REPUBLIC BANCORP INC

REPUBLIC BANCORP INCRBCAA決算レポート

Nasdaq · 金融 · 国有商業銀行

Republic Bancorp Inc. (Kentucky) is a U.S. regional banking holding company that provides a full range of retail and commercial banking services, including personal deposit accounts, consumer loans, business financing, mortgage products, and wealth management solutions. It mainly serves individual consumers and small to medium-sized enterprises in Kentucky and adjacent U.S. states.

What changed in REPUBLIC BANCORP INC's 10-K2024 vs 2025

Top changes in REPUBLIC BANCORP INC's 2025 10-K

613 paragraphs added · 585 removed · 390 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

139 edited+64 added42 removed68 unchanged
In one or more aspects of the Bank’s business, the Bank competes with local and regional retail and commercial banks, other savings banks, credit unions, finance companies, mortgage companies, fintech companies, and other financial intermediaries operating in Kentucky, Indiana, Florida, Tennessee, Ohio, and in other states where the Bank offers its products.
In one or more aspects of the Bank’s business, the Bank competes with local and regional retail and commercial banks, savings banks, credit unions, finance companies, mortgage companies, FinTech companies, and other financial intermediaries operating in Kentucky, Indiana, Florida, Tennessee, Ohio, and other states where the Bank offers its products.
Because the Company’s Class A Common Stock is listed on NASDAQ, the Company is subject to NASDAQ’s rules for listed companies. As an umbrella supervisor, the FRB requires that FHCs operate in a safe and sound manner so that their financial condition does not threaten the viability of affiliated depository institutions.
Because the Company’s Class A Common Stock is listed on the NASDAQ, the Company is subject to NASDAQ’s rules for listed companies. As an umbrella supervisor, the FRB requires that FHCs operate in a safe and sound manner so that their financial condition does not threaten the viability of affiliated depository institutions.
The Bank operates physical locations in Florida, Indiana, Kentucky, Ohio, and Tennessee and originates and purchases loans on a national basis. All deposits, subject to regulatory prescribed limitations, held by the Bank are insured by the FDIC. The Bank is subject to the restrictions and requirements of, and potential enforcement actions, and examinations by the FDIC and KDFI.
The Bank operates physical locations in Florida, Indiana, Kentucky, Ohio, and Tennessee and originates and purchases loans on a national basis. All deposits, subject to regulatory prescribed limitations, held by the Bank are insured by the FDIC. The Bank is subject to the restrictions and requirements of potential enforcement actions and examinations by the FDIC and KDFI.
Dividends paid by the Bank provide substantially all of the Company’s operating funds. Regulatory requirements limit the amount of dividends that may be paid by the Bank. Under applicable federal regulations, the Bank generally cannot pay a dividend if the Bank is not adequately capitalized or if, after paying the dividend, the Bank would be undercapitalized.
Dividends paid by the Bank substantially provide all of the Company’s operating funds. Regulatory requirements limit the amount of dividends that may be paid by the Bank. Under applicable federal regulations, the Bank generally cannot pay a dividend if the Bank is not adequately capitalized or if, after paying the dividend, the Bank would be undercapitalized.
Such unlimited branching authority has the potential to increase competition within the markets in which the Company and the Bank operate. Restrictions on Affiliate Transactions and Loans to Insiders Transactions between the Bank or its subsidiaries and affiliates (including the Company), and in some cases the Bank’s correspondent banks, are subject to FDIC regulations, the FRB’s Regulations O and W, and Sections 23A, 23B, 22(g), and 22(h) of the Federal Reserve Act (“FRA”).
Such unlimited branching authority has the potential to increase competition within the markets in which the Company and the Bank operate. Restrictions on Affiliate Transactions and Loans to Insiders Transactions between the Bank or its subsidiaries and affiliates (including the Company), and in some cases the Bank’s correspondent banks, are subject to FDIC regulations, the FRB’s Regulations O and W, and Sections 23A, 23B, 22(g), and 22(h) of the Federal Reserve Act.
These guidelines require each financial institution, under the supervision and ongoing oversight of its board of directors or an appropriate committee thereof, to create, implement and maintain a comprehensive written information security program designed to ensure the security and confidentiality of customer information, protect against any anticipated threats or hazards to the security or integrity of such information and protect against unauthorized access to or use of such information that could result in substantial harm or inconvenience to any customer.
These guidelines require each financial institution, under the supervision and ongoing oversight of its Board or an appropriate committee thereof, to create, implement and maintain a comprehensive written information security program designed to ensure the security and confidentiality of customer information, protect against any anticipated threats or hazards to the security or integrity of such information and protect against unauthorized access to or use of such information that could result in substantial harm or inconvenience to any customer.
Given the size of these credits, the Bank generally seeks established, well-known borrowers and projects with low credit risk. Commercial Banking focuses on small and medium sized C&I and owner-occupied CRE opportunities. Borrowers are generally single-asset entities and loan sizes typically range from $1 million to $5 million.
Given the size of these credits, the Bank generally seeks established, well-known borrowers and projects with low credit risk. The Commercial Banking group focuses on small and medium-sized C&I and CRE owner-occupied opportunities. Borrowers are generally single-asset entities and loan sizes typically range from $1 million to $5 million.
The deregulation of the banking industry, the ability to create financial services holding companies to engage in a wide range of financial services other than banking, and the widespread enactment of state laws that permit multi-bank holding companies, as well as the availability of nationwide interstate banking, has created a highly competitive environment for financial institutions.
The deregulation of the banking industry, the ability to create financial services holding companies to engage in a wide range of financial services other than banking, and the widespread enactment of state laws that permit multi-bank BHC’s, as well as the availability of nationwide interstate banking, has created a highly competitive environment for financial institutions.
The failure to meet such requirements could result in material restrictions on the activities of the Company and may also adversely affect the Company’s ability to enter into certain transactions (including mergers and acquisitions) or obtain necessary approvals in connection therewith, as well as the loss of FHC status.
The failure to continue to meet such requirements could result in material restrictions on the activities of the Company and may also adversely affect the Company’s ability to enter into certain transactions (including mergers and acquisitions) or obtain necessary approvals in connection therewith, as well as the loss of FHC status.
While not a focus for the Bank, the Bank may originate loans for the acquisition and development of residential or commercial land into buildable lots. Single-family, residential-construction loans are made in the Bank’s market area to established homebuilders with solid financial records.
While not a major focus for the Bank, the Bank may originate loans for the acquisition and development of residential or commercial land into buildable lots. Single-family, residential-construction loans are made in the Bank’s market area to established homebuilders with solid financial records.
The same third-party service provider for RCS’s LOC II is the third-party provider for the installment loans. This third-party provider is subject to the Bank’s oversight and supervision and provides the Bank with marketing services and loan servicing for these RCS installment loans. The Bank is the lender for these RCS installment loans and is marketed as such.
The same third-party service provider for RCS’s LOC II is the third-party provider for the installment loan product. This third-party provider is subject to the Bank’s oversight and supervision and provides the Bank with marketing services and loan servicing for these RCS installment loans. The Bank is the lender for these loans and is marketed as such.
Additionally, federal banking regulatory agencies evaluate the effectiveness of an applicant in combating money laundering when, determining whether to approve, among other things, a proposed bank merger, acquisition, restructuring, or other expansionary activity. 18 Table of Contents Consumer Laws and Regulations The Bank is subject to a number of federal and state consumer protection laws, including, but not limited to, the Fair Credit Reporting Act, the Truth in Lending Act, the Truth in Savings Act, the Electronic Fund Transfer Act, the Expedited Funds Availability Act, the Home Mortgage Disclosure Act, the Military Lending Act, the Real Estate Settlement Procedures Act, the Servicemembers Civil Relief Act, the Telephone Consumer Protection Act, and these laws’ respective state-law counterparts, among many others.
Additionally, federal banking regulatory agencies evaluate the effectiveness of an applicant in combating money laundering when determining whether to approve, among other things, a proposed bank merger, acquisition, restructuring, or other expansionary activity. Consumer Laws and Regulations The Bank is subject to a number of federal and state consumer protection laws, including, but not limited to, the Fair Credit Reporting Act, the Truth in Lending Act, the Truth in Savings Act, the Electronic Fund Transfer Act, the Expedited Funds Availability Act, the Home Mortgage Disclosure Act, the Military Lending Act, the Real Estate Settlement Procedures Act, the Servicemembers Civil Relief Act, the Telephone Consumer Protection Act, and these laws’ respective state-law counterparts, among many others.
Any change in regulatory requirements and policies, whether by the FRB, the FDIC, the KDFI, the CFPB, or state or federal legislation, could have a material adverse impact on Company operations. Regulators also have broad enforcement powers over banks and their holding companies, including, but not limited to: the power to mandate or restrict particular actions, activities, or divestitures; impose monetary fines and other penalties for violations of laws and regulations; issue cease and desist or removal orders; seek injunctions; publicly disclose such actions; and prohibit unsafe or unsound 15 Table of Contents practices.
Any change in regulatory requirements and policies, whether by the FRB, the FDIC, the KDFI, the CFPB, or state or federal legislation, could have a material adverse impact on Company operations. Regulators also have broad enforcement powers over banks and their holding companies, including, but not limited to: the power to mandate or restrict particular actions, activities, or divestitures; impose monetary fines and other penalties for violations of laws and regulations; issue cease and desist or removal orders; seek injunctions; publicly disclose such actions; and prohibit unsafe or unsound practices.
Under applicable federal capital adequacy guidelines, banks are also subject to dividend limitations and restrictions if they fail to maintain an appropriate capital conservation buffer. Under Kentucky law and applicable federal banking regulations, the dividends the Bank can pay during any calendar year are generally limited to its profits for that year, plus its retained net profits for the two preceding years, less any required transfers to surplus or to fund the retirement of preferred stock or debt, absent approval of the respective state or federal banking regulators.
Under applicable federal capital adequacy guidelines, banks are also subject to dividend limitations and restrictions if they fail to maintain an appropriate capital conservation buffer. 21 Table of Contents Under Kentucky law and applicable federal banking regulations, the dividends the Bank can pay during any calendar year are generally limited to its profits for that year, plus its retained net profits for the two preceding years, less any required transfers to surplus or to fund the retirement of preferred stock or debt, absent approval of the respective state or federal banking regulators.
Increased competition is also expected from alternative financial services providers who are often well-positioned to service the “underbanked” and who may wish to develop their own prepaid card programs. Republic Credit Solutions The small-dollar consumer loan industry is highly competitive.
Increased competition is also expected from alternative financial services providers who are often well-positioned to service the “underbanked” and who may wish to develop their own prepaid card programs. V. Republic Credit Solutions segment The small-dollar consumer loan industry is highly competitive.
The CFPB is an independent “watchdog” within the Federal Reserve System that regulates any person or service provider who offers or provides personal, family, or household financial products or services by overseeing the application and implementation of federal “consumer financial laws.” The CFPB is authorized to prescribe rules applicable to any covered person or service provider identifying and prohibiting acts or practices that are unfair, deceptive, or abusive in connection with any consumer financial product or service transaction.
The CFPB is an independent “watchdog” within the Federal Reserve System that regulates any person or service provider who offers or provides personal, family, or household financial products or services by overseeing the application and implementation of federal “consumer financial laws.” 22 Table of Contents The CFPB is authorized to prescribe rules applicable to any covered person or service provider identifying and prohibiting acts or practices that are unfair, deceptive, or abusive in connection with any consumer financial product or service transaction.
The Bank’s Private Banking officers have extensive banking experience and are trained to meet the unique financial needs of this clientele. Treasury Management Department The Bank provides various deposit products designed for commercial business clients located throughout its market footprint.
The Bank’s Private Banking officers have extensive banking experience and are trained to meet the unique financial needs of this clientele. Treasury Management Services The Bank provides various deposit products designed for commercial business clients located throughout its market footprint.
Interest income and loan fees are accrued for each individual advance during the time the advance remains on the warehouse line and collected when the loan is sold. The Core Bank receives the sale proceeds of each loan directly from the investor and applies the funds to pay off the warehouse advance and related accrued interest and fees.
Interest income and loan fees are accrued for each individual advance during the time the advance remains on the warehouse LOC and collected when the loan is sold. The Core Bank receives the sale proceeds of each loan directly from the investor and applies the funds to pay off the warehouse advance and related accrued interest and fees.
The Bank is a member of the FHLB system. As a member of the FHLB system, the Bank must also comply with applicable regulations of the Federal Housing Finance Agency. Regulation and supervision by each of these agencies is intended primarily for the protection of the Bank’s clients and the DIF and not for the benefit of the Company’s stockholders.
The Bank is a member of the FHLB system. As a member of the FHLB system, the Bank must also comply with applicable regulations of the Federal Housing Finance Agency. Regulation and supervision by each of these agencies is intended primarily for the protection of the Bank’s depositors and the DIF and not for the benefit of the Company’s stockholders.
This authority includes both informal and formal actions to effect corrective actions and/or sanctions. In addition, the Bank is subject to regulation and potential enforcement actions by other state and federal agencies. Certain regulatory requirements applicable to the Company and the Bank are referred to below or elsewhere in this filing.
This authority includes both informal and formal actions to effect corrective actions and/or sanctions. In addition, the Bank is subject to regulation and potential enforcement actions by other state and federal agencies. Certain regulatory requirements applicable to the Company and the Bank are referred to below or elsewhere in this report.
The Bank is also authorized to borrow from the FRB discount window. Loans to One Borrower Under current limits, loans and extensions of credit outstanding at one time to a single borrower and not fully secured generally may not exceed 15% of the institution’s unimpaired capital and unimpaired surplus.
The Bank is also authorized to borrow from the FRB discount window. Loans to One Borrower Under current limits, loans and extensions of credit outstanding at one time to a single borrower and not fully secured generally may not exceed 15% of the Bank’s unimpaired capital and unimpaired surplus.
Many of the Bank’s primary competitors, some of which are affiliated with large bank holding companies or other larger financial based institutions, have substantially greater resources, larger established client bases, higher lending limits, more extensive banking center networks, numerous ATMs or ITMs, and greater advertising and marketing budgets. They may also offer services that the Bank does not currently provide.
Many of the Bank’s primary competitors, some of which are affiliated with large BHC’s or other larger financial based institutions, have substantially greater resources, larger established client bases, higher lending limits, more extensive banking center networks, numerous ATMs or ITMs, and greater advertising and marketing budgets. They may also offer services that the Bank does not currently provide.
In addition, there are substantial regulatory and compliance costs, including the need for expertise to customize products associated with licenses to lend in various states across the United States. Supervision and Regulation The Company and the Bank are separate and distinct entities and are subject to extensive federal and state banking laws and regulations, which establish a comprehensive framework of activities in which the Company and the Bank may engage.
In addition, there are substantial regulatory and compliance costs, including the need for expertise to customize products associated with licenses to lend in various states across the U.S. REGULATION AND SUPERVISION The Company and the Bank are separate and distinct entities and are subject to extensive federal and state banking laws and regulations, which establish a comprehensive framework of activities in which the Company and the Bank may engage.
RAs collected during the second half of that year, not subject to loan loss guarantee arrangements, are recorded as recoveries of previously charged-off loans. Related to the overall credit losses on RAs, including ERAs, the Bank’s ability to control losses is highly dependent upon its ability to predict the taxpayer’s likelihood to receive the tax refund as claimed on the taxpayer’s tax return.
RAs collected during the second half of each year, not subject to loan loss guarantee arrangements, are recorded as recoveries of previously charged-off loans. Related to the overall credit losses on ERAs/RAs, the Bank’s ability to control losses is highly dependent upon its ability to predict the taxpayer’s likelihood to receive the tax refund as claimed on the taxpayer’s tax return.
The FRB conducts periodic examinations to review the Company’s compliance with various legal and safety and soundness requirements, which directly impact the Bank. The Bank is a Kentucky-chartered commercial banking and trust corporation that is not a member of the Federal Reserve System, and as such it is subject to supervision and regulation by the FDIC and the KDFI.
The FRB conducts periodic examinations to review the Company’s compliance with various legal and safety and soundness requirements, which directly impact the Bank. 18 Table of Contents The Bank is a Kentucky-chartered commercial banking and trust corporation that is not a member of the Federal Reserve System, and as such it is subject to supervision and regulation by the FDIC and the KDFI.
An adverse ruling or finding against the Company or the Bank under these laws could have a material adverse effect on our results of operations. The Company and the Bank are also subject to the regulations of the CFPB.
An adverse ruling or finding against the Company or the Bank under these laws could have a material adverse effect on the Company’s results of operations. The Company and the Bank are also subject to the regulations of the CFPB.
Competitors for the Company’s small-dollar loan programs include, but are not limited to, billers who accept late payments for a fee, overdraft privilege programs of other banks and credit unions, payday lenders, and fintech companies. New entrants to the small-dollar consumer loan market must successfully implement underwriting and fraud prevention processes, overcome consumer brand loyalty, and have sufficient capital to withstand early losses associated with unseasoned loan portfolios.
