended June 30, 2026 compared to 3.21% for the three months ended June 30, 2025. Average earning assets were $2.2 billion for the three months ended June 30, 2026 and $1.9 billion in the same period of 2025.
| · | The $4.2 million increase in net interest income results from a $310.6 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 31 basis point increase in net interest margin between the two periods. |
| · | The increase in average earning assets was primarily due to increases of $309.5 million in average loans, $4.6 million in average securities, partially offset by a decline of $3.6 million in average interest bearing deposits in other banks. We obtained $195.7 million in loans from the acquisition of SGBG and had organic loan growth, driving the increase in loans. We sold approximately 96% of the securities portfolio acquired from SGBG; growth in the securities portfolio is primarily driven by investment purchases. |
| · | Our earning asset yield rose 20 basis points to 5.24% for the three months ended June 30, 2026, compared to 5.04% for the three months ended June 30, 2025. |
| · | Investment securities represented 22.8% of average total earning assets for the three months ended June 30, 2026 compared to 26.3% during the same period in 2025. |
| · | Interest bearing deposits in other banks and fed funds sold represented 6.8% of average total earning assets for the three months ended June 30, 2026 compared to 8.1% during the same period in 2025. |
| · | Loans represented 70.4% of average total earning assets for the three months ended June 30, 2026 compared to 65.6% during the same period in 2025. |
| · | Market interest rates decreased as the Federal Reserve cut the target rate range. The target rate range for the federal funds rate was 3.50% - 3.75% at June 30, 2026 compared to 4.25% - 4.50% at June 30, 2025. |
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Average loans increased $309.5 million, or 24.5%, to $1.6 billion for the three months ended June 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 June 30, 2026 was 77.9%, as compared to 72.7% during the same period in 2025. The yield on loans increased 25 basis points to 6.02% during the three months ended June 30, 2026 from 5.77% 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.
Average securities for the three months ended June 30, 2026 increased $4.6 million, or 0.9%, to $510.1 million from $505.5 million during the same period in 2025. Interest-bearing deposits in other banks and fed funds sold decreased $3.5 million to $152.4 million during the three months ended June 30, 2026 from $155.9 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 3.33% for the three months ended June 30, 2026 from 3.43% for the same period in 2025. The yield on our interest-bearing deposits in other banks and fed funds sold was 3.54% for the three months ended June 30, 2026 compared to 4.32% during the same period in 2025.
The cost of interest-bearing liabilities was 2.42% during the three months ended June 30, 2026 compared to 2.56% during the same period in 2025. The cost of deposits, including demand deposits, was 1.76% during the three months ended June 30, 2026 compared to 1.82% during the same period in 2025. The cost of funds, including demand deposits, was 1.82% during the three months ended June 30, 2026 compared to 1.91% 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 $1.5 billion in pure deposits plus customer cash management repurchase agreements at June 30, 2026, December 31, 2025 and June 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 June 30, 2026 | Three months ended June 30, 2025 | |||||||||||||||||||||||
| Average | Interest | Yield/ | Average | Interest | Yield/ | |||||||||||||||||||
| (Dollars in thousands) | Balance | Earned/Paid | Rate | Balance | Earned/Paid | Rate | ||||||||||||||||||
| Assets | ||||||||||||||||||||||||
| Earning assets | ||||||||||||||||||||||||
| Loans(1) | $ | 1,572,564 | $ | 23,594 | 6.02 | % | $ | 1,263,027 | $ | 18,174 | 5.77 | % | ||||||||||||
| Non-taxable securities | 43,492 | 337 | 3.11 | % | 46,160 | 344 | 2.99 | % | ||||||||||||||||
| Taxable securities | 466,592 | 3,901 | 3.35 | % | 459,313 | 3,976 | 3.47 | % | ||||||||||||||||
| Int bearing deposits in other banks | 152,253 | 1,342 | 3.54 | % | 155,860 | 1,679 | 4.32 | % | ||||||||||||||||
| Fed funds sold | 122 | 1 | 3.29 | % | 18 | — | 0.00 | % | ||||||||||||||||
| Total earning assets | $ | 2,235,023 | $ | 29,175 | 5.24 | % | $ | 1,924,378 | $ | 24,173 | 5.04 | % | ||||||||||||
| Cash and due from banks | 28,046 | 25,103 | ||||||||||||||||||||||
| Premises and equipment | 29,679 | 29,732 | ||||||||||||||||||||||
| Goodwill and other intangibles | 32,134 | 15,024 | ||||||||||||||||||||||
| Other assets | 60,384 | 52,595 | ||||||||||||||||||||||
| Allowance for credit losses - investments | (16 | ) | (24 | ) | ||||||||||||||||||||
| Allowance for credit losses - loans | (18,400 | ) | (13,592 | ) | ||||||||||||||||||||
| Total assets | $ | 2,366,850 | $ | 2,033,216 | ||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||
| Interest-bearing liabilities | ||||||||||||||||||||||||
| Interest-bearing transaction accounts | $ | 543,720 | $ | 2,364 | 1.74 | % | $ | 347,536 | $ | 1,064 | 1.23 | % | ||||||||||||
| Money market accounts | 487,135 | 3,520 | 2.90 | % | 460,865 | 3,494 | 3.04 | % | ||||||||||||||||
| Savings deposits | 108,158 | 49 | 0.18 | % | 110,193 | 73 | 0.27 | % | ||||||||||||||||
| Time deposits | 350,813 | 2,929 | 3.35 | % | 343,998 | 3,268 | 3.81 | % | ||||||||||||||||
| Fed funds purchased | 1 | — | 0.00 | % | — | — | 0.00 | % | ||||||||||||||||
| Securities sold under agreements to repurchase | 101,061 | 566 | 2.25 | % | 110,233 | 681 | 2.48 | % | ||||||||||||||||
| Other long-term debt | 14,964 | 246 | 6.59 | % | 14,964 | 269 | 7.21 | % | ||||||||||||||||
| Total interest-bearing liabilities | $ | 1,605,852 | $ | 9,674 | 2.42 | % | $ | 1,387,789 | $ | 8,849 | 2.56 | % | ||||||||||||
| Demand deposits | 529,114 | 474,667 | ||||||||||||||||||||||
| Allowance for credit losses - unfunded commitments | 653 | 455 | ||||||||||||||||||||||
| Other liabilities | 7,620 | 18,208 | ||||||||||||||||||||||
| Shareholders’ equity | 223,611 | 152,097 | ||||||||||||||||||||||
| Total liabilities and shareholders’ equity | $ | 2,366,850 | $ | 2,033,216 | ||||||||||||||||||||
| Cost of deposits, including demand deposits | 1.76 | % | 1.82 | % | ||||||||||||||||||||
| Cost of funds, including demand deposits | 1.82 | % | 1.91 | % | ||||||||||||||||||||
| Net interest spread | 2.82 | % | 2.48 | % | ||||||||||||||||||||
| Net interest income/margin | $ | 19,501 | 3.50 | % | $ | 15,324 | 3.19 | % | ||||||||||||||||
| Net interest income/margin (tax equivalent)(2) | $ | 19,568 | 3.51 | % | $ | 15,377 | 3.21 | % | ||||||||||||||||
| (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. |
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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 June 30, | ||||||||||||
| 2026 versus 2025 | ||||||||||||
| Increase (Decrease) Due to Changes in(1) | ||||||||||||
| Volume | Rate | Total | ||||||||||
| (in thousands) | ||||||||||||
| Interest income: | ||||||||||||
| Loans | $ | 4,616 | $ | 804 | $ | 5,420 | ||||||
| Non-taxable securities | (20 | ) | 13 | (7 | ) | |||||||
| Taxable securities | 62 | (137 | ) | (75 | ) | |||||||
| Interest bearing deposits in other banks | (38 | ) | (299 | ) | (337 | ) | ||||||
| Fed funds sold | — | 1 | 1 | |||||||||
| Total interest income | $ | 4,620 | $ | 382 | $ | 5,002 | ||||||
| Interest expense: | ||||||||||||
| Interest-bearing transaction accounts | $ | 745 | $ | 555 | $ | 1,300 | ||||||
| Money market accounts | 194 | (168 | ) | 26 | ||||||||
| Savings deposits | (1 | ) | (23 | ) | (24 | ) | ||||||
| Time deposits | 64 | (403 | ) | (339 | ) | |||||||
| Securities sold under agreements to repurchase | (54 | ) | (61 | ) | (115 | ) | ||||||
| Other long-term debt | — | (23 | ) | (23 | ) | |||||||
| Total interest expense | $ | 948 | $ | (123 | ) | $ | 825 | |||||
| Net interest income | $ | 3,672 | $ | 505 | $ | 4,177 | ||||||
| (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 June 30, 2026 increased $1.4 million to $5.6 million from $4.2 million during the same period in 2025. The $1.4 million increase in non-interest income was primarily related to increases of $191,000 in mortgage banking income, $535,000 in investment advisory fees and non-deposit commissions, and $704,000 in government guaranteed lending income, partially offset by a decline of $127,000 in gain on sale of other assets. The government guaranteed lending income came from a new segment, government guaranteed lending, acquired from SGBG.
