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What changed in SIERRA BANCORP's 10-K2024 vs 2025

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Paragraph-level year-over-year comparison of SIERRA BANCORP's 2024 and 2025 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2025 report.

+429 added433 removedSource: 10-K (2026-02-27) vs 10-K (2025-03-03)

Top changes in SIERRA BANCORP's 2025 10-K

429 paragraphs added · 433 removed · 334 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

155 edited+26 added24 removed218 unchanged
Biggest changeSuch privacy requirements direct financial institutions to: (i) provide notice to customers regarding privacy policies and practices; (ii) inform customers regarding the conditions under which their non-public personal information may be disclosed to non-affiliated third parties; and (iii) give customers an option to prevent disclosure of such information to non-affiliated third parties. 12 Table of Contents Identity Theft Under the Fair and Accurate Credit Transactions Act (the “FACT Act”), the Bank is required to develop and implement a written Identity Theft Prevention Program to detect, prevent and mitigate identity theft “red flags” in connection with certain existing accounts or the opening of certain accounts.
Biggest changeIdentity Theft Under the Fair and Accurate Credit Transactions Act (the “FACT Act”), the Bank is required to develop and implement a written Identity Theft Prevention Program to detect, prevent and mitigate identity theft “red flags” in connection with certain existing accounts or the opening of certain accounts.
Vernon Avenue California City: California City Office 8031 California City Blvd. Clovis: Clovis Office 1835 East Shaw Avenue Delano: Delano Office 1126 Main Street 1 Table of Contents Dinuba: Dinuba Office 401 East Tulare Street Exeter: Exeter Office 1103 West Visalia Road Farmersville: Farmersville Office 400 West Visalia Road Fillmore: Fillmore Office 527 Sespe Avenue Fresno: Fresno Palm Office 7391 North Palm Avenue Fresno Shaw Office 636 East Shaw Avenue Fresno Sunnyside Office 5775 E.
Vernon Avenue California City: California City Office 8031 California City Blvd. Clovis: Clovis Office 1835 East Shaw Avenue Delano: Delano Office 1126 Main Street Dinuba: Dinuba Office 401 East Tulare Street 1 Table of Contents Exeter: Exeter Office 1103 West Visalia Road Farmersville: Farmersville Office 400 West Visalia Road Fillmore: Fillmore Office 527 Sespe Avenue Fresno: Fresno Palm Office 7391 North Palm Avenue Fresno Shaw Office 636 East Shaw Avenue Fresno Sunnyside Office 5775 E.
We provide multiple account access options to meet both new and existing customer needs: an online account opening platform; online banking with bill-pay and mobile banking capabilities, including mobile check deposit; online lending solutions for consumers and small businesses; a customer service center that is accessible by toll-free telephone during business hours; and an automated telephone banking system that is generally accessible 24 hours a day, seven days a week.
We provide multiple account access options to meet both new and existing customer needs: an online account opening platform; online banking with bill-pay and mobile banking capabilities, including mobile check deposit; online lending solutions for consumers and small businesses; a customer service center accessible by toll-free telephone during business hours; and an automated telephone banking system that is generally accessible 24 hours a day, seven days a week.
If we determine that the fair value of a reporting unit is less than its carrying amount using these quantitative factors, we must record a goodwill impairment charge based on that difference.
If we determine the fair value of a reporting unit is less than its carrying amount using these quantitative factors, we must record a goodwill impairment charge based on that difference.
At December 31, 2024, we established an allowance for estimated credit losses on loans in our accounting records based on: historical experience with our loans and those of peer banks; our evaluation of reasonable and supportable economic forecasts; consideration of the composition, including quality, mix and size of the overall loan portfolio; review of nonperforming loans and related reserve requirements expected timeline for repayment of existing loans, considering expected contractual cash flows in addition to expectations around prepayments; and evaluation of qualitative factors not given adequate consideration in the computation of quantitative reserves The allowance for credit losses can be affected by changes in economic forecasts, especially national employment rates, gross national product, and housing price indices, changes in estimated loan prepayment speeds, actual levels of charge-offs, changes to the level of nonaccrual loans, and changes to management’s estimate of items not otherwise considered as part of the quantitative calculation of the allowance.
At December 31, 2025, we established an allowance for estimated credit losses on loans in our accounting records based on: historical experience with our loans and those of peer banks; our evaluation of reasonable and supportable economic forecasts; consideration of the composition, including quality, mix and size of the overall loan portfolio; review of nonperforming loans and related reserve requirements expected timeline for repayment of existing loans, considering expected contractual cash flows in addition to expectations around prepayments; and evaluation of qualitative factors not given adequate consideration in the computation of quantitative reserves The allowance for credit losses can be affected by changes in economic forecasts, especially national employment rates, gross national product, and housing price indices, changes in estimated loan prepayment speeds, actual levels of charge-offs, changes to the level of nonaccrual loans, and changes to management’s estimate of items not otherwise considered as part of the quantitative calculation of the allowance.
Factors that could affect our common stock price in the future include but are not necessarily limited to the following: actual or anticipated fluctuations in our operating metrics and financial condition; changes to shares outstanding, including stock repurchases or stock issuances; other changes to tangible book value per share outside of operating earnings, including dividends, stock repurchases, issues of equity-based compensation, and changes to accumulated other comprehensive income; changes in revenue or earnings estimates or publication of research reports and recommendations by financial analysts; failure to meet analysts’ revenue or earnings estimates; speculation in the press and social media, or investment community; strategic actions by us or our competitors, such as acquisitions or restructurings; actions by shareholders; sales of our equity or equity-related securities, or the perception that such sales may occur; fluctuations in the trading volume of our common stock; fluctuations in the stock prices, trading volumes, and operating results of our competitors; market conditions in general and, in particular, for the financial services industry; proposed or adopted regulatory changes or developments; regulatory action against us; changes in perceptions around capital ratios; actual, anticipated, or pending investigations, proceedings, or litigation that involve or affect us; and domestic and international economic factors unrelated to our performance. 23 Table of Contents The stock market and, more specifically, the market for financial institution stocks, has experienced significant volatility over the past several years.
Factors that could affect our common stock price in the future include, but are not necessarily limited to, the following: actual or anticipated fluctuations in our operating metrics and financial condition; changes to shares outstanding, including stock repurchases or stock issuances; other changes to tangible book value per share outside of operating earnings, including dividends, stock repurchases, issues of equity-based compensation, and changes to accumulated other comprehensive income; changes in revenue or earnings estimates or publication of research reports and recommendations by financial analysts; failure to meet analysts’ revenue or earnings estimates; speculation in the press and social media, or investment community; strategic actions by us or our competitors, such as acquisitions or restructurings; actions by shareholders; sales of our equity or equity-related securities, or the perception that such sales may occur; fluctuations in the trading volume of our common stock; fluctuations in the stock prices, trading volumes, and operating results of our competitors; market conditions in general and, in particular, for the financial services industry; proposed or adopted regulatory changes or developments; regulatory action against us; changes in perceptions around capital ratios; actual, anticipated, or pending investigations, proceedings, or litigation that involve or affect us; and domestic and international economic factors unrelated to our performance. The stock market and, more specifically, the market for financial institution stocks, has experienced significant volatility over the past several years.
A qualifying community banking organization that opts into the community bank leverage ratio framework and maintains a leverage ratio greater than nine percent will be considered to have met the minimum capital requirements for the well capitalized category under the Prompt Corrective Action framework, and any other capital or leverage requirements to which the qualifying banking organization is subject.
A qualifying community banking organization that opts into the community bank leverage ratio (“CBLR”) framework and maintains a leverage ratio greater than nine percent will be considered to have met the minimum capital requirements for the well capitalized category under the Prompt Corrective Action framework, and any other capital or leverage requirements to which the qualifying banking organization is subject.
We rely on quantitative models to measure risks and estimate certain financial values. Models may be used to measure interest rate and other market risks, predicting or estimating losses, assessing capital adequacy, assisting with identifying compliance risk, as well as to estimate the value of financial instruments and balance sheet items.
We rely on quantitative models to measure risks and estimate certain financial values. Models may be used to measure interest rate and other market risks, predicting or estimating losses, assessing capital adequacy, assisting with identifying compliance and fraud risk, as well as to estimate the value of financial instruments and balance sheet items.
At any given date, we maintain an allowance for credit losses on loans that we believe is adequate to absorb specifically identified expected losses as well as any other losses of principal which is not expected to be collected over the contractual life of the loans, adjusted for expected prepayments.
At any given date, we maintain an allowance for credit losses on loans that we believe is adequate to absorb specifically identified expected losses as well as any other losses of principal which are not expected to be collected over the contractual life of the loans, adjusted for expected prepayments.
We rely on certain external vendors to provide products and services necessary to maintain our day-to-day operations. These third-party vendors are sources of operational and informational security risk to us, including risks associated with cyber-attacks.
We rely on external vendors to provide products and services necessary to maintain our day-to-day operations. These third-party vendors are sources of operational and informational security risk to us, including risks associated with cyber-attacks.
Consumer Financial Protection and Financial Privacy Dodd-Frank created the CFPB as an independent entity with broad rulemaking, supervisory and enforcement authority over consumer financial products and services including deposit products, residential mortgages, home-equity loans, and credit cards.
Consumer Financial Protection Dodd-Frank created the CFPB as an independent entity with broad rulemaking, supervisory and enforcement authority over consumer financial products and services including deposit products, residential mortgages, home-equity loans, and credit cards.
To the extent we issue capital stock in connection with additional transactions, if any, these transactions and related stock issuances may have a dilutive effect on tangible book value per share.
To the extent we issue capital stock, if any, in connection with additional transactions, the transactions and related stock issuances may have a dilutive effect on tangible book value per share.
(See below for further discussion of the requirements for well capitalized and the Prompt Corrective Action framework.) A qualifying community banking organization with a leverage ratio of greater than nine percent may opt into the community bank leverage ratio framework if it has average consolidated total assets of less than $10 billion, has off-balance-sheet exposures, which are not unconditionally cancelable, of 25% or less of total consolidated assets, and has total trading assets and trading liabilities of five percent or less of total consolidated assets.
(See below for further discussion of the requirements for well capitalized and the Prompt Corrective Action framework.) A qualifying community banking organization with a leverage ratio of greater than nine percent may opt into the CBLR framework if it has average consolidated total assets of less than $10 billion, has off-balance-sheet exposures, which are not unconditionally cancelable, of 25% or less of total consolidated assets, and has total trading assets and trading liabilities of five percent or less of total consolidated assets.
Other regulatory issuances include the FDIC’s Overdraft Payment Supervisory Guidance, which ois designed to ensure banks appropriately mitigate risks associated with offering automated overdraft payment programs and comply with all consumer protection laws and regulations. Additionally, the FDIC issued guidance on assessing multiple re-presentment nonsufficient fund fees (NSF) of the same unpaid transaction.
Other regulatory issuances include the FDIC’s Overdraft Payment Supervisory Guidance, which is designed to ensure banks appropriately mitigate risks associated with offering automated overdraft payment programs and comply with all consumer protection laws and regulations. Additionally, the FDIC issued guidance on assessing multiple re-presentment nonsufficient fund fees (NSF) of the same unpaid transaction.
An increase in nonperforming assets could have a material adverse effect on our financial condition and results of operations by reducing our income and increasing our expenses. Deterioration in real estate values might also further reduce the amount of loans the Company makes to businesses in the construction and real estate industry, which could negatively impact our organic growth prospects.
An increase in nonperforming assets could have a material adverse effect on our financial condition and results of operations by reducing our income and increasing our expenses. Deterioration in real estate values might also further reduce the number of loans the Company makes to businesses in the construction and real estate industry, which could negatively impact our organic growth prospects.
In connection with its assessment of CRA performance, the FDIC assigns a rating of “outstanding,” “satisfactory,” “needs to improve” or “substantial noncompliance.” The Bank most recently received a “satisfactory” CRA assessment rating in August 2022. On October 24, 2023, the FRB along with the FDIC and OCC issued a final rule amending the three-decade-old CRA regulation.
In connection with its assessment of CRA performance, the FDIC assigns a rating of “outstanding,” “satisfactory,” “needs to improve,” or “substantial noncompliance.” The Bank most recently received a “satisfactory” CRA assessment rating in August 2022. On October 24, 2023, the FRB along with the FDIC and OCC issued a final rule amending the three-decade-old CRA regulation.
Adverse developments, such as, continued interest rate volatility, inflation, tariffs, jobs market, health epidemics or pandemics (or expectations about them) interest rate volatility, international trade disputes, oil price volatility, the level of U.S. debt, including the debt ceiling (and the potential inability to raise the debt ceiling), and global economic conditions, could depress business and/or consumer confidence levels, negatively impact real estate values, and otherwise lead to economic weakness which could have one or more of the following undesirable effects on our business: a decrease in low-cost or noninterest bearing deposits; a slowing of demand for loans or other products and services offered by us; an inability to retain and recruit employees due to competition for labor; increased competition for loans or other earning assets; a decline in the value of our loans or other assets secured by real estate; a decline in the value of fixed-rate investment securities, which could lead to a reduction in capital due to declines in other comprehensive income/(loss); an increase in the reliance on wholesale funding; a credit impairment of our investment securities; or an increase in the number of borrowers who become delinquent, file for protection under bankruptcy laws or default on their loans or other obligations to us, which in turn could result in higher levels of nonperforming assets, net charge-offs, and provisions for credit losses.
Adverse developments, such as continued interest rate volatility, inflation, tariffs, federal government shut-downs, jobs market, health epidemics or pandemics (or expectations about them), interest rate volatility, international trade disputes, oil price volatility, the level of U.S. debt, including the debt ceiling (and the potential inability to raise the debt ceiling), and global economic conditions, could depress business and/or consumer confidence levels, negatively impact real estate values, and otherwise lead to economic weakness which could have one or more of the following undesirable effects on our business: a decrease in low-cost or noninterest bearing deposits; a slowing of demand for loans or other products and services offered by us; an inability to retain and recruit employees due to competition for labor; increased competition for loans or other earning assets, including compression of credit spreads; a decline in the value of our loans or other assets secured by real estate; a decline in the value of fixed-rate investment securities, which could lead to a reduction in capital due to declines in other comprehensive income/(loss); an increase in the reliance on wholesale funding; a credit impairment of our investment securities; or an increase in the number of borrowers who become delinquent, file for protection under bankruptcy laws or default on their loans or other obligations to us, which in turn could result in higher levels of nonperforming assets, net charge-offs, and provisions for credit losses.
Furthermore, the Bank is a member of the Allpoint network, which provides our deposit customers with surcharge-free access to over 55,000 ATMs across the United States, Puerto Rico, Mexico, Canada, Australia and the United Kingdom. Customers also have access to electronic point-of-sale payment alternatives nationwide via the Pulse network.
Additionally, the Bank is a member of the Allpoint network, which provides our deposit customers with surcharge-free access to over 55,000 ATMs across the United States, Puerto Rico, Mexico, Canada, Australia, and the United Kingdom. Customers also have access to electronic point-of-sale payment alternatives nationwide via the Pulse network.
In addition to loans, we offer a wide range of deposit products and services for individuals and businesses including checking accounts, savings accounts, money market demand accounts, time deposits, retirement accounts, and sweep accounts. The Bank’s deposit accounts are insured by the Federal Deposit Insurance Corporation (the “FDIC”) up to maximum insurable amounts.
In addition to loans, we offer a wide range of deposit products and services for individuals and businesses, including checking accounts, savings accounts, money market demand accounts, time deposits, retirement accounts, and sweep accounts. The Bank’s deposit accounts are insured by the Federal Deposit Insurance Corporation (FDIC) up to maximum insurable amounts.
In some cases, the markets have produced downward pressure on stock prices and adversely impacted credit availability for certain issuers without regard to the issuers’ underlying financial strength. Future acquisitions may dilute shareholder ownership and value, especially tangible book value per share.
In some cases, the markets have produced downward pressure on stock prices and adversely impacted credit availability for certain issuers without regard to the issuers’ underlying financial strength. Future acquisitions or share repurchases may dilute shareholder ownership and value, especially tangible book value per share.
We are subject to risks associated with the adoption of new technologies such as AI. The Company or its third-party vendors, clients or counterparties may develop or incorporate AI technology in certain business processes, services or products.
We are subject to risks associated with the adoption of new technologies such as AI. The Company or its third-party vendors, clients or counterparties may develop or incorporate AI technology, including agentic AI, in certain business processes, services or products.