Competitors include, but are not limited to, billers who accept late payments for a fee, overdraft privilege programs of other banks and credit unions, payday lenders, and Fin-tech companies. New entrants to the small-dollar consumer loan market must successfully implement underwriting and fraud prevention processes, overcome consumer brand loyalty, and have sufficient capital to withstand early losses associated with unseasoned loan portfolios.
The Bank generally charges a premium interest rate for its ARMs if the property is not owner-occupied. The interest rates on the majority of ARMs are adjusted after their fixed rate periods on an annual or semi-annual basis, with most having annual and lifetime limitations on upward rate adjustments to the loan.
The Bank generally charges a premium interest rate for its ARMs if the property is nonowner-occupied. The interest rates on the majority of ARMs are adjusted after their fixed rate periods on an annual or semi-annual basis, with most having annual and lifetime limitations on upward rate adjustments to the loan.
Depository institutions and broker-dealers are required by their federal regulators to maintain robust policies and procedures in order to ensure compliance with these anti-money laundering and anti-terrorist financing obligations. Failure to comply with these laws or maintain an adequate compliance program can lead to significant monetary penalties and reputational damage.
Depository institutions and broker-dealers are required by their federal regulators to maintain robust policies and procedures in order to ensure compliance with these AML and anti-terrorist financing obligations. Failure to comply with these laws or maintain an adequate compliance program can lead to significant monetary penalties and reputational damage.
Additionally, control is refutably presumed to exist if, immediately after a transaction, the acquiring person owns, controls, or holds with the power to vote 10% or more of any class of voting securities of an institution and (i) the institution has registered securities under Section 12 of the Securities Exchange Act of 1934 or (ii) no other person will own, control, or hold the power to vote a greater percentage of that class of voting securities immediately after the transaction. 16 Table of Contents Financial Activities The Company is an FHC.
Additionally, control is refutably presumed to exist if, immediately after a transaction, the acquiring person owns, controls, or holds with the power to vote 10% or more of any class of voting securities of an institution and (i) the institution has registered securities under Section 12 of the Exchange Act or (ii) no other person will own, control, or hold the power to vote a greater percentage of that class of voting securities immediately after the transaction. Financial Activities The Company is an FHC.
These loans typically feature amortization periods of up to 30 years and have fixed interest-rate periods generally ranging from five to ten years, with demand dependent upon market conditions.
These loans typically feature amortization periods of up to 30 years and have fixed interest-rate periods generally ranging from five to seven years, with demand dependent upon market conditions.
Kentucky’s statutes contain a super parity provision that permits a well-rated Kentucky bank to engage in any banking activity in which a national bank in Kentucky, a state bank, state thrift, or state savings association operating in any other state, a federal savings bank, or a federal thrift meeting the qualified thrift lender test engages, provided it first obtains a legal opinion from counsel specifying the statutory or regulatory provisions that permit the activity. Safety and Soundness The federal banking regulatory agencies have prescribed, by regulation, guidelines for all insured depository institutions relating to: (i) internal controls, information systems, and internal audit systems; (ii) loan documentation; (iii) credit underwriting; (iv) interest rate risk exposure; (v) asset growth; (vi) asset quality; (vii) earnings; and (viii) compensation and benefits.
Kentucky’s statutes contain a super parity provision that permits a well-rated Kentucky bank to engage in any banking activity in which a national bank in Kentucky, a state bank, state thrift, or state savings association operating in any other state, a federal savings bank, or a federal thrift meeting the qualified thrift lender test engages, provided it first obtains a legal opinion from counsel specifying the statutory or regulatory provisions that permit the activity. Safety and Soundness The federal banking regulatory agencies have prescribed, by regulation, guidelines for all insured depository institutions relating to: (i) internal controls, information systems, and internal audit systems; (ii) loan documentation; (iii) credit underwriting; (iv) interest rate risk exposure and market risk; (v) asset growth; (vi) asset quality; (vii) earnings; (viii) capital; (ix) management; (x) liquidity; and (xi) compensation and benefits.
Individual advances for loans are expected to remain on the warehouse line for an average of 15 to 30 days. Advances for reverse mortgage loans and construction loans typically remain on the line longer than conventional mortgage loans.
Individual loans are expected to remain on the warehouse LOC for an average of 15 to 30 days. Advances for reverse mortgage loans and construction loans typically remain on the LOC longer than conventional mortgage loans.
These laws and regulations are primarily intended to provide protection to clients and depositors, not stockholders. The Company, as a public reporting company, is also subject to various federal securities laws and regulations.
These laws and regulations are primarily intended to provide protection to depositors and the DIF, not stockholders. The Company, as a public reporting company, is also subject to various federal securities laws and regulations.
The description of statutory provisions and regulations applicable to banks and their holding companies set forth in this filing does not purport to be a complete description of such statutes and regulations.
The description of statutory provisions and regulations applicable to banks and their holding companies set forth in this report does not purport to be a complete description of such statutes and regulations.
The Dodd-Frank Act expanded the scope of these regulations, including by applying them to the credit exposure arising under derivative transactions, repurchase and reverse repurchase agreements, and securities borrowing and lending transactions. The FRB promulgated Regulation W to implement Sections 23A and 23B of the FRA.
The Dodd-Frank Act expanded the scope of these regulations, including by applying them to the credit exposure arising under derivative transactions, repurchase and reverse repurchase agreements, and securities borrowing and lending transactions. The FRB promulgated Regulation W to implement Sections 23A and 23B of the Federal Reserve Act.
The ERA is originated prior to the taxpayer receiving their fiscal year taxable income documentation, e.g. , W-2, and the filing of the taxpayer’s final federal tax return. As such, the Company generally uses paystub information to underwrite the ERA.
The ERA is originated prior to the taxpayer receiving their fiscal year taxable income documentation, such as Form W-2, and the filing of the taxpayer’s final federal tax return. As such, the Company generally uses paystub information to underwrite the ERA.
Management is aware of no existing circumstances that would result in termination of the Bank’s FDIC deposit insurance. Anti-Money Laundering and Related Laws The Company and the Bank are subject to federal laws that are designed to counter money laundering and terrorist financing and transactions with persons, companies, or foreign governments sanctioned by the United States.
Management is aware of no existing circumstances that would result in termination of the Bank’s FDIC deposit insurance. Anti-Money Laundering and Related Laws The Company and the Bank are subject to federal laws that are designed to counter money laundering and terrorist financing and transactions with persons, companies, or foreign governments sanctioned by the U.S.
Because the substantial majority of the RA volume occurs each year before that year’s tax refund payment patterns can be analyzed and subsequent underwriting changes made, credit losses during a current year could be higher than management’s predictions if tax refund payment patterns change materially between years. In response to changes in the legal, regulatory, and competitive environment, management annually reviews and revises the RA, including the ERA, product parameters.
Because the substantial majority of the ERA/RA volume occurs each year before that year’s tax refund payment patterns can be analyzed and subsequent underwriting changes implemented, credit losses during a given year could be higher than management’s predictions if tax refund payment patterns change materially between years. In response to changes in the legal, regulatory, and competitive environment, management annually reviews and revises the ERA/RA product parameters.
In general, the statute requires explanations to consumers on policies and 19 Table of Contents procedures regarding the disclosure of such nonpublic personal information, and, except as otherwise required by law, prohibits disclosing such information except as provided in the financial institution’s policies and procedures.
In general, the statute requires explanations to consumers on policies and procedures regarding the disclosure of such nonpublic personal information, and, except as otherwise required by law, prohibits disclosing such information except as provided in the financial institution’s policies and procedures.
The RA product had the following features during the 2024 and 2025 Tax Seasons: Offered only during the first two months of each year; The taxpayer was given the option to choose from multiple loan-amount tiers, subject to underwriting, up to a maximum advance amount of $6,500; No requirement that the taxpayer pays for another bank product, such as an RT; Multiple disbursement methods were available through most Tax Providers, including direct deposit, prepaid card, or check, based on the taxpayer-customer’s election; Repayment of the RA to the Bank is deducted from the taxpayer’s tax refund proceeds; and If an insufficient refund to repay the RA occurs: o there is no recourse to the taxpayer, o no negative credit reporting on the taxpayer, and o no collection efforts against the taxpayer. Since its introduction in December of 2022, the ERA loan product has been structured similarly to the RA with the primary differences being the timing of when the ERAs are originated and the documentation available to underwrite the ERAs.
The RA product had the following features during the 2024, 2025, and 2026 Tax Seasons: Offered only during the first two months of each year; The taxpayer was given the option to choose from multiple loan-amount tiers, subject to underwriting, up to a maximum advance amount of $6,500 for the 2024 Tax Season and $6,250 for both the 2025 and 2026 Tax Seasons; No requirement that the taxpayer pays for another bank product, such as an RT; Multiple disbursement methods were available through most Tax Providers, including direct deposit, prepaid card, or check, based on the taxpayer-customer’s election; Repayment of the RA to the Bank via deduction from the taxpayer’s tax refund proceeds; and If a tax refund is insufficient to repay the RA: there is no recourse to the taxpayer, no negative credit reporting on the taxpayer, and no collection efforts against the taxpayer. Early Season Refund Advances: Since its introduction in December of 2022, the ERA loan product has been structured similarly to the RA, with the primary differences being the timing of when the ERAs are originated and the documentation available to underwrite the ERAs.
It is required to acquire and hold shares in an amount at least equal to 1% of the aggregate principal amount of its unpaid single-family, residential real estate loans and similar obligations at the beginning of each year, or 1/20th of its outstanding advances from the FHLB, whichever is greater.
It is required to acquire and hold shares in an amount at least equal to 1% of the aggregate principal amount of its unpaid single-family, RRE loans and similar obligations at the beginning of each year, or 1/20th of its outstanding advances from the FHLB, whichever is greater.
These credit facilities are primarily secured by single-family, first-lien residential real estate loans. The credit facility enables the mortgage banking clients to close single-family, first-lien residential real estate loans in their own name and temporarily fund their inventory of these closed loans until the loans are sold to investors approved by the Bank.
These credit facilities are primarily secured by single-family, first-lien RRE loans. The credit facility enables the mortgage banking clients to close single-family, first-lien RRE loans in their own name and temporarily fund their inventory of these closed loans until the loans are sold to investors approved by the Bank.
Unpaid RAs, including ERAs, related to the first quarter tax filing season of a given year are considered delinquent as of June 30th of that year and charged-off.
Unpaid ERAs/RAs, related to the first quarter tax filing season of a given year are considered delinquent at June 30th of that year and charged-off.
Limitations are also imposed on loans and extensions of credit by a bank to its executive officers, directors, 17 Table of Contents and principal stockholders and each of their related interests.
Limitations are also imposed on loans and extensions of credit by a bank to its executive officers, directors, and principal stockholders and each of their related interests.
MSRs attached to the sold portfolio are either sold along with the loan or retained. Loans sold into the secondary market, along with their corresponding MSRs, are included as a component of the Company’s Traditional Banking segment, as discussed elsewhere in this filing.
MSR’s attached to the sold portfolio are either sold along with the loan or retained. Loans sold into the secondary market, along with their corresponding MSR’s, are included as a component of the Company’s Traditional Banking segment, as discussed elsewhere in this report.
FRB policies and regulations also prohibit bank holding companies from engaging in unsafe and unsound banking practices. The FDIC and the KDFI have similar restrictions with respect to the Bank.
FRB policies and regulations also prohibit BHC’s from engaging in unsafe and unsound banking practices. The FDIC and the KDFI have similar restrictions with respect to the Bank.
Loan balances held for sale through this program are carried at the lower of cost or fair value. For the RCS line of credit and healthcare receivable products, the Company reports interest income and loan origination fees earned on RCS loans under “Loans, including fees,” while any net gains or losses on sale and mark-to-market adjustments of RCS loans are reported as noninterest income under “RCS Program fees.” The Company has elected fair value accounting for its RCS installment loan product that it sells after an initial holding period.
Loan balances HFS through this program are carried at the lower of cost or fair value. For the RCS LOC and healthcare receivable products, the Company reports interest income and loan origination fees under “Loans, including fees,” while any net gains or losses on sale and mark-to-market adjustments of RCS loans are reported as noninterest income under “Program fees.” The Company has elected fair value accounting for its RCS installment loan product that it sells after an initial holding period.
Effective April 2022, with full compliance no later than May 2022, banking organizations are required to satisfy specified consumer notice requirements if certain computer-security incidents occur, including incidents that have materially disrupted or degraded, or are reasonably likely to materially disrupt or degrade, the organization’s (i) ability to carry out banking operations, activities, or processes, or deliver banking products and services to a material portion of its customer base, in the ordinary course of business, (ii) business lines, including associated operations, services, functions, and support, that upon failure would result in a material loss of revenue, profit, or franchise value, or (iii) operations the failure or discontinuance of which would pose a threat to the financial stability of the United States. In addition, various U.S. regulators, including the FRB and the SEC, have increased their focus on cyber-security through guidance, examinations, and regulations.
Banking organizations are required to satisfy specified consumer notice requirements if certain computer-security incidents occur, including incidents that have materially disrupted or degraded, or are reasonably likely to materially disrupt or degrade, the organization’s (i) ability to carry out banking operations, activities, or processes, or deliver banking products and services to a material portion of its customer base, in the ordinary course of business, (ii) business lines, including associated operations, services, functions, and support, that upon failure would result in a material loss of revenue, profit, or franchise value, or (iii) operations the failure or discontinuance of which would pose a threat to the financial stability of the U.S. In addition, various U.S. regulators, including the FRB and the SEC, have increased their focus on cyber-security through guidance, examinations, and regulations.
Credit facilities include annually renewable lines of credit and term loans with maturities typically from three to five years and may also involve financial covenant requirements. These requirements are monitored by the Bank’s CCAD.
Credit facilities include annually renewable LOCs and term loans with maturities typically ranging from three to five years and may also involve financial covenant requirements. These requirements are monitored by the Bank’s CCAD.
The Company is currently classified as an FHC. Under FDICIA, each federal banking agency has prescribed, by regulation, non-capital safety and soundness standards for institutions under its authority.
The Company is currently classified as an FHC. 26 Table of Contents Under FDICIA, each federal banking agency has prescribed, by regulation, non-capital safety and soundness standards for institutions under its authority.
The needs of these clients range from expansion or acquisition financing, equipment financing, owner-occupied real estate financing, and smaller operating lines of credit. The Bank is an SBA Preferred Lending Partner, which allows the Bank to underwrite and approve its own SBA loans in an expedited manner. An experienced veteran lender oversees the Bank’s SBA Department.
The needs of these clients range from expansion or acquisition financing, equipment financing, owner-occupied real estate financing, and smaller operating lines of credit. The Bank is an SBA Preferred Lending Partner, which allows the Bank to underwrite and approve its own SBA loans in an expedited manner.
Characteristics of these cards include the following: Similar to a traditional debit card with features including traditional point of sale purchasing, ATM withdrawals and direct deposit; Funds associated with these products typically held in pooled accounts at the Bank with the Bank maintaining records of individual balances within these pooled accounts; and Payroll cards facilitate the loading of an employer’s payroll onto a card via direct deposit with GPR cards generally distributed through retail locations and reloadable through participating retail load networks. Debit solutions include the issuing of demand deposit accounts, savings accounts and/or debit cards.
Characteristics of these cards include the following: Similar to a traditional debit card with features including traditional POS purchasing, ATM withdrawals and direct deposit; Funds associated with these products are typically held in pooled accounts at the Bank, with the Bank maintaining records of individual balances within these pooled accounts; and Payroll cards facilitate the loading of an employer’s payroll onto a card via direct deposit, with payroll and general purpose reloadable cards generally distributed through retail locations and reloadable through participating retail load networks. Debit solutions include the issuing of DDAs, savings accounts and/or debit cards.
The Bank offers both issuing solutions and money movement capabilities. Issuing Solutions: The RPS division offers prepaid and debit solutions primarily marketed to the consumer industry. Prepaid solutions include the issuing of payroll and general purpose reloadable (“GPR”) cards.
Through the Bank, the RPS segment offers both issuing solutions and money movement capabilities. Issuing Solutions: The RPS segment offers prepaid and debit solutions primarily marketed to the consumer industry. Prepaid solutions include the issuing of payroll and general purpose reloadable cards.
The Company’s website address is www.republicbank.com. 5 Table of Contents Website Access to Reports The Company makes its annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports, filed or furnished pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, available free of charge through its website, www.republicbank.com, as soon as reasonably practicable after the Company electronically files such material with, or furnishes it to, the SEC.
The Company’s website address is www.republicbank.com. AVAILABLE INFORMATION The Company makes its Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, and amendments to those reports, filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act, available free of charge through its website, https:republicbank.q4ir.com , as soon as reasonably practicable after the Company electronically files such material with, or furnishes it to, the SEC.
In addition, as of June 30, 2024, RAs that were subject to Tax Provider loan loss guarantees were charged off and immediately recorded as recoveries of previously charged-off loans with corresponding receivables recorded in other assets for the Tax Provider guarantees. Those corresponding receivables were settled during the third quarter of 2024.