Mortgage banking income increased $191,000 to $1.1 million during the three months ended June 30, 2026 from $879,000 during the same period in 2025. Total production in the mortgage line of business in the second quarter of 2026 was $53.8 million, which was comprised of $38.3 million in secondary market loans, $2.3 million in adjustable rate mortgages (ARMs), and $13.2 million in construction loans. Total fee revenue in the mortgage line of business was $1.1 million in the three months ended June 30, 2026, which includes $1.1 million associated with the secondary market loans, with a gain-on-sale margin of 2.78%. This compares to production year-over-year of $62.9 million, which was comprised of $31.9 million in secondary market loans, $5.7 million in ARMs, and $25.3 million in construction loans during the same period of 2025. Fee revenue associated with the secondary market loans in the three months ended June 30, 2025 was $876,000 with a gain-on-sale margin of 2.74%.
Investment advisory fees rose $535,000 to $2.3 million during the three months ended June 30, 2026 from $1.8 million during the same period in 2025. Total assets under management increased to $1.4 billion at June 30, 2026 from $1.2 billion at December 31, 2025. Our net new assets under management were $10.4 million during the three months ended June 30, 2026. Furthermore, our investment performance for the three months ended June 30, 2026 was 21.0% compared to 14.9% for the S&P 500. Our customers’ assets under management are allocated across a range of asset classes, including equities, bonds, and cash.
Fee revenue from the new Government Guaranteed Lending line of business was $704,000 during the three months ended June 30, 2026. Production in this line of business in the second quarter of 2026 included $16.1 million in SBA loans. During the quarter, we sold $8.9 million in loans, which resulted in a premium of $671,000 and a gain-on-sale margin of 9.59%.
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Other non-interest income increased $139,000 to $1.4 million during the three months ended June 30, 2026 from $1.2 million during the same period in 2025. The $139,000 increase was primarily due to increases in other non-recurring income (gain on insurance proceeds) of $80,000, rental income of $20,000, and wire transfer fees of $16,000.
The following table shows the components of non-interest income for the three-month periods ended June 30, 2026 and June 30, 2025.
| (Dollars in thousands) | Three months ended June 30, | |||||||
| 2026 | 2025 | |||||||
| Deposit service charges | $ | 213 | $ | 224 | ||||
| Mortgage banking income | 1,070 | 879 | ||||||
| Investment advisory fees and non-deposit commissions | 2,286 | 1,751 | ||||||
| Government guaranteed lending | 704 | — | ||||||
| Gain on sale of other assets | — | 127 | ||||||
| Other non-recurring income | 80 | — | ||||||
| ATM debit card income | 745 | 748 | ||||||
| Bank owned life insurance | 214 | 206 | ||||||
| Rental income | 126 | 106 | ||||||
| Other service fees including safe deposit box fees | 55 | 54 | ||||||
| Wire transfer fees | 55 | 38 | ||||||
| Other | 89 | 73 | ||||||
| Total | $ | 5,637 | $ | 4,206 | ||||
Non-interest expense increased $2.2 million during the three months ended June 30, 2026 to $15.3 million compared to $13.1 million during the same period in 2025. The increase in non-interest expense was primarily due to increases of $1.5 million in salaries and employee benefits, $121,000 in occupancy, $269,000 in merger, and $168,000 in other non-interest expense.
| · | Salary and benefits expense increased $1.5 million to $9.5 million during the three months ended June 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 mortgage banking and financial planning and investment advisory commissions, and increased incentive accruals driven by stronger performance. We had 298 full-time equivalent employees at June 30, 2026 compared to 273 full-time equivalent employees at June 30, 2025. | |
| · | Occupancy expenses increased $121,000 to $893,000 from $772,000. 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 increased $269,000 to $503,000 from $234,000. These costs were primarily composed of legal and professional fees related to the merger with SGBG. |
| · | Other non-interest expense increased $168,000 to $3.3 million during the three months ended June 30, 2026 from $3.1 million during the same period in 2025. |
| - | Core banking and electronic processing and services increased $83,000 to $792,000 from $709,000 primarily due to additional expenses related to the acquisition of SGBG, higher customer activity, and enhanced technology. | |
| - | ATM/debit card processing increased $117,000 to $521,000 from $404,000 primarily due to higher customer activity and enhanced technology. | |
| - | Software subscriptions and services increased $171,000 to $562,000 from $391,000 primarily due to additional expenses related to the acquisition of SGBG, new subscriptions and services, and higher renewal prices. | |
| - | Legal and professional fees decreased $343,000 to $37,000 from $380,000, primarily due to accrual adjustments due to lower estimates of legal expenses. | |
| - | Other real estate expense decreased $107,000 to $3,000 from $110,000 due to lower write-downs on other real estate owned. |
| 36 |
The following table shows the components of non-interest expense for the three-month periods ended June 30, 2026 and June 30, 2025.
| (Dollars in thousands) | Three months ended June 30, | |||||||
| 2026 | 2025 | |||||||
| Salaries and employee benefits | $ | 9,514 | $ | 8,060 | ||||
| Occupancy | 893 | 772 | ||||||
| Equipment | 406 | 390 | ||||||
| Marketing and public relations | 289 | 208 | ||||||
| FDIC insurance assessments | 294 | 274 | ||||||
| Other real estate expense | 3 | 110 | ||||||
| Amortization of intangibles | 101 | 40 | ||||||
| Merger | 503 | 234 | ||||||
| Core banking and electronic processing and services* | 792 | 709 | ||||||
| ATM/debit card processing | 521 | 404 | ||||||
| Software subscriptions and services | 562 | 391 | ||||||
| Supplies | 47 | 40 | ||||||
| Telephone | 125 | 108 | ||||||
| Courier | 89 | 76 | ||||||
| Correspondent services | 87 | 71 | ||||||
| Insurance | 110 | 108 | ||||||
| Debit card and fraud losses | 26 | 31 | ||||||
| Investment advisory services | 102 | 86 | ||||||
| Loan processing and closing costs | 124 | 69 | ||||||
| Director fees | 213 | 155 | ||||||
| Legal and professional fees | 37 | 380 | ||||||
| Shareholder expense | 78 | 72 | ||||||
| Other | 357 | 295 | ||||||
| Total | $ | 15,273 | $ | 13,083 | ||||
| * | 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 $2.1 million and $1.5 million for the three months ended June 30, 2026 and 2025, respectively. Our effective tax rate was 22.01% and 22.41% for the three months ended June 30, 2026 and 2025, respectively. During the second quarter of 2026, we purchased $900,000 in 2026 South Carolina Low-Income Housing Tax Credits, which resulted in an income tax benefit of $114,000.