Capital levels, as measured by these standards, are also used to categorize financial institutions for purposes of certain prompt corrective action regulatory provisions. 7 Table of Contents Our Common Equity Tier 1 capital includes common stock, additional paid-in capital, and retained earnings, less the following: disallowed goodwill and intangibles, disallowed deferred tax assets, and any insufficient additional capital to cover the deductions.
Capital levels, as measured by these standards, are also used to categorize financial institutions for purposes of certain prompt corrective action regulatory provisions. Our Common Equity Tier 1 capital includes common stock, additional paid-in capital, and retained earnings, less the following: disallowed goodwill and intangibles, disallowed deferred tax assets, and any insufficient additional capital to cover the deductions.
The bulk of our real estate loans are secured by commercial real estate, both owner-occupied and non owner-occupied , including office, retail, and hotel/motels; however, we also offer other types of real estate loans such as commercial construction loans, multifamily and agricultural.
The bulk of our real estate loans are secured by owner and non-owner occupied commercial real estate, including office, retail, and hotel/motels; however, we also offer other real estate loan types such as commercial construction loans, multifamily, and agricultural.
In addition to other banks our competitors include savings institutions, credit unions, and numerous non-banking institutions such as finance companies, leasing companies, insurance companies, brokerage firms, asset management groups, mortgage banking firms and internet companies. Innovative technologies have lower barriers to entry than banks, yet many of these companies offer products and services previously considered traditional banking offerings.
In addition to other banks, our competitors include savings institutions, credit unions, and non-banking institutions, such as finance companies, leasing companies, insurance companies, brokerage firms, asset management groups, mortgage banking firms, and fintech companies. Innovative technologies have lower barriers to entry than banks, yet many of these companies offer products and services previously considered traditional banking offerings.
Section 1071 of the Dodd-Frank Act amended the Equal Credit Opportunity Act (ECOA) to require financial institutions to compile, maintain, and submit to the Bureau certain data on applications for credit for women-owned, minority-owned, and small businesses.
Section 1071 of the Dodd-Frank Act amended the Equal Credit Opportunity Act (“ECOA”) to require financial institutions to compile, maintain, and submit to the Bureau certain data on applications for credit for women-owned, minority-owned, and small businesses.
As of December 31, 2024, the Company’s only other subsidiaries were Sierra Statutory Trust II, Sierra Capital Trust III, and Coast Bancorp Statutory Trust II, which were formed solely to facilitate the issuance of capital trust pass-through securities (“TruPS”).
As of December 31, 2025, the Company’s only other subsidiaries were Sierra Statutory Trust II, Sierra Capital Trust III, and Coast Bancorp Statutory Trust II, which were formed solely to facilitate the issuance of capital trust pass-through securities (“TruPS”).
Hanford: Hanford Office 427 West Lacey Boulevard Lindsay: Lindsay Office 142 South Mirage Avenue Lompoc: Lompoc Office 705 West Central Avenue Ojai: Ojai Office 402 West Ojai Avenue Paso Robles: Paso Robles Office 1207 Spring Street Pismo Beach: Pismo Beach Office 1401 Dolliver Street Reedley: Reedley Office 1095 West Manning Ave. San Luis Obispo: San Luis Obispo Office 500 Marsh Street Santa Barbara: Santa Barbara Office 21 East Carrillo Street Santa Paula: Santa Paula Office 901 East Main Street Selma: Selma Office 2450 McCall Avenue Tehachapi: Tehachapi Downtown Office 224 West “F” Street 2 Table of Contents Templeton: Three Rivers: Commercial Credit Center 613 South Main Street Three Rivers Office 40884 Sierra Drive Templeton Regional Office 624 South Main Street Tulare: Tulare Office 246 East Tulare Avenue Tulare Prosperity Office 1430 East Prosperity Avenue Ventura: Ventura Office 89 South California Street Visalia: Visalia Mooney Office 2515 South Mooney Blvd.
Hanford: Hanford Office 427 West Lacey Boulevard Lindsay: Lindsay Office 142 South Mirage Avenue Lompoc: Lompoc Office 705 West Central Avenue Ojai: Ojai Office 402 West Ojai Avenue Paso Robles: Paso Robles Office 1207 Spring Street Pismo Beach: Pismo Beach Office 1401 Dolliver Street Reedley: Reedley Office 1095 West Manning Ave. San Luis Obispo: San Luis Obispo Office 500 Marsh Street Santa Barbara: Santa Barbara Office 21 East Carrillo Street Santa Paula: Santa Paula Office 901 East Main Street Selma: Selma Office 2450 McCall Avenue Templeton: Three Rivers: Commercial Credit Center 613 South Main Street Three Rivers Office 40884 Sierra Drive Templeton Regional Office 624 South Main Street Tulare: Tulare Prosperity Office 1430 East Prosperity Avenue 2 Table of Contents Ventura: Ventura Office 89 South California Street Visalia: Visalia Mooney Office 2515 South Mooney Blvd.
Deterioration in the value of these problem assets, the underlying collateral, or in the borrowers’ performance or financial condition, could adversely affect our business, results of operations and financial condition. In addition, the resolution of nonperforming assets requires a significant commitment 19 Table of Contents of time from Bank staff, which can be detrimental to their performance of other responsibilities.
Deterioration in the value of these problem assets, the underlying collateral, or in the borrowers’ performance or financial condition, could adversely affect our business, results of operations and financial condition. In addition, the resolution of nonperforming assets requires a significant commitment of time from Bank staff, which can be detrimental to their performance of other responsibilities.
Even if the transactions are collateralized, credit risk could exist if the collateral held by us cannot be liquidated at prices sufficient to recover the full amount of the credit or derivative exposure due to us. Any such losses could adversely affect our business, financial condition, or results of operations. ITEM 1B.
Even if the transactions are collateralized, credit risk could exist if the collateral held by us cannot be liquidated at prices sufficient to recover the full amount of the credit or derivative exposure due to us. Any such losses could adversely affect our business, financial condition, or results of operations. 27 Table of Contents ITEM 1B.
Copies can also be obtained by accessing the SEC’s website (www.sec.gov). Regulation and Supervision Banks and bank holding companies are heavily regulated by federal and state laws and regulations. Most banking regulations are intended primarily for the protection of depositors and the deposit insurance fund and not for the benefit of shareholders.
Copies can also be obtained by accessing the SEC’s website (www.sec.gov). 5 Table of Contents Regulation and Supervision Banks and bank holding companies are heavily regulated by federal and state laws and regulations. Most banking regulations are intended primarily for the protection of depositors and the deposit insurance fund and not for the benefit of shareholders.
In addition, the market price of the Company’s common stock could decline due to any of the events described in these risks. Section 1.01 Risks Relating to the Bank and our Business Our business has been, and may in the future, be adversely affected by volatile conditions in the financial markets and unfavorable economic conditions generally.
In addition, the market price of the Company’s common stock could decline due to any of the events described in these risks. 14 Table of Contents Section 1.01 Risks Relating to the Bank and our Business Our business has been, and may in the future, be adversely affected by volatile conditions in the financial markets and unfavorable economic conditions generally.
The Company has not elected to become a financial holding company but may do so at some point in the future if deemed appropriate in view of opportunities or circumstances at the time.
The Company has not elected to become a financial holding company but may do so in the future if deemed appropriate in view of opportunities or circumstances at the time.
Community Reinvestment Act The Bank is subject to the Community Reinvestment Act (“CRA”), which imposescertain requirements and reporting obligations.. The CRA generally requires federal banking agencies to evaluate the record of a financial institution in meeting the credit needs of its local communities, including low-and moderate-income (“LMI”) neighborhoods.
Community Reinvestment Act The Bank is subject to the Community Reinvestment Act (“CRA”), which imposes certain requirements and reporting obligations. The CRA generally requires federal banking agencies to evaluate the record of a financial institution in meeting the credit needs of its local communities, including low- and moderate-income (“LMI”) neighborhoods.
The Bank continues to monitor challenges to the CRA regulations by various trade groups and other interested parties. 10 Table of Contents Privacy and Data Security The Gramm-Leach-Bliley Act, also known as the Financial Modernization Act of 1999 (the “Financial Modernization Act”), imposed requirements on financial institutions with respect to consumer privacy.
The Bank continues to monitor challenges to the CRA regulations by various trade groups and other interested parties. Privacy and Data Security The Gramm-Leach-Bliley Act, also known as the Financial Modernization Act of 1999 (the “Financial Modernization Act”), imposed requirements on financial institutions with respect to consumer privacy.
Those risks include, among others, incorrectly assessing the asset quality of a bank acquired in a particular transaction, encountering greater than anticipated costs in integrating acquired businesses, facing resistance from customers or employees, being unable to profitably deploy assets acquired in the transaction, and regulatory compliance risks.
Those risks include, among others, incorrectly assessing the asset quality of a bank acquired in a particular transaction, encountering greater than anticipated costs in integrating acquired businesses, facing resistance from customers or employees, being unable to profitably deploy assets acquired in the transaction, regulatory compliance risks, and being unable to achieve forecasted results.
There can be no assurance that we will avoid increases in nonperforming loans in the future. We may experience credit losses in excess of our allowance for such losses. We endeavor to limit the risk that borrowers might fail to repay; nevertheless, losses can and do occur.
There can be no assurance that we will avoid increases in nonperforming loans in the future. 19 Table of Contents We may experience credit losses in excess of our allowance for such losses. We endeavor to limit the risk that borrowers might fail to repay; nevertheless, losses can and do occur.
Due to deposit declines from a higher rate environment, competition for deposits has become more fierce, and new deposits generally have a higher cost. Recent advances in technology and other changes have allowed parties to effectuate financial transactions that previously required the involvement of banks.
Due to a higher rate environment, competition for deposits has become more fierce, and new deposits generally have a higher cost. Recent advances in technology and other changes have allowed parties to effectuate financial transactions that previously required the involvement of banks.
As a result, we must make interest payments on the debentures before any dividends can be paid on our common stock, and in the event of our bankruptcy, dissolution or liquidation, the holders of debt securities must be paid in full before any distributions may be made to the holders of our 24 Table of Contents common stock.
As a result, we must make interest payments on the debentures before any dividends can be paid on our common stock, and in the event of our bankruptcy, dissolution or liquidation, the holders of debt securities must be paid in full before any distributions may be made to the holders of our common stock.
Treasury Department pursuant to the Troubled Asset Relief Program and the Emergency Capital Investment Program); (iii) minority interests in the equity accounts of consolidated subsidiaries; and (iv) “restricted” core capital elements (which include qualifying trust preferred securities) up to 25% of all core capital elements.
Treasury Department pursuant to the Troubled Asset Relief Program and the Emergency Capital Investment 7 Table of Contents Program); (iii) minority interests in the equity accounts of consolidated subsidiaries; and (iv) “restricted” core capital elements (which include qualifying trust preferred securities) up to 25% of all core capital elements.
While we employ a broad and diversified set of risk monitoring and risk mitigation techniques, including performing an internal audit of our enterprise risk framework, those techniques and the judgements that accompany their application may not be effective and may not 20 Table of Contents anticipate all material economic and financial outcome on the Company and its customers, or the specifics and timing of such outcomes.
While we employ a broad and diversified set of risk monitoring and risk mitigation techniques, including performing an internal audit of our enterprise risk framework, those techniques and the judgements that accompany their application may not be effective and may not anticipate all material economic and financial outcomes on the Company and its customers, or the specifics and timing of such outcomes.
They can also offer certain services we do not provide directly, although wet may offer these indirectly through correspondent institutions, and by virtue of their greater capitalization those banks have legal lending limits substantially higher than ours.
They can also offer certain services we do not provide directly, although we may offer these indirectly through correspondent institutions, and by virtue of their greater capitalization, those banks have substantially higher legal lending limits.
In addition, exempt employees of the Company receive a minimum salary of twice the California minimum wage, which is well above the national requirements for such employees. When coupled with many exempt positions remaining remote and/or hybrid work arrangements, this assists with recruiting talent we would not otherwise be able to attract.
In addition, exempt employees of the Company receive a minimum salary of twice the California minimum wage, which is well above the national requirements for such employees. When coupled with many exempt positions remaining remote and/or hybrid work arrangements, the Company is able to recruit talent we would not otherwise be able to attract.
The Company’s employees are critical to the Company’s ability to develop and grow relationships with its clients. However, we recognize that competition for talent by both banks and non-banks is fierce and that our overall expenses may be negatively affected by higher per employee costs or by 17 Table of Contents higher-cost temporary staff or consultants.
The Company’s employees are critical to the Company’s ability to develop and grow relationships with its clients. However, we recognize that competition for talent by both banks and non-banks is fierce and that our overall expenses may be negatively affected by higher per employee costs or by higher-cost temporary staff or consultants.
In 2024, the Company recognized $5.5 million of income from overdraft fees, which could be impacted due to changes in the amount or method of how overdraft fees are charged. In addition, the Company has a significant level of income from money service businesses.
In 2025, the Company recognized $5.2 million of income from overdraft fees, which could be impacted due to changes in the amount or method of how overdraft fees are charged. In addition, the Company has a significant level of income from money service businesses.
Congress enacted section 1071 for the purpose of facilitating enforcement of fair lending laws and enabling communities, 9 Table of Contents governmental entities, and creditors to identify business and community development needs and opportunities for women-owned, minority-owned, and small businesses.
Congress enacted section 1071 for the purpose of facilitating enforcement of fair lending laws and enabling communities, governmental entities, and creditors to identify business and community development needs and opportunities for women-owned, minority-owned, and small businesses.
The Bank’s ability to pay dividends to the Company is also limited by the California Financial Code. Whether dividends are paid, and the frequency and amount of such dividends will also depend on the financial condition and performance of the Bank and the decision of the Bank’s Board of Directors.
The Bank’s ability to pay dividends to the Company 24 Table of Contents is also limited by the California Financial Code. Whether dividends are paid, and the frequency and amount of such dividends will also depend on the financial condition and performance of the Bank and the decision of the Bank’s Board of Directors.
Our officers and employees are continually searching for ways to increase public convenience, enhance customer access to payment systems, and enable us to improve our competitive position with the development of new products and services. The cost to the Bank for these development, operations, and marketing activities cannot be calculated with any degree of certainty.
Our officers and employees are continually searching for ways to increase public convenience, enhance customer access to payment systems, and improve our competitive position by developing new products and services. The cost to the Bank for these development, operations, and marketing activities cannot be calculated with any degree of certainty.
It cannot be predicted whether, or in what form, any such legislation or regulations may be enacted or the extent to which the business of the Company or the Bank would be affected thereby. 14 Table of Contents Article I. ITEM 1A.
It cannot be predicted whether, or in what form, any such legislation or regulations may be enacted or the extent to which the business of the Company or the Bank would be affected thereby. Article I. ITEM 1A.
Our articles of incorporation contain provisions for staggered terms of office for members of the Board of Directors; no cumulative voting in the election of directors; and the requirement that our Board of Directors consider the potential social and economic effects on our employees, depositors, customers and the communities we serve as well as certain other factors, when evaluating a possible tender offer, merger or other acquisition of the Company.
Our articles of incorporation contain provisions for staggered terms of office for members of the Board of Directors; no cumulative voting in the election of directors; the approval by a plurality of votes cast for directors; and the requirement that our Board of Directors consider the potential social and economic effects on our employees, depositors, customers and the communities we serve as well as certain other factors, when evaluating a possible tender offer, merger or other acquisition of the Company.
Changes in interest rates could adversely affect our profitability, business, and prospects. Net interest income, and therefore earnings, can be adversely affected by differences or changes in the interest rates on, or the repricing frequency 15 Table of Contents of, our financial instruments.
Changes in interest rates could adversely affect our profitability, business, and prospects. Net interest income, and therefore earnings, can be adversely affected by differences or changes in the interest rates on, or the repricing frequency of, our financial instruments.
We offer a variety of other banking products and services to complement and support our lending and deposit products, including remote deposit capture and payroll services for business customers. Our chief products and services relate to making loans and accepting deposits. Lending activities cover real estate, commercial (including small business), mortgage warehouse, agricultural, and consumer loans.
We offer a variety of other banking products and services to complement and support our lending and deposit products, including remote deposit capture and payroll services. Our chief products and services are making loans and accepting deposits. Lending activities cover real estate, commercial (including small business), mortgage warehouse, agricultural, and consumer loans.
Our available-for-sale investment securities are reported at their estimated fair values, and fluctuations in fair values can result from changes in market interest rates, rating agency actions, issuer defaults, illiquid markets, and limited investor demand, among other things.