In addition, as of June 30, 2025, RAs that were subject to Tax Provider loan loss guarantees were charged-off and immediately recorded as recoveries of previously charged-off loans with corresponding receivables recorded in other assets for the Tax Provider guarantees. Corresponding receivables are settled during the third quarter of each year.
In addition to the GLBA, the Company and the Bank are also subject to applicable state privacy laws. Prohibitions Against Tying Arrangements The Bank is subject to prohibitions on certain tying arrangements.
In addition to the GLBA, the Company and the Bank are also subject to applicable state privacy laws. 23 Table of Contents Prohibitions Against Tying Arrangements The Bank is subject to prohibitions on certain tying arrangements.
The remaining proceeds are credited to the mortgage-banking client. 9 Table of Contents See additional discussion regarding the Warehouse Lending segment under Footnote 24 “Segment Information” of Part II Item 8 “Financial Statements and Supplementary Data.” (III) Tax Refund Solutions segment Through the TRS segment , the Bank facilitates the receipt and payment of federal and state tax refund products and offers a credit product through third-party tax preparers located throughout the U.S., as well as tax-preparation software providers that offer Republic Bank ERAs, RAs, and RTs (collectively, the “Tax Providers”).
The remaining proceeds are credited to the mortgage banking client. See additional discussion regarding the Warehouse Lending segment under the Footnote titled “Segment Information” of Part II Item 8 “Financial Statements and Supplementary Data.” Republic Processing Group Operations: Republic Processing Group consists of the Tax Refund Solutions, Republic Payment Solutions and Republic Credit Solutions segments. (III) Tax Refund Solutions segment Through the TRS segment, the Bank facilitates the receipt and payment of federal and state tax refund products and offers a credit product through third-party tax preparers across the U.S., as well as through tax-preparation software providers that offer Republic Bank ERAs, RAs and RTs (collectively, the “Tax Providers”).
Based on total assets as of December 31, 2024, Republic ranked as the second largest Kentucky-based financial holding company. The executive offices of Republic are located at 601 West Market Street, Louisville, Kentucky 40202, telephone number (502) 584-3600.
Based on total assets as of December 31, 2025, Republic ranked as the second largest Kentucky-based FHC. The executive offices of Republic are located at 601 West Market Street, Louisville, Kentucky 40202, telephone number (502) 584-3600.
Applicable regulations define, for each capital category, the levels at which institutions are well 21 Table of Contents capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized.
Applicable regulations define, for each capital category, the levels at which institutions are well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized.
Loan balances held for sale through this program are carried at the lower of cost or fair value. 12 Table of Contents RCS installment loan product Through RCS, the Bank offers installment loans with terms ranging from 12 to 60 months to borrowers in multiple states.
Loan balances HFS through this program are carried at the lower of cost or fair value. Installment Loan Product: Through the RCS segment, the Bank offers installment loans with terms ranging from 12 to 60 months to borrowers in multiple states.
These laws obligate depository institutions and broker-dealers to verify their customers’ identity, conduct customer due diligence, report on suspicious activity, file reports of certain transactions in currency, and conduct enhanced due diligence on certain accounts. The United States Treasury Department’s Office of Foreign Assets Control prohibits persons from engaging in transactions with certain designated restricted countries and persons.
These laws obligate depository institutions and broker-dealers to verify their customers’ identity, conduct customer due diligence, report on suspicious activity, file reports of certain transactions in currency, and conduct enhanced due diligence on certain accounts. The U.S. Treasury Department’s OFAC prohibits persons from engaging in transactions with certain designated restricted countries and persons.
Currently, all loan balances originated under this RCS installment loan program are carried as “held for sale” on the Bank’s balance sheet, with the intention to sell these loans to a third-party, who is an affiliate of the Bank’s third-party service provider, generally within sixteen days following the Bank’s origination of the loans.
Currently, all loan balances originated under this RCS installment loan program are carried as HFS on the Bank’s balance sheet, with the intent to sell to a third-party, who is an affiliate of the Bank’s third-party service provider, generally within 16 days following the Bank’s origination of the loans.
The Bank competes with a number of companies that market different types of prepaid card products, such as general-purpose-reloadable, gift, incentive, and corporate disbursement cards. 14 Table of Contents There is also competition from large retailers who are seeking to integrate more financial services into their product offerings.
Republic Payment Solutions segment The prepaid card industry is subject to intense and increasing competition. The Bank competes with a number of companies that market different types of prepaid card products, such as general-purpose-reloadable, gift, incentive, and corporate disbursement cards. There is also competition from large retailers who are seeking to integrate more financial services into their product offerings.
As a result, interest income on loans, loan origination fees, net gains or losses on sale, and mark-to-market adjustments for the RCS installment product are reported as noninterest income under “RCS Program fees.” See additional discussion regarding the RCS segment under the sections titled: Part I Item 1A “Risk Factors” Part II Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” Part II Item 8 “Financial Statements and Supplementary Data,” Footnote 24 “Segment Information” Employees and Human Capital Resources As of December 31, 2024, Republic had 989 FTE employees.
As a result, interest income on loans, loan origination fees, net gains or losses on sale, and mark-to-market adjustments for the RCS installment loan product are reported as noninterest income under “Program fees.” See additional discussion regarding the RCS segment under the sections titled: Part I Item 1A “Risk Factors” Part II Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” Part II Item 8 “Financial Statements and Supplementary Data,” Footnote titled “Segment Information” 15 Table of Contents HUMAN CAPITAL As of December 31, 2025, Republic had 973 FTE employees, consisting of 963 full-time and 20 part-time employees.
These laws include the BSA, the Money Laundering Control Act, the Anti-Money Laundering Act of 2020, the Corporate Transparency Act, and the Patriot Act, as administered by the United States Treasury Department’s Financial Crimes Enforcement Network.
These laws include the BSA, the Money Laundering Control Act, the AML Act of 2020, the Corporate Transparency Act, and the U.S Patriot Act, as administered by the U.S. Treasury Department’s Financial Crimes Enforcement Network.
The Company has adopted a Responsible Compensation and Sales Practices Program to comply with the interagency guidance on incentive and executive compensation. Governmental Policies The Bank’s earnings are significantly affected by the difference between the interest earned by the Bank on its loans and investments and the interest paid by the Bank on its deposits or other borrowings.
The Company has adopted a Responsible Compensation and Sales Practices Program to comply with the interagency guidance on incentive and executive compensation. Governmental Policies The Bank’s earnings depend significantly on the spread between interest earned on loans and investments and the interest paid on deposits and other borrowings.
For small banks (such as the Bank) post-Dodd-Frank Act, individual assessment rates are individually assigned based on the FDIC’s financial ratios method that estimates the probability of a bank’s failure over three years using financial data and a weighted average of the bank’s CAMELS component ratings, subject to adjustment.
For “small” banks, such as the Bank, individual assessment rates are individually assigned based on the FDIC’s financial ratios method that estimates the probability of a bank’s failure over three years using financial data and a weighted-average of the bank’s CAMELS component ratings, subject to adjustment. CAMELS composite ratings are used to set minimum and maximum assessment rates.
The ERA product had the following features during the 2024 and 2025 Tax Seasons: Only offered during December and the up-coming January in connection with the upcoming first quarter tax business for each period; The taxpayer had the option to choose from multiple loan tiers, subject to underwriting, up to a maximum advance amount of $1,000; No requirement that the taxpayer pays for another bank product, such as an RT; Multiple disbursement methods available through most Tax Providers, including direct deposit or prepaid card, based on the taxpayer-customer’s election; Repayment of the ERA to the Bank deducted from the taxpayer’s tax refund proceeds; and If an insufficient refund to repay the ERA, including the failure to file a final federal tax return through a Republic Tax Provider: o no recourse to the taxpayer, 10 Table of Contents o no negative credit reporting on the taxpayer, and o no collection efforts against the taxpayer. The Company reports fees paid for the RAs, including ERAs, as interest income on loans.
The ERA product had the following features during the 2024, 2025 and 2026 Tax Seasons: Only offered during December and the following January in connection with the upcoming first quarter tax business for each period; The taxpayer was given the option to choose from multiple loan-amount tiers, subject to underwriting, up to a maximum advance amount of $1,000 for the 2024 Tax Season and $2,000 for both the 2025 and 2026 Tax Seasons; No requirement that the taxpayer pays for another bank product, such as an RT; Multiple disbursement methods available through most Tax Providers, including direct deposit or prepaid card, based on the taxpayer-customer’s election; Repayment of the ERA to the Bank via deduction from the taxpayer’s tax refund proceeds; and If a tax refund is insufficient to repay the ERA, including but not limited to the failure to file a final federal tax return through a Republic Tax Provider: there is no recourse to the taxpayer, no negative credit reporting on the taxpayer, and no collection efforts against the taxpayer. The Company reports fees earned for ERAs/RAs as “Interest income on loans.” The number of days for delinquency eligibility is based on management’s annual analysis of tax return processing times.
Loans and extensions of credit fully secured by certain readily marketable collateral may represent an additional 10% of unimpaired capital and unimpaired surplus. Capital Adequacy Requirements Capital Guidelines The Company and the Bank are subject to capital regulations in accordance with Basel III, as administered by banking regulators.
Loans and extensions of credit fully secured by certain readily marketable collateral may represent an additional 10% of unimpaired capital and unimpaired surplus. 24 Table of Contents Capital Adequacy Requirements Capital Guidelines The Company and the Bank are subject to regulatory capital requirements established under the Basel III framework, as administered by federal banking regulators.
Borrowers are generally single-asset entities, mostly nonowner-occupied CRE. Primary underwriting considerations are cash flow projections (current and historical), financial capacity of sponsors, and collateral value financed. Fixed rate financing and reciprocal interest rate swaps are used as well.
Primary underwriting considerations are cash flow projections (current and historical), financial capacity of sponsors, and collateral value financed. Fixed rate financing and reciprocal interest rate swaps are used as well.
The Bank makes loans to borrowers generally up to $3 million under the SBA “7A Program,” as well as utilize the “504 Program” for owner-occupied CRE opportunities.
The Bank makes loans to borrowers generally up to $3 million under both the SBA “7A Program” and the “504 Program” for CRE owner-occupied opportunities.
Item 1. Business . Republic is a financial holding company headquartered in Louisville, Kentucky. The Bank is a Kentucky-based, state-chartered non-member financial institution that provides both traditional and non-traditional banking products through five reportable segments using a multitude of delivery channels.
The Bank is a Kentucky-based, state-chartered non-member financial institution that provides both traditional and non-traditional banking products and services through five reportable segments using a multitude of delivery channels.
The Bank is in compliance with the foregoing reserve requirements. Required reserves must be maintained in the form of vault cash, a depository account at the FRB, or a pass-through account as defined by the FRB. The balances maintained to meet the reserve requirements imposed by the FRB may be used to satisfy liquidity requirements imposed by the FDIC.
The Bank is in compliance with the foregoing reserve requirements as of the date of this report. Required reserves must be maintained in the form of vault cash, a depository account at the FRB, or a pass-through account as defined by the FRB.
RAs do not have a contractual due date, but as it did during 2023, the Company considered an RA delinquent during 2024 if it remained unpaid 35 days after the taxpayer’s tax return was submitted to the applicable taxing authority. Provisions on RAs are estimated when advances are made.
Since ERAs/RAs do not have a contractual due date, the Company considered the advance delinquent during 2025 if it remained unpaid 35 days after the taxpayer’s tax return was submitted to the applicable taxing authority. 12 Table of Contents Provisions on ERAs/RAs are estimated when advances are made.
The yields on its assets and the rates paid on its liabilities are sensitive to changes in prevailing market rates of interest. Thus, the earnings and growth of the Bank are influenced by general 22 Table of Contents economic conditions, fiscal policies of the federal government, and the policies of regulatory agencies, particularly the FRB, which establishes national monetary policy.
The yields on interest-earning assets and the rates paid on interest-bearing liabilities are sensitive to changes in prevailing market interest rates. As a result, the Bank’s earnings and growth are influenced by general economic conditions, federal fiscal policy, and the actions of regulatory agencies—particularly the FRB, which establishes national monetary policy.
Additionally, in order to avoid limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers, the Company and Bank must hold a capital conservation buffer of 2.5% composed of Common Equity Tier 1 Risk-Based Capital above their minimum risk-based capital requirements. As of December 31, 2024 and 2023, the Company’s capital ratios* were as follows: 2024 2023 December 31, (dollars in thousands) Amount Ratio Amount Ratio Total capital to risk-weighted assets Republic Bancorp, Inc. $ 1,042,149 16.98 % $ 968,844 16.10 % Republic Bank & Trust Company 989,800 16.14 931,923 15.50 Common equity tier 1 capital to risk-weighted assets Republic Bancorp, Inc. $ 965,243 15.73 % $ 893,658 14.85 % Republic Bank & Trust Company 912,968 14.89 856,744 14.25 Tier 1 (core) capital to risk-weighted assets Republic Bancorp, Inc. $ 965,243 15.73 % $ 893,658 14.85 % Republic Bank & Trust Company 912,968 14.89 856,744 14.25 Tier 1 leverage capital to average assets Republic Bancorp, Inc. $ 965,243 14.07 % $ 893,658 13.89 % Republic Bank & Trust Company 912,968 13.29 856,744 13.25 * The Company and the Bank elected to defer the impact of CECL on regulatory capital.
Additionally, to avoid limitations on capital distributions—including dividend payments and certain discretionary bonus payments to executive officers—the Company and the Bank must maintain a capital conservation buffer of 2.5%, composed entirely of Common Equity Tier 1 capital, above the minimum risk-based capital requirements. As of December 31, 2025 and 2024, the Company’s consolidated and Bank capital ratios* were as follows: 2025 2024 Years Ended December 31, (in thousands) Amount Ratio Amount Ratio Total capital to risk-weighted assets Republic Bancorp, Inc. $ 1,144,661 17.79 % $ 1,042,149 16.98 % Republic Bank & Trust Company 1,079,675 16.80 989,800 16.14 Common equity tier 1 capital to risk-weighted assets Republic Bancorp, Inc. $ 1,064,167 16.54 % $ 965,243 15.73 % Republic Bank & Trust Company 999,248 15.55 912,968 14.89 Tier 1 (core) capital to risk-weighted assets Republic Bancorp, Inc. $ 1,064,167 16.54 % $ 965,243 15.73 % Republic Bank & Trust Company 999,248 15.55 912,968 14.89 Tier 1 leverage capital to average assets Republic Bancorp, Inc. $ 1,064,167 15.11 % $ 965,243 14.07 % Republic Bank & Trust Company 999,248 14.17 912,968 13.29 * The Company and the Bank elected in 2020 to defer the regulatory capital impact of adopting CECL.
If not for this election, the Company’s and Bank’s regulatory capital ratios would have been approximately 3 basis points and 6 basis points lower than those presented in the table above as of December 31, 2024 and 2023. The EGRRCPA provided for the simplification of the regulatory capital rules for certain financial institutions and their holding companies with total consolidated assets of less than $10 billion.
Absent this election, the Company’s regulatory capital ratios as of December 31, 2024 would have been approximately 3 bps lower than the ratios presented in the table above . CBLR Framework The EGRRCPA simplified certain regulatory capital requirements for qualifying financial institutions and holding companies with total consolidated assets of less than $10 billion.
No prediction can be made with respect to possible future changes in interest rates, deposit levels, or loan demand or with respect to the impact of such changes on the business, results of operations, or earnings of the Company or the Bank. Future Regulatory and Legislative Initiatives Future changes in the laws and regulations affecting the Company’s or the Bank’s operations are not predictable and could affect the Company’s and the Bank’s operations and profitability.
Future changes in interest rates, deposit levels, or loan demand—and their impact on the Company’s or the Bank’s business, results of operations, or earnings—cannot be predicted. Future Regulatory and Legislative Initiatives Future changes in laws and regulations affecting the Company or the Bank are inherently uncertain and could impact operations or profitability.
“Directors, Executive Officers and Corporate Governance.” for information about the Company’s executive officers. Competition Traditional Banking The Traditional Bank encounters intense competition in its market footprint in originating loans, attracting deposits, and selling other banking-related financial services.
Traditional Banking segment The Traditional Bank encounters intense competition in its market footprint in originating loans, attracting deposits, and selling other banking-related financial services.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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The Bank’s asset/liability management strategy may not be able to prevent changes in interest rates from having a material adverse effect on results of operations and financial condition. The Bank’s primary source of income is from the difference between interest earned on loans and investments and the interest paid on deposits and borrowings.
The Bank’s asset/liability management strategy may not be able to prevent changes in interest rates from having a material adverse effect on financial condition and results of operations. The Bank’s primary source of income is from the difference between interest earned on loans and investments and the interest paid on deposits and borrowings.
These changes in the RAs underwriting criteria do not ensure positive results and could have an overall material negative impact on the performance of the RA and therefore on the Company’s financial condition and results of operations. Because there is no recourse to the taxpayer customer if the RA is not paid off by the taxpayer customer’s tax refund, the Bank must collect all its payments related to RAs through the refund process.
These changes in the RAs underwriting criteria do not ensure positive results and could have an overall material negative impact on the performance of the RA and therefore on the Company’s financial condition and results of operations. Because there is no recourse to the taxpayer customer if the RA is not paid off by the taxpayer customer’s tax refund, the Bank must collect all of its payments related to RAs through the refund process.
When borrowers default on their loan obligations, it may result in lost principal and interest income and increased operating expenses associated with the increased allocation of management time and resources associated with the collection efforts.
When borrowers default on their loan obligations, it may result in lost principal and interest income and increased operating expenses associated with the increased allocation of management time and resources associated with collection efforts.
In those circumstances, the credit risk for the Bank would increase substantially as it would then be responsible for 100% of any charge-offs for these loans, as opposed to 5% or 10% of the charge-offs when it is able to sell participating balances to a third-party purchaser.