Comparison of Results of Operations for the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025
Net Income
Our net income for the six months ended June 30, 2026 increased $3.9 million to $13.1 million, or $1.39 diluted earnings per common share, from $9.2 million, or $1.18 diluted earnings per common share for the six months ended June 30, 2025. The increase in net income between the two periods is primarily due to an increase of $8.2 million in net interest income, an increase of $2.2 million in total non-interest income, and a decrease of $101,000 in income tax expense, partially offset by an increase of $119,000 in provision for credit losses and an increase of $6.5 million in total non-interest expense.
| · | The $8.2 million increase in net interest income results from an increase of $329.8 million in average earning assets, combined with an increase of 0.27% in the net interest margin between the two periods. | |
| · | The $319,000 provision for credit losses during the six months ended June 30, 2026 was primarily due to a $396,000 provision for credit losses on loans, partially offset by a $74,000 release of the allowance for credit losses – unfunded commitments and a $5,000 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 six months ended June 30, 2026, the Company recorded net charge-offs of $26,000. | |
| · | The $2.2 million increase in non-interest income is primarily related to increases in mortgage banking income of $113,000, investment advisory fees and non-deposit commissions of $1.0 million, and government guaranteed lending income of $1.1 million, partially offset by a decline of $127,000 in gain on sale of other assets. | |
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| · | Non-interest expense increased $6.5 million during the six months ended June 30, 2026 to $32.3 million compared to $25.8 million during the same period in 2025. This increase is primarily due to an increase of $3.3 million in salaries and employee benefits, an increase of $161,000 in occupancy, an increase of $127,000 in marketing and public relations, an increase of $118,000 in amortization of intangible, an increase of $1.9 million in merger expense, and an increase of $925,000 in other non-interest expense. | |
| · | Our effective tax rate was 16.47% and 22.60% for the six months ended June 30, 2026 and 2025, respectively. The decrease in the effective tax rate was due to an adjustment of $878,000 due to federal tax credits purchased during the three months ended March 31, 2026, and due to an adjustment of $114,000 due to South Carolina state tax credits purchased during the three months ended June 30, 2026. |
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 $8.2 million to $37.9 million for the six months ended June 30, 2026 from $29.7 million for the six months ended June 30, 2025. Our net interest margin increased by 0.27% to 3.43% during the six months ended June 30, 2026 from 3.16% during the six months ended June 30, 2025. Our net interest margin, on a taxable equivalent basis, was 3.44% for the six months ended June 30, 2026 compared to 3.17% for the six months ended June 30, 2025. Average earning assets increased $329.8 million, or 17.4%, to $2.2 billion for the six months ended June 30, 2026 compared to $1.9 billion in the same period of 2025.
| · | The $8.2 million increase in net interest income results from increases of $329.8 million in average earning assets, combined with the improvement of 27 basis points in the net interest margin between the two periods. | |
| · | The increase in average earning assets was primarily due to a $291.0 million increase in loans, an $8.0 million increase in total securities, and a $30.7 million increase in interest-bearing deposits in other banks. | |
| · | The increase in our earning asset yield to 5.18% during the six months ended June 30, 2026 from 5.02% from the same period of 2025 was due to a change in the mix of our earning assets from lower yielding securities to higher yielding loans and short-term investments, which resulted in a higher percentage of earning assets in higher yielding loans and interest-bearing bank balances. |
| - | Investment securities represented 22.7% of average total earning assets for the six months ended June 30, 2026 compared to 26.3% during the same period in 2025. | |
| Interest-bearing deposits in other banks and fed funds sold represented 8.0% of average total earning assets for the six months ended June 30, 2026 compared to 7.8% during the same period in 2025. | ||
| - | Loans represented 69.2% of average total earning assets for the six months ended June 30, 2026 compared to 65.9% during the same period in 2025. | |
| - | The target range of federal funds was 3.50% - 3.75% at June 30, 2026 compared to 4.25% - 4.50% at June 30, 2025. |
Average loans increased $291.0 million, or 23.3%, to $1.5 billion for the six months ended June 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 six months ended June 30, 2026 was 77.2%, as compared to 73.4% during the same period in 2025. The yield on loans increased 0.24% to 5.98% during the six months ended June 30, 2026 from 5.74% 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 six months ended June 30, 2026 increased $8.0 million, or 1.6%, to $506.8 million from $498.9 million during the same period in 2025. The increase in securities was due to the purchase of securities and a reduction in unrealized losses on our available-for-sale securities portfolio, partially offset by normal principal cash flows from the securities portfolio. Interest-bearing deposits in other banks increased $30.7 million to $179.0 million during the six months ended June 30, 2026 from $148.3 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 3.33% for the six months ended June 30, 2026 from 3.42% for the same period in 2025. The yield on our interest-bearing deposits in other banks decreased to 3.52% for the six months ended June 30, 2026 from 4.31% for the same period in 2025 due to lower market interest rates.
The yields on earning assets for the six months ended June 30, 2026 and 2025 were 5.18% and 5.02%, respectively.
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The cost of interest-bearing liabilities was 2.43% during the six months ended June 30, 2026 compared to 2.57% during the same period in 2025. The cost of deposits, including demand deposits, was 1.78% during the six months ended June 30, 2026 compared to 1.84% during the same period in 2025. The cost of funds, including demand deposits, was 1.84% during the six months ended June 30, 2026 compared to 1.92% 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 six months ended June 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 83.0% 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.