Our available-for-sale investment securities are reported at their estimated fair values, and fluctuations in fair values can result 17 Table of Contents from changes in market interest rates, rating agency actions, issuer defaults, illiquid markets, and limited investor demand, among other things.
Commercial and agricultural real estate, construction and land development, and multi-family loans comprise approximately 61.9% of our total loan portfolio as of December 31, 2024, exposing the Company to certain risks if not properly managed overall and individually.
Commercial and agricultural real estate, construction and land development, and multi-family loans comprise approximately 57.9% of our total loan portfolio as of December 31, 2025, exposing the Company to certain risks if not properly managed overall and individually.
Repayment of our commercial loans is often dependent on the cash flows of the borrowers, which may be unpredictable, and the collateral securing these loans may fluctuate in value. At December 31, 2024, we had $178.3 million, or 7.6% of total loans, in commercial loans (including SBA loans and agricultural production loans but excluding mortgage warehouse loans).
Repayment of our commercial loans is often dependent on the cash flows of the borrowers, which may be unpredictable, and the collateral securing these loans may fluctuate in value. At December 31, 2025, we had $192.6 million, or 7.6% of total loans, in commercial loans (including SBA loans and agricultural production loans but excluding mortgage warehouse loans).
For loan customers whose needs exceed our legal lending limits, we may arrange for the sale, or participation, of some of the balances to financial institutions outside our geographic footprint.
For loan customers whose needs exceed our legal lending limits, we may arrange for the sale, or participation, of a portion of the balances to financial institutions outside our geographic footprint.
Thin trading in our stock may exaggerate fluctuations in the stock’s value, leading to price volatility in excess of that which would occur in a more active trading market.
Thin trading in our stock may exaggerate 23 Table of Contents fluctuations in the stock’s value, leading to price volatility in excess of that which would occur in a more active trading market.
Further, the bank must not be an advance approaches banking organization. The final rule became effective January 1, 2020 and banks meeting the qualifying criteria could elect to use the community bank leverage framework starting with the quarter ended March 31, 2020.
Further, the bank must not be an advance approaches banking organization. The final rule became effective January 1, 2020, and banks meeting the qualifying criteria could elect to use the CBLR starting with the quarter ended March 31, 2020.
Furthering our philosophy to attract and retain a pool of talented and motivated employees who will continue to advance the purpose and contribute to the Company’s overall success, compensation and benefits programs include an equity-based compensation plan; health/dental/vision insurance, including an employee assistance program that supports mental health; supplemental insurance; life insurance; a 401(k) plan with eligibility for a Company match, benefits under the Family Medical Leave Act; workers’ compensation; paid vacation and sick days; holiday pay; training/education; and leave for bereavement, military service and jury duty.
To attract and retain a pool of talented and motivated employees who will continue to advance the purpose and contribute to the Company’s overall success, our compensation and benefits program includes an equity-based compensation plan; health/dental/vision insurance, including an employee assistance program supporting mental health; supplemental insurance; life insurance; a 401(k) plan with eligibility for a Company match, benefits under the Family Medical Leave Act; workers’ compensation; paid vacation and sick days; holiday pay; training/education; and leave for bereavement, military service and jury duty.
Acquisitions by both the Company and the Bank also require the prior approval of the California Department of Financial Protection and Innovation (the “DFPI”) pursuant to the California Financial Code. Notably, in September 2024, the FDIC adopted a final statement of policy regarding its review of Bank Merger Act applications for FDIC-supervised institutions, including the Bank.
Acquisitions by both the Company and the Bank also require the prior approval of the California Department of Financial Protection and Innovation (the “DFPI”) pursuant to the California Financial Code. Notably, in May 2025, the FDIC rescinded its previously adopted September 2024 final statement of policy regarding its review of Bank Merger Act applications for FDIC-supervised institutions, including the Bank.
Our concentration of commercial real estate loans peaked at December 31, 2020, and the concentration to capital and allowance has declined from 376% to 236% since such date. In particular, office properties within commercial real estate have been stressed by the surge in interest rates combined with the increase in vacancies.
Our concentration of commercial real estate loans peaked at December 31, 2020, and the concentration to capital and allowance has declined from 376% to 242% since such date. 18 Table of Contents In particular, office properties within commercial real estate have been stressed by the surge in interest rates combined with the increase in vacancies.
At the same date there were an additional 306,374 shares available to grant under our 2023 Stock Incentive Plan, which replaced the Company’s 2017 Stock Incentive Plan. The holders of our debentures have rights that are senior to those of our shareholders.
At the same date there were an additional 267,316 shares available to grant under our 2023 Stock Incentive Plan, which replaced the Company’s 2017 Stock Incentive Plan. The holders of our debentures have rights that are senior to those of our shareholders.
The Bank now maintains administrative offices, loan production offices, and 35 full-service branches in the following California locations: Porterville: Administrative Headquarters 86 North Main Street Main Office 90 North Main Street West Olive Branch 1498 West Olive Avenue Bakersfield: Bakersfield California Office 4456 California Ave Bakersfield Riverlakes Office 4060 Coffee Road Bakersfield Ming Office 8500 Ming Avenue Bakersfield East Hills Office 2501 Mt.
The Bank maintains administrative offices, loan production offices, and 34 full-service branches in California. Porterville: Administrative Headquarters 86 North Main Street Main Office 90 North Main Street West Olive Branch 1498 West Olive Avenue Bakersfield: Bakersfield California Office 4456 California Ave Bakersfield Riverlakes Office 4060 Coffee Road Bakersfield Ming Office 8500 Ming Avenue Bakersfield East Hills Office 2501 Mt.
Also in 6 Table of Contents September 2024, the DOJ withdrew its 1995 Bank Merger Guidelines and issued the 2024 Banking Addendum, clarifying that it will assess competition considerations in connection with bank and bank holding company mergers using its 2023 Merger Guidelines and the 2024 Banking Addendum.
Also in September 2024, the DOJ withdrew its 1995 Bank Merger Guidelines and issued the 2024 Banking Addendum, clarifying that it will assess competition considerations in connection with bank and bank holding company mergers using its 2023 Merger Guidelines and the 2024 Banking Addendum.
As of December 31, 2024 and 2023, both the Company and the Bank qualified as well capitalized for regulatory capital purposes, utilizing the Capital Simplification for Qualifying Community Bank Organization. At each successively lower capital category, an insured bank is subject to increased restrictions on its operations.
As of December 31, 2025 and 2024, both the Company and the Bank qualified as well capitalized for regulatory capital purposes, utilizing the Capital Simplification for Qualifying Community Bank Organization. 8 Table of Contents At each successively lower capital category, an insured bank is subject to increased restrictions on its operations.
As noted above, gross loans totaled $2.3 billion at December 31, 2024 and the percentage of our total loan portfolio for each of the principal types of credit we extend was as follows: (i) loans secured by real estate (78.2%); (ii) mortgage warehouse loans (14.0%); other commercial loans, including agricultural production and SBA loans (7.6%); (iii) other commercial loans, including agricultural production and SBA loans (7.6%); ; and (iv) consumer loans (0.1%).
As noted above, gross loans totaled $2.5 billion at December 31, 2025, and the percentage of our total loan portfolio for each of the principal types of credit we extend was as follows: (i) loans secured by real estate (72.0%); (ii) mortgage warehouse loans (20.3%); (iii) other commercial loans, including agricultural production and SBA loans (7.6%); and (iv) consumer loans (0.1%).
The Company and the Bank met the criteria outlined in the final rule and opted into the community bank leverage ratio framework in the first quarter 2020. Capital Adequacy Requirements The Company and the Bank are subject to the regulations of the FRB and the FDIC, respectively, governing capital adequacy.
The Company and the Bank met the criteria outlined in the final rule and opted into the CBLR framework in the first quarter 2020. Capital Adequacy Requirements The Company and the Bank are subject to the regulations of the FRB and the FDIC, respectively, governing capital adequacy.
The bank offers accounts to customers that provide multi-million-dollar FDIC insurance using the IntraFi network of banks to offer reciprocal fully FDIC insured accounts through the Insured Cash Sweep (“ICS”) or Certificate of Deposit Account Registry System (“CDARS”). At December 31, 2024, the Bank estimates it had uninsured deposits of $816 million, or 28% of total deposits.
The bank offers accounts to customers that provide multi-million-dollar FDIC insurance using the IntraFi network of banks to offer reciprocal fully FDIC insured accounts through the Insured Cash Sweep (“ICS”) or Certificate of Deposit Account Registry System (“CDARS”). At December 31, 2025, the Bank estimates it had uninsured deposits of $703 million, or 25% of total deposits.
If personal, non-public, confidential, or proprietary customer information in our possession were to be mishandled or misused, we could suffer significant regulatory consequences, reputational 26 Table of Contents damage, and financial loss.
If personal, non-public, confidential, or proprietary customer information in our possession were to be mishandled or misused, we could suffer significant regulatory consequences, reputational damage, and financial loss.
Similarly, the occurrence of more natural disasters like those California has experienced recently, including fires, flooding, and earthquakes, could impair the value of the collateral we hold for real estate secured loans and negatively impact our results of operations. 18 Table of Contents Our commercial real estate, including construction and land development exposes us to increased lending risks.
Similarly, the occurrence of more natural disasters like those California has experienced recently, including fires, flooding, and earthquakes, could impair the value of the collateral we hold for real estate secured loans and negatively impact our results of operations. Our commercial real estate exposes us to increased lending risks.
We are exposed to the risk of environmental liabilities with respect to properties to which we obtain title . Approximately 78% of our loan portfolio at December 31, 2024, consisted of real estate loans.
We are exposed to the risk of environmental liabilities with respect to properties to which we obtain title . Approximately 72% of our loan portfolio at December 31, 2025, consisted of real estate loans.
Despite our efforts to identify, contain and mitigate these threats through detection and response mechanisms, product improvement, the use of encryption and authentication technology, and customer and employee education, fraudulent attempts directed against us, our customers, and third party service providers remain a serious issue.
While we continue our efforts to identify, contain and mitigate these threats through detection and response mechanisms, product improvement, the use of encryption and multi-factor authentication technology, and customer and employee education, fraudulent attempts directed against us, our customers, and third-party service providers remain a serious issue.
The Company believes it is in full compliance with the regulatory guidance on incentive compensation policies. 13 Table of Contents In October 2022, the SEC adopted a final rule directing national securities exchanges and associations, including the Nasdaq, to implement listing standards that require public companies to adopt policies mandating the recovery or “clawback” of excess incentive-based compensation earned by a current or former executive officer during the three fiscal years preceding the date the listed company is required to prepare an accounting restatement, including to correct an error that would result in a material misstatement if the error was either corrected or left uncorrected in the current period.
In October 2022, the SEC adopted a final rule directing national securities exchanges and associations, including the Nasdaq, to implement listing standards that require public companies to adopt policies mandating the recovery or “clawback” of excess incentive-based compensation earned by a current or former executive officer during the three fiscal years preceding the date the listed company is required to prepare an accounting restatement, including to correct an error that would result in a material misstatement if the error was either corrected or left uncorrected in the current period.
Fluctuations in interest rates can affect the demand of customers for products and services, and an increase in the general level of interest rates may adversely affect the ability of certain borrowers to make variable-rate or adjustable-rate loan payments.
In addition to the impact of interest rate risk on earnings, fluctuations in interest rates can affect the demand of customers for products and services, and an increase in the general level of interest rates may adversely affect the ability of certain borrowers to make variable-rate or adjustable-rate loan payments.
Rising interest rates since 2022 have decreased the value of the Company’s held-to-maturity and available-for-sale securities portfolio and certain fixed-rate loans and the Company would realize losses if it were required to sell such securities or loans to meet liquidity needs.
Elevated interest rates since 2022 have decreased the value of the Company’s held-to-maturity and available-for-sale securities portfolio and certain fixed-rate loans, and the Company would realize losses if it were required to sell many of the securities or loans originated prior to 2022 to meet liquidity needs.
Further, in areas of California affected by wildfires, our tree-planting efforts continue to expand. In 2024, we reached a new program milestone, having planted a total of 21,000 trees since our partnership with One Tree Planted began just a few years ago.
Further, in areas of California affected by wildfires, our tree-planting efforts continue to expand. In 2025, we reached a new program milestone, having planted a total of 30,092 trees since our partnership with One Tree Planted began just a few years ago.
In addition, different parts of the yield curve could change by different amounts causing the yield curve to steepen, flatten, or invert. The continued inversion of the shorter-end of the yield curve along with a relatively flat longer-end of the yield curve could further negative impact the Company’s earnings over time.
In addition, different parts of the yield curve could change by different amounts causing the yield curve to steepen, flatten, or invert. The continued inversion of the shorter-end of the yield curve, along with a relatively flat longer-end of the yield curve, could further negatively impact the Company’s earnings over time. Interest rates remain uncertain.
Our efforts to comply with government and regulatory mandates related to consumer protection and privacy, anti-money laundering, and other areas of focus have resulted in significant ongoing expense to the Bank, including compliance staffing costs and other expenses associated with compliance-related software.
Our efforts to comply with government and regulatory mandates related to consumer protection and privacy, anti-money laundering, and other focus areas have resulted in significant ongoing Bank expense, including for compliance staffing and compliance-related software.
In addition, we provide opportunities for employees to improve or maintain their skills in their current position as well as to enhance skills for future opportunities. The Company's employees are notified periodically of available internal course offerings and educational seminars run by outside parties, including but not limited to the American Bankers Association and Bankers Compliance Group.
In addition, we provide opportunities for employees to maintain or enhance their skills for both their current position, as well as potential future opportunities. Company employees are notified periodically of available internal course offerings and educational seminars run by outside parties, including the American Bankers Association and Bankers Compliance Group.
We are authorized to issue up to 24,000,000 shares of common stock, and as of December 31, 2024, we had 14,223,046 shares of common stock outstanding. Except for certain limitations imposed by Nasdaq, nothing restricts our ability to offer additional shares of stock for fair value to others in the future.
We are authorized to issue up to 24,000,000 shares of common stock, and as of December 31, 2025, we had 13,273,788 shares of common stock outstanding. Except for certain limitations imposed by Nasdaq, nothing restricts our ability to offer additional shares of stock for fair value to others in the future.
In addition, flexible working arrangements have been found to create efficiencies while promoting employee health and safety. The Company maintains a Safety program and policy and complies with all federal and state laws related to employee safety. At December 31, 2024, the Company had 54 employees working remotely and 154 working in hybrid arrangements.
In addition, flexible working arrangements have been found to create efficiencies while also promoting employee health and safety. The Company maintains a safety program and policy and complies with all federal and state employee safety laws. At December 31, 2025, the Company had 55 employees working remotely and 141 working in hybrid arrangements.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeThe Board Risk Committee is responsible for oversight of the Company’s enterprise risk management program, which encompasses information technology, information security and cybersecurity. This includes management’s actions to identify, assess, mitigate, and remediate or prevent material cybersecurity issues and risks.
Biggest changeThis information is subsequently reported up to the Board Risk Committee. 28 Table of Contents The Board Risk Committee is responsible for oversight of the Company’s enterprise risk management program, which encompasses information technology, information security, and cybersecurity. This includes management’s actions to identify, assess, mitigate, and remediate or prevent material cybersecurity issues and risks.
Our Board of Directors and Board Risk Committee have delegated oversight authority to a management-level Risk Committee, which is comprised of executive and senior management leadership with cybersecurity technical and/or regulatory expertise. The Risk Committee meets quarterly and has primary responsibility and oversight for risk management strategies related to technology, information security, cybersecurity, fraud, privacy, business continuity, and resilience.
Our Board of Directors and Board Risk Committee have delegated oversight authority to a management-level Risk Committee, which is comprised of executive and senior management leadership with cybersecurity technical and/or regulatory expertise. The management-level Risk Committee meets quarterly and has primary responsibility and oversight for risk management strategies related to information security, cybersecurity, fraud, privacy, business continuity, and resilience.
The Director of IT and Director of Information Services report to the Chief Financial Officer and are responsible for designing and maintaining the company’s network security architecture, as well as the day-to-day management of key components of our cybersecurity risk program, including identity access management, vulnerability and patch management, intrusion prevention systems, and threat intelligence.
The Director of IT and Director of Information Services report to the Chief Operating Officer and are responsible for designing and maintaining the company’s network security architecture, as well as the day-to-day management of key components of our cybersecurity risk program, including identity access management, vulnerability and patch management, intrusion prevention systems, and threat intelligence.