In those circumstances, the credit risk for the Bank would increase substantially, as it would then be responsible for 100% of any charge-offs for these loans, as opposed to 5% or 10%, when it is able to sell participating balances to a third-party purchaser.
Failure to successfully manage these risks in the development and implementation of new lines of business or new products or services could have a material adverse effect on the Company’s business, results of operations, and financial condition.
Failure to successfully manage these risks in the development and implementation of new lines of business or new products or services could have a material adverse effect on the Company’s business, financial condition and results of operations.
Republic’s stock price can fluctuate widely in response to a variety of factors, as detailed in the next risk factor. A low average daily stock trading volume can lead to significant price swings even when a relatively small number of shares are being traded. The market price for the Company’s common stock may be volatile.
Republic’s common stock price can fluctuate widely in response to a variety of factors, as detailed in the next risk factor. A low average daily stock trading volume can lead to significant price swings even when a relatively small number of shares are being traded. The market price for the Company’s common stock may be volatile.
In addition, failure to comply with applicable laws and regulations could also expose the Bank to civil money penalties and litigation risk, including shareholder actions. Various states and consumer groups have, from time to time, questioned the fairness of the products offered by RPG.
In addition, failure to comply with applicable laws and regulations could also expose the Bank to civil money penalties and litigation risk, including client and shareholder actions. Various states and consumer groups have, from time to time, questioned the fairness of the products offered by RPG.
“Controls and Procedures” for further discussion. The Company is required to use judgment in applying accounting policies and different estimates and assumptions in the application of these policies could result in a decrease in capital and/or other material changes to the reports of financial condition and results of operations.
“Controls and Procedures” for further discussion. The Company is required to use judgment in applying accounting policies and different estimates and assumptions in the application of these policies could result in a decrease in capital and/or other material changes to the Company’s reports of financial condition and results of operations.
If RB&T’s third-party service providers fail to comply with all the statutory and regulatory requirements for these products or if RB&T fails to properly monitor its third-party service providers offering these products, it could have a material negative impact on earnings.
If RB&T’s third-party service providers fail to comply with all the statutory and regulatory requirements for products offered or if RB&T fails to properly monitor its third-party service providers offering these products, it could have a material negative impact on earnings.
Risks associated with warehouse loans include, without limitation, (i) credit risks relating to the mortgage bankers that borrow from the Bank, including but not limited to bankruptcy, (ii) the risk of intentional misrepresentation or fraud by any of such mortgage bankers and their third-party service providers, (iii) changes in the market value of mortgage loans originated by the mortgage banker during the time in warehouse, the sale of which is the expected source of repayment of the borrowings under a warehouse line of credit, or (iv) unsalable or impaired mortgage loans so originated, which could lead to decreased collateral value and the failure of a purchaser of the mortgage loan to purchase the loan from the mortgage banker.
Risks associated with warehouse loans include, without limitation, (i) credit risks relating to the mortgage bankers that borrow from the Bank, including but not limited to bankruptcy, (ii) the risk of intentional misrepresentation or fraud by any of such mortgage bankers and their third-party service providers, (iii) changes in the market value of mortgage loans originated by the mortgage banker during the time in warehouse, the sale of which is the expected source of repayment of the borrowings under a warehouse LOC, or (iv) unsalable or impaired mortgage loans so originated, which could lead to decreased collateral value and the failure of a purchaser of the mortgage loan to purchase the loan from the mortgage banker.
These actions may include, for example, the election of directors, the adoption of amendments to corporate documents, the approval of mergers and acquisitions, sales of assets, and the continuation of the Company as a registered company with obligations to file periodic reports and other filings with the SEC.
These actions may include, for example, the election of directors, the adoption of amendments to corporate documents, the approval of mergers and acquisitions or sales of assets, and the continuation of the Company as a registered company with obligations to file periodic reports and other filings with the SEC.
There is credit risk associated with an RA because the funds are disbursed to the taxpayer customer prior to the Bank receiving the taxpayer customer’s refund as claimed on the return. Management annually reviews and revises the RAs underwriting criteria.
There is credit risk associated with an RA because the funds are disbursed to the taxpayer customer prior to the Bank receiving the taxpayer customer’s refund as claimed on the return. Management annually reviews and revises its RAs underwriting criteria.
A material increase in the ACLL or loan charge-offs would have a material adverse effect on the Bank’s financial condition and results of operations. Deterioration in the quality of the Traditional Banking loan portfolio may result in additional charge-offs, which would adversely impact the Bank’s operating results and financial condition.
A material increase in the ACLL or loan charge-offs would have a material adverse effect on the Bank’s financial condition and results of operations. Deterioration in the quality of the Traditional Banking loan portfolio may result in additional charge-offs, which would adversely impact the Bank’s financial condition and results of operations.
Such penalties could also include the discontinuance of any or all third-party program manager products and services. The Bank’s “Overdraft Honor” program represents a significant business risk, and if the Bank terminated the program, it would materially impact the earnings of the Bank.
Such penalties could include the discontinuance of any or all third-party program manager products and services. The Bank’s “Overdraft Honor” program represents a significant business risk, and if the Bank terminated the program, it would materially impact the earnings of the Bank.
Failure by the Bank’s third-party service providers or failure of the Bank to properly monitor the compliance of its third-party service providers with laws and regulations could result in fines and penalties that materially and adversely affect the Bank’s earnings.
Failure by the Bank’s third-party service providers to comply with, or failure of the Bank to properly monitor the compliance of its third-party service providers with, laws and regulations could result in fines and penalties that materially and adversely affect the Bank’s earnings.
These, and other restrictions, can limit in varying degrees, the way Republic conducts its business. Federal and state laws and regulations govern numerous matters relating to the offering of banking products.
These, and other restrictions, can limit in varying degrees the way Republic conducts its business. Federal and state laws and regulations also govern numerous matters relating to the offering of banking products.
The Bank relies on the accuracy and completeness of information provided by vendors, clients, and other parties in deciding whether to extend credit and/or enter transactions with other parties.
The Bank relies on the accuracy and completeness of information provided by vendors, clients, and other parties in deciding whether to extend credit and/or enter into transactions with other parties.
The Company may finance acquisitions with borrowed funds, thereby increasing the Company’s leverage and reducing liquidity, or with potentially dilutive issuances of equity securities. Risks Related to the Company’s Common Stock The Company’s common stock generally has a low average daily trading volume, which limits a shareholder’s ability to quickly accumulate or quickly sell large numbers of shares of Republic’s stock without causing wide price fluctuations.
The Company may finance acquisitions with borrowed funds, thereby increasing the Company’s leverage and reducing liquidity, or with potentially dilutive issuances of equity securities. Risks Related to the Company’s Common Stock The Company’s common stock generally has a low average daily trading volume, which limits shareholders’ ability to quickly accumulate or quickly sell large numbers of shares of Republic’s common stock without causing wide price fluctuations.
Failure to comply with disclosure requirements or with laws, including those relating to the permissibility of interest rates and fees charged, could have a material negative impact on earnings. In addition, failure to comply with applicable laws and regulations could also expose the Bank to civil money penalties and litigation risk, including shareholder actions.
Failure to comply with these laws and regulations, including those mandating disclosure requirements or relating to the permissibility of interest rates and fees charged, could have a material negative impact on earnings. In addition, failure to comply with applicable laws and regulations could also expose the Bank to civil money penalties and litigation risk, including shareholder actions.
While the Bank’s underwriting during the RA approval process takes these factors into consideration based on prior years’ payment patterns, if the IRS significantly alters its revenue protection strategies, if refund payment patterns for a given tax season meaningfully change, if the federal government fails to timely deliver refunds, or if the Bank is incorrect in its underwriting assumptions, the Bank could experience higher loan loss provisions above those projected.
The Bank’s underwriting during the RA approval process takes these factors into consideration based on prior years’ payment patterns, such that if the IRS significantly alters its revenue protection strategies, if refund payment patterns for a given tax season meaningfully change, if the federal government fails to timely deliver refunds, or if the Bank is incorrect in its underwriting assumptions, the Bank could experience higher loan loss provisions above those projected.
If the Bank needs to liquidate these policies for liquidity purposes, it would be subject to taxation on the increase in cash surrender value and penalties for early termination, both of which would adversely impact earnings. OPERATIONAL AND STRATEGIC RISKS RPG products represent a significant operational risk, and RPG relies heavily on the accuracy and timeliness of data received from the Bank’s third-party marketers and service providers.
If the Bank needs to liquidate these policies for liquidity purposes, it would be subject to taxation on the increase in cash surrender value and penalties for early termination, both of which would adversely impact earnings. 30 Table of Contents OPERATIONAL AND STRATEGIC RISKS RPG products represent a significant operational risk, and RPG relies heavily on the accuracy and timeliness of data received from the Bank’s third-party marketers and service providers.
Federal and state laws and regulations govern numerous matters relating to the offering of consumer loan products and consumer deposit. Failure to comply with disclosure requirements or with laws relating to the permissibility of interest rates and fees charged could have a material negative impact on earnings.
Federal and state laws and regulations govern numerous matters relating to the offering of consumer loan products and consumer deposits. Failure to comply with disclosure requirements or with laws relating to the permissibility of interest rates and fees charged could have a material negative impact on earnings.
The Company 32 Table of Contents intends to continue to pursue acquisition opportunities in its market footprint. The risks presented by the acquisition of other financial institutions could adversely affect the Bank’s financial condition and results of operations. Successful Company acquisitions present many risks that could adversely affect the Company’s financial condition and results of operations.
The Company intends to continue to pursue acquisition opportunities in its market footprint. The risks presented by the acquisition of other financial institutions could adversely affect the Bank’s financial condition and results of operations. 36 Table of Contents Successful Company acquisitions present many risks that could adversely affect the Company’s financial condition and results of operations.
Some of the factors that may cause the price of the Company’s common stock to fluctuate include, but are not limited to: Variations in the Company’s and its competitors’ operating results; Actual or anticipated quarterly or annual fluctuations in operating results, cash flows, and financial condition; Changes in earnings estimates or publication of research reports and recommendations by financial analysts or actions taken by rating agencies with respect to the Bank or other financial institutions; Announcements by the Company or its competitors of mergers, acquisitions, and strategic partnerships; Additions or departure of key personnel; The announced exiting of or significant reductions in material lines of business within the Company; Changes or proposed changes in banking laws or regulations or enforcement of these laws and regulations; Events affecting other companies that the market deems comparable to the Company; Developments relating to regulatory examinations; Speculation in the press or investment community generally or relating to the Company’s reputation or the financial services industry; Future issuances or re-sales of equity or equity-related securities, or the perception that they may occur; General conditions in the financial markets and real estate markets in particular, developments related to market conditions for the financial services industry; Domestic and international economic factors, including but not limited to international conflicts, government trade restrictions, sanctions, and tariffs, unrelated to the Company’s performance; Developments related to litigation or threatened litigation; The presence or absence of short selling of the Company’s common stock; and Future sales of the Company’s common stock or debt securities. In addition, the stock market, in general, has historically experienced extreme price and volume fluctuations.
Some of the factors that may cause the price of the Company’s common stock to fluctuate include, but are not limited to: Variations in the Company’s and its competitors’ operating results; Actual or anticipated quarterly or annual fluctuations in cash flows, financial condition and results of operations; Changes in earnings estimates or publication of research reports and recommendations by financial analysts or actions taken by rating agencies with respect to the Bank or other financial institutions; Announcements by the Company or its competitors of mergers, acquisitions, and strategic partnerships; Additions or departures of key personnel; The announced exiting of or significant reductions in material lines of business within the Company; Changes or proposed changes in banking laws or regulations or enforcement of these laws and regulations; Events affecting other companies that the market deems comparable to the Company; Developments relating to regulatory examinations; Speculation in the press or investment community generally or relating to the Company’s reputation or the financial services industry; Future issuances or re-sales of equity or equity-related securities, or the perception that they may occur; General conditions in the financial markets and real estate markets in particular, as well as developments related to market conditions for the financial services industry; Domestic and international economic factors, including but not limited to international conflicts, government trade restrictions, sanctions, and tariffs, unrelated to the Company’s performance; Developments related to litigation or threatened litigation; The presence or absence of short selling of the Company’s common stock; and Future sales of the Company’s common stock or debt securities. 37 Table of Contents In addition, the stock market, in general, has historically experienced extreme price and volume fluctuations.
If these third-party service providers experience difficulty, including a cybersecurity incident, or terminate their services and the Company is unable to replace them with other providers, its operations could be interrupted, which would adversely impact its business. The Company’s operations, including third-party and client interactions, are increasingly done via electronic means, and this has increased the risks related to cybersecurity threats.
If these third-party service providers experience difficulty, including but not limited to a cybersecurity incident, or terminate their services, and the Company is unable to replace them with other providers, its operations could be interrupted, which would adversely impact its business. The Company’s operations, including third-party and client interactions, are increasingly done via electronic means, and this has increased the risks related to cybersecurity threats.
As a result, the Company is a “controlled company” within the meaning of the corporate governance standards of the Nasdaq Listing Rules.
As a result, the Company is classified as a “controlled company” within the meaning of the corporate governance standards of the NASDAQ Listing Rules.
The overall cost of gathering brokered deposits and/or FHLB advances, however, could be substantially higher than the Traditional Bank deposits they replace, increasing the Bank’s funding costs and reducing the Bank’s overall results of operations. The proportion of Republic’s deposit account balances that exceed FDIC insurance limits may expose the Bank to enhanced liquidity risk and earnings risks in times of financial distress.
The overall cost of gathering brokered deposits and/or FHLB advances, however, could be substantially higher than the Traditional Bank deposits they replace, increasing the Bank’s funding costs and reducing the Bank’s overall results of operations. 28 Table of Contents The proportion of Republic’s deposit account balances that exceed FDIC insurance limits may expose the Bank to enhanced liquidity risk and earnings risks in times of financial distress.
In response to changes in the legal, regulatory, and competitive environment, management annually reviews and revises product parameters.
In response to changes in the legal, regulatory, and competitive environment, management annually reviews and revises RPG product parameters.
Regulatory or legislative changes to laws applicable to the financial industry, if enacted or adopted, may impact the profitability of our business activities, require more oversight or change certain of our business practices, including the ability to offer new products, obtain financing, attract deposits, make loans and achieve satisfactory interest spreads and could expose Republic to additional costs, including increased compliance costs.
Regulatory or legislative changes to laws applicable to the financial services industry, if enacted or adopted, may impact the profitability of the Company’s business activities, require more oversight or change certain business practices, including the ability to offer new products, obtain financing, attract deposits, make loans and achieve satisfactory interest spreads, and could expose Republic to additional costs, including increased compliance costs.
Shareholders may not have the same protections afforded to shareholders of companies that are subject to such requirements. As of the date of this report, the Trager family controls a majority of the voting power of our outstanding common stock.
Shareholders may not have the same protections afforded to shareholders of companies that are subject to such requirements. As of the date of this report, the Trager family controls a majority of the voting power of the Company’s outstanding common stock.
The failure to attract or retain, including as a result of an untimely death or illness, key personnel, or to find suitable replacements for them, could have a negative effect on our operating results.
The failure to attract or retain, including as a result of an untimely death or illness, key personnel, or to find suitable replacements for them, could have a negative effect on Company operating results.
Ineffective internal control over financial reporting could diminish investor confidence, negatively affect the price of the Company’s Class A common stock, and could result in the Company’s delisting on the Nasdaq. See Item 9A.
Ineffective internal control over financial reporting could diminish investor confidence, negatively affect the price of the Company’s Class A common stock, and could result in the Company’s delisting from the NASDAQ. See Item 9A.
A rise in the Bank’s cost of interest-bearing liabilities without a corresponding increase in the yield on its interest-earning assets, would have an adverse effect on the Bank’s net interest margin and overall results of operations. The Bank may be compelled to offer market-leading interest rates to maintain sufficient funding and liquidity levels.