| 39 |
FIRST COMMUNITY CORPORATION
Yields
on Average Earning Assets and
Rates on Average Interest-Bearing Liabilities
| Six months ended June 30, 2026 | Six months ended June 30, 2025 | |||||||||||||||||||||||
| Average | Interest | Yield/ | Average | Interest | Yield/ | |||||||||||||||||||
| (Dollars in thousands) | Balance | Earned/Paid | Rate | Balance | Earned/Paid | Rate | ||||||||||||||||||
| Assets | ||||||||||||||||||||||||
| Earning assets | ||||||||||||||||||||||||
| Loans(1) | $ | 1,542,199 | $ | 45,723 | 5.98 | % | $ | 1,251,192 | $ | 35,618 | 5.74 | % | ||||||||||||
| Non-taxable securities | 43,238 | 661 | 3.08 | % | 46,571 | 687 | 2.97 | % | ||||||||||||||||
| Taxable securities | 463,599 | 7,701 | 3.35 | % | 452,297 | 7,783 | 3.47 | % | ||||||||||||||||
| Int bearing deposits in other banks | 178,965 | 3,127 | 3.52 | % | 148,247 | 3,166 | 4.31 | % | ||||||||||||||||
| Fed funds sold | 167 | 2 | 2.42 | % | 40 | 1 | 5.04 | % | ||||||||||||||||
| Total earning assets | $ | 2,228,168 | $ | 57,214 | 5.18 | % | $ | 1,898,347 | $ | 47,255 | 5.02 | % | ||||||||||||
| Cash and due from banks | 28,219 | 24,868 | ||||||||||||||||||||||
| Premises and equipment | 29,781 | 29,802 | ||||||||||||||||||||||
| Goodwill and other intangibles | 31,399 | 15,043 | ||||||||||||||||||||||
| Other assets | 59,916 | 52,866 | ||||||||||||||||||||||
| Allowance for credit losses - investments | (17 | ) | (23 | ) | ||||||||||||||||||||
| Allowance for credit losses - loans | (17,998 | ) | (13,406 | ) | ||||||||||||||||||||
| Total assets | $ | 2,359,468 | $ | 2,007,497 | ||||||||||||||||||||
| Liabilities | ||||||||||||||||||||||||
| Interest-bearing liabilities | ||||||||||||||||||||||||
| Interest-bearing transaction accounts | $ | 529,513 | $ | 4,590 | 1.75 | % | $ | 339,760 | $ | 2,029 | 1.20 | % | ||||||||||||
| Money market accounts | 490,363 | 7,071 | 2.91 | % | 450,630 | 6,813 | 3.05 | % | ||||||||||||||||
| Savings deposits | 106,886 | 96 | 0.18 | % | 111,624 | 153 | 0.28 | % | ||||||||||||||||
| Time deposits | 349,847 | 5,866 | 3.38 | % | 338,835 | 6,514 | 3.88 | % | ||||||||||||||||
| Fed funds purchased | — | — | NA | % | 1 | — | 0.00 | % | ||||||||||||||||
| Securities sold under agreements to repurchase | 111,443 | 1,230 | 2.23 | % | 120,449 | 1,494 | 2.50 | % | ||||||||||||||||
| Other long-term debt | 14,964 | 491 | 6.62 | % | 14,964 | 538 | 7.25 | % | ||||||||||||||||
| Total interest-bearing liabilities | $ | 1,603,016 | $ | 19,344 | 2.43 | % | $ | 1,376,263 | $ | 17,541 | 2.57 | % | ||||||||||||
| Demand deposits | 522,072 | 462,677 | ||||||||||||||||||||||
| Allowance for credit losses - unfunded commitments | 662 | 467 | ||||||||||||||||||||||
| Other liabilities | 14,104 | 18,658 | ||||||||||||||||||||||
| Shareholders’ equity | 219,614 | 149,432 | ||||||||||||||||||||||
| Total liabilities and shareholders’ equity | $ | 2,359,468 | $ | 2,007,497 | ||||||||||||||||||||
| Cost of deposits, including demand deposits | 1.78 | % | 1.84 | % | ||||||||||||||||||||
| Cost of funds, including demand deposits | 1.84 | % | 1.92 | % | ||||||||||||||||||||
| Net interest spread | 2.75 | % | 2.45 | % | ||||||||||||||||||||
| Net interest income/margin | $ | 37,870 | 3.43 | % | $ | 29,714 | 3.16 | % | ||||||||||||||||
| Net interest income/margin (tax equivalent) (2) | $ | 38,024 | 3.44 | % | $ | 29,818 | 3.17 | % | ||||||||||||||||
| (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. |
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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.
| Six Months Ended June 30, | ||||||||||||
| 2026 versus 2025 | ||||||||||||
| Increase (Decrease) Due to Changes in(1) | ||||||||||||
| Volume | Rate | Total | ||||||||||
| (in thousands) | ||||||||||||
| Interest income: | ||||||||||||
| Loans | $ | 8,576 | $ | 1,529 | $ | 10,105 | ||||||
| Non-taxable securities | (50 | ) | 24 | (26 | ) | |||||||
| Taxable securities | 192 | (274 | ) | (82 | ) | |||||||
| Interest-bearing deposits in other banks | 592 | (631 | ) | (39 | ) | |||||||
| Fed funds sold | 2 | (1 | ) | 1 | ||||||||
| Total interest income | $ | 9,312 | $ | 647 | $ | 9,959 | ||||||
| Interest expense: | ||||||||||||
| Interest-bearing transaction accounts | $ | 1,416 | $ | 1,145 | $ | 2,561 | ||||||
| Money market accounts | 582 | (324 | ) | 258 | ||||||||
| Savings deposits | (6 | ) | (51 | ) | (57 | ) | ||||||
| Time deposits | 206 | (854 | ) | (648 | ) | |||||||
| Securities sold under agreements to repurchase | (107 | ) | (157 | ) | (264 | ) | ||||||
| Other long-term debt | — | (47 | ) | (47 | ) | |||||||
| Total interest expense | $ | 2,091 | $ | (288 | ) | $ | 1,803 | |||||
| Net interest income | $ | 7,221 | $ | 935 | $ | 8,156 | ||||||
| (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 six months ended June 30, 2026 increased $2.2 million to $10.4 million from $8.2 million during the same period in 2025. The increase in non-interest income was primarily related to increases in mortgage banking income, investment advisory fees and non-deposit commissions, government guaranteed lending income, and other non-interest income, partially offset by a decline in gain on sale of other real estate owned. The government guaranteed lending income came from a new segment, government guaranteed lending, acquired from SGBG.
Mortgage banking income increased by $113,000 to $1.8 million during the six months ended June 30, 2026 from $1.6 million during the same period in 2025. Secondary mortgage production during the six months ended June 30, 2026 was $63.7 million compared to $57.7 million during the same period in 2025 while the gain on sale margin declined to 2.73% during the six months ended June 30, 2026 from 2.83% during the same period in 2025.
Investment advisory fees and non-deposit commissions increased $1.0 million to $4.6 million during the six months ended June 30, 2026 from $3.6 million during the same period in 2025. Total assets under management increased to $1.4 billion at June 30, 2026 compared to $1.2 billion at December 31, 2025 and $1.0 billion at June 30, 2025. Our net new assets were $16.4 million during the six months ended June 30, 2026. Furthermore, our investment performance for the six-month period from December 31, 2025 to June 30, 2026 was 16.38% compared to 9.55% for the S&P 500. Our customers’ assets under management are allocated across a range of asset classes, including equities, bonds, and cash.
Fee revenue from the new Government Guaranteed Lending line of business was $1.1 million during the six months ended June 30, 2026. Production in this line of business in the first half of 2026 included $18.5 million in SBA loans. During the period, we sold $13.5 million in loans, which resulted in a premium of $865,000 and a gain-on-sale margin of 7.89%.
Gain on sale of other real estate owned decreased $127,000 to zero during the six months ended June 30, 2026 from $127,000 during the same period in 2025 due to a sale of other real estate owned during the six months ended June 30, 2025.
| 41 |
Other non-interest income increased $158,000 to $2.6 million during the six months ended June 30, 2026 from $2.4 million during the same period in 2025. The $158,000 increase was primarily due to increases in other non-recurring gain on insurance proceeds income of $80,000, rental income of $35,000, and wire transfer fees of $35,000.