The Chief Risk Officer and ISO report to the Board and/or Board Risk Committee on cybersecurity risks. Senior officers from IT or Information Security discuss cybersecurity matters that arise between Committee and Board meetings with the Chief Financial Officer and/or the Chief Risk Officer, who will share these with the Company’s Executive Officers and Board members, as appropriate.
The Chief Risk Officer and ISO report to the Board and/or Board Risk Committee on cybersecurity risks. Senior officers from IT or Information Security discuss cybersecurity matters that arise between Committee and Board meetings with the Chief Operating Officer and/or the Chief Risk Officer, who will share these with the Company’s Executive Officers and Board members, as appropriate.
The Board Risk Committee 28 Table of Contents also has oversight of and establishment of risk appetite guidance through the approval of Policies and Programs including the information security and cybersecurity programs. Annual independent assessments of the Company’s cybersecurity program which are completed by external parties with the required expertise are also presented to the Board Risk Committee.
The Board Risk Committee also has oversight of and establishment of risk appetite guidance through the approval of Policies and Programs including the information security and cybersecurity programs. Annual independent assessments of the Company’s cybersecurity program which are completed by external parties with the required expertise are also presented to the Board Risk Committee.
The ISO and Director of IT present Information Security and Information Technology reporting, including updates on the external threat environment and our cybersecurity program, including our performance in identifying, preventing, detecting, mitigating, and remediating cybersecurity threats. This information is subsequently reported up to the Board Risk Committee.
The ISO and Director of IT present Information Security reporting, including updates on the external threat environment and our cybersecurity program, including our performance in identifying, preventing, detecting, mitigating, and remediating cybersecurity threats.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeThe administrative headquarters, as well as five other branch offices, namely California City, Farmersville, Lompoc, San Luis Obispo, and Tulare are situated on unencumbered property owned by the Company. The remaining branches, as well as our technology center, loan production offices in Templeton, and remote ATM locations, are leased from unrelated parties.
Biggest changeThe administrative headquarters, as well as four other branch offices, namely California City, Farmersville, Lompoc, and San Luis Obispo are situated on unencumbered property owned by the Company. The remaining branches, technology center, and remote ATM locations are leased from unrelated parties.
ITEM 2. PROPERTIES The Company’s administrative headquarters is housed in a 37,000 square foot, three-story office building located at 86 North Main Street, Porterville, California, and our main office consists of a one-story brick building located at 90 N. Main Street, Porterville, California, adjacent to our administrative headquarters.
ITEM 2. PROPERTIES The Company’s administrative headquarters is housed in a 37,000 square foot, three-story office building located at 86 North Main Street, Porterville, California, and our main office consists of a one-story brick building located at 90 North Main Street, Porterville, California, adjacent to our administrative headquarters.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest change(d) Securities Authorized for Issuance under Equity Compensation Plans The following table provides information as of December 31, 2024 with respect to stock options and restricted stock units outstanding, and available under our 2023 Equity Compensation Plan and the now-terminated 2017 and 2007 Stock Incentive Plans, which are our only equity compensation plans other than an employee benefit plan meeting the qualification requirements of Section 401(a) of the Internal Revenue Code: Plan Category Number of Securities to be Issued Upon Vesting of Restricted Stock Awards Number of Securities to be Issued Upon Exercise of Outstanding Options Weighted-Average Exercise Price of Outstanding Options Number of Securities Remaining Available for Future Issuance Equity compensation plans approved by security holders 173,970 239,600 $ 26.50 306,374 31 Table of Contents (e) Performance Graph Below is a five-year performance graph comparing the cumulative total return on the Company’s common stock to the cumulative total returns of the Nasdaq Composite Index (a broad equity market index), the S&P Bank Index, and the S&P $1 billion to $5 billion Bank Index (the latter two qualifying as peer bank indices), assuming a $100 investment on December 31, 2018 and the reinvestment of dividends. Period Ending Index 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 Sierra Bancorp 100.00 85.30 100.27 81.64 90.98 121.25 Nasdaq Composite Index 100.00 144.92 177.06 119.45 172.77 223.87 S&P U.S.
Biggest change(d) Securities Authorized for Issuance under Equity Compensation Plans The following table provides information as of December 31, 2025, with respect to stock options and restricted stock units outstanding, and available under our 2023 Equity Compensation Plan and the now-terminated 2017 and 2007 Stock Incentive Plans, which are our only equity compensation plans other than an employee benefit plan meeting the qualification requirements of Section 401(a) of the Internal Revenue Code: Plan Category Number of Securities to be Issued Upon Vesting of Restricted Stock Awards Number of Securities to be Issued Upon Exercise of Outstanding Options Weighted-Average Exercise Price of Outstanding Options Number of Securities Remaining Available for Future Issuance Equity compensation plans approved by security holders 161,467 189,400 $ 26.85 267,316 31 Table of Contents (e) Performance Graph Below is a five-year performance graph comparing the cumulative total return on the Company’s common stock to the cumulative total returns of the Nasdaq Composite Index (a broad equity market index), the S&P Bank Index, and the S&P $1 billion to $5 billion Bank Index (the latter two qualifying as peer bank indices), assuming a $100 investment on December 31, 2020, and the reinvestment of dividends. Period Ending Index 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 12/31/2025 Sierra Bancorp 100.00 117.55 95.70 106.66 142.14 166.34 Nasdaq Composite Index 100.00 122.18 82.43 119.22 154.48 187.14 S&P U.S.
Under California banking law, the Bank may at any time declare a dividend in an amount not to exceed the lesser of (i) its retained earnings, or (ii) its net income for the last three fiscal years reduced by distributions to the Bank’s shareholder during such period.
Under California banking law, the Bank may at any time declare a dividend in an amount not to exceed the lesser of (i) its retained earnings, or (ii) its net income for the last three fiscal years reduced by distributions to the Bank’s shareholders during such period.
There were 639 registered holders of record on that date; and per Broadridge, an investor communication company, there were 8,209 beneficial holders with shares held under a street name, including “objecting beneficial owners” whose names and addresses are unavailable. Since some holders maintain multiple accounts, it is likely that the above numbers overstate the actual number of the Company’s shareholders.
There were 654 registered holders of record on that date; and per Broadridge, an investor communication company, there were 10,470 beneficial holders with shares held under a street name, including “objecting beneficial owners” whose names and addresses are unavailable. Since some holders maintain multiple accounts, it is likely that the above numbers overstate the actual number of the Company’s shareholders.
(c) Dividends The Company paid cash dividends totaling $13.6 million, or $0.94 per share in 2024 and $13.7 million, or $0.92 per share in 2023, which represents 34% of annual net earnings for 2024 and 39% for 2023.
(c) Dividends The Company paid cash dividends totaling $13.7 million, or $1.00 per share in 2025 and $13.6 million, or $0.94 per share in 2024, which represents 32% of annual net earnings for 2025 and 34% for 2024.
A new Share Repurchase Program was approved in October 2024 authorizing 1,000,000 shares of common stock for repurchase beginning at the end of the expiration of the share repurchase program on October 31, 2024, and expiring on October 31, 2025. 32 Table of Contents During the fourth quarter of 2024 the Company purchased shares of its common stock as follows: Period Total Number of Shares Purchased (1) Weighted Average Price Paid per Share Total Number of Shares Purchased as Part of a Publicly Announced Plan Maximum Number (or Approximate Dollar Value) of Shares That May Yet Be Purchased Under the Plan at the End of the Period October 1 - October 31, 2024 32,603 $ 28.88 32,603 560,588 November 1 - November 30, 2024 72,779 $ 29.25 58,327 941,673 December 1 - December 31, 2024 138,920 $ 29.75 138,920 802,753 Total 244,302 229,850 (1) The total number of shares purchased during the periods indicated includes shares purchased as part of a publicly announced programs and/or shares received from employees upon the vesting of restricted stock awards in satisfaction of applicable tax withholding obligations, as is permitted under the Company’s equity compensation plans. ITEM 6. [RES ERVED]
A new Share Repurchase Program was approved in October 2025 authorizing 1,000,000 shares of common stock for repurchase beginning at the end of the expiration of the share repurchase program on October 31, 2025, and expiring on October 31, 2026. 32 Table of Contents During the fourth quarter of 2025 the Company purchased shares of its common stock as follows: Period Total Number of Shares Purchased (1) Weighted Average Price Paid per Share Total Number of Shares Purchased as Part of a Publicly Announced Plan Maximum Number (or Approximate Dollar Value) of Shares That May Yet Be Purchased Under the Plan at the End of the Period October 1 - October 31, 2025 $ November 1 - November 30, 2025 120,555 $ 29.69 102,904 897,096 December 1 - December 31, 2025 119,135 $ 33.03 119,135 777,961 Total 239,690 222,039 (1) The total number of shares purchased during the periods indicated includes shares purchased as part of a publicly announced programs and/or shares received from employees upon the vesting of restricted stock awards in satisfaction of applicable tax withholding obligations, as is permitted under the Company’s equity compensation plans. ITEM 6. [RES ERVED]
BMI Banks Index 100.00 87.24 118.61 98.38 107.32 143.68 Source: S&P Global Market Intelligence (f) Stock Repurchases In October 2023, the Board approved the 2023 Share Repurchase Plan by authorizing 1,000,000 shares of common stock for repurchase beginning at the end of the expiration of the then current share repurchase program on October 31, 2023 and expiring on October 31, 2024.
BMI Banks Index 100.00 135.97 112.77 123.02 164.70 211.47 Source: S&P Global Market Intelligence (f) Stock Repurchases In October 2024, the Board approved the 2024 Share Repurchase Plan by authorizing 1,000,000 shares of common stock for repurchase beginning at the end of the expiration of the then current share repurchase program on October 31, 2024, and expiring on October 31, 2025.
The following table summarizes trades of the Company’s Common Stock, setting forth the approximate high and low sales prices and volume of trading for the periods indicated, based upon information available via public sources: Sale Price of the Company's Approximate Trading Calendar Common Stock Volumes Quarter End High Low Shares March 31, 2024 $ 22.91 $ 17.69 1,693,800 June 30, 2024 $ 22.66 $ 17.70 1,678,800 September 30, 2024 $ 31.85 $ 21.32 2,595,000 December 31, 2024 $ 35.13 $ 27.00 2,477,900 (b) Holders As of January 31, 2025 there were an estimated 8,621 shareholders of the Company’s Common Stock.
The following table summarizes trades of the Company’s Common Stock, setting forth the approximate high and low sales prices and volume of trading for the periods indicated, based upon information available via public sources: Sale Price of the Company's Approximate Trading Calendar Common Stock Volumes Quarter End High Low Shares March 31, 2025 $ 32.22 $ 26.80 2,669,400 June 30, 2025 $ 30.04 $ 22.42 2,146,000 September 30, 2025 $ 31.36 $ 27.81 1,067,700 December 31, 2025 $ 34.71 $ 26.49 2,759,000 (b) Holders As of January 31, 2025, there were an estimated 11,124 shareholders of the Company’s Common Stock.
Removed
SmallCap Banks Index ​ 100.00 ​ 90.82 ​ 126.43 ​ 111.47 ​ 112.03 ​ 132.44 S&P U.S.
Added
SmallCap Banks Index ​ ​ 100.00 ​ 139.21 ​ 122.74 ​ 123.35 ​ 145.82 ​ 160.37 S&P U.S.

Item 6. [Reserved]

Selected Financial Data — reserved (removed by SEC in 2021)

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Biggest changeItem 6. Reserved 33 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 33 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 61 Item 8. Financial Statements and Supplementary Data 62
Biggest changeItem 6. Reserved 33 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations 33 Item 7A. Quantitative and Qualitative Disclosures about Market Risk 64 Item 8. Financial Statements and Supplementary Data 65

Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeThe table also displays calculated yields on each major component of the Company’s investment and loan portfolios, average rates paid on each key segment of the Company’s interest-bearing liabilities, and our net interest margin for the noted periods. AVERAGE BALANCES AND RATES (dollars in thousands, unaudited) Year Ended December 31, 2024 2023 2022 Average Income/ Yield/ Average Income/ Yield/ Average Income/ Yield/ Assets Balance (1) Expense Rate (2) Balance (1) Expense Rate (2) Balance (1) Expense Rate (2) Investments: Interest-earning due from banks $ 49,754 $ 2,659 5.34% $ 19,527 $ 1,054 5.40% $ 91,420 $ 519 0.57% Taxable 845,018 48,682 5.76% 992,187 54,367 5.48% 808,750 25,789 3.19% Non-taxable 210,636 6,743 4.05% 348,551 10,909 3.96% 319,682 8,805 3.49% Total investments 1,105,408 58,084 5.40% 1,360,265 66,330 5.09% 1,219,852 35,113 3.07% Loans: (3) Real estate 1,806,114 83,120 4.60% 1,854,300 82,174 4.43% 1,831,874 77,708 4.24% Agricultural 75,309 5,390 7.16% 35,724 2,438 6.82% 31,565 1,176 3.73% Commercial 79,719 4,702 5.90% 85,572 5,096 5.96% 81,798 4,383 5.36% Consumer 3,654 326 8.92% 4,249 348 8.19% 4,301 638 14.83% Mortgage warehouse 258,191 20,658 8.00% 81,675 6,658 8.15% 54,606 2,695 4.94% Other 2,415 68 2.82% 2,415 77 3.19% 2,139 106 4.96% Total loans 2,225,402 114,264 5.13% 2,063,935 96,791 4.69% 2,006,283 86,706 4.32% Total interest earning assets (4) 3,330,810 172,348 5.23% 3,424,200 163,121 4.85% 3,226,135 121,819 3.85% Other earning assets 17,131 16,850 15,685 Non-earning assets 283,111 272,930 243,340 Total assets $ 3,631,052 $ 3,713,980 $ 3,485,160 Liabilities and shareholders' equity Interest bearing deposits: Demand deposits $ 160,644 $ 3,950 2.46% $ 143,428 $ 1,429 1.00% $ 195,192 $ 485 0.25% NOW 393,126 512 0.13% 442,819 289 0.07% 532,692 322 0.06% Savings accounts 365,459 336 0.09% 419,834 269 0.06% 476,128 278 0.06% Money market 138,703 2,071 1.49% 132,748 710 0.53% 150,378 95 0.06% Time deposits 556,506 23,229 4.17% 527,965 23,214 4.40% 317,806 4,914 1.55% Brokered deposits 282,618 13,257 4.69% 163,382 5,643 3.45% 74,917 725 0.97% Total interest bearing deposits 1,897,056 43,355 2.29% 1,830,176 31,554 1.72% 1,747,113 6,819 0.39% Borrowed funds: Federal funds purchased 3,840 252 6.56% 94,815 4,975 5.25% 16,980 693 4.08% Repurchase agreements 123,878 211 0.17% 90,294 245 0.27% 110,387 319 0.29% Short term borrowings 12,535 685 5.46% 130,622 7,059 5.40% 30,728 1,057 3.44% Long term FHLB Advances 80,000 3,126 3.91% 58,411 2,282 3.91% Long term debt 49,346 1,721 3.49% 49,257 1,715 3.48% 49,172 1,713 3.48% Subordinated debentures 35,745 2,969 8.31% 35,567 2,886 8.11% 35,387 1,603 4.53% Total borrowed funds 305,344 8,964 2.94% 458,966 19,162 4.18% 242,654 5,385 2.22% Total interest bearing liabilities 2,202,400 52,319 2.38% 2,289,142 50,716 2.22% 1,989,767 12,204 0.61% Noninterest bearing demand deposits 989,561 1,057,041 1,121,060 Other liabilities 90,142 59,317 58,538 Shareholders' equity 348,949 308,480 315,795 Total liabilities and shareholders' equity $ 3,631,052 $ 3,713,980 $ 3,485,160 Interest income/interest earning assets 5.23% 4.85% 3.85% Interest expense/interest earning assets 1.57% 1.48% 0.38% Net interest income and margin (5) $ 120,029 3.66% $ 112,405 3.37% $ 109,615 3.47% (1) Average balances are obtained from the best available daily or monthly data and are net of deferred fees and related direct costs.