A rise in the Bank’s cost of interest-bearing liabilities without a corresponding increase in the yield on its interest-earning assets would have an adverse effect on the Bank’s NIM and overall results of operations. The Bank may be compelled to offer market-leading interest rates to maintain sufficient funding and liquidity levels.
If the Bank were unable to sell these loans to a third-party purchaser for any 27 Table of Contents reason, RCS would likely cease originating new loans under that product line, which would significantly and negatively impact the overall earnings of RCS. RCS originates installment loans and lines of credits through its various product lines.
If the Bank were unable to sell these loans to a third-party purchaser for any reason, RCS would likely cease originating new loans under that product line, which would significantly and negatively impact the overall earnings of RCS. RCS originates installment loans and lines of credits through its various product lines.
It is possible that the loss of the services of one or more of 28 Table of Contents its key personnel would have an adverse effect on operations. Management believes that future results also will depend in part upon attracting and retaining highly skilled and qualified management as well as sales and marketing personnel.
It is possible that the loss of the services of one or more of its key personnel would have an adverse effect on operations. Management believes that future results also will depend in part upon attracting and retaining highly skilled and qualified management, as well as sales and marketing personnel.
Substantially altering this program, or terminating it altogether, would have a material adverse impact to the Company’s results of operations. Loans originated through the Bank’s Consumer Direct and Correspondent Lending channels subject the Bank to regulatory and legal risks that the Bank does not have through its historical origination and servicing channels.
Substantially altering this program, or terminating it altogether, would have an adverse impact to the Company’s results of operations. Loans originated through the Bank’s Consumer Direct and Correspondent Lending channels subject the Bank to regulatory and legal risks that the Bank does not have through its historical origination and servicing channels.
If the Bank relies on incomplete and/or inaccurate information, the Bank may incur additional charge-offs that adversely affect its operating results and financial condition. The Bank uses appraisals as part of the decision process to make a loan for, or secured by, real property.
If the Bank relies on incomplete and/or inaccurate information, the Bank may incur additional charge-offs that adversely affect its financial condition and results of operations. The Traditional Bank uses appraisals as part of the decision process to make a loan for, or secured by, real property.
Because the Bank’s interest-bearing liabilities tend to be shorter in duration than its interest-earning assets, when the yield curve flattens or even inverts, the Bank’s net interest margin generally decreases as its cost of funds rises higher and at a faster pace than the yield on its interest-earning assets.
Because the Bank’s interest-bearing liabilities tend to be shorter in duration than its interest-earning assets, when the yield curve flattens or even inverts, the Bank’s NIM generally decreases, as its cost of funds rises higher and at a faster pace than the yield on its interest-earning assets.
If the Bank were unable to properly service this business as a result of inaccurate or untimely data from its third-party marketers and service providers, it could materially impact earnings. RCS revenues and earnings are highly concentrated in its line-of-credit products.
If the Bank were unable to properly service this business as a result of inaccurate or untimely data from its third-party marketers and service providers, it could materially impact earnings. RCS revenues and earnings are highly concentrated in its LOC products.
Cyber-attacks may be carried out directly against the Company, or against the Company’s clients or service providers/vendors by third parties or insiders using techniques that range from highly sophisticated efforts to electronically circumvent network security or overwhelm websites to more traditional intelligence gathering and social engineering aimed at obtaining information necessary to gain access.
Cyber-attacks may be carried out directly against the Company, or against the Company’s clients or service providers/vendors by third parties or insiders using techniques that range from highly sophisticated efforts to electronically circumvent network security or overwhelm 32 Table of Contents websites to more traditional intelligence gathering and social engineering aimed at obtaining information necessary to gain access.
Failure by the Bank to properly comply with these various state-level laws and regulations could subject the Bank to fines and penalties that materially and adversely affect the Bank’s earnings. Such penalties could also include the discontinuance of the Consumer Direct Channel or Corresponding Lending operations.
Failure by the Bank to properly comply with these various state-level laws and regulations could subject the Bank to fines and penalties that materially and adversely affect the Bank’s earnings. Such penalties could include the discontinuance of the Consumer Direct Channel or Correspondent Lending operations.
Before making an investment decision, you should carefully consider the risks and uncertainties described below together with all the other information included in this filing.
Before making an investment decision, you should carefully consider the risks and uncertainties described below together with all the other information included in this report.
If the Company is unable to maintain effective disclosure controls and internal control over financial reporting, investors may lose confidence in the accuracy of the Company’s financial reports. As a public company, the Company is 31 Table of Contents required to maintain internal control over financial reporting and to report any material weaknesses in such internal control.
If the Company is unable to maintain effective disclosure controls and internal control over financial reporting, investors may lose confidence in the accuracy of the Company’s financial reports. As a public company, the Company is required to maintain internal control over financial reporting and to report any material weaknesses in such internal control.
Such an increase could have a material adverse impact on the program, and if such losses persisted for an extended period, it could lead to the discontinuation of the underlying product. Management’s changes to RPG product parameters could have a material negative impact on the performance of the RPG products.
Such an increase could have a material adverse impact on the program, and if such losses persisted for an extended period, it could lead to the discontinuation of the underlying product. 29 Table of Contents Management’s changes to RPG product parameters could have a material negative impact on the performance of the RPG products.
The inability of RCS to originate new loans under any of its higher-yield RCS products would cause a material adverse impact to the results of operation of RCS. In addition, the agreement between the Bank and the consumer for many of its line of credit products do not allow RCS to stop originating new customer draws on that product if RCS chooses to exit the product line.
The inability of RCS to originate new loans under any of its higher-yield RCS products would cause a material adverse impact to the results of operation of RCS. In addition, the agreements between the Bank and the consumer for many of its LOC products do not allow RCS to stop originating new customer draws on that product if RCS chooses to exit the product line.
In developing and marketing new lines of business and/or new products and services, the Company may invest significant time and resources. Initial timetables for the introduction and development of new lines of business and/or new products or services may not be achieved, and price and profitability targets may not prove feasible.
In developing and marketing new lines of business and/or new products and services, the Company may invest considerable amounts of time and resources. Initial timetables for the introduction and development of new lines of business and/or new products or services may not be achieved, and price and profitability targets may not prove feasible.
Investment in the Company’s common stock is inherently risky for the reasons described in this section and elsewhere in this report and is subject 34 Table of Contents to the same market forces that affect the price of common stock in any company.
Investment in the Company’s common stock is inherently risky for the reasons described in this section and elsewhere in this report and is subject to the same market forces that affect the price of common stock in any company.
Initiatives of the current President and the current Congress, along with actions of the states, governmental agencies, and consumer groups, could result in regulatory, governmental, or legislative action or litigation, which could have a material adverse effect on the Company’s operations. Legislative and regulatory actions taken now or in the future may increase Republic’s costs and impact its business, governance structure, financial condition, or results of operations.
Initiatives of the current President and the current Congress, along with actions of the states, governmental agencies, and consumer groups, could result in regulatory, governmental, or legislative action or litigation that could have a material adverse effect on the Company’s operations. 34 Table of Contents Legislative and regulatory actions taken now or in the future may increase Republic’s costs and impact its business, governance structure, financial condition, or results of operations.
Cyber-attacks may also be carried out in a manner that does not require gaining unauthorized access, such as by causing denial-of-service attacks on websites. Further, the rapid evolution and increased adoption of artificial intelligence technologies may further intensify our cybersecurity risks by making cyberattacks more difficult to detect, contain or mitigate.
Cyber-attacks may also be carried out in a manner that does not require gaining unauthorized access, such as by causing denial-of-service attacks on websites. Further, the rapid evolution and increased adoption of AI technologies may further intensify cybersecurity risks by making cyber-attacks more difficult to detect, contain or mitigate.
Changes in policies, regulations and statutes, or the interpretation thereof, could significantly impact the product offerings of Republic causing the Company to terminate or modify its product offerings in a manner that could materially adversely affect the earnings of the Company. Federal and state laws and regulations govern numerous matters including changes in the ownership or control of banks and bank holding companies, maintenance of adequate capital and the financial condition of a financial institution, permissible types, amounts and terms of extensions of credit and investments, permissible non-banking activities, the level of reserves against deposits and restrictions on dividend payments.
Changes in policies, regulations and statutes, or the interpretation thereof, could significantly impact the product offerings of Republic causing the Company to terminate or modify its product offerings in a manner that could materially adversely affect the earnings of the Company. Federal and state laws and regulations govern numerous aspects of the business of banking, including changes in the ownership or control of banks and BHC’s, maintenance of adequate capital and the financial condition of a financial institution, permissible types, amounts and terms of extensions of credit and investments, permissible non-banking activities, the level of reserves against deposits and restrictions on dividend payments.
The discontinuation of these line-of-credit products, or a substantial change in the terms under which these products are offered, would have a material adverse effect on the Company’s financial condition and results of operations. Many of the RCS programs are heavily reliant on the ability of the Bank to sell all or a significant portion of the loans originated to a third party in order to fund the programs.
The discontinuation of these LOC products, or a substantial change in the terms under which these products are offered, would have a material adverse effect on the Company’s financial condition and results of operations. Many of the RCS programs are heavily reliant on the ability of the Bank to sell all or a sizable portion of the loans originated to a third party in order to fund the programs.
As a result, if an individual acquires the Company’s common stock, the shareholder could lose some or all of that investment. Item 1B. Unresolved Staff Comments . None
As a result, if an individual acquires the Company’s common stock, the shareholder could lose some or all of that investment. 38 Table of Contents Item 1B. Unresolved Staff Comments . None
Loans serviced outside the Bank’s traditional footprint also subject the Bank to various state-level servicing laws and regulations that are different than those within the 30 Table of Contents Bank’s traditional footprint and may impact the Bank’s ability to collect a deficiency and timely foreclose on a loan.
Loans serviced outside the Bank’s traditional footprint also subject the Bank to various state-level servicing laws and regulations that are different than those within the Bank’s traditional footprint and may impact the Bank’s ability to collect a deficiency and timely foreclose on a loan.
Various federal and state regulatory agencies possess cease and desist powers and other authority to prevent or remedy unsafe or unsound practices or violations of law by banks subject to their regulations. The FRB possesses similar powers with respect to bank holding companies.
Various federal and state regulatory agencies possess cease and desist powers and other authority to prevent or remedy unsafe or unsound practices or violations of law by banks subject to their regulations. The FRB possesses similar powers with respect to BHC’s.
For some of its installment products, RCS sells 100% of the balances after its origination. For its line of credit products, the Bank sells a 90% or 95% participation in the product after origination, depending upon the product.
For some of its installment products, RCS sells 100% of the balances after its origination. For its LOC products, the Bank sells a 90% or 95% participation in the product after origination, depending upon the product.
The Company has announced plans to pursue a policy of strategic growth through acquisitions to supplement organic growth. The Company’s efforts to acquire other financial institutions and financial service companies or branches may not be successful. Numerous potential acquirers exist for many acquisition candidates, creating intense competition, which affects the purchase price for which the institution can be acquired.
The Company pursues a policy of strategic growth through acquisitions to supplement organic growth. The Company’s efforts to acquire other financial institutions and financial service companies or branches may not be successful. Numerous potential acquirers exist for many acquisition candidates, creating intense competition, which affects the purchase price for which the institutions can be acquired.
The provision for loan losses is a significant determining factor of the RPG operations’ overall net earnings. In addition, the federal government, specifically as a result of the PATH Act, mandates that tax refunds for tax returns with certain characteristics cannot receive their corresponding refunds before February 15th each year.
The Provision is a significant determining factor of the RPG division’s overall net earnings. In addition, as a result of 2015 PATH Act, the federal government mandates that tax refunds for tax returns with certain characteristics cannot receive their corresponding refunds before February 15th each year.
The Bank has traditionally relied on client deposits (with approximately 7% of deposits concentrated with the Bank’s top 20 depositors), brokered deposits, and advances from the FHLB to fund operations. Such traditional sources may be unavailable, limited, or insufficient in the future.
The Bank has traditionally relied on client deposits (with approximately 8% of deposits concentrated with the Bank’s top 20 depositors as of December 31, 2025), brokered deposits, and advances from the FHLB to fund operations. Such traditional sources may be unavailable, limited, or insufficient in the future.
In either event, if market interest rates should move contrary to the Bank’s balance sheet position, earnings may be negatively affected. A continued or further inversion of the interest rate yield curve may reduce profitability. Changes in the slope of the “yield curve,” or the spread between short-term and long-term interest rates, could reduce the Bank’s net interest margin.
In either event, if market interest rates move contrary to the Bank’s balance sheet position, earnings may be negatively affected. Inversion of the interest rate yield curve may reduce profitability. Changes in the slope of the “yield curve,” or the spread between short-term and long-term interest rates, could reduce the Bank’s NIM.
Uninsured deposits historically have been less stable than insured deposits. As a result, in the event of financial distress, uninsured depositors historically have been more likely to withdraw their deposits. The Company estimates that 37% of its total deposits as of December 31, 2024, were uninsured as they were above the 24 Table of Contents FDIC’s insurance limit.
Historically, uninsured deposits have been less stable than insured deposits. As a result, in the event of financial distress, uninsured depositors historically have been more likely to withdraw their deposits. The Company estimates that 41% of its total deposits as of December 31, 2025, were uninsured as they were above the FDIC’s insurance limit.
The Company is materially dependent upon the ability and experience of a number of its key management personnel who have substantial experience with Company operations, the financial services industry, and the markets in which the Company offers services.
The Company is materially dependent upon the ability and experience of a number of its key management personnel who have substantial experience with Company operations, including specialized products and services, and the markets in which the Company offers services.
These broad market fluctuations may adversely affect the market price of the Company’s common stock, 33 Table of Contents notwithstanding its actual or anticipated operating results, cash flows, and financial condition.
These broad market fluctuations may adversely affect the market price of the Company’s common stock, notwithstanding its actual or anticipated cash flows, financial condition and results of operations.
In determining the amount of the ACLL, among other things, the Bank reviews its loss and delinquency experience, economic conditions, etc. If its assumptions are incorrect, the ACLL may not be sufficient to cover losses inherent in its loan portfolio, resulting in additions to its ACLL.
In determining the amount of the ACLL, the Bank considers, among other factors, its historical loss and delinquency experience and prevailing economic conditions. If its assumptions are incorrect, the ACLL may not be sufficient to cover losses inherent in its loan portfolio, resulting in additions to its ACLL.
Material estimates that are particularly susceptible to significant change relate to the determination of the allowance for loan losses, the fair value of certain financial instruments, particularly securities, and goodwill and purchase accounting.
Material estimates that are particularly susceptible to meaningful change relate to the determination of the ACLL, the fair value of certain financial instruments, particularly securities, goodwill, and purchase accounting.
If a significant portion of these uninsured deposits were to be withdrawn within a short period of time such that additional sources of funding would be required to meet withdrawal demands, Republic may be unable to obtain funding at favorable terms, which may have an adverse effect on its net interest margin.
If a sizable portion of these uninsured deposits were to be withdrawn within an abbreviated period of time such that additional sources of funding would be required to meet withdrawal demands, the Bank may be unable to obtain funding at favorable terms or obtain funding at all, which may have an adverse effect on its NIM.
As a result of any of these factors, the value of collateral securing a loan may be less than supposed, and if a default occurs, the Bank may not recover the outstanding balance of the loan. Approximately 31 % of the Bank’s portfolio is secured by residential real estate and 33% is secured by commercial real estate properties.
As a result of any of these factors, the value of collateral securing a loan may be less than supposed, and if a default occurs, the Bank may not recover the outstanding balance of the loan. Approximately 38% of the Traditional Bank’s portfolio is secured by RRE and 40% is secured by CRE properties as of December 31, 2025.
While the Company has identified those accounting policies that we consider critical and have procedures in place to facilitate the associated judgments, different assumptions in the application of these policies could have a material adverse effect on our financial condition and results of operations. The Company may be subject to examinations by taxing authorities that could adversely affect the Company’s financial condition and results of operations.
While the Company has identified those accounting policies that it considers critical and has procedures in place to facilitate the associated judgments, different assumptions in the application of these policies could have a material adverse effect on the Company’s financial condition and results of operations. The Company may be adversely affected by changes in tax laws.