The following table shows the components of non-interest income for the six-month periods ended June 30, 2026 and June 30, 2025.
| (Dollars in thousands) | Six months ended June 30, | |||||||
| 2026 | 2025 | |||||||
| Deposit service charges | $ | 436 | $ | 445 | ||||
| Mortgage banking income | 1,751 | 1,638 | ||||||
| Investment advisory fees and non-deposit commissions | 4,557 | 3,557 | ||||||
| Government guaranteed lending income | 1,104 | — | ||||||
| Gain on sale of other real estate owned | — | 127 | ||||||
| ATM debit card income | 1,418 | 1,443 | ||||||
| Recurring income on bank owned life insurance | 423 | 408 | ||||||
| Non-recurring income | 80 | — | ||||||
| Rental income | 257 | 222 | ||||||
| Other service fees including safe deposit box fees | 112 | 116 | ||||||
| Wire transfer fees | 108 | 73 | ||||||
| Other | 181 | 159 | ||||||
| $ | 10,427 | $ | 8,188 | |||||
Non-interest expense increased $6.5 million during the six months ended June 30, 2026 to $32.3 million compared to $25.8 million during the same period in 2025. This increase is primarily due to an increase of $3.3 million in salaries and employee benefits, an increase of $161,000 in occupancy, an increase of $127,000 in marketing and public relations, an increase of $118,000 in amortization of intangible, an increase of $1.9 million in merger expense, and an increase of $925,000 in other non-interest expense.
| · | Salary and benefits expense increased $3.3 million to $19.0 million during the six months ended June 30, 2026 from $15.7 million during the same period in 2025. This increase is primarily a result of new personnel retained from SGBG, normal salary adjustments and higher mortgage banking and financial planning and investment advisory commissions, as well as increased incentive accruals due to high performance. We had 298 full-time equivalent employees at June 30, 2026 compared to 273 full-time equivalent employees at June 30, 2025. | |
| · | Occupancy expense increased $161,000 to $1.7 million during the six months ended June 30, 2026 from $1.5 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 $127,000 to $849,000 during the six months ended June 30, 2026 from $722,000 during the same period in 2025 primarily due to the timing of planned marketing campaigns. | |
| · | Amortization of intangible increased $118,000 to $197,000 during the six months ended June 30, 2026 from $79,000 during the same period in 2025 due to amortization of intangibles obtained as part of the SGBG acquisition. | |
| · | Merger expense increased $1.9 million to $2.0 million during the six months ended June 30, 2026 from $234,000 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 $925,000 to $7.1 million during the six months ended June 30, 2026 from $6.2 million during the same period in 2025. |
| - | Core banking and electronic processing and services increased $210,000 to $1.7 million from $1.5 million, primarily due to additional expenses related to the acquisition of SGBG, higher customer activity, and enhanced technology. | |
| - | ATM/debit card processing increased $195,000 to $926,000 from $731,000 primarily due to increased usage. |
| - | Software subscriptions and services increased $430,000 to $1.2 million from $739,000 primarily due to additional expenses related to the acquisition of SGBG, new subscriptions and services, and higher renewal prices. |
| - | Director fees increased $110,000 to $417,000 from $307,000 due to additional board members from the SGBG acquisition and increased meeting frequency. |
| - | Legal and professional fees decreased $383,000 to $463,000 from $846,000. This decline was primarily due to accrual adjustments made during the second quarter of 2026. |
| 42 |
The following table shows the components of non-interest expense for the six-month periods ended June 30, 2026 and June 30, 2025.
| (Dollars in thousands) | Six months ended June 30, | |||||||
| 2026 | 2025 | |||||||
| Salaries and employee benefits | $ | 19,006 | $ | 15,717 | ||||
| Occupancy | 1,710 | 1,549 | ||||||
| Equipment | 785 | 780 | ||||||
| Marketing and public relations | 849 | 722 | ||||||
| FDIC insurance assessments | 566 | 574 | ||||||
| Other real estate expense | 7 | 122 | ||||||
| Amortization of intangibles | 197 | 79 | ||||||
| Merger | 2,084 | 234 | ||||||
| Core banking and electronic processing and services* | 1,675 | 1,465 | ||||||
| ATM/debit card processing | 926 | 731 | ||||||
| Software subscriptions and services | 1,169 | 739 | ||||||
| Supplies | 69 | 69 | ||||||
| Telephone | 252 | 217 | ||||||
| Courier | 174 | 164 | ||||||
| Correspondent services | 179 | 143 | ||||||
| Insurance | 227 | 216 | ||||||
| Debit card and fraud losses | 165 | 107 | ||||||
| Investment advisory services | 210 | 185 | ||||||
| Loan processing and closing costs | 224 | 128 | ||||||
| Director fees | 417 | 307 | ||||||
| Legal and professional fees | 463 | 846 | ||||||
| Shareholder expense | 162 | 170 | ||||||
| Other | 788 | 573 | ||||||
| Total | $ | 32,304 | $ | 25,837 | ||||
| * | 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 $2.6 million and $2.7 million for the six months ended June 30, 2026 and 2025, respectively. Our effective tax rate was 16.47% and 22.60% for the six months ended June 30, 2026 and 2025, respectively. The decrease in the effective tax rate was due to an adjustment of $878,000 due to federal tax credits purchased and an adjustment of $114,000 due to state tax credits purchased during the six months ended June 30, 2026.
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 June 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:
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| Six Months Ended | ||||||||
| June 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Beginning balance of allowance for credit losses - loans | $ | 18,364 | $ | 13,135 | ||||
| Loans charged-off: | ||||||||
| Commercial | 3 | — | ||||||
| Real Estate Mortgage – Commercial | — | — | ||||||
| Consumer - Other | 26 | 31 | ||||||
| Total loans charged-off | 29 | 31 | ||||||
| Recoveries: | ||||||||
| Commercial | 1 | 9 | ||||||
| Real Estate Mortgage – Residential | — | — | ||||||
| Real Estate Mortgage – Commercial | 2 | 7 | ||||||
| Real Estate – Construction | 1 | 1 | ||||||
| Consumer – Home Equity | 1 | 5 | ||||||
| Consumer – Other | 3 | 10 | ||||||
| Total recoveries | 8 | 32 | ||||||
| Net loan charge-offs (recoveries) | 21 | (1 | ) | |||||
| Provision for credit losses - loans | 172 | 194 | ||||||
| Balance at period end | $ | 18,515 | $ | 13,330 | ||||
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
| June 30, 2026 | December 31, 2025 | |||||||||||||||
| % of Allowance in | % of Allowance in | |||||||||||||||
| (Dollars in thousands) | Amount | Category | Amount | Category | ||||||||||||
| Commercial | $ | 1,686 | 9.1 | % | $ | 1,050 | 7.6 | % | ||||||||
| Real Estate – Construction | 4,096 | 22.1 | % | 1,654 | 12.0 | % | ||||||||||
| Real Estate Mortgage: | ||||||||||||||||
| Residential | 1,611 | 8.7 | % | 1,720 | 12.5 | % | ||||||||||
| Commercial | 9,873 | 53.4 | % | 8,349 | 60.4 | % | ||||||||||
| Consumer: | ||||||||||||||||
| Home Equity | 853 | 4.6 | % | 706 | 5.1 | % | ||||||||||
| Other | 396 | 2.1 | % | 327 | 2.4 | % | ||||||||||
| Total | $ | 18,515 | 100.0 | % | $ | 13,806 | 100.0 | % | ||||||||
Credit Metrics
We have a significant portion of our loan portfolio with real estate as the underlying collateral. As of June 30, 2026 and December 31, 2025, approximately 91.7% 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.