Biggest changeThe table also displays calculated yields on each major component of the Company’s investment and loan portfolios, average rates paid on each key segment of the Company’s interest-bearing liabilities, and our net interest margin for the noted periods. AVERAGE BALANCES AND RATES (dollars in thousands, unaudited) Year Ended December 31, 2025 2024 2023 Average Income/ Yield/ Average Income/ Yield/ Average Income/ Yield/ Assets Balance (1) Expense Rate (2) Balance (1) Expense Rate (2) Balance (1) Expense Rate (2) Investments: Interest-earning due from banks $ 29,753 $ 1,301 4.37% $ 49,754 $ 2,659 5.34% $ 19,527 $ 1,054 5.40% Taxable 734,348 35,771 4.87% 845,018 48,682 5.76% 992,187 54,367 5.48% Non-taxable 198,287 6,359 4.06% 210,636 6,743 4.05% 348,551 10,909 3.96% Total investments 962,388 43,431 4.69% 1,105,408 58,084 5.40% 1,360,265 66,330 5.09% Loans: (3) Real estate 1,841,734 90,713 4.93% 1,806,114 83,120 4.60% 1,854,300 82,174 4.43% Agricultural 71,498 3,727 5.21% 75,309 5,390 7.16% 35,724 2,438 6.82% Commercial 111,097 6,732 6.06% 79,719 4,702 5.90% 85,572 5,096 5.96% Consumer 3,034 271 8.93% 3,654 326 8.92% 4,249 348 8.19% Mortgage warehouse 379,559 26,447 6.97% 258,191 20,658 8.00% 81,675 6,658 8.15% Other 2,382 67 2.81% 2,415 68 2.82% 2,415 77 3.19% Total loans 2,409,304 127,957 5.31% 2,225,402 114,264 5.13% 2,063,935 96,791 4.69% Total interest earning assets (4) 3,371,692 171,388 5.13% 3,330,810 172,348 5.23% 3,424,200 163,121 4.85% Other earning assets 17,062 17,131 16,850 Non-earning assets 284,878 283,111 272,930 Total assets $ 3,673,632 $ 3,631,052 $ 3,713,980 Liabilities and shareholders' equity Interest bearing deposits: Demand deposits $ 229,782 $ 5,611 2.44% $ 160,644 $ 3,950 2.46% $ 143,428 $ 1,429 1.00% NOW 371,554 482 0.13% 393,126 512 0.13% 442,819 289 0.07% Savings accounts 355,544 401 0.11% 365,459 336 0.09% 419,834 269 0.06% Money market 152,645 2,650 1.74% 138,703 2,071 1.49% 132,748 710 0.53% Time deposits 503,503 16,320 3.24% 556,506 23,229 4.17% 527,965 23,214 4.40% Brokered deposits 241,871 11,033 4.56% 282,618 13,257 4.69% 163,382 5,643 3.45% Total interest bearing deposits 1,854,899 36,497 1.97% 1,897,056 43,355 2.29% 1,830,176 31,554 1.72% Borrowed funds: Federal funds purchased 48,035 2,013 4.19% 3,840 252 6.56% 94,815 4,975 5.25% Repurchase agreements 123,425 262 0.21% 123,878 211 0.17% 90,294 245 0.27% Short term borrowings 10,774 485 4.50% 12,535 685 5.46% 130,622 7,059 5.40% Long term FHLB Advances 80,000 3,126 3.91% 80,000 3,126 3.91% 58,411 2,282 3.91% Long term debt 49,436 1,718 3.48% 49,346 1,721 3.49% 49,257 1,715 3.48% Subordinated debentures 35,923 2,601 7.24% 35,745 2,969 8.31% 35,567 2,886 8.11% Total borrowed funds 347,593 10,205 2.94% 305,344 8,964 2.94% 458,966 19,162 4.18% Total interest bearing liabilities 2,202,492 46,702 2.12% 2,202,400 52,319 2.38% 2,289,142 50,716 2.22% Noninterest bearing demand deposits 1,026,380 989,561 1,057,041 Other liabilities 88,335 90,142 59,317 Shareholders' equity 356,425 348,949 308,480 Total liabilities and shareholders' equity $ 3,673,632 $ 3,631,052 $ 3,713,980 Interest income/interest earning assets 5.13% 5.23% 4.85% Interest expense/interest earning assets 1.39% 1.57% 1.48% Net interest income and margin (5) $ 124,686 3.75% $ 120,029 3.66% $ 112,405 3.37% (1) Average balances are obtained from the best available daily or monthly data and are net of deferred fees and related direct costs.
The level of net interest income we recognize in any given period depends on a combination of factors including the average volume and yield for interest-earning assets, the average volume and cost of interest-bearing liabilities, and the mix of products which comprise the Company’s earning assets, deposits, and other interest-bearing liabilities.
The level of net interest income we recognize in any given period depends on a combination of factors including the average volume and yield of interest-earning assets, the average volume and cost of interest-bearing liabilities, and the mix of products which comprise the Company’s earning assets, deposits, and other interest-bearing liabilities.
Interest Rate Risk Management Market risk arises from changes in interest rates, exchange rates, commodity prices and equity prices. The Company does not engage in the trading of financial instruments, nor does it have exposure to currency exchange rates.
Interest Rate Risk Management Market risk arises from changes in interest rates, exchange rates, commodity prices, and equity prices. The Company does not engage in the trading of financial instruments, nor does it have exposure to foreign currency exchange rates.
Management did not consider a default, much less a loss on these securities to be a reasonable possibility as of either December 31, 2024, or December 31, 2023. Management routinely monitors third party credit grades of the municipal issuers in the Company’s state and political subdivisions portfolio and as of both December 31, 2024, and December 31, 2023, noted that all municipal securities in an unrealized loss position were either investment grade rated or guaranteed.
Management did not consider a default, much less a loss on these securities to be a reasonable possibility as of either December 31, 2025, or December 31, 2024. Management routinely monitors third-party credit grades of the municipal issuers in the Company’s state and political subdivisions portfolio and as of both December 31, 2025, and December 31, 2024, noted that all municipal securities in an unrealized loss position were either investment grade rated or guaranteed.
Following review of the financial metrics available for each of the underlying institutions as of December 31, 2024, and December 31, 2023 management concluded that the unrealized loss position of these securities related primarily to the fluctuation in market conditions, including interest rates and other factors, from the date of purchase, and were not reflective of any credit concerns with the issuing financial institution affecting the subordinated debt.
Following review of the financial metrics available for each of the underlying institutions as of December 31, 2025, and December 31, 2024, management concluded that the unrealized loss position of these securities related primarily to the fluctuation in market conditions, including interest rates and other factors, from the date of purchase, and were not reflective of any credit concerns with the issuing financial institution affecting the subordinated debt.
(5) Net interest margin represents net interest income as a percentage of average interest-earning assets (tax-equivalent). 38 Table of Contents The Volume and Rate Variances table below sets forth the dollar difference for the comparative periods in interest earned or paid for each major category of interest-earning assets and interest-bearing liabilities, and the amount of such change attributable to fluctuations in average balances (volume) or differences in average interest rates.
(5) Net interest margin represents net interest income as a percentage of average interest-earning assets (tax-equivalent). 37 Table of Contents The Volume and Rate Variances table below sets forth the dollar difference for the comparative periods in interest earned or paid for each major category of interest-earning assets and interest-bearing liabilities, and the amount of such change attributable to fluctuations in average balances (volume) or differences in average interest rates.
Federal Government and the management did not consider a default, much less a loss on these securities to be a reasonable possibility as of either December 31, 2024, or December 31, 2023. Mortgage-backed securities issued by government sponsored entities (“GSEs”) carry an implicit guarantee by the U.S. Federal Government, as the GSEs can draw funds from the U.S.
Federal Government, and the management did not consider a default, much less a loss on these securities to be a reasonable possibility as of either December 31, 2025, or December 31, 2024. Mortgage-backed securities issued by government sponsored entities (“GSEs”) carry an implicit guarantee by the U.S. Federal Government, as the GSEs can draw funds from the U.S.
The Company has a higher level of actual balance sheet liquidity than might otherwise be the case since we utilize a letter of credit from the FHLB rather than investment securities for certain pledging requirements. That letter of credit, which is backed by loans pledged to the FHLB by the Company, totaled $127.9 million at December 31, 2024.
The Company has a higher level of actual balance sheet liquidity than might otherwise be the case since we utilize a letter of credit from the FHLB rather than investment securities for certain pledging requirements. That letter of credit, which is backed by loans pledged to the FHLB by the Company, totaled $127.9 million at December 31, 2025.
Various financial metrics of each of the issuing financial institutions are reviewed by management quarterly. These metrics include credit quality, reserve adequacy, profitability, and capital.
Various financial metrics of each of the issuing financial institutions are reviewed by management quarterly. These metrics include credit quality, reserve adequacy, profitability, liquidity and capital.
While those ratios are merely indicators and are not measures of actual liquidity, they are closely monitored, and we are committed to maintaining adequate liquidity resources to draw upon should unexpected needs arise. The Company, on occasion, experiences cash needs as the result of loan growth, deposit outflows, asset purchases or liability repayments.
While those ratios are merely indicators and are not measures of actual liquidity, they are closely monitored, and we are committed to maintaining adequate liquidity resources to draw upon should unexpected needs arise. The Company, on occasion, experiences cash needs as the result of loan growth, deposit outflows, asset purchases, or borrowing repayments.
The bank stocks include Pacific Coast Bankers Bank (PCBB) stock (marked to market value annually) and restricted stock related to the Federal Home Loan Bank of San Francisco (FHLB SF) stock held in conjunction with our FHLB borrowings. Both the PCBB and FHLB SF stock is not deemed to be marketable or liquid.
The bank stocks include Pacific Coast Bankers Bank (PCBB) stock (marked to market value annually) and restricted stock related to the Federal Home Loan Bank of San Francisco (FHLB SF) stock held in conjunction with our FHLB borrowings. Both the PCBB and FHLB SF stock are not deemed to be marketable or liquid.
Depreciation and amortization included in occupancy and equipment expense totaled $1.9 million in 2024 and $2.2 million in 2023.
Depreciation and amortization included in occupancy and equipment expense totaled $1.9 million in 2025 and 2024, and $2.2 million in 2023.
Various rate scenarios consisting of key rate and yield curve projections are then applied in order to calculate the expected effect of a given interest rate change on interest income, interest expense, and the value of the Company’s financial instruments.
Various rate scenarios consisting of key rate and yield curve projections are then applied to calculate the expected effect of a given interest rate change on interest income, interest expense, and the value of the Company’s financial instruments.
The remaining difference was related to stock options exercised and restricted stock activity during the year. 36 Table of Contents Results of Operations The Company earns income from two primary sources. The first is net interest income, which is interest income generated by earning assets less interest expense on deposits and other borrowed money.
The remaining difference was related to stock options exercised and restricted stock activity during the year. Results of Operations The Company earns income from two primary sources. The first is net interest income, which is interest income generated by earning assets less interest expense on deposits and other borrowed money.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This discussion presents Management’s analysis of the Company’s financial condition as of December 31, 2024 and 2023, and the results of operations for each year in the three-year period ended December 31, 2024.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS This discussion presents Management’s analysis of the Company’s financial condition as of December 31, 2025, and 2024, and the results of operations for each year in the three-year period ended December 31, 2025.
As permitted by the regulators for financial institutions that are not deemed to be “advanced approaches” institutions, the Company has elected to opt out of the Basel III requirement to include accumulated other comprehensive income in risk-based capital. 57 Table of Contents The following table sets forth the Company’s and the Bank’s regulatory capital ratios at the dates indicated: December 31, To Be Well Capitalized Under Prompt Corrective Action Regulations (CBLR Framework) 2024 Tier 1 (Core) Capital to average total assets Sierra Bancorp and subsidiary 10.93% 9.00% Bank of the Sierra 11.80% 9.00% 2023 Tier 1 (Core) Capital to average total assets Sierra Bancorp and subsidiary 10.32% 9.00% Bank of the Sierra 11.29% 9.00% At the end of 2024, as our Community Bank Leverage Ratio exceeded 9.0%, the Company and the Bank were both classified as “well capitalized,” the highest rating of the categories defined under the Bank Holding Company Act and the Federal Deposit Insurance Corporation Improvement Act of 1991, and our regulatory capital ratios remained above the median for peer financial institutions.
As permitted by the regulators for financial institutions that are not deemed to be “advanced approaches” institutions, the Company has elected to opt out of the Basel III requirement to include accumulated other comprehensive income in risk-based capital. 60 Table of Contents The following table sets forth the Company’s and the Bank’s regulatory capital ratios at the dates indicated: December 31, To Be Well Capitalized Under Prompt Corrective Action Regulations (CBLR Framework) 2025 Tier 1 (Core) Capital to average total assets Sierra Bancorp and subsidiary 10.80% 9.00% Bank of the Sierra 11.94% 9.00% 2024 Tier 1 (Core) Capital to average total assets Sierra Bancorp and subsidiary 10.93% 9.00% Bank of the Sierra 11.80% 9.00% At December 31, 2025, as our Community Bank Leverage Ratio exceeded 9.0%, the Company and the Bank were both classified as “well capitalized,” the highest rating of the categories defined under the Bank Holding Company Act and the Federal Deposit Insurance Corporation Improvement Act of 1991, and our regulatory capital ratios remained above the median for peer financial institutions.
Our net deferred tax asset is evaluated as of every reporting date pursuant to FASB guidance, and we have determined that no impairment exists. Deposits Deposits represent another key balance sheet category impacting the Company’s net interest margin and profitability metrics.
Our net deferred tax asset is evaluated as of every reporting date pursuant to FASB guidance, and we have determined that no impairment exists. 57 Table of Contents Deposits Deposits represent another key balance sheet category impacting the Company’s net interest margin and profitability metrics.
The 51 Table of Contents average yield on these bonds was 2.61% and the proceeds were used to paydown short-term borrowings at an average rate of 5.52%. In the first quarter of 2024, the Company sold an additional $53.8 million in bonds, at a loss of $2.9 million.
The average yield on these bonds was 2.61% and the proceeds were used to paydown short-term borrowings at an average rate of 5.52%. In the first quarter of 2024, the Company sold an additional $53.8 million in bonds, at a loss of $2.9 million.
The Company’s $0.5 million increase in credit loss expense for the year ending 2024 over 2023, was due to a unfavorable increase in the allowance for credit losses on loans individually evaluated, partially offset by the impact of lower net loan charge-offs and a favorable improvement in underlying economic forecasts used as part of our allowance for credit losses model.
The Company’s $0.5 million 39 Table of Contents increase in credit loss expense for the year ending 2024 over 2023, was due to an unfavorable increase in the allowance for credit losses on loans individually evaluated, partially offset by the impact of lower net loan charge-offs and a favorable improvement in underlying economic forecasts used as part of our allowance for credit losses model.
Furthermore, fluctuations in credit quality, changes in economic conditions, updated accounting, or regulatory requirements, and/or other factors could induce us to augment or reduce the allowance.
Furthermore, fluctuations in credit quality, changes in economic conditions, updated accounting, or regulatory requirements, and/or other factors could require us to augment or reduce the allowance.
The Company generally maintains a double leverage ratio of under 125%. The double leverage ratio was 118.8% at December 31, 2024, as compared to 121.2% at December 31, 2023.
The Company generally maintains a double leverage ratio of under 125%. The double leverage ratio was 121.2% at December 31, 2025, as compared to 118.8% at December 31, 2024.
During the year, adjustments to interest income occur due to the following adjustments: interest income recovered upon the resolution of nonperforming loans, the reversal of interest income when a loan is placed on non-accrual status, and accelerated fees or prepayment penalties recognized for early payoffs of loans.
Adjustments to interest income generally occur due to the following adjustments: interest income recovered upon the resolution of nonperforming loans, the reversal of interest income when a loan is placed on non-accrual status, and accelerated fees or prepayment penalties recognized for early payoffs of loans.
Interest credit rates on general account BOLI do not change frequently so the income has typically been fairly consistent with $1.0 million of general account BOLI income recorded for the year ending December 31, 2024, $0.9 million recorded for the year ending December 31, 2023, and $1.0 million recorded for the year ending December 31, 2022.
Interest credit rates on general account BOLI do not change frequently so the income has typically been fairly consistent with $1.4 million of general account BOLI income recorded for the year ending December 31, 2025, $1.0 million recorded for the year ending December 31, 2024, and $0.9 million recorded for the year ending December 31, 2023.
Following review of financial metrics as of both December 31, 2024, and December 31, 2023 management concluded that the unrealized loss position of these securities related exclusively to the fluctuation in market conditions, primarily interest rate spreads, from the date of purchase, and were not reflective of any credit concerns with the tranches comprising the Company’s investments.