Moreover, obtaining adequate funding to meet Republic’s deposit obligations may be more challenging during periods of elevated prevailing interest rates, such as the present period. The Bank’s ability to attract depositors during a time of actual or perceived distress or instability in the marketplace may be limited.
Moreover, obtaining adequate funding to meet the Bank’s deposit obligations may be more challenging during periods of elevated prevailing interest rates. The Bank’s ability to attract depositors during a time of actual or perceived distress or instability in the marketplace may be limited. Further, interest rates paid for borrowings generally exceed the interest rates paid on deposits.
If clients prepay the principal amount of their loans, and the Bank is unable to lend those funds to other clients or invest the funds at the same or higher interest rates, the Bank’s interest income will be reduced.
The speeds at which such prepayments occur, as well as the size of such prepayments, are within the Bank’s clients’ discretion. If clients prepay the principal amount of their loans, and the Bank is unable to lend those funds to other clients or invest the funds at the same or higher interest rates, the Bank’s interest income will be reduced.
Such negative consequences could include: remediation costs for stolen assets or information; system repairs; consumer protection costs; increased cybersecurity protection costs that may include organizational changes; deploying additional personnel and protection technologies, training employees, and engaging third-party experts and consultants; lost revenues resulting from unauthorized use of proprietary information or the failure to retain or attract clients following an attack; litigation and payment of damages; and reputational damage adversely affecting client or investor confidence. The Company’s information systems may experience an interruption that could adversely impact the Company’s financial condition and results of operations .
Such negative consequences could include: remediation costs for stolen assets or information; system repairs; consumer protection costs; increased cybersecurity protection costs that may include organizational changes; deploying additional personnel and protection technologies, training employees, and engaging third-party experts and consultants; lost revenues resulting from unauthorized use of proprietary information or the failure to retain or attract clients following an attack; litigation and payment of damages; and reputational damage adversely affecting client or investor confidence. The evolving federal “AI Action Plan” and related regulatory initiatives could increase compliance costs, constrain the Company’s use of AI, and expose the Company to new legal, operational, and reputational risks.
The occurrences of any failures or interruptions of the Company’s information systems could damage the Company’s reputation, result in a loss of client business, subject the Company to additional regulatory scrutiny, or expose the Company to civil litigation and possible financial liability, any of which could have a material adverse effect on the Company’s financial condition and results of operations. New lines of business or new products and services may subject the Company to additional risks.
The occurrence of any failures or interruptions of the Company’s information systems could damage the Company’s reputation, result in a loss of client business, subject the Company to additional regulatory scrutiny, or expose the Company to civil litigation and possible financial liability, any of which could have a material adverse effect on the Company’s financial condition and results of operations. The Company’s operations could be impacted if its third-party service providers experience difficulty .
The Company relies heavily on communications and information systems to conduct its business. Any failure or interruption of these systems could result in failures or disruptions in client relationship management, general ledger, deposit, loan and other systems.
Any failure or interruption of these systems could result in failures or disruptions in client relationship management, general ledger, deposit, loan, and other systems.
In order to maintain and improve the effectiveness of the Company’s disclosure controls and procedures and internal control over financial reporting, the Company has expended, and anticipates that it will continue to expend, significant resources, including accounting-related costs and significant management oversight.
Additionally, the Company’s independent registered public accounting firm is required to deliver an attestation report on the effectiveness of the Company’s internal control over financial reporting. In order to maintain and improve the effectiveness of the Company’s disclosure controls and procedures and internal control over financial reporting, the Company has expended and anticipates that it will continue to expend significant resources, including for accounting, internal audit, and compliance costs, along with significant management oversight.
The loss of a significant number of clients, or large significant clients, may materially impact the Company’s results of operations. CREDIT RISKS RAs represent a significant credit risk, and if the Bank is unable to collect a significant portion of its RAs, it would materially, negatively impact the Company’s financial condition and results of operations.
A significant reduction in interest income would have a negative impact on the Bank’s financial condition and results of operations. CREDIT RISKS RAs represent a significant credit risk, and if the Bank is unable to collect a sizable portion of its RAs, it would materially, negatively impact the Company’s financial condition and results of operations.
Further changes in product parameters do not ensure positive results and could have an overall material negative impact on the performance of the product and therefore on the Company’s financial condition and results of operations. The Warehouse Lending business is subject to numerous risks that may have a material adverse impact on the Bank’s financial statements and results of operations.
Further changes in product parameters do not ensure positive results and could have an overall material negative impact on the performance of the product and therefore on the Company’s financial condition and results of operations. The ACLL could be insufficient to cover the Bank’s actual loan losses.
Under regulatory guidelines, customers utilizing the Overdraft Honor program may remain in overdraft status for no more than 60 days before it must be closed and charged off. During 2024, the Bank recorded overdraft-related fee income, including daily overdraft fees included in interest income on loans, of $1.2 million.
Under regulatory guidelines, customers utilizing the Overdraft Honor program may remain in overdraft status for no more than 60 days before it must be closed and charged off.
Under the Nasdaq Listing Rules, a company of which more than 50% of the outstanding voting power is held by an individual, group or another company is a “controlled company” and may elect not to comply with certain stock exchange corporate governance requirements, including: the requirement that a majority of the board of directors consists of independent directors; the requirement that nominating matters be decided solely by independent directors; and the requirement that executive and officer compensation matters be decided solely by independent directors. Accordingly, although the Company has not historically elected to reduce its corporate governance requirements, Company shareholders may not have the same protections afforded to shareholders of companies that are subject to all of the Nasdaq corporate governance requirements.
Under the NASDAQ Listing Rules, a company of which more than 50% of the outstanding voting power is held by an individual, group or another company is a “controlled company” and may elect not to comply with certain stock exchange corporate governance requirements, including: The requirement that a majority of the Board consists of independent directors as defined under the NASDAQ continued listing requirements; The requirement to have director nominations be made, or recommended to the full Board, by its independent directors or by a nominating and corporate governance committee of the Board that is composed entirely of independent directors; and The requirement to have a compensation committee of the Board that is composed entirely of independent directors or have a written charter addressing the compensation committee’s purpose and responsibilities. Although the Company is permitted to rely on these exemptions, it has not historically elected to reduce its corporate governance practices on this basis.
These changes also may require Republic to invest significant management attention and resources to make any necessary changes to operations to comply and could have an adverse effect on its business, financial condition, and results of operations. Republic’s Management is required to evaluate the effectiveness of the Company’s disclosure controls and internal control over financial reporting.
These changes also may require Republic to invest significant management attention and resources to make any necessary changes to operations and could have an adverse effect on its business, financial condition, and results of operations. Use of third parties creates a third-party management risk.
As a result, the underwriting criteria that TRS establishes for the RA product at the beginning of the tax season could have a material negative impact on the performance of the RA before mitigating revisions can be made. ERAs represent a significant credit risk, and if RB&T is unable to collect a significant portion of its ERAs, it would materially, negatively impact earnings and results of operations .
As a result, the underwriting criteria that TRS establishes for the RA product at the beginning of the tax season could have a material negative impact on the performance of the RA before mitigating revisions can be made. Consumer loans originated through the RCS segment represent a higher credit risk.
Section 404 of the Sarbanes-Oxley Act requires that Management evaluate and determine the effectiveness of the Company’s internal control over financial reporting. Additionally, the Company’s independent registered public accounting firm is required to deliver an attestation report on the effectiveness of the Company’s internal control over financial reporting.
Section 404 of the Sarbanes-Oxley Act requires that management evaluate and determine the effectiveness of the Company’s internal control over financial 35 Table of Contents reporting.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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The communication framework is intended to keep the board informed about cybersecurity matters, allowing them to make informed decisions and provide strategic guidance to fortify the Company’s defenses against potential threats. The Company employs a software platform designed for tracking, monitoring, and managing cybersecurity threats across its systems and networks.
The communication framework is intended to keep the Company’s Board informed about cybersecurity matters, allowing them to make informed decisions and provide strategic guidance to fortify the Company’s defenses against potential threats. The Company employs a software platform designed for tracking, monitoring, and managing cybersecurity threats across its systems and networks.
Item 1C. Cybersecurity Risk management and strategy The Company employs a multi-layered approach in an effort to assess, identify and manage risks from cybersecurity threats: 1. Risk Assessment: On a regular basis, the Company conducts assessments to identify potential cybersecurity threats and vulnerabilities within its systems and networks.
Item 1C. Cybersecurity Risk Management and Strategy The Company employs a multi-layered approach in an effort to assess, identify and manage risks from cybersecurity threats: Risk Assessment: On a regular basis, the Company conducts assessments to identify potential cybersecurity threats and vulnerabilities within its systems and networks.
Furthermore, the Company maintains ongoing oversight and monitoring of these third parties in an effort to mitigate potential risks and provide continued adherence to established protocols in order to foster an ecosystem of trusted collaborations within its operational framework. During the periods covered by this report, there were no cybersecurity incidents that have materially affected or are reasonably likely to materially affect the Company , including its business strategy, results of operations, or financial condition.
Furthermore, the Company maintains ongoing oversight and monitoring of these third parties in an effort to mitigate potential risks and provide continued adherence to established protocols in order to foster an ecosystem of trusted collaboration within its operational framework. During the periods covered by this report , there were no cybersecurity incidents that have materially affected or are reasonably likely to materially affect the Company , including its business strategy, financial condition or results of operations.
The Risk Committee assists the Company’s Board of Directors with monitoring the Company’s information technology and cybersecurity plans and policies, in addition to compliance with information security and technology risk management requirements, including reporting related to the SEC’s cybersecurity disclosure rules. The Board is kept informed about cybersecurity issues through a structured and responsive communication process tailored to its needs.
The Risk Committee assists the Company’s Board with monitoring the Company’s information technology and cybersecurity plans and policies, in addition to compliance with information security and technology risk management requirements, including reporting related to the SEC’s cybersecurity disclosure rules. The Company’s Board is kept informed about cybersecurity issues through a structured and responsive communication process tailored to its needs.
The Board exercises oversight by adopting a Written Information Security Program, engaging in discussions, reviewing reports, and seeking updates on the Company’s cybersecurity posture. The Board’s Risk Committee oversees and monitors the Bank’s enterprise risk management practices.
The Board exercises oversight by adopting a Written Information Security Program, engaging in discussions, reviewing reports, and seeking updates on the Company’s cybersecurity posture. The Boards Risk Committee oversees and monitors the Bank’s enterprise risk management practices.
Depending on the nature and criticality of the threat, it may be escalated to executives such as the CISO, Chief Information Officer, Chief Risk Officer, Chief Financial Officer, General Counsel, or other relevant senior management personnel. These leaders possess the expertise and authority to assess the situation’s impact on the Company’s operations, finances, and reputation.
Depending on the nature and criticality of the threat, it may be escalated to executives such as the CISO, Chief Information Officer, Chief Risk Officer, CFO, CLO/General Counsel, or other relevant senior management personnel. These leaders possess the expertise and authority to assess the situation’s impact on the Company’s operations, finances, and reputation.
This hierarchical escalation process is intended to ensure that key decision-makers are properly informed, enabling appropriate actions to mitigate the identified cybersecurity risks. 36 Table of Contents
This hierarchical escalation process is intended to ensure that key decision-makers are properly informed, enabling appropriate actions to mitigate the identified cybersecurity risks . 40 Table of Contents
Further, these leaders have over 15 years of experience each in their respective fields of expertise. Upon receiving this information, they engage in deliberation and decision-making, collaborating with the cybersecurity team to formulate and execute an appropriate response plan, which may include elevating the matter to the Risk Committee, or the Board, if warranted.
Further, the CISO and Chief Information Officer both have over 15 years of experience each in their respective fields of expertise. Upon receiving this information, they engage in deliberation and decision-making, collaborating with the cybersecurity team to formulate and execute an appropriate response plan, which may include elevating the matter to the Risk Committee, or the Company’s Board, if warranted.
This involves updates provided by the Chief Information Security Officer (“CISO”) or other members of management during Board and Risk Committee meetings. Additionally, management reports to the Board on significant cyber incidents , emerging threats, and the effectiveness of existing security measures.
This involves updates provided by the CISO or other members of management during Company Board and Risk Committee meetings. Additionally, management reports to the Company’s Board on significant cyber incidents , emerging threats, and the effectiveness of existing security measures.
Disclosure and Transparency: The Company has implemented policies and procedures related to disclosing its cybersecurity risks and management strategies in its annual report, SEC filings, or other regulatory filings providing investors with an understanding of the potential impact on the Company’s operations and financials. This multi-layered approach has been integrated into the Company’s overall risk management system and processes .
This involves using advanced tools to monitor network traffic and behavior for suspicious activities. Disclosure and Transparency: The Company has implemented policies and procedures related to disclosing its cybersecurity risks and management strategies in its annual report, SEC filings, and other regulatory filings providing investors with an understanding of the potential impact on the Company’s operations and financials. This multi-layered approach has been integrated into the Company’s overall risk management system and processes.
This includes evaluating the impact of potential breaches and the likelihood of occurrence. 2. Security Measures: The Company has implemented various security measures like firewalls, encryption, intrusion detections systems, and access controls to mitigate potential risks. Further, the Company also regularly updates software and security protocols to stay ahead of any emerging threats. 3.
This includes evaluating the impact of potential breaches and the likelihood of occurrence. Security Measures: The Company has implemented various security measures like firewalls, encryption, intrusion detections systems, and access controls to mitigate potential risks.
Employee Training: The Company provides associates with cybersecurity training and awareness programs. These initiatives are intended to help employees recognize and respond appropriately to potential threats like phishing attempts, or social engineering and account takeover. This includes conducting tabletop exercises, fostering preparedness and effective response within the Company. 4.
Further, the Company also regularly updates software and security protocols to stay ahead of any emerging threats. Employee Training: The Company provides associates with cybersecurity training and awareness programs. These initiatives are intended to help employees recognize and respond appropriately to potential threats like phishing attempts or social engineering and account takeover.
Risk Factors "The Company’s operations, including third-party and client interactions, are increasingly done via electronic means, and this has increased the risks related to cybersecurity threats," which are incorporated by reference into this Item 1C. Governance The Company’s Board of Directors (the “Board”) plays a pivotal role in overseeing risks arising from cybersecurity threats within the Company.
For a discussion of whether and how any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect the Company, including its business strategy, financial condition or results of operations, see Part 1 Item 1A “Risk Factors.” The Company’s operations, including third-party and client interactions, are increasingly done via electronic means, and this has increased the risks related to cybersecurity threats, which is incorporated by reference into this Item 1C. 39 Table of Contents Governance The Company’s Board plays a pivotal role in overseeing risks arising from cybersecurity threats within the Company.
Incident Response Plan: The Company has established an incident response plan in an effort to address and contain any breaches or cybersecurity incidents. This plan includes defining roles, responsibilities, and steps to recover from a potential attack. 5.
This includes conducting tabletop exercises, fostering preparedness and effective response within the Company. Incident Response Plan: The Company has established an incident response plan in an effort to address and contain any breaches or cybersecurity incidents.
Regular Audits and Monitoring: The Company conducts periodic audits and continuous monitoring of systems intended to detect any anomalies or potential security breaches. This involves using advanced tools to monitor network traffic and behavior for suspicious activities. 6.
This plan includes defining roles, responsibilities, and steps to recover from a potential attack. Regular Audits and Monitoring: The Company conducts periodic audits and continuous monitoring of systems intended to detect any anomalies or potential security breaches.
Removed
For a discussion of whether and how any risks from cybersecurity threats, including as a result of any previous cybersecurity incidents, have materially affected or are reasonably likely to materially affect the Company, including its business strategy, results of operations or financial 35 Table of Contents condition, see Item 1A.