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The non-performing asset ratio was 0.04% of total assets with the nominal level of $887,000 in non-performing assets at June 30, 2026 compared to 0.02% and $372,000 at December 31, 2025. Non-accrual loans increased to $300,000 at June 30, 2026 from $202,000 at December 31, 2025. We had four accruing loans past due 90 days or more totaling $419,000 at June 30, 2026 compared to $2,000 at December 31, 2025. Loans past due 30 days or more represented 0.26% of the loan portfolio at June 30, 2026 compared to 0.07% at December 31, 2025. The ratio of classified loans plus OREO and repossessed assets increased to 2.55% of total bank regulatory risk-based capital at June 30, 2026 from 0.76% at December 31, 2025.
During the six months ended June 30, 2026, we experienced net charge-offs, including overdrafts, of $26,000 and net loan recoveries, excluding overdrafts, of $3,000. In comparison, during the six months ended June 30, 2025, we experienced net recoveries, including overdrafts, of $1,000 and net loan recoveries, excluding overdrafts, of $19,000.
There were eight loans totaling $719,000 (0.05% of total loans) included on non-performing status (non-accrual loans and loans past due 90 days and still accruing) at June 30, 2026. Four of these loans were on non-accrual status. The largest loan of the four is $193,000 and is secured by real estate. The balance of the remaining loans on non-accrual status is $107,000. These loans are secured by business assets. At June 30, 2026, we had four accruing loans that were past due 90 days or more. At both June 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 June 30, 2026 we have five 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 $2.4 million allowance for credit losses on our individually assessed loans at June 30, 2026 and none at December 31, 2025. At June 30, 2026, we had $3.7 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.
The following table summarizes the activity related to our allowance for credit losses for the periods indicated:
| Six Months Ended | ||||||||
| June 30, | ||||||||
| (Dollars in thousands) | 2026 | 2025 | ||||||
| Average loans outstanding (excluding loans held-for-sale) | $ | 1,530,385 | $ | 1,242,889 | ||||
| Loans outstanding at period end (excluding loans held-for-sale) | $ | 1,578,292 | $ | 1,260,055 | ||||
| Non-performing assets: | ||||||||
| Non-accrual loans | $ | 300 | $ | 210 | ||||
| Loans 90 days past due still accruing | 419 | 66 | ||||||
| Foreclosed real estate | 168 | 194 | ||||||
| Total non-performing assets | $ | 887 | $ | 470 | ||||
| Net charge-offs to average loans (annualized) | 0.00 | % | 0.00 | % | ||||
| Allowance as percent of total loans | 1.17 | % | 1.06 | % | ||||
| Non-performing assets as % of total assets | 0.04 | % | 0.02 | % | ||||
| Allowance as % of non-performing loans | 2,575.10 | % | 4,829.71 | % | ||||
| Non-accrual loans as % of total loans | 0.02 | % | 0.02 | % | ||||
| Allowance as % of non-accrual loans | 6,164.11 | % | 6,347.62 | % | ||||
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The following table details net charge-offs to average loans outstanding by loan category for the periods indicated.
| Six Months Ended June 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 | $ | 106,272 | 0.00 | % | $ | (9 | ) | $ | 88,807 | (0.01 | )% | |||||||||||
| Real estate: | ||||||||||||||||||||||||
| Construction | (1 | ) | 184,060 | 0.00 | % | (1 | ) | 150,538 | 0.00 | % | ||||||||||||||
| Mortgage-residential | — | 129,656 | 0.00 | % | — | 124,514 | 0.00 | % | ||||||||||||||||
| Mortgage-commercial | (5 | ) | 1,032,541 | 0.00 | % | (7 | ) | 814,815 | 0.00 | % | ||||||||||||||
| Consumer: | ||||||||||||||||||||||||
| Home Equity | (3 | ) | 58,631 | 0.00 | % | (5 | ) | 44,204 | (0.01 | )% | ||||||||||||||
| Other | 33 | 19,225 | 0.17 | % | 21 | 20,011 | 0.10 | % | ||||||||||||||||
| Total: | $ | 25 | $ | 1,530,385 | 0.00 | % | $ | (1 | ) | $ | 1,242,889 | 0.00 | % | |||||||||||
| (1) | Average loans exclude loans held-for-sale. |
Financial Position
Assets increased $314.6 million, or 15.3% (30.8% annualized), to $2.4 billion at June 30, 2026 from $2.1 billion at December 31, 2025. The increase in assets was primarily due to increases in cash and due from banks of $7.8 million, investment securities available for sale of $28.5 million, loans held-for-investment of $267.3 million, goodwill of $14.8 million, intangible assets of $2.4 million, and other assets of $13.3 million, partially offset by a decrease in interest-bearing bank balances of $6.7 million and investment securities held-to-maturity of $10.2 million, and an increase in allowance for credit losses of $4.7 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 Signature Bank of Georgia.
Loans and loans held-for-sale
Loans held-for-sale increased to $11.9 million at June 30, 2026 from $10.7 million at December 31, 2025. Loans (excluding loans held-for-sale) increased $267.3 million, or 20.4% (41.1% annualized), to $1.6 billion at June 30, 2026 from $1.3 billion at December 31, 2025. Total loan production, excluding mortgage secondary market and new construction residential real estate, was $151.5 million during the six months ended June 30, 2026 compared to $99.9 million during the same period in 2025. Advances from unfunded commercial construction loans available for draws were $35.1 million during the six months ended June 30, 2026 compared to $23.8 million during the same period in 2025. Payoffs and paydowns totaled $95.1 million during the six months ended June 30, 2026 compared to $60.7 million during the same period in 2025.
Total production in the mortgage line of business in the six months ended June 30, 2026 was $95.8 million which was comprised of $63.7 million in secondary market loans, $4.2 million in adjustable rate mortgages (ARMs), and $27.9 million in construction loans. Total mortgage production during the six months ended June 30, 2025 was $106.7 million, $57.7 million of the production was originated to be sold in the secondary market, $9.6 million of the loan production was originated as ARM loans for our loans held-for-investment portfolio, and $39.4 million of the loan production 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 June 30, 2026 and December 31, 2025 was 78.5% and 75.6%, respectively. The loan-to-deposit ratio (excluding loans held-for-sale) at June 30, 2026 and December 31, 2025 was 77.9% 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 June 30, 2026, the non-owner occupied commercial real estate loans and the construction and land development loans were approximately 314% and 70% 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 55% from June 30, 2023 to June 30, 2026. We have expertise and a long history in originating and managing commercial real estate loans. We have a strong credit underwriting process, which 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.
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The following table shows the composition of the loan portfolio by category at the dates indicated:
| June 30, 2026 | December 31, 2025 | |||||||||||||||
| (Dollars in thousands) | Amount | Percent | Amount | Percent | ||||||||||||
| Commercial | $ | 109,786 | 7.0 | % | $ | 91,930 | 7.0 | % | ||||||||
| Real estate: | ||||||||||||||||
| Construction | 187,550 | 11.9 | % | 152,077 | 11.5 | % | ||||||||||
| Mortgage – residential | 126,996 | 8.0 | % | 130,476 | 10.0 | % | ||||||||||
| Mortgage – commercial | 1,071,599 | 67.8 | % | 863,422 | 65.9 | % | ||||||||||
| Consumer: | ||||||||||||||||
| Home Equity | 60,824 | 3.9 | % | 53,693 | 4.1 | % | ||||||||||
| Other | 21,537 | 1.4 | % | 19,421 | 1.5 | % | ||||||||||
| Total gross loans | 1,578,292 | 100.0 | % | 1,311,019 | 100.0 | % | ||||||||||
| Allowance for credit losses | (18,515 | ) | (13,806 | ) | ||||||||||||
| Total net loans | $ | 1,559,777 | $ | 1,297,213 | ||||||||||||
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 June 30, 2026.