Following review of financial metrics as of both December 31, 2025, and December 31, 2024, management concluded that any unrealized loss on these securities related exclusively to the fluctuation in market conditions, primarily interest rate spreads, from the date of purchase, and were not reflective of any credit concerns with the tranches comprising the Company’s investments.
The 2024 favorable rate variance of $0.2 million is comprised mostly of favorable rate variances related to earning assets being mostly offset by unfavorable deposit and borrowed fund costs due to overall higher rates on assets being offset by higher funding rates.
The 2024 favorable rate variance of $0.2 million, as compared to 2023, is comprised mostly of favorable rate variances related to earning assets being mostly offset by unfavorable deposit and borrowed fund costs due to overall higher rates on assets being offset by higher funding rates.
Permanent differences include but are not limited to tax-exempt interest income, BOLI income or loss, and certain book expenses that are not allowed as tax deductions. The Company’s investments in state, county and municipal bonds provided $6.7 million of federal tax-exempt income in 2024, $10.9 million in 2023, and $8.8 million in 2022.
Permanent differences include but are not limited to tax-exempt interest income, BOLI income or loss, and certain book expenses that are not allowed as tax deductions. The Company’s investments in state, county, and municipal bonds provided $6.4 million of federal tax-exempt income in 2025, $6.7 million in 2024, and $10.9 million in 2023.
(3) The efficiency ratio is a non-GAAP measure and is a calculation of noninterest expense as a percentage of the sum of net interest income and noninterest income excluding net gains (losses) from securities and bank owned life insurance income. 34 Table of Contents Overview of the Results of Operations and Financial Condition Results of Operations Summary The Company recognized net income of $40.6 million in 2024 relative to $34.8 million in 2023 and $33.7 million in 2022.
(3) The efficiency ratio is a non-GAAP measure and is a calculation of noninterest expense as a percentage of the sum of net interest income and noninterest income excluding net gains (losses) from securities and bank owned life insurance income. 34 Table of Contents Overview of the Results of Operations and Financial Condition Results of Operations Summary The Company recognized net income of $42.3 million in 2025 relative to $40.6 million in 2024 and $34.8 million in 2023.
Net loan (costs) fees and loan acquisition FMV amortization were $(1.4) million, $(1.0) million, and $0.9 million for the years ended December 31, 2024, 2023, and 2022, respectively. (4) Non-accrual loans are slotted by loan type and have been included in total loans for purposes of total interest earning assets.
Net loan (costs) fees and loan acquisition FMV amortization were $(1.2) million, $(1.4) million, and $(1.0) million for the years ended December 31, 2025, 2024, and 2023, respectively. (4) Non-accrual loans are slotted by loan type and have been included in total loans for purposes of total interest earning assets.
The Company sets aside an allowance for credit losses on loans, a contra-asset account, through periodic charges to earnings which are reflected in the income statement as the provision for credit losses on loans. The Company recorded credit loss expense on loans of $4.6 million in 2024, $4.1 million in 2023, and $10.9 million in 2022.
The Company sets aside an allowance for credit losses on loans, a contra-asset account, through periodic charges to earnings which are reflected in the income statement as the provision for credit losses on loans. The Company recorded credit loss expense on loans of $6.1 million in 2025, $4.6 million in 2024, and $4.1 million in 2023.
The rate 59 Table of Contents projections can be shocked (an immediate and parallel change in all base rates, up or down), ramped (an incremental increase or decrease in rates over a specified time period), economic (based on current trends and econometric models) or stable (unchanged from current actual levels).
The rate projections can be shocked (an immediate and parallel change in all base rates, up or down), ramped (an incremental increase or decrease in rates over a specified time period), economic (based on current trends and econometric models), or stable (unchanged from current actual levels).
The following points outline additional support for management’s conclusion that no amount of the unrealized loss of the securities in an unrealized loss position as of December 31, 2024, and December 31, 2023 was attributable to credit deterioration and a risk of loss, requiring an allowance for credit losses. U.S.
The following points outline additional support for management’s conclusion that no portion of the unrealized loss of the securities in an unrealized loss position as of December 31, 2025, and December 31, 2024, was attributable to credit deterioration and a risk of loss, requiring an allowance for credit losses. U.S.
These non-parallel scenarios include a bear flattener forecast with overnight rates moving up faster than the 10-Year Treasury, a bull flattener where the overnight rates stay the same and long-term rates fall, and a generally accepted economic forecast where overnight and 10-year rates change based on current economic forecasts.
These non-parallel scenarios include a bear flattener forecast with overnight rates moving up faster than the 10-Year Treasury, a bull steepener where the overnight rates fall and long-term rates stay relatively level, and a generally accepted economic forecast where overnight and 10-year rates change based on current economic forecasts.
These stress tests are run primarily to determine what factors create the most risk to net interest income. When no balance sheet growth is incorporated and a stable interest rate environment is assumed, projected annual net interest income is about $9.4 million lower, or 7% than in our standard simulation.
These stress tests are run primarily to determine what factors create the most risk to net interest income. When no balance sheet growth is incorporated and a stable interest rate environment is assumed, projected annual net interest income is about $3.8 million lower, or 2.7% than in our standard simulation.
The allocation presented should not be viewed as an indication that charges to the allowance will be incurred in these amounts or proportions, or that the portion of the allowance allocated to a particular loan category represents the total amount available for charge-offs that may occur within that category. Allocation of Allowance for Credit Losses on Loans (dollars in thousands) As of December 31, 2024 2023 2022 2021 2020 Amount Percent of Loans in Category Amount Percent of Loans in Category Amount Percent of Loans in Category Amount Percent of Loans in Category Amount Percent of Loans in Category Real Estate $ 19,231 78.22% $ 21,505 86.71% $ 21,274 91.44% $ 11,586 87.47% $ 11,766 76.98% Other commercial (1) 5,158 21.64% 1,684 13.09% 1,468 8.35% 2,023 12.30% 5,203 22.79% Consumer loans 372 0.14% 311 0.20% 314 0.21% 510 0.23% 720 0.23% Unallocated 69 4 137 49 Total $ 24,830 100.00% $ 23,500 100.00% $ 23,060 100.00% $ 14,256 100.00% $ 17,738 100.00% (1) Includes mortgage warehouse lines The Company’s allowance for credit losses on loans at December 31, 2024 represents Management’s best estimate of expected losses over the remaining contractual life of loans in the loan portfolio as of that date, but no assurance can be given that the Company will not experience substantial losses relative to the size of the allowance.
The allocation presented should not be viewed as an indication that charges to the allowance will be incurred in these amounts or proportions, or that the portion of the allowance allocated to a particular loan category represents the total amount available for charge-offs that may occur within that category. Allocation of Allowance for Credit Losses on Loans (dollars in thousands) As of December 31, 2025 2024 2023 2022 2021 Amount Percent of Loans in Category Amount Percent of Loans in Category Amount Percent of Loans in Category Amount Percent of Loans in Category Amount Percent of Loans in Category Real Estate $ 18,541 71.98% $ 19,231 78.22% $ 21,505 86.71% $ 21,274 91.44% $ 11,586 87.47% Other commercial (1) 2,822 27.91% 5,158 21.64% 1,684 13.09% 1,468 8.35% 2,023 12.30% Consumer loans 112 0.11% 372 0.14% 311 0.20% 314 0.21% 510 0.23% Unallocated 5 69 4 137 Total $ 21,480 100.00% $ 24,830 100.00% $ 23,500 100.00% $ 23,060 100.00% $ 14,256 100.00% (1) Includes mortgage warehouse lines The Company’s allowance for credit losses on loans at December 31, 2025, represents Management’s best estimate of expected losses over the remaining contractual life of loans in the loan portfolio as of that date, but no assurance can be given that the Company will not experience substantial losses relative to the size of the allowance.
These branch buildings were subsequently leased back to the Company and are reflected in footnote 6 of the Financial Statements. Other Assets Goodwill totaled $27.4 million at December 31, 2024, unchanged for the year and other intangible assets were $0.6 million, a decrease of $0.8 million, or 57%, as a result of amortization expense recorded on core deposit intangibles.
These branch buildings were subsequently leased back to the Company and are reflected in footnote 6 of the Financial Statements. Other Assets Goodwill totaled $27.4 million at December 31, 2025, unchanged for the year and other intangible assets were $0.1 million, a decrease of $0.6 million, or 92%, as a result of amortization expense recorded on core deposit intangibles.
Our tax credits consist primarily of those generated by investments in low-income housing tax credit funds. We had a total of $25.4 million invested in low-income housing tax credit funds as of December 31, 2024, and $14.4 million as of December 31, 2023, which are included in other assets rather than in our investment portfolio.
Our tax credits consist primarily of those generated by investments in low-income housing tax credit funds. We had a total of $22.6 million invested in low-income housing tax credit funds as of December 31, 2025, and $25.4 million as of December 31, 2024, which are included in other assets rather than in our investment portfolio.
The principal objective of interest rate risk management is to manage the financial components of the Company’s balance sheet in a manner that will optimize the risk/reward equation for earnings and capital under a variety of interest rate scenarios.
The principal objective of interest rate risk 62 Table of Contents management is to manage the financial components of the Company’s balance sheet in a manner that will optimize the risk/reward balance for earnings and capital under a variety of interest rate scenarios.
To meet short-term needs, we can borrow overnight funds from other financial institutions, draw advances via Federal Home Loan Bank lines of credit, or solicit brokered deposits if customer deposits are not immediately obtainable from local sources. Availability on lines of credit from correspondent banks and the FHLB totaled $1.1 billion at December 31, 2024.
To meet short-term needs, we can borrow overnight funds from other financial institutions, draw advances via Federal Home Loan Bank lines of credit, or solicit brokered deposits if customer deposits are not immediately obtainable from local sources. Availability on lines of credit from correspondent banks and the FHLB totaled $905.3 million at December 31, 2025.
The $0.5 million increase in the credit loss expense for the year ending 2024, as compared to the same period in 2023 was due to an unfavorable increase in the allowance for credit losses on loans individually evaluated.
The $0.5 million increase in credit loss expense for 2024, as compared to 2023, was due to an unfavorable increase in the allowance for credit losses on loans individually evaluated.
The 54 Table of Contents Company’s goodwill and other intangible assets are evaluated annually for potential impairment following FASB guidelines and based on those analytics Management has determined that no impairment exists as of December 31, 2024.
The Company’s goodwill and other intangible assets are evaluated annually for potential impairment following FASB guidelines and based on those analytics Management has determined that no impairment exists as of December 31, 2025.
Foreclosed assets costs are comprised of write-downs taken subsequent to reappraisals, OREO operating expense (including property taxes), and losses on the sale of foreclosed assets, net of rental income on OREO properties and gains on the sale of foreclosed assets. There were no expenses in 2024, $0.7 million expenses in 2023 and $0.1 million in expenses in 2022.
Foreclosed assets costs are comprised of write-downs taken subsequent to reappraisals, OREO operating expense (including property taxes), and losses on the sale of foreclosed assets, net of rental income on OREO properties and gains on the sale of foreclosed assets. Foreclosed asset expenses were inconsequential in 2025 and 2024, and $0.7 million in 2023.
The Bank believes that it does not have a concentration in CRE loans at December 31, 2024, above the prudential regulatory guidelines note above.
The Bank believes that it does not have a concentration in CRE loans at December 31, 2025, above the prudential regulatory guidelines noted above.
The ratio of the allowance to nonperforming loans was 126% at December 31, 2024, relative to 294% at December 31, 2023, and 118% at December 31, 2022. As described above, a separate allowance of $0.7 million for potential losses inherent in unused commitments is included in other liabilities at December 31, 2024.
The ratio of the allowance to nonperforming loans was 162% at December 31, 2025, relative to 126% at December 31, 2024, and 294% at December 31, 2023. As described above, a separate allowance of $0.7 million for potential losses on unused commitments is included in other liabilities at both December 31, 2025 and 2024.
Investment securities that were pledged as collateral for Federal Home Loan Bank borrowings, repurchase agreements, public deposits and other purposes as required or permitted by law totaled $403.4 million at December 31, 2024 and $551.5 million at December 31, 2023, leaving $558.1 million in unpledged debt securities at December 31, 2024 and $787.8 million in unpledged debt securities at December 31, 2023.
Investment securities that were pledged as collateral for Federal Home Loan Bank borrowings, repurchase agreements, public deposits and other purposes as required or permitted by law totaled $367.5 million at December 31, 2025, and $403.4 million at December 31, 2024, leaving $548.6 million in unpledged debt securities at December 31, 2025, and $558.1 million in unpledged debt securities at December 31, 2024.
Long-term FHLB borrowings were $80 million at both December 31, 2024, and December 31, 2023. Repurchase agreements totaled $108.9 million at year-end 2024 relative to a balance of $107.1 million at year-end 2023.
Long-term FHLB borrowings were $80 million at both December 31, 2025, and December 31, 2024. Repurchase agreements totaled $130.9 million at year-end 2025 relative to a balance of $108.9 million at year-end 2024.
Specifically identifiable and quantifiable credit losses on loans are immediately charged off against the allowance. The Company experienced net loan charge offs of $3.3 million in 2024, $3.6 million in 2023, and $11.5 million in 2022.
Specifically identifiable and quantifiable credit losses on loans are immediately charged off against the allowance. The Company experienced net loan charge-offs of $9.4 million in 2025, $3.3 million in 2024, and $3.6 million in 2023.
The Company was also eligible to borrow approximately $298.3 million at the Federal Reserve Discount Window based on pledged assets at December 31, 2024. Furthermore, funds can be obtained by drawing down excess cash that might be available in the Company’s correspondent bank deposit accounts, or by liquidating unpledged 58 Table of Contents investments or other readily saleable assets.
The Company was also eligible to borrow approximately $254.9 million at the Federal Reserve Discount Window based on pledged assets at December 31, 2025. Furthermore, funds can be obtained by drawing down excess cash that might be available in the Company’s correspondent bank deposit accounts, or by liquidating unpledged investments or other readily saleable assets.
Its primary source of funds is dividends from the Bank since the holding company does not conduct regular banking operations. At December 31, 2024, the holding company maintained a cash balance of $13.1 million.
Its primary source of funds is dividends from the Bank since the holding company does not conduct regular banking operations. At December 31, 2025, the holding company maintained a cash balance of $6.9 million.
Off-balance sheet obligations pose potential credit risk to the Company, and a $0.7 million reserve for unfunded commitments is reflected as a liability in our consolidated balance sheet at December 31, 2024, an increase of $0.2 million from the previous year. The unused commitments related to mortgage warehouse are unconditionally cancellable at any time.
Off-balance sheet obligations pose potential credit risk to the Company, and a $0.7 million reserve for unfunded commitments is reflected as a liability in our consolidated balance sheet at both December 31, 2025 and 2024. The unused commitments related to mortgage warehouse are unconditionally cancellable at any time.
The instantaneous rate shock simulation for the period ending December 31, 2023, indicates that the Company was asset sensitive, with net interest income increasing in rising rate scenarios and declining in decreasing rate scenarios, with a continued drop in interest rates having the most substantial negative impact.
The instantaneous rate shock simulation for the period ending December 31, 2024, indicates that the Company is asset sensitive, with net interest income increasing in rising rate scenarios and declining in decreasing rate scenarios, with a 63 Table of Contents continued drop in interest rates having the most substantial negative impact.
The Company’s net interest margin, which is tax-equivalent net interest income as a percentage of average interest-earning assets, increased by 29 basis points to 3.66% in 2024 and declined by 10 basis points to 3.37% in 2023 as compared to 2022.
The Company’s net interest margin, which is tax-equivalent net interest income as a percentage of average interest-earning assets, increased by 9 basis points to 3.75% in 2025 and increased by 29 basis points to 3.66% in 2024 as compared to 2023.
Moreover, in addition to life insurance proceeds of $0.2 million in 2024, $0.9 million in 2023 and $0.4 million in 2022, net increases in the cash surrender value of bank-owned life insurance added $2.7 million to tax-exempt income in 2024, and $1.8 million to tax-exempt income in 2023, but reduced tax-exempt income by $1.0 million in 2022.
Moreover, in addition to life insurance proceeds of $0.9 million in 2025, $0.2 million in 2024 and $0.9 million in 2023, net increases in the cash surrender value of bank-owned life insurance added $2.6 million to tax-exempt income in 2025, $2.7 million in 2024, and $1.8 million in 2023.
Management is of the opinion that available investments and other potentially liquid assets, along with standby funding sources it has arranged, are more than sufficient to meet the Company’s current and anticipated short-term liquidity needs.