Item 2. Properties

Properties — owned and leased real estate

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Item 2. Properties . The Company’s executive offices are located at 601 West Market Street in Louisville, Kentucky. The Company also has principal support and operational functions located in three additional facilities in Louisville at 9600 Brownsboro Road, 661 South Hurstbourne Parkway and 200 South Seventh Street.
Item 2. Properties . The Company’s executive offices are located at 601 West Market Street in Louisville, Kentucky. The Company also has principal support and operational functions located in three additional facilities in Louisville at 200 South Seventh Street, 9600 Brownsboro Road, and 661 South Hurstbourne Parkway.
Highway 42, Prospect 3,000 O/L (2) 11330 Main Street, Middletown 6,000 O/L (2) 3902 Taylorsville Road, Louisville 4,000 O/L (2) 3811 Ruckriegel Parkway, Louisville 4,000 O/L (2) 5125 New Cut Road, Louisville 4,000 O/L (2) 4808 Outer Loop, Louisville 4,000 O/L (2) 438 Highway 44 East, Shepherdsville 4,000 O/L (2) 1420 Poplar Level Road, Louisville 3,000 O 4921 Brownsboro Road, Louisville 3,000 L 3950 Kresge Way, Suite 108, Louisville L 3726 Lexington Road, Louisville 4,000 L 1720 West Broadway, Suite 103, Louisville 3,000 L Lexington 3098 Helmsdale Place 5,000 O/L (2) 3608 Walden Drive 4,000 O/L (2) 2401 Harrodsburg Road 6,000 O 641 East Euclid Avenue 3,000 O 333 West Vine Street 4,000 L Northern Kentucky 535 Madison Avenue, Covington 4,000 L 25 Town Center Blvd., Suite 104, Crestview Hills 3,000 L 8513 U.S.
Highway 42, Prospect 3,000 O/L (2) 11330 Main Street, Middletown 6,000 O/L (2) 3902 Taylorsville Road, Louisville 4,000 O/L (2) 3811 Ruckriegel Parkway, Louisville 4,000 O/L (2) 5125 New Cut Road, Louisville 4,000 O/L (2) 4808 Outer Loop, Louisville 4,000 O/L (2) 438 Highway 44 East, Shepherdsville 4,000 O/L (2) 1420 Poplar Level Road, Louisville 3,000 O 4921 Brownsboro Road, Louisville 3,000 L 3950 Kresge Way, Suite 108, Louisville L 3726 Lexington Road, Louisville 4,000 L 1720 West Broadway, Suite 103, Louisville 3,000 L Lexington 3098 Helmsdale Place 5,000 O/L (2) 3608 Walden Drive 4,000 O/L (2) 2401 Harrodsburg Road 6,000 O 641 East Euclid Avenue 3,000 O 333 West Vine Street, Suite 102 4,000 L Northern Kentucky 535 Madison Avenue, Covington 4,000 L 25 Town Center Boulevard, Suite 104, Crestview Hills 3,000 L 8513 U.S.
As of December 31, 2024, Republic had 29 banking centers located in Kentucky, seven banking centers in Florida, three banking centers in Indiana, four banking centers in Tennessee, and four banking centers in Ohio. The location of Republic’s facilities, their respective approximate square footage, and their form of occupancy are as follows: Approximate Square Owned (O)/ Bank Offices Footage Leased (L) Kentucky Banking Centers: Louisville Metropolitan Area 2801 Bardstown Road, Louisville 5,000 L (1) 601 West Market Street, Louisville 57,000 L (1) 661 South Hurstbourne Parkway, Louisville 21,000 L (1) 9600 Brownsboro Road, Louisville 19,000 L (1) 5250 Dixie Highway, Louisville 5,000 O/L (2) 10100 Brookridge Village Boulevard, Louisville 5,000 O/L (2) 9101 U.S.
As of December 31, 2025, Republic had 29 banking centers located in Kentucky, seven banking centers in Florida, three banking centers in Indiana, four banking centers in Tennessee, and four banking centers in Ohio. The location of Republic’s facilities, their respective approximate square footage, and their form of occupancy are as follows: Approximate Square Owned (O)/ Bank Offices Footage Leased (L) Kentucky Banking Centers: Louisville Metropolitan Area 2801 Bardstown Road, Louisville 5,000 L (1) 601 West Market Street, Louisville 57,000 L (1) 661 South Hurstbourne Parkway, Louisville 21,000 L (1) 9600 Brownsboro Road, Louisville 19,000 L (1) 8800 Dixie Highway, Suite A, Louisville 2,000 O/L (2) 10100 Brookridge Village Boulevard, Louisville 5,000 O/L (2) 9101 U.S.
Highway 42, Florence 4,000 L 119 Fairfield Ave Suite 110, Bellevue 3,000 L (continued) 37 Table of Contents Approximate Square Owned (O)/ Bank Offices Footage Leased (L) (continued) Georgetown , 430 Connector Road 5,000 O/L (2) Shelbyville , 1614 Midland Trail 4,000 L (2) Florida Banking Centers: 12933 Walsingham Road, Largo 4,000 O 10577 State Road 54, New Port Richey 3,000 L 6300 4th Street N, St.
Highway 42, Florence 4,000 L 119 Fairfield Avenue, Suite 110, Bellevue 3,000 L (continued) 41 Table of Contents Approximate Square Owned (O)/ Bank Offices Footage Leased (L) (continued) Georgetown , 430 Connector Road 5,000 O/L (2) Shelbyville , 1614 Midland Trail 4,000 L (2) Florida Banking Centers: 12933 Walsingham Road, Largo 4,000 O 10577 State Road 54, New Port Richey 3,000 L 6300 4th Street North, St.
See additional discussion included under Part III Item 13 “Certain Relationships and Related Transactions, and Director Independence.” For additional discussion regarding Republic’s lease obligations, see Part II Item 8 “Financial Statements and Supplementary Data” Footnote 6 “Right-of-Use Assets and Operating Leases Liabilities.” (2) The banking centers at these locations are owned by Republic; however, the banking center is located on land that is leased through long-term agreements with third parties . 38 Table of Contents
See additional discussion included under Part III Item 13 “Certain Relationships and Related Transactions, and Director Independence.” For additional discussion regarding Republic’s lease obligations, see the Footnote titled “Right-of-Use Assets and Operating Lease Liabilities” under Part II Item 8 “Financial Statements and Supplementary Data.” (2) The banking centers at these locations are owned by Republic; however, the banking center is located on land that is leased through long-term agreements with third parties.
Suite 150, Tampa 4,000 L Southern Indiana Banking Centers: 4571 Duffy Road, Floyds Knobs 4,000 O/L(2) 3141 Highway 62, Jeffersonville 4,000 O 3001 Charlestown Crossing Way, New Albany 2,000 L Tennessee Banking Centers: 113 Seaboard Lane, Franklin 2,000 L 3404 West End Ave, Nashville 2,000 L 128 Kedron Pkwy, Spring Hill 1,000 L 1141 Fortress Blvd, Murfreesboro 3,000 L Ohio Banking Center: 4030 Smith Road, Norwood 5,000 L 9110 West Chester Towne Center Dr., West Chester 1,000 L 8050 Hosbrook Road, Cincinnati 5,000 L 8100 Montgomery Road, Cincinnati 2,000 O Missouri Loan Production Office: 10024 Office Center Avenue Suite 150, Saint Louis 4,000 L Support and Operations: 200 South Seventh Street, Louisville, KY 80,000 L(1) (1) Locations are leased from partnerships in which the Company’s Executive Chair and Chief Executive Officer, Steven E.
Petersburg 9,000 O 7800 Seminole Boulevard, Seminole 3,000 O 6906 East Fowler Avenue, Temple Terrace 2,000 L 1300 North West Shore Boulevard, Suite 150, Tampa 4,000 L Southern Indiana Banking Centers: 4571 Duffy Road, Floyds Knobs 4,000 O/L (2) 3141 Highway 62, Jeffersonville 4,000 O 3001 Charlestown Crossing Way, New Albany 2,000 L Tennessee Banking Centers: 113 Seaboard Lane, Suite A130, Franklin 2,000 L 3404 West End Avenue, Suite 106, Nashville 2,000 L 128 Kedron Parkway, Spring Hill 1,000 L 1141 Fortress Boulevard, Suite A, Murfreesboro 3,000 L Ohio Banking Centers: 4030 Smith Road, Suite 100, Norwood 5,000 L 9110 West Chester Towne Center Drive, West Chester 1,000 L 8050 Hosbrook Road, Cincinnati 5,000 L 8100 Montgomery Road, Cincinnati 2,000 O Support and Operations: 200 South Seventh Street, Louisville, KY 80,000 L (1) (1) Locations are leased from partnerships in which the Company’s Executive Chair/CEO, Steven E.
Removed
Petersburg ​ 10,000 ​ O 6600 Central Avenue, St. Petersburg ​ 9,000 ​ O 7800 Seminole Blvd., Seminole ​ 3,000 ​ O 6906 E. Fowler Avenue, Temple Terrace ​ 2,000 ​ L 1300 North West Shore Blvd.
Added
Petersburg ​ 10,000 ​ O 6600 Central Avenue, St.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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There is no proceeding, pending, or threatened litigation in which Republic and the Bank are a defendant, to the knowledge of management, in which an adverse decision could result in a material adverse change in the business or consolidated financial position of Republic or the Bank. Item 4.
There is no proceeding, pending, or threatened litigation in which Republic and the Bank are a defendant, to the knowledge of management, in which an adverse decision could result in a material adverse change in the business or consolidated financial position of Republic or the Bank.
Removed
Mine Safety Disclosures . ​ Not applicable. ​ PART I I ​
Added
For additional discussion, see the Footnote titled “Off-Balance Sheet Risks, Commitments and Contingent Liabilities” under Part II Item 8 “Financial Statements and Supplementary Data.” ​ Item 4. Mine Safety Disclosures . Not applicable. 42 Table of Contents PART I I ​

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Item 4. Mine Safety Disclosures. 39 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. 39
Item 4. Mine Safety Disclosures. 42 PART II Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. 43

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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The Company intends to continue its historical practice of paying quarterly cash dividends; however, there is no assurance by the Board of Directors that such dividends will continue to be paid in the future.
The Company intends to continue its historical practice of paying quarterly cash dividends; however, there is no assurance by the Board that such dividends will continue to be paid in the future.
The repurchase program will remain effective until the total number of shares authorized is repurchased or until Republic’s Board of Directors terminates the program.
The repurchase program will remain effective until the total number of shares authorized is repurchased or until Republic’s Board terminates the program.
There were no equity securities of the registrant sold without registration during the quarter covered by this report. STOCK PERFORMANCE GRAPH The following stock performance graph does not constitute soliciting material and should not be deemed filed or incorporated by reference into any other Company filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except to the extent the Company specifically incorporates the performance graph by reference therein. The following stock performance graph sets forth the cumulative total shareholder return (assuming reinvestment of dividends) on Republic’s Class A Common Stock as compared to the KBW NASDAQ Bank Index and the S&P 500 Index.
There were no equity securities of the registrant sold without registration during the quarter covered by this report. 43 Table of Contents STOCK PERFORMANCE GRAPH The following stock performance graph does not constitute soliciting material and should not be deemed filed or incorporated by reference into any other Company filing under the Securities Act or the Exchange Act, except to the extent the Company specifically incorporates the performance graph by reference therein. The following stock performance graph sets forth the cumulative total shareholder return (assuming reinvestment of dividends) on Republic’s Class A Common Stock as compared to the KBW NASDAQ Bank Index and the S&P 500 Index.
The payment of dividends in the future is dependent upon future income, financial position, capital requirements, the discretion and judgment of the Board of Directors, and numerous other considerations. For additional discussion regarding regulatory restrictions on dividends, see Part II Item 8 “Financial Statements and Supplementary Data” Footnote 13 “Stockholders’ Equity and Regulatory Capital Matters.” Republic has made available to its employees participating in its 401(k) Plan the opportunity, at the employee’s sole discretion, to invest funds held in their accounts under the plan in shares of Class A Common Stock of Republic.
The payment of dividends in the future is dependent upon future income, financial position, capital requirements, the discretion and judgment of the Board, and numerous other considerations. For additional discussion regarding regulatory restrictions on dividends, see the Footnote titled “Stockholders’ Equity and Regulatory Capital Matters” under Part II Item 8 “Financial Statements and Supplementary Data.” Republic has made available to its employees participating in its 401(k) Plan the opportunity, at the employee’s sole discretion, to invest funds held in their accounts under the plan in shares of Class A Common Stock of Republic.
The graph covers the period beginning December 31, 2019 and ending December 31, 2024. The calculation of cumulative total return assumes an initial investment of $100 in Republic’s Class A Common Stock, the KBW NASDAQ Bank Index and the S&P 500 Index on December 31, 2019.
The graph covers the period beginning December 31, 2020 and ending December 31, 2025. The calculation of cumulative total return assumes an initial investment of $100 in Republic’s Class A Common Stock, the KBW NASDAQ Bank Index and the S&P 500 Index on December 31, 2020.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market and Dividend Information Republic’s Class A Common Stock is traded on the NASDAQ under the symbol “RBCAA.” There is no established public trading market for the Company’s Class B Common Stock, however, the Company’s Class B Common Stock is fully convertible into the Company’s publicly-traded Class A Common Stock on a one-for-one basis. On February 28, 2025, the Company’s Class A Common Stock was held by 1,097 shareholders of record and the Class B Common Stock was held by 88 shareholders of record.
Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Market and Dividend Information Republic’s Class A Common Stock is traded on the NASDAQ under the symbol “RBCAA.” There is no established public trading market for the Company’s Class B Common Stock, however, the Company’s Class B Common Stock is fully convertible into the Company’s publicly-traded Class A Common Stock on a one-for-one basis. On February 27, 2026, the Company’s Class A Common Stock was held by 1,067 shareholders of record and the Class B Common Stock was held by 86 shareholders of record.
In addition, in connection with employee stock awards, there were 169,691 shares withheld upon exercise of stock options and vesting of restricted stock awards to satisfy the withholding taxes and, for stock options, the exercise price. On January 24, 2024, the Board of Directors of Republic Bancorp, Inc. increased the Company’s existing authorization to purchase shares of its Class A Common Stock by 400,000 shares.
In addition, in connection with employee stock awards, there were 79,193 shares withheld upon exercise of stock options and vesting of restricted stock awards to satisfy the withholding taxes and, for stock options, the exercise price. On January 24, 2024, the Board increased the Company’s existing authorization to purchase shares of its Class A Common Stock by 400,000 shares.
The 39 Table of Contents exemption from registration of the newly issued Class A Common Stock relied upon was Section (3)(a)(9) of the Securities Act of 1933.
The exemption from registration of the newly issued Class A Common Stock relied upon was Section (3)(a)(9) of the Securities Act.
As of December 31, 2024, the trustee held 230,966 shares of Class A Common Stock and 1,215 shares of Class B Common Stock on behalf of the plan. Details of Republic’s Class A Common Stock purchases during the fourth quarter of 2024 are included in the following table: Total Number of Maximum Number Shares Purchased of Shares that May as Part of Publicly Yet Be Purchased Total Number of Average Price Announced Plans Under the Plans Period Shares Purchased Paid Per Share or Programs or Programs October 1 - October 31 $ 434,410 November 1 - November 30 434,410 December 1 - December 31 434,410 Total $ 434,410 During the year ended December 31, 2024, the Company did not repurchase any shares.
As of December 31, 2025, the trustee held 228,914 shares of Class A Common Stock and 1,215 shares of Class B Common Stock on behalf of the plan. Details of Republic’s Class A Common Stock purchases during the fourth quarter of 2025 are included in the following table: Total Number of Maximum Number Shares Purchased of Shares that May as Part of Publicly Yet Be Purchased Total Number of Average Price Announced Plans Under the Plans Three Months Ended December 31, 2025 Shares Purchased Paid Per Share or Programs or Programs October 1 - October 31 $ 433,395 November 1 - November 30 433,395 December 1 - December 31 433,395 Total $ 433,395 The Company did not repurchase any of its shares during the fourth quarter of 2025.
As of December 31, 2024 the Company had 434,410 shares which could be repurchased under its current share repurchase programs. During 2024, there were 4,472 shares of Class A Common Stock issued upon conversion of shares of Class B Common Stock by stockholders of Republic in accordance with the share-for-share conversion provision option of the Class B Common Stock.
As of December 31, 2025 the Company had 433,395 shares which could be repurchased under its current share repurchase programs. During 2025, there were 1,821 shares of Class A Common Stock issued upon conversion of shares of Class B Common Stock by stockholders of Republic in accordance with the share-for-share conversion provision option of the Class B Common Stock.
The stock price performance shown on the graph below is not necessarily indicative of future stock price performance. December 31, December 31, December 31, December 31, December 31, December 31, 2019 2020 2021 2022 2023 2024 Republic Class A Common Stock (RBCAA) $ 100.00 $ 79.82 $ 115.37 $ 95.83 $ 133.55 $ 173.98 S&P 500 Index 100.00 118.40 152.39 124.79 157.59 197.02 KBW NASDAQ Bank Index 100.00 89.69 124.06 97.52 96.65 132.60 40 Table of Contents It em 6. [Reserved]
The stock price performance shown on the graph below is not necessarily indicative of future stock price performance. December 31, December 31, December 31, December 31, December 31, December 31, 2020 2021 2022 2023 2024 2025 Republic Class A Common Stock (RBCAA) $ 100.00 $ 144.53 $ 120.06 $ 167.31 $ 217.96 $ 220.76 S&P 500 Index 100.00 128.71 105.40 133.10 166.40 196.16 KBW NASDAQ Bank Index 100.00 138.33 108.73 107.76 147.85 196.00 It em 6. [Reserved] 44 Table of Contents
Added
During the year ended December 31, 2025, the Company repurchased 1,015 shares.

Item 7. Management's Discussion & Analysis

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

120 edited+131 added114 removed25 unchanged
Actual results will differ from the model’s simulated results due to the timing, magnitude and frequency of interest rate changes, the timing and magnitude of changes in loan and deposit balances, as well as the changes in market conditions and the application and timing of various management strategies as compared to those projected in the various simulated models.
Actual results will differ from the model’s simulated results due to the actual timing, magnitude and frequency of interest rate changes, the actual timing and magnitude of changes in loan and deposit balances, as well as the actual changes in market conditions and the application and timing of various management strategies as compared to those projected in the various simulated models.
Management evaluates the adequacy of the ACLL monthly and presents and discusses the ACLL with the Audit Committee and the Board of Directors quarterly. The Company’s CECL method is a “static-pool” method that analyzes historical closed pools of loans over their expected lives to attain a loss rate, which is then adjusted for current conditions and reasonable, supportable forecasts prior to being applied to the current balance of the analyzed pools.
Management evaluates the adequacy of the ACLL monthly and presents and discusses the ACLL with the Audit Committee and the Board quarterly. The Company’s CECL method is a “static-pool” method that analyzes historical closed pools of loans over their expected lives to attain a loss rate, which is then adjusted for current conditions and reasonable, supportable forecasts prior to being applied to the current balance of the analyzed pools.
Any payment of dividends in the future will depend, in large part, on the Company’s earnings, capital requirements, financial condition, and other factors considered relevant by the Company’s Board of Directors. Regulatory Capital Requirements The Company and the Bank are subject to capital regulations in accordance with Basel III, as administered by banking regulators.
Any payment of dividends in the future will depend, in large part, on the Company’s earnings, capital requirements, financial condition, and other factors considered relevant by the Company’s Board. Regulatory Capital Requirements The Company and the Bank are subject to capital regulations in accordance with Basel III, as administered by banking regulators.
On a longer-term basis, the Bank would likely utilize wholesale-brokered deposits to replace withdrawn balances, or alternatively, higher-cost internet-sourced deposits. Based on past experience utilizing brokered deposits and internet-sourced deposits, the Bank believes it can quickly obtain these types of deposits if needed.
On a longer-term basis, the Bank would likely utilize wholesale-brokered deposits to replace withdrawn balances, or alternatively, higher-cost internet-sourced deposits. Based on experience utilizing brokered deposits and internet-sourced deposits, the Bank believes it can quickly obtain these types of deposits if needed.
Interest rate risk is the exposure to adverse changes in net interest income as a result of market fluctuations in interest rates. The Bank, on an ongoing basis, monitors interest rate and liquidity risk in order to implement appropriate funding and balance sheet strategies.
Interest rate risk is the exposure to adverse changes in net interest income as a result of market fluctuations in interest rates. The Bank, on an ongoing basis, monitors interest rate and liquidity risk to implement appropriate funding and balance sheet strategies.
The timeframe of 2008 to 2013 is the most recent period in which the Core Bank incurred notable loan losses, and as such, Management believes is an appropriate baseline starting point in its overall absorption and exhaustion analyses. Management considered the range of absorption rates and exhaustion rates calculated for the Core Bank as of December 31, 2024 and 2023 to be within acceptable ranges under current economic conditions.
The timeframe of 2008 to 2013 is the most recent period in which the Core Bank incurred notable loan losses, and as such, Management believes is an appropriate baseline starting point in its overall absorption and exhaustion analyses. Management considered the range of absorption rates and exhaustion rates calculated for the Core Bank as of December 31, 2025 and 2024 to be within acceptable ranges under current economic conditions.
Additionally, in order to avoid limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers, the Company and Bank must hold a capital conservation buffer of 2.5% composed of Common Equity Tier 1 Risk-Based Capital above their minimum risk-based capital requirements. Republic continues to exceed the regulatory requirements for Total Risk Based Capital, Common Equity Tier I Risk Based Capital, Tier I Risk Based Capital and Tier I Leverage Capital.
Additionally, to avoid limitations on capital distributions, including dividend payments and certain discretionary bonus payments to executive officers, the Company and Bank must hold a capital conservation buffer of 2.5% composed of Common Equity Tier 1 Risk-Based Capital above their minimum risk-based capital requirements. Republic continues to exceed the regulatory requirements for Total Risk Based Capital, Common Equity Tier I Risk Based Capital, Tier I Risk Based Capital and Tier I Leverage Capital.
Derivatives not designated as hedges are economic derivatives with the gain or loss recognized in current period earnings. Interest Rate Swaps Used as Cash Flow Hedges The Bank entered into three interest rate swap agreements (“swaps”) during the second quarter of 2024 related to FHLB advances tied to the 1-month SOFR.
Derivatives not designated as hedges are economic derivatives with the gain or loss recognized in current period earnings. Interest Rate Swaps Used as Cash Flow Hedges The Bank entered into three interest rate swap agreements during the second quarter of 2024 related to FHLB advances tied to the 1-month SOFR index.
Due to the general short-term nature of these products, management utilized the current year net charge-offs for 2023 and 2024 along with the end-of-the-year ACLL to calculate each years’ absorption rate and exhaustion rate. The absorption and exhaustion rates were both considered to be within acceptable ranges as of December 31, 2024 and 2023.
Due to the general short-term nature of these products, management utilized the current year net charge-offs for 2024 and 2025, along with the end-of-the-year ACLL to calculate each years’ absorption rate and exhaustion rate. The absorption and exhaustion rates were both considered to be within acceptable ranges as of December 31, 2025 and 2024.
Each year, the Bank’s RA and ERA approval model is based primarily on the prior-year’s tax refund funding patterns.
Each year, the Bank’s ERA/RA approval model is based primarily on the prior-year’s tax refund funding patterns.
Actual results may differ from those estimates made by management. Critical accounting policies are those that management believes are the most important to the portrayal of the Company’s financial condition and operating results and require management to make estimates that are difficult, subjective and complex. Most accounting policies are not considered by management to be critical accounting policies.
Actual results may differ from those estimates made by management. Critical accounting policies are those that management believes are the most important to the portrayal of the Company’s financial condition and results of operations and require management to make estimates that are difficult, subjective, and complex. Most accounting policies are not considered by management to be critical accounting policies.
The increase in stockholders’ equity was primarily attributable to net income earned during 2024 reduced primarily by cash dividends declared. See Part II, Item 5.
The increase in stockholders’ equity was attributable to net income earned during 2025 reduced primarily by cash dividends declared. See Part II, Item 5.
The exhaustion rate considered how many years of gross Core Bank loan charge-offs the end-of-year Core Bank ACLL could withstand based on a range of average annual net Core Bank loan losses, also using the 2008 to 2013 timeframe as a baseline.
The exhaustion rate considers how many years of total Core Bank gross loan charge-offs the end-of-year Core Bank ACLL could withstand based on a range of average annual net Core Bank loan losses, also using the 2008 to 2013 timeframe as a baseline.
The absorption rate considered a range of total Core Bank net loan losses to the Total Core Bank ACLL using the 2008 to 2013 “Great Recession” timeframe as a baseline.
The absorption rate considers a range of total Core Bank net loan losses to the Total Core Bank ACLL using the 2008 to 2013 “Great Recession” timeframe as a baseline.
This dynamic model projects a “Base” case net interest income over the next 12 months and the effect on net interest income of instantaneous movements in interest rates between various basis point increments equally across all points on the yield curve.
This dynamic model projects a “Base” case net interest income over the next 12 months and the effect on net interest income of instantaneous movements in interest rates between various bp increments equally across all points on the yield curve.
RCS LOC products typically earn a higher yield but also have higher credit risk compared to loans originated through Core Banking operations, with a significant portion of RCS clients considered subprime or near-prime borrowers. As of December 31, 2024, the ACLL to total loans estimated for each RCS product ranged from as low as 0.25% for its healthcare-receivables portfolios to as high as 70.63% for its line-of-credit portfolios.
RCS LOC products typically earn a higher yield but also have higher credit risk compared to loans originated through Core Banking operations, with a sizable portion of RCS clients considered subprime or near-prime borrowers. As of December 31, 2025, the ACLL to total loans estimated for each RCS product ranged from as low as 0.25% for its healthcare-receivables portfolios to as high as 70.63% for its LOC portfolios.
Material changes to these and other relevant factors may result in greater volatility to the ACLL, and therefore, greater volatility to the Company’s reported earnings. See additional detail regarding the Company’s adoption of ASC 326 and the CECL method under Footnote 4 “Loans and Allowance for Credit Losses” of Part II Item 8 “Financial Statements and Supplementary Data.” 43 Table of Contents Management evaluated the reasonableness of its Core Bank ACLL by evaluating absorption and exhaustion rates that account for CECL life-of-loan considerations.
Material changes to these and other relevant factors may result in greater volatility to the ACLL, and therefore, greater volatility to the Company’s reported earnings. See additional detail regarding the Company’s adoption of ASC 326 and the CECL method under the Footnote titled “Loans and Allowance for Credit Losses” of Part II Item 8 “Financial Statements and Supplementary Data.” 46 Table of Contents Management evaluates the reasonableness of its Core Bank ACLL by evaluating absorption and exhaustion rates that account for CECL life-of-loan considerations.
The following table illustrates the Bank’s projected percent change from its Base net interest income over the period beginning January 1, 2025 and ending December 31, 2025 based on instantaneous movements in interest rates from Down 400 to Up 400 basis points equally across all points on the yield curve.
The following table illustrates the Bank’s projected percent change from its Base net interest income over the period beginning January 1, 2026, and ending December 31, 2026, based on instantaneous movements in interest rates from Down 400 to Up 400 bps equally across all points on the yield curve.
These assumptions are inherently uncertain and, as a result, the dynamic model cannot precisely measure future net interest income or precisely predict the impact of fluctuations in market interest rates on net 84 Table of Contents interest income.
These assumptions are inherently uncertain and, as a result, the dynamic model cannot precisely measure future net interest income or precisely predict the impact of fluctuations in market interest rates on net interest income.
Liquidity is managed by maintaining sufficient liquid assets, primarily in the form of cash, cash equivalents, and unincumbered investment securities.
Liquidity is managed by maintaining sufficient liquid assets, primarily in the form of cash, cash equivalents, and unencumbered investment securities.
The Class A Common shares are not convertible into any other class of Republic’s capital stock. Dividend Restrictions The Parent Company’s principal source of funds for dividend payments are dividends received from the Bank.
The Class A Common shares are not convertible into any other class of Republic’s capital stock. Dividend Restrictions The Parent Company’s principal source of funds for dividend payments are dividends received from RB&T.
Formal measurements of the capital ratios for Republic and the Bank are performed by the Company at each quarter end. Contractual Obligations and Commitments The Company or the Bank has required future payments under various contractual obligations and other commitments. See the following footnotes within Part II Item 8 “Financial Statements and Supplementary Data” for additional detail regarding contractual obligations and other commitments of the Company or Bank : Footnote 6 “Right-of-Use Assets and Operating Lease Liabilities” Footnote 9 “Deposits” Footnote 10 “Securities Sold Under Agreements to Repurchase” Footnote 12 “Off Balance Sheet Risks, Commitments, and Contingent Liabilities” Footnote 17 “Benefit Plans” In addition, the Bank maintains contractual obligations for its technological needs, including its enterprise risk management application, customer relationship management application, internet banking platform, and its core accounting application. Asset/Liability Management and Market Risk Asset/liability management is designed to ensure safety and soundness, maintain liquidity, meet regulatory capital standards, and achieve acceptable net interest income based on the Bank’s risk tolerance.
Formal measurements of the capital ratios for Republic and the Bank are performed by the Company at each quarter end. Contractual Obligations and Commitments The Company or the Bank has required future payments under various contractual obligations and other commitments. See the following titled Footnotes within Part II Item 8 “Financial Statements and Supplementary Data” for additional detail regarding contractual obligations and other commitments of the Company or Bank : “Right-of-Use Assets and Operating Lease Liabilities” “Deposits” “Securities Sold Under Agreements to Repurchase” “Off-Balance Sheet Risks, Commitments, and Contingent Liabilities” “Benefit Plans” “Low Income Housing Tax Credit Investments” In addition, the Bank maintains contractual obligations for its technological needs, including its enterprise risk management application, customer relationship management application, internet banking platform, and its core accounting application. Asset/Liability Management and Market Risk Asset/liability management is designed to ensure safety and soundness, maintain liquidity, meet regulatory capital standards, and achieve acceptable net interest income based on the Bank’s risk tolerance.
For prompt corrective action, the regulations in accordance with Basel III define “well capitalized” as a 10.0% Total Risk-Based Capital ratio, a 6.5% Common Equity Tier 1 Risk-Based Capital ratio, an 8.0% Tier 1 Risk-Based Capital ratio, and a 5.0% Tier 1 Leverage ratio.
For prompt corrective action, the regulations in accordance with