Loan Maturity Schedule and Sensitivity to Changes in Interest Rates
| June 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 | $ | 20,719 | $ | 63,746 | $ | 25,321 | $ | — | $ | 109,786 | ||||||||||
| Real estate: | ||||||||||||||||||||
| Construction | 42,299 | 119,183 | 16,236 | 9,832 | 187,550 | |||||||||||||||
| Mortgage—residential | 2,468 | 16,072 | 2,889 | 105,567 | 126,996 | |||||||||||||||
| Mortgage—commercial | 153,147 | 733,909 | 149,279 | 35,264 | 1,071,599 | |||||||||||||||
| Consumer: | ||||||||||||||||||||
| Home equity | 2,758 | 11,730 | 46,336 | — | 60,824 | |||||||||||||||
| Other | 6,609 | 13,697 | 864 | 367 | 21,537 | |||||||||||||||
| Total | $ | 228,000 | $ | 958,337 | $ | 240,925 | $ | 151,030 | $ | 1,578,292 | ||||||||||
Loans maturing after one year with:
| Variable Rate | $ | 329,767 | ||
| Fixed Rate | 1,020,525 | |||
| $ | 1,350,292 |
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 $18.6 million to $510.8 million, net of allowance for credit losses on investments of $14,000, at June 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, and a reduction in unrealized losses on our available-for-sale securities portfolio, partially offset by normal principal cash flows.
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 $9.8 million ($7.7 million net of tax) at June 30, 2026.
Our HTM investments totaled $185.0 million and represented approximately 36% of our total investments at June 30, 2026. Our AFS investments totaled $322.6 million or approximately 63% of our total investments at June 30, 2026. Our investments at cost totaled $3.3 million or approximately 1% of our total investments at June 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 June 30, 2026, the estimated weighted average life of our total investment portfolio was 5.1 years, the modified duration was 4.2, the effective duration was 3.4, and the weighted average tax equivalent book yield was 3.66%.
Interest-bearing deposits in other banks and fed funds sold decreased $6.7 million to $130.5 million at June 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 June 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 | $ | — | — | $ | 15,866 | 1.12 | % | $ | — | — | $ | — | — | |||||||||||||||||||
| Government Sponsored Enterprises | — | — | — | — | 2,500 | 2.00 | % | — | — | |||||||||||||||||||||||
| Small Business Administration pools | 1 | 2.41 | % | 2,194 | 4.74 | % | 2,146 | 4.06 | % | 2,942 | 5.13 | % | ||||||||||||||||||||
| Mortgage-backed securities | 2,374 | 2.37 | % | 6,731 | 3.51 | % | 24,206 | 3.98 | % | 268,544 | 3.93 | % | ||||||||||||||||||||
| State and local government | — | — | — | — | — | — | 4,815 | 4.70 | % | |||||||||||||||||||||||
| Corporate and other securities | — | — | 1,000 | 6.65 | % | 3,000 | 3.38 | % | 14 | — | ||||||||||||||||||||||
| Total investment securities available-for-sale | $ | 2,375 | 2.37 | % | $ | 25,791 | 2.23 | % | $ | 31,852 | 3.78 | % | $ | 276,315 | 3.95 | % | ||||||||||||||||
| (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 | $ | — | — | $ | 39,640 | 3.24 | % | $ | 6,303 | 3.33 | % | $ | 42,414 | 3.22 | % | |||||||||||||||||
| State and local government | 445 | 4.00 | % | 29,617 | 3.33 | % | 44,532 | 3.64 | % | 22,023 | 3.35 | % | ||||||||||||||||||||
| Total investment securities held-to-maturity | $ | 445 | 4.00 | % | $ | 69,257 | 3.28 | % | $ | 50,835 | 3.60 | % | $ | 64,437 | 3.26 | % | ||||||||||||||||
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Deposits
Deposits increased $275.3 million, or 15.7% (31.7% annualized), to $2.02 billion at June 30, 2026 compared to $1.75 billion at December 31, 2025. Our pure deposits, which are defined as total deposits less certificates of deposit, increased $267 million, or 18.6% (37.4% annualized), to $1.73 billion at June 30, 2026 from $1.44 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 increased $8.7 million to $322 million at June 30, 2026 from $314 million at December 31, 2025.
We had no brokered certificates of deposit at June 30, 2026 or December 31, 2025. Total uninsured deposits were $663.6 million and $581.3 million at June 30, 2026 and December 31, 2025, respectively. Included in uninsured deposits at June 30, 2026 and December 31, 2025 were $101.9 million and $187.5 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 $561.7 million, or 27.7%, of total deposits at June 30, 2026 and $393.8 million, or 22.5%, of total deposits at December 31, 2025. The average balance of all customer deposit accounts at June 30, 2026 was $34,084. The average balance for consumer accounts was $18,376 and the average balance for non-consumer accounts was $72,396.
The following table sets forth the deposits by category:
| June 30, | December 31, | |||||||||||||||
| 2026 | 2025 | |||||||||||||||
| % of | % of | |||||||||||||||
| (Dollars in thousands) | Amount | Deposits | Amount | Deposits | ||||||||||||
| Demand deposit accounts | $ | 527,904 | 26.1 | % | $ | 467,265 | 26.7 | % | ||||||||
| Interest-bearing checking accounts | 551,321 | 27.2 | % | 367,195 | 21.0 | % | ||||||||||
| Money market accounts | 489,286 | 24.2 | % | 470,516 | 26.9 | % | ||||||||||
| Savings accounts | 105,399 | 5.2 | % | 102,768 | 5.9 | % | ||||||||||
| Time deposits | 350,930 | 17.3 | % | 341,800 | 19.5 | % | ||||||||||
| Total | $ | 2,024,840 | 100.0 | % | $ | 1,749,544 | 100.0 | % | ||||||||
The uninsured amount of time deposits in the table above at June 30, 2026 and December 31, 2025 was $49.6 million and $47.1 million, respectively.
The tables below show at June 30, 2026 and December 31, 2025, maturities of certificates and other time deposits greater than $250,000.
| June 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 | $ | 54,652 | $ | 40,299 | $ | 11,596 | $ | 559 | $ | 107,106 | ||||||||||
| 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 | ||||||||||
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 $101.1 million and $101.9 million during the three months ended June 30, 2026 and December 31, 2025, respectively. The average rates paid during these periods were 2.25% and 2.26%, respectively. The balances of securities sold under agreements to repurchase were $96.5 million and $107.2 million at June 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 $1,000 and zero during the three months ended June 30, 2026 and December 31, 2025, respectively. The average rates paid during these periods were 0.00%. Federal funds purchased were zero at June 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 June 30, 2026 and December 31, 2025. The balances of FHLB advances were zero at June 30, 2026 and December 31, 2025.
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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 June 30, 2026 and December 31, 2025. The securities accrue and pay distributions quarterly at a rate determined by an adjusted SOFR. Trust preferred securities averaged $15.0 million during the three months ended June 30, 2026 and December 31, 2025. The average rates during these periods were 6.59% and 6.89%, respectively.
Other liabilities declined $10.5 million to $5.6 million at June 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 six months ended June 30, 2026.