Management is of the opinion that available investments and other potentially liquid assets, along with standby funding sources it has arranged, are more than sufficient to meet the Company’s current and anticipated short-term liquidity needs. The company’s use of wholesale funding is largely due to its mortgage warehouse lending.
NPAs totaled $19.7 million, or 0.8% of gross loans plus foreclosed assets at the end of 2024, as compared to $8.0 million, or 0.4% of gross loans plus foreclosed assets at the end of 2023.
NPAs totaled $14.8 million, or 0.6% of gross loans plus foreclosed assets at the end of 2025, as compared to $19.7 million, or 0.8% of gross loans plus foreclosed assets at the end of 2024.
The Company’s balance of noninterest earning cash and balances due from correspondent banks totaled $79.6 million, or 2% of total assets at December 31, 2024, and $73.7 million, or 2% of total assets at December 31, 2023.
The Company’s balance of noninterest earning cash and balances due from correspondent banks totaled $71.4 million, or 2% of total assets at December 31, 2025, and $79.6 million, or 2% of total assets at December 31, 2024.
Securities that were pledged in excess of actual pledging needs and were thus available for liquidity purposes, if needed, totaled $242.2 million at December 31, 2024, and $383.0 million at December 31, 2023. The table below groups the Company’s investment securities by their remaining time to maturity as of December 31, 2024, and provides weighted average yields for each segment.
Securities that were pledged in excess of actual pledging needs and were thus available for liquidity purposes, if needed, totaled $192.3 million at December 31, 2025, and $242.5 million at December 31, 2024. 55 Table of Contents The table below groups the Company’s held-to-maturity investment securities by their remaining time to maturity as of December 31, 2025, and provides weighted average yields for each segment.
Those investments have generated substantial tax credits over the past few years, with about $1.8 million, $0.6 million, and $0.5 million in credits available for the for the tax years 2024, 2023, and 2022, respectively. The credits are dependent upon the occupancy level of the housing projects and income of the tenants and cannot be projected with certainty.
Those investments have generated substantial tax credits over the past few years, with about $2.9 million, $1.7 million, and $0.6 million in credits available for the tax years 2025, 2024, and 2023, respectively. The credits are dependent upon the occupancy level of the 44 Table of Contents housing projects and income of the tenants and cannot be projected with certainty.
The average balance of non-earning cash and due from banks, which can be used to determine trends, was $49.8 million for 2024, $80.8 million for 2023 and $79.3 million for 2022. Premises and Equipment Premises and equipment are stated on our books at cost, less accumulated depreciation, and amortization.
The average balance of non-earning cash and due from banks, which can be used to determine trends, was $76.6 million for 2025, $79.1 million for 2024, and $80.8 million for 2023. 56 Table of Contents Premises and Equipment Premises and equipment are stated on our books at cost, less accumulated depreciation, and amortization.
Net income per diluted share was $2.82 in 2024, as compared to $2.36 in 2023 and $2.24 for 2022. The Company’s return on average assets and return on average equity were 1.12% and 11.62%, respectively, in 2024, as compared to 0.94% and 11.30%, respectively, in 2023 and 0.97% and 10.66%, respectively, for 2022.
Net income per diluted share was $3.11 in 2025, as compared to $2.82 in 2024 and $2.36 for 2023. The Company’s return on average assets and return on average equity were 1.15% and 11.88%, respectively, in 2025, as compared to 1.12% and 11.62%, respectively, in 2024, and 0.94% and 11.30%, respectively, for 2023.
Net Interest Income and Net Interest Margin Net interest income was $120.0 million in 2024 as compared to $112.4 million in 2023, and $109.6 million in 2022. This equates to increases of 7% in 2024, and 3% in 2023.
Net Interest Income and Net Interest Margin Net interest income was $124.7 million in 2025, as compared to $120.0 million in 2024, and $112.4 million in 2023. This equates to increases of 4% in 2025, and 7% in 2024.
As of December 31, 2024, unpledged debt securities plus pledged securities in excess of current pledging requirements comprised $794.3 million of the Company’s investment balances, as compared to $1.2 billion at December 31, 2023. Other sources of potential liquidity include but are not necessarily limited to any outstanding fed funds sold and vault cash.
As 61 Table of Contents of December 31, 2025, unpledged debt securities plus pledged securities in excess of current pledging requirements comprised $743.7 million of the Company’s investment balances, as compared to $794.6 million at December 31, 2024. Other sources of potential liquidity include but are not necessarily limited to any outstanding fed funds sold and vault cash.
Federal Government up to a limit, with an implied ability to draw funds beyond the limit.
Federal Government up to a limit, with an 54 Table of Contents implied ability to draw funds beyond the limit.
The following table presents the maturity distribution of the estimated uninsured time deposits: Estimated Uninsured Time Deposit Maturity Distribution (dollars in thousands) As of December 31, 2024 Three months or less Over three months through six months Over six months through twelve months Over twelve months Total Estimated uninsured time deposits $ 94,054 $ 23,615 $ 30,359 $ 221 $ 148,249 See Liquidity and Market Risk Management below in this 10-K for a discussion on liquidity management the Company maintains to meet liquidity needs under unusual conditions such as uncommon deposit outflows of uninsured deposits. Other Borrowings The Company’s non-deposit other borrowings may, at any given time, include fed funds purchased from correspondent banks, borrowings from the Federal Home Loan Bank, advances from the FRB, and securities sold under agreements to repurchase.
The following table presents the maturity distribution of the estimated uninsured time deposits: Estimated Uninsured Time Deposit Maturity Distribution (dollars in thousands) As of December 31, 2025 Three months or less Over three months through six months Over six months through twelve months Over twelve months Total Estimated uninsured time deposits $ 87,582 $ 13,158 $ 22,938 $ 545 $ 124,223 See Liquidity and Market Risk Management below in this 10-K for a discussion on sources of liquidity the Company maintains to meet liquidity needs under unusual conditions such as uncommon deposit outflows of uninsured deposits. Other Borrowings The Company’s other borrowings may, at any given time, include fed funds purchased from correspondent banks, borrowings from the Federal Home Loan Bank, advances from the FRB, and securities sold under agreements to repurchase.
The following table presents comparative data for the Company’s NPAs as of the dates noted: Nonperforming Assets (dollars in thousands) As of December 31, 2024 2023 2022 2021 2020 Real estate: Residential real estate $ 23 $ 414 $ 688 $ 1,915 $ 3,596 Commercial real estate 7,457 1,234 2,260 Other construction/land Farmland 5,105 15,812 442 Total real estate 5,128 7,871 16,500 3,149 6,298 Other commercial 14,540 114 3,072 1,351 1,276 Consumer loans 7 22 24 Total nonperforming loans (1) $ 19,668 $ 7,985 $ 19,579 $ 4,522 $ 7,598 Foreclosed assets 93 971 Total nonperforming assets $ 19,668 $ 7,985 $ 19,579 $ 4,615 $ 8,569 Loans deferred under CARES Act (1) $ $ $ $ 10,411 $ 29,500 Nonperforming loans as a % of total gross loans 0.84% 0.38% 0.95% 0.23% 0.31% Nonperforming assets as a % of total gross loans and foreclosed assets 0.84% 0.38% 0.95% 0.23% 0.35% (1) Loans deferred under the CARES act are not included in nonperforming loans above, nor are they included in the numerators used to calculate the ratios disclosed in the table.
The following table presents comparative data for the Company’s NPAs as of the dates noted: Nonperforming Assets (dollars in thousands) As of December 31, 2025 2024 2023 2022 2021 Real estate: Residential real estate $ 210 $ 23 $ 414 $ 688 $ 1,915 Commercial real estate 7,457 1,234 Other construction/land Farmland 1,717 5,105 15,812 Total real estate 1,927 5,128 7,871 16,500 3,149 Other commercial 11,304 14,540 114 3,072 1,351 Consumer loans 7 22 Total nonperforming loans (1) $ 13,231 $ 19,668 $ 7,985 $ 19,579 $ 4,522 Foreclosed assets 1,565 93 Total nonperforming assets $ 14,796 $ 19,668 $ 7,985 $ 19,579 $ 4,615 Loans deferred under CARES Act (1) $ $ $ $ $ 10,411 Nonperforming loans as a % of total gross loans 0.52% 0.84% 0.38% 0.95% 0.23% Nonperforming assets as a % of total gross loans and foreclosed assets 0.58% 0.84% 0.38% 0.95% 0.23% (1) Loans deferred under the CARES act are not included in nonperforming loans above, nor are they included in the numerators used to calculate the ratios disclosed in the table.
Although not reflected in the loan totals below and not currently comprising a material part of our lending activities, the Company also occasionally originates and sells, or participates out portions of, loans to non-affiliated investors. Loan Distribution (dollars in thousands) As of December 31, 2024 2023 2022 2021 2020 Real estate: Residential real estate $ 382,507 $ 413,262 $ 438,731 $ 317,151 $ 178,752 Commercial real estate 1,357,833 1,325,493 1,308,328 1,268,245 1,465,126 Other construction/land 5,472 6,267 18,358 46,556 119,933 Farmland 77,547 67,510 113,594 106,765 129,968 Total real estate 1,823,359 1,812,532 1,879,011 1,738,717 1,893,779 Other commercial 178,331 157,762 104,135 143,311 252,785 Mortgage warehouse lines 326,400 116,000 65,439 101,184 307,679 Consumer loans 3,344 4,090 4,232 4,649 5,721 Total loans 2,331,434 2,090,384 2,052,817 1,987,861 2,459,964 Allowance for credit losses on loans (24,830) (23,500) (23,060) (14,256) (17,738) Total loans, net $ 2,306,604 $ 2,066,884 $ 2,029,757 $ 1,973,605 $ 2,442,226 Percentage of Total loans Real estate: Residential real estate 16.41% 19.77% 21.37% 15.95% 7.27% Commercial real estate 58.25% 63.41% 63.73% 63.81% 59.55% Other construction/land 0.23% 0.30% 0.89% 2.34% 4.88% Farmland 3.33% 3.23% 5.53% 5.37% 5.28% Total real estate 78.22% 86.71% 91.52% 87.47% 76.98% Other commercial 7.64% 7.54% 5.08% 7.21% 10.28% Mortgage warehouse lines 14.00% 5.55% 3.19% 5.09% 12.51% Consumer loans 0.14% 0.20% 0.21% 0.23% 0.23% 100.00% 100.00% 100.00% 100.00% 100.00% The Company’s loan balances increased $239.7 million, or 12% in 2024.
Although not reflected in the loan totals below and not currently comprising a material part of our lending activities, the Company also occasionally originates and sells, or participates out portions of loans to non-affiliated investors. Loan Distribution (dollars in thousands) As of December 31, 2025 2024 2023 2022 2021 Real estate: Residential real estate $ 359,514 $ 382,507 $ 413,262 $ 438,731 $ 317,151 Commercial real estate 1,390,890 1,357,833 1,325,493 1,308,328 1,268,245 Other construction/land 14,414 5,472 6,267 18,358 46,556 Farmland 68,307 77,547 67,510 113,594 106,765 Total real estate 1,833,125 1,823,359 1,812,532 1,879,011 1,738,717 Other commercial 192,577 178,331 157,762 104,135 143,311 Mortgage warehouse lines 518,333 326,400 116,000 65,439 101,184 Consumer loans 2,810 3,344 4,090 4,232 4,649 Total loans 2,546,845 2,331,434 2,090,384 2,052,817 1,987,861 Allowance for credit losses on loans (21,480) (24,830) (23,500) (23,060) (14,256) Total loans, net $ 2,525,365 $ 2,306,604 $ 2,066,884 $ 2,029,757 $ 1,973,605 Percentage of Total loans Real estate: Residential real estate 14.12% 16.41% 19.77% 21.37% 15.95% Commercial real estate 54.61% 58.25% 63.41% 63.73% 63.81% Other construction/land 0.57% 0.23% 0.30% 0.89% 2.34% Farmland 2.68% 3.33% 3.23% 5.53% 5.37% Total real estate 71.98% 78.22% 86.71% 91.52% 87.47% Other commercial 7.56% 7.64% 7.54% 5.08% 7.21% Mortgage warehouse lines 20.35% 14.00% 5.55% 3.19% 5.09% Consumer loans 0.11% 0.14% 0.20% 0.21% 0.23% 100.00% 100.00% 100.00% 100.00% 100.00% The Company’s gross loan balances at amortized cost increased $215.4 million, or 9%, in 2025.
Information concerning average balances and rates paid by deposit type for the past three fiscal years is contained in the Distribution, Rate, and Yield table located in the previous section under “Results of Operations–Net Interest Income and Net Interest Margin.” A distribution of the Company’s deposits showing the period-end balance and percentage of total deposits by type is presented as of the dates noted in the following table: Deposit Distribution (dollars in thousands) Year Ended December 31, 2024 2023 2022 2021 2020 Interest bearing demand deposits $ 206,766 $ 128,784 $ 150,875 $ 129,783 $ 109,938 Noninterest bearing demand deposits 1,007,208 1,020,772 1,088,199 1,084,544 943,664 NOW 380,987 405,163 490,707 614,770 558,407 Savings 347,387 370,806 456,980 450,785 368,420 Money market 140,793 145,591 139,795 147,793 131,232 Customer time deposits 533,577 555,107 399,608 293,897 412,945 Brokered deposits 274,950 135,000 120,000 60,000 100,000 Total deposits $ 2,891,668 $ 2,761,223 $ 2,846,164 $ 2,781,572 $ 2,624,606 Percentage of Total Deposits Interest bearing demand deposits 7.15% 4.66% 5.30% 4.67% 4.19% Noninterest bearing demand deposits 34.83% 36.98% 38.23% 38.99% 35.95% NOW 13.18% 14.67% 17.24% 22.10% 21.28% Savings 12.01% 13.43% 16.06% 16.21% 14.04% Money market 4.87% 5.27% 4.91% 5.31% 5.00% Customer time deposits 18.45% 20.10% 14.04% 10.57% 15.73% Brokered deposits 9.51% 4.89% 4.22% 2.16% 3.81% Total 100.00% 100.00% 100.00% 100.00% 100.00% Deposit balances reflected an increase of $130.4 million, or 5%, in 2024 and a decline of $84.9 million, or 3%, in 2023.
Information concerning average balances and rates paid by deposit type for the past three fiscal years is contained in the Distribution, Rate, and Yield table located in the previous section under “Results of Operations–Net Interest Income and Net Interest Margin.” A distribution of the Company’s deposits showing the period-end balance and percentage of total deposits by type is presented as of the dates noted in the following table: Deposit Distribution (dollars in thousands) Year Ended December 31, 2025 2024 2023 2022 2021 Interest bearing demand deposits $ 224,745 $ 206,766 $ 128,784 $ 150,875 $ 129,783 Noninterest bearing demand deposits 995,623 1,007,208 1,020,772 1,088,199 1,084,544 NOW 357,001 380,987 405,163 490,707 614,770 Savings 365,064 347,387 370,806 456,980 450,785 Money market 151,760 140,793 145,591 139,795 147,793 Customer time deposits 462,153 533,577 555,107 399,608 293,897 Brokered deposits 320,090 274,950 135,000 120,000 60,000 Total deposits $ 2,876,436 $ 2,891,668 $ 2,761,223 $ 2,846,164 $ 2,781,572 Percentage of Total Deposits Interest bearing demand deposits 7.81% 7.15% 4.66% 5.30% 4.67% Noninterest bearing demand deposits 34.61% 34.83% 36.98% 38.23% 38.99% NOW 12.41% 13.18% 14.67% 17.24% 22.10% Savings 12.69% 12.01% 13.43% 16.06% 16.21% Money market 5.28% 4.87% 5.27% 4.91% 5.31% Customer time deposits 16.07% 18.45% 20.10% 14.04% 10.57% Brokered deposits 11.13% 9.51% 4.89% 4.22% 2.16% Total 100.00% 100.00% 100.00% 100.00% 100.00% Deposits totaled $2.9 billion at December 31, 2025, decreasing $15.2 million, or 0.5%, from December 31, 2024.
This ratio was 243% at December 31, 2023, and declined to 236% at December 31, 2024. At December 31, 2024, the Bank’s total construction, land development and other land loans represented 1% of Tier 1 risk-based capital plus allowance for credit losses on loans.
This ratio was 236% at December 31, 2024, and increased to 242% at December 31, 2025. At December 31, 2025, the Bank’s total construction, 46 Table of Contents land development, and other land loans represented 3% of Tier 1 risk-based capital plus allowance for credit losses on loans.
The Company’s investments serve several purposes: 1) they provide liquidity to even out cash flows from the loan and deposit activities of customers; 2) they provide a source of pledged assets for securing public deposits, bankruptcy deposits and certain borrowed funds which require collateral; 3) they constitute a large base of assets with maturity and interest rate characteristics that can be changed more readily than the loan portfolio, to better match changes in the deposit base and other funding sources of the Company; 4) they are another interest-earning option for surplus funds when loan demand is light; and 5) they can provide partially tax exempt income.
The Company’s investments serve several purposes: 1) they provide liquidity to even out cash flows from the loan and deposit activities of customers; 2) they provide a source of pledged assets for securing public deposits, bankruptcy deposits and certain borrowed funds which require collateral; 3) they can be used for interest rate risk management as they constitute a large base of assets with maturity and interest rate characteristics that can be changed more readily than the loan portfolio, to better match changes in the deposit base and other funding sources of the Company; 4) they provide a source of investments that provide credit for Community Reinvestment Act purposes and 5) they provide an important source of earnings, some of which is tax exempt.
The 2024 unfavorable mix variance of $1.1 million is driven by lower investment balances, and higher loan balances, compounded by higher rates paid on interest bearing deposits.
The 2024 unfavorable mix variance of $1.1 million is driven by lower investment balances, and higher loan balances, compounded by higher rates paid on interest-bearing deposits. Some of this unfavorable mix was mitigated by the decrease in borrowed funds.
The following table presents selected historical financial information concerning the Company, which should be read in conjunction with our audited consolidated financial statements, including the related notes, and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included elsewhere herein. Selected Financial Data (dollars in thousands, except per share data) As of and for the years ended December 31, Operating Data 2024 2023 2022 Net interest income $ 120,029 $ 112,405 $ 109,615 Credit loss expense $ 4,792 $ 3,681 $ 10,667 Noninterest income $ 31,521 $ 30,400 $ 30,770 Noninterest expense $ 92,890 $ 92,660 $ 84,803 Provision for income taxes $ 13,308 $ 11,620 $ 11,256 Net income $ 40,560 $ 34,844 $ 33,659 Selected Balance Sheet Summary Total loans, net $ 2,306,604 $ 2,066,884 $ 2,029,757 Total assets $ 3,614,271 $ 3,729,799 $ 3,608,590 Total deposits $ 2,891,668 $ 2,761,223 $ 2,846,164 Total liabilities $ 3,256,969 $ 3,391,702 $ 3,305,008 Total shareholders' equity $ 357,302 $ 338,097 $ 303,582 Net loans to total deposits 79.77% 74.85% 71.32% Per Share Data Net income per basic share $ 2.84 $ 2.37 $ 2.25 Net income per diluted share $ 2.82 $ 2.36 $ 2.24 Book value $ 25.12 $ 22.85 $ 20.01 Cash dividends $ 0.94 $ 0.92 $ 0.92 Weighted average common shares outstanding basic 14,284,401 14,706,141 14,955,756 Weighted average common shares outstanding diluted 14,396,021 14,737,870 15,022,755 Key Operating Ratios: Performance Ratios: (1) Return on average equity 11.62% 11.30% 10.66% Return on average assets 1.12% 0.94% 0.97% Average equity to average assets ratio 9.61% 8.31% 9.06% Net interest margin (tax-equivalent) 3.66% 3.37% 3.47% Efficiency ratio (tax-equivalent) (3) 60.76% 63.90% 60.16% Asset Quality Ratios: (1) Non-performing loans to total loans 0.84% 0.38% 0.95% Non-performing assets to total loans and other real estate owned 0.84% 0.38% 0.95% Net (recoveries) charge-offs to average loans 0.15% 0.18% 0.58% Allowance for credit losses on loans to total loans at period end 1.07% 1.12% 1.12% Allowance for credit losses on loans to nonaccrual loans 126.25% 294.30% 117.78% Regulatory Capital Ratios: (2) Tier 1 capital to adjusted average assets (leverage ratio) 10.93% 10.32% 10.30% (1) Asset quality ratios are end of period ratios.
The following table presents selected historical financial information concerning the Company, which should be read in conjunction with our audited consolidated financial statements, including the related notes, and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included elsewhere herein. Selected Financial Data (dollars in thousands, except per share data) As of and for the years ended December 31, Operating Data 2025 2024 2023 Net interest income $ 124,686 $ 120,029 $ 112,405 Credit loss expense $ 6,095 $ 4,792 $ 3,681 Noninterest income $ 30,589 $ 31,521 $ 30,400 Noninterest expense $ 92,837 $ 92,890 $ 92,660 Provision for income taxes $ 14,016 $ 13,308 $ 11,620 Net income $ 42,327 $ 40,560 $ 34,844 Selected Balance Sheet Summary Total loans, net $ 2,525,365 $ 2,306,604 $ 2,066,884 Total assets $ 3,829,279 $ 3,614,271 $ 3,729,799 Total deposits $ 2,876,436 $ 2,891,668 $ 2,761,223 Total liabilities $ 3,464,416 $ 3,256,969 $ 3,391,702 Total shareholders' equity $ 364,863 $ 357,302 $ 338,097 Net loans to total deposits 87.79% 79.77% 74.85% Per Share Data Net income per basic share $ 3.14 $ 2.84 $ 2.37 Net income per diluted share $ 3.11 $ 2.82 $ 2.36 Book value per share $ 27.49 $ 25.12 $ 22.85 Cash dividends per share $ 1.00 $ 0.94 $ 0.92 Weighted average common shares outstanding basic 13,496,560 14,284,401 14,706,141 Weighted average common shares outstanding diluted 13,593,119 14,396,021 14,737,870 Key Operating Ratios: Performance Ratios: (1) Return on average equity 11.88% 11.62% 11.30% Return on average assets 1.15% 1.12% 0.94% Average equity to average assets ratio 9.70% 9.61% 8.31% Net interest margin (tax-equivalent) 3.75% 3.66% 3.37% Efficiency ratio (tax-equivalent) (3) 58.91% 60.76% 63.90% Asset Quality Ratios: (1) Non-performing loans to total loans 0.52% 0.84% 0.38% Non-performing assets to total loans and other real estate owned 0.58% 0.84% 0.38% Net charge-offs to average loans 0.39% 0.15% 0.18% Allowance for credit losses on loans to total loans at period end 0.84% 1.07% 1.12% Allowance for credit losses on loans to nonaccrual loans 162.35% 126.25% 294.30% Regulatory Capital Ratio: (2) Tier 1 capital to adjusted average assets (leverage ratio) 10.80% 10.93% 10.32% (1) Asset quality ratios are end of period ratios.
The Company has approximately $204.5 million of unfunded mortgage warehouse lines at December 31, 2023. In addition to the instantaneous simulations shown above, we run stress scenarios for the unconsolidated Bank modeling the possibility of no balance sheet growth, the potential runoff of “surge” core deposits which flowed into the Bank in the 60 Table of Contents most recent economic cycle, and unfavorable movement in deposit rates relative to yields on earning assets (i.e., higher deposit betas).
In addition to the instantaneous simulations shown above, we run stress scenarios for the unconsolidated Bank modeling the possibility of no balance sheet growth, the potential runoff of “surge” core deposits which flowed into the Bank in the most recent economic cycle, and unfavorable movement in deposit rates relative to yields on earning assets (i.e., higher deposit betas).
The Company recorded a provision for credit losses on loans of $4.6 million in 2024 as compared to $4.1 million in 2023, and $10.9 million in 2022. Our credit allowance for expected losses on individually identified loans increased $1.4 million, or 73%, during 2024, and increased $1.5 million, or 351%, during 2023.
The Company recorded a provision for credit losses on loans of $6.1 million in 2025 as compared to $4.6 million in 2024, and $4.1 million in 2023. Our credit allowance for expected losses on individually evaluated loans decreased $3.3 million, or 97%, during 2025, and increased $1.4 million, or 73%, during 2024.
Financial Condition Summary The Company’s assets totaled $3.6 billion at December 31, 2024, as compared to $3.7 billion at December 31, 2023. Total liabilities were $3.3 billion at December 31, 2024, as compared to $3.4 billion at the end of 2023, and shareholders’ equity totaled $357.3 million at December 31, 2024, as compared to $338.1 million at December 31, 2023.
Financial Condition Summary The Company’s assets totaled $3.8 billion at December 31, 2025, as compared to $3.6 billion at December 31, 2024. Total liabilities were $3.5 billion at December 31, 2025, as compared to $3.3 billion at the end of 2024, and shareholders’ equity totaled $364.9 million at December 31, 2025, as compared to $357.3 million at December 31, 2024.
As of both December 31, 2024, and December 31, 2023, management concluded that no allowance for credit losses was warranted on any of the Company’s municipal securities and the unrealized loss position of each of the securities reflected fluctuations in market conditions, primarily interest rates, since the time of purchase. The Company has invested in corporate debt issuances of other financial institutions.
With the exception of the immaterial allowance for credit losses on HTM designated municipal bonds, that as of both December 31, 2024 and 2025 the unrealized loss position of each of the securities reflected fluctuations in market conditions, primarily interest rates, since the time of purchase. The Company has invested in corporate debt issuances of other financial institutions.
Included in the $471.2 million of loans due after 5 years through fifteen years are $150.7 million of adjustable-rate loans subject to periodic rate adjustments. Similarly, included in the $1.2 billion of loans that do not mature for more than fifteen years are $570.9 million of adjustable-rate loans subject to periodic rate adjustments.
Included in the $576.5 million of loans due after 5 years through fifteen years are $375.6 million of adjustable-rate loans subject to periodic rate adjustments. Similarly, included in the $1.0 billion of loans that do not mature for more than fifteen years are $714.5 million of adjustable-rate loans subject to periodic rate adjustments.
The following Investment Portfolio table reflects the carrying amount for each primary category of investment securities for the past three years: Investment Portfolio (dollars in thousands) As of December 31, 2024 2023 2022 Carrying Amount Percent Carrying Amount Percent Carrying Amount Percent Available for sale U.S. government agencies $ 50,153 5.22% $ 102,749 7.67% $ 50,599 3.98% Mortgage-backed securities 93,503 9.72% 99,544 7.43% 122,532 9.63% State and political subdivisions 40,803 4.24% 194,206 14.50% 205,980 16.20% Corporate bonds 58,562 6.09% 52,040 3.89% 57,435 4.52% Collateralized loan obligations 412,946 42.95% 570,662 42.61% 498,377 39.18% Total available for sale 655,967 68.22% 1,019,201 76.10% 934,923 73.51% Held to maturity U.S. government agencies 4,819 0.50% 5,522 0.41% 6,047 0.48% Mortgage-backed securities 128,974 13.41% 142,295 10.62% 157,473 12.38% State and political subdivisions 171,721 17.87% 172,240 12.86% 173,361 13.63% Total held to maturity 305,514 31.78% 320,057 23.90% 336,881 26.49% Total securities $ 961,481 100.00% $ 1,339,258 100.00% $ 1,271,804 100.00% Based on an analysis of its available for sale securities with unrealized losses as of December 31, 2024, and December 31, 2023, the Company determined their decline in value was unrelated to credit loss and was primarily the result of interest rate changes and market spreads subsequent to acquisition.
The following Investment Portfolio table reflects the carrying amount for each primary category of investment securities for the past three years: Investment Portfolio (dollars in thousands) As of December 31, 2025 2024 2023 Carrying Amount Percent Carrying Amount Percent Carrying Amount Percent Available for sale U.S. government agencies $ 32,901 3.59% $ 50,153 5.22% $ 102,749 7.67% Mortgage-backed securities 259,760 28.35% 93,503 9.72% 99,544 7.43% State and political subdivisions 46,921 5.12% 40,803 4.24% 194,206 14.50% Corporate bonds 86,467 9.44% 58,562 6.09% 52,040 3.89% Collateralized loan obligations 199,281 21.75% 412,946 42.95% 570,662 42.61% Total available for sale 625,330 68.25% 655,967 68.22% 1,019,201 76.10% Held to maturity U.S. government agencies 4,523 0.49% 4,819 0.50% 5,522 0.41% Mortgage-backed securities 115,228 12.58% 128,974 13.41% 142,295 10.62% State and political subdivisions 171,060 18.68% 171,721 17.87% 172,240 12.86% Total held to maturity 290,811 31.75% 305,514 31.78% 320,057 23.90% Total securities $ 916,141 100.00% $ 961,481 100.00% $ 1,339,258 100.00% Based on an analysis of its available for sale securities with unrealized losses as of December 31, 2025, and December 31, 2024, the Company determined their decline in value was unrelated to credit loss and was primarily the result of interest rate changes and market spreads subsequent to acquisition.
We had no federal funds sold at the end of the reporting periods, and interest-bearing balances held primarily in our FRBSF account totaled $19.7 million at December 31, 2024, as compared to $3.7 million at December 31, 2023. The average rate on the interest-bearing balances was 5.34% for 2024.
We had no federal funds sold at the end of the reporting periods, and interest-bearing balances held primarily in our FRBSF account totaled $62.3 million at December 31, 2025, as compared to $19.8 million at December 31, 2024. The average yield on the interest-bearing and due from bank balances was 4.37% for 2025.
The net interest margin in 2023 was 10 basis points lower than 2022. We recorded a credit loss expense on loans of $4.6 million in 2024, as compared to a $4.1 million expense in 2023 and $10.9 million expense in 2022.
The net interest margin in 2024 was 29 basis points higher than in 2023, as a result of the balance sheet restructuring. We recorded a credit loss expense on loans of $6.1 million in 2025, as compared to a $4.6 million expense in 2024, and $4.1 million expense in 2023.
On a quarterly basis management receives financial information from a third-party service in order to monitor the underlying issuer’s financial stability.
Periodically, management receives financial information from a third-party service to monitor the underlying issuer’s financial stability.
The following Premises and Equipment table reflects the original cost, accumulated depreciation and amortization, and net book value of fixed assets by major category, for the years noted: Premises and Equipment (dollars in thousands) As of December 31, 2024 2023 2022 Accumulated Accumulated Accumulated Depreciation Depreciation Depreciation and Net Book and Net Book and Net Book Cost Amortization Value Cost Amortization Value Cost Amortization Value Land $ 2,394 $ $ 2,394 $ 2,694 $ $ 2,694 $ 4,823 $ $ 4,823 Buildings 10,688 4,991 5,697 11,919 5,581 6,338 21,170 11,864 9,306 Furniture and equipment 18,389 14,670 3,719 17,856 13,605 4,251 18,948 14,711 4,237 Leasehold improvements 14,443 11,015 3,428 14,699 11,075 3,624 14,732 10,620 4,112 Total $ 46,107 $ 30,676 $ 15,431 $ 47,168 $ 30,261 $ 16,907 $ 59,673 $ 37,195 $ 22,478 The net book value of the Company’s premises and equipment was 0.4% of total assets at December 31, 2024, and 0.5% of total assets at December 31, 2023.
The following Premises and Equipment table reflects the original cost, accumulated depreciation and amortization, and net book value of fixed assets by major category, for the years noted: Premises and Equipment (dollars in thousands) As of December 31, 2025 2024 2023 Accumulated Accumulated Accumulated Depreciation Depreciation Depreciation and Net Book and Net Book and Net Book Cost Amortization Value Cost Amortization Value Cost Amortization Value Land $ 2,394 $ $ 2,394 $ 2,394 $ $ 2,394 $ 2,694 $ $ 2,694 Buildings 10,776 5,272 5,504 10,688 4,991 5,697 11,919 5,581 6,338 Furniture and equipment 18,148 14,573 3,575 18,389 14,670 3,719 17,856 13,605 4,251 Leasehold improvements 14,970 11,469 3,501 14,443 11,015 3,428 14,699 11,075 3,624 Construction in progress 193 193 Total $ 46,288 $ 31,314 $ 14,974 $ 46,107 $ 30,676 $ 15,431 $ 47,168 $ 30,261 $ 16,907 The net book value of the Company’s premises and equipment was 0.4% of total assets at both December 31, 2025 and 2024.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The information concerning quantitative and qualitative disclosures of market risk called for by Item 305 of Regulation S-K is included as part of Item 7 above. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Market Risk Management.” 61 Table of Contents
Biggest changeITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK The information concerning quantitative and qualitative disclosures of market risk called for by Item 305 of Regulation S-K is included as part of Item 7 above. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations Liquidity and Market Risk Management.” 64 Table of Contents

Other BSRR 10-K year-over-year comparisons