Total shareholders’ equity increased $60.4 million, or 36.1%, to $228.0 million at June 30, 2026 from $167.6 million at December 31, 2025. Shareholders’ equity was 9.6% of total assets at June 30, 2026 and 8.1% at December 31, 2025. The increase in shareholders’ equity was due to a $10.1 million increase in retained earnings resulting from $13.1 million in net income less $3.0 million in dividends, a $41,000 decrease due to share repurchases, a $272,000 increase due to employee and director stock awards, a $187,000 increase due to dividend reinvestment plan (DRIP) purchases, a $49.7 million increase due to the acquisition of SGBG, and a $177,000 increase in accumulated other comprehensive loss. The increase in accumulated other comprehensive loss of $177,000 during the period was due to $857,000 of comprehensive loss from unrealized losses on available-for-sale securities, partially offset by the $654,000 of comprehensive income from reclassification adjustment for amortization of unrealized losses on securities transferred from available-for-sale to held-to-maturity and the $380,000 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 $27.77 and a total value of $41,180 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 August 12, 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.
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.
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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 June 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 |
|||||||||||
| June
30, 2026 |
December
31, 2025 |
Policy Limit | ||||||||||
| +400bp | -13.73 | % | -15.11 | % | -20.00 | % | ||||||
| +300bp | -9.26 | % | -10.24 | % | -20.00 | % | ||||||
| +200bp | -5.33 | % | -5.83 | % | -15.00 | % | ||||||
| +100bp | -2.55 | % | -2.54 | % | -10.00 | % | ||||||
| Flat | — | — | — | |||||||||
| -100bp | +2.61 | % | +2.74 | % | -10.00 | % | ||||||
| -200bp | +4.92 | % | +5.24 | % | -15.00 | % | ||||||
| -300bp | +4.72 | % | +5.31 | % | -20.00 | % | ||||||
| -400bp | +1.66 | % | +3.49 | % | -20.00 | % | ||||||
The maximum anticipated negative impacts of the modeled changes in net interest income were within policy limits at June 30, 2026 and December 31, 2025.
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 |
|||||||||||
| June
30, 2026 |
December
31, 2025 |
Policy Limit | ||||||||||
| +400bp | +1.28 | % | +1.13 | % | -25.00 | % | ||||||
| +300bp | +2.35 | % | +2.58 | % | -25.00 | % | ||||||
| +200bp | +2.66 | % | +3.11 | % | -20.00 | % | ||||||
| +100bp | +1.85 | % | +2.23 | % | -15.00 | % | ||||||
| Flat | — | — | — | |||||||||
| -100bp | -3.46 | % | -3.84 | % | -15.00 | % | ||||||
| -200bp | -9.45 | % | -9.63 | % | -20.00 | % | ||||||
| -300bp | -19.32 | % | -19.36 | % | -25.00 | % | ||||||
| -400bp | -33.49 | % | -34.26 | % | -25.00 | % | ||||||
Except for the down 400 basis point scenario, the maximum anticipated negative impacts of the modeled changes in PVE were within policy limits at June 30, 2026 and December 31, 2025. We are monitoring the risk posed by the down 400 basis point scenario.
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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 June 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 June 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 June 30, 2026 and at December 31, 2025. At June 30, 2026, we had remaining credit availability under this facility in excess of $720.3 million, subject to collateral requirements. Combined, we have total remaining credit availability, subject to collateral requirements, in excess of $832.8 million as compared to uninsured deposits excluding deposits of states or political subdivisions in the U.S., which are secured or collateralized, of $579.0 million.
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 June 30, 2026, we had issued commitments to extend unused credit of $258.3 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 credit worthiness 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.
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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.
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 would revise the capital framework for large and complex banking organizations, including changes to the calculation of risk-weighted assets and capital requirements for credit, market, and operational risk. The proposal has not yet been finalized as of the date of this filing, and the agencies are expected to issue a revised proposal or final rule in the future. The proposed rule is primarily applicable to large institutions exceeding specified asset and foreign-exposure thresholds and would not directly apply to institutions of our size. We continue to monitor the rulemaking process and evaluate any potential indirect impacts on our capital planning and regulatory compliance.
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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 June 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 | |||||||||||||||
| June 30, 2026 | ||||||||||||||||||||
| Leverage Ratio | 9.29 | % | 5.00 | % | 4.00 | % | $ | 100,446 | $ | 123,874 | ||||||||||
| Common Equity Tier 1 Capital Ratio | 12.98 | % | 6.50 | % | 4.50 | % | 108,657 | 142,174 | ||||||||||||
| Tier 1 Capital Ratio | 12.98 | % | 8.00 | % | 6.00 | % | 83,520 | 117,036 | ||||||||||||
| Total Capital Ratio | 14.13 | % | 10.00 | % | 8.00 | % | 69,143 | 102,659 | ||||||||||||
| 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 strong capital, conservative underwriting, 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 related to an economic recession.
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 approved a cash dividend for the second quarter of 2026 of $0.17 per common share. This dividend is payable on August 18, 2026 to shareholders of record of our common stock as of August 4, 2026.
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.
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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 June 30, 2026 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
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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 June 30, 2026, we credited an aggregate of 1,724.5 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 June 30, 2026, and no shares were withheld to satisfy tax withholding obligations applicable to the vesting of restricted stock for the three months ended June 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(2) | ||||||||||||
| April 1 – April 30, 2026 | — | $ | — | — | $ | 7,500,000 | ||||||||||
| May 1 – May 31, 2026 | — | $ | — | — | $ | 7,500,000 | ||||||||||
| June 1 – June 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.
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Item 5. Other Information.
Trading Plans
During the three months ended June 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.
Item 6. Exhibits.
| Exhibit | Description | |
| 2.1 | Agreement and Plan of Merger, dated as of July 13, 2025 by and between First Community Corporation, First Community Bank, and Signature Bank (incorporated by reference to Exhibit 2.1 to the Company’s Form 8-K filed on July 14, 2025). | |
| 3.1 | Restated Articles of Incorporation (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on June 27, 2011). | |
| 3.2 | Articles of Amendment (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on May 23, 2019). | |
| 3.3 | Amended and Restated Bylaws dated May 16, 2023 (incorporated by reference to Exhibit 3.1 to the Company’s Form 8-K filed on May 18, 2023). | |
| 31.1 | Rule 13a-14(a) Certification of the Principal Executive Officer. | |
| 31.2 | Rule 13a-14(a) Certification of the Principal Financial Officer. | |
| 32 | Section 1350 Certifications. | |
| 101 | The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, formatted in iXBRL (inline eXtensible Business Reporting Language); (i) Consolidated Balance Sheets at June 30, 2026 and December 31, 2025, (ii) Consolidated Statements of Income for the three and six months ended June 30, 2026 and 2025, (iii) Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2026 and 2025 (iv) Consolidated Statements of Changes in Shareholders’ Equity for the three and six months ended June 30, 2026 and 2025, (v) Consolidated Statements of Cash Flows for the six months ended June 30, 2026 and 2025, and (vi) Notes to Consolidated Financial Statements. | |
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the iXBRL document). |
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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: August 12, 2026 | By: | /s/ Michael C. Crapps |
| Michael C. Crapps | ||
| President and Chief Executive Officer | ||
| (Principal Executive Officer) | ||
| Date: August 12, 2026 | By: | /s/ D. Shawn Jordan |
| D. Shawn Jordan | ||
| Executive Vice President and Chief Financial Officer | ||
| (Principal Financial and Accounting Officer) | ||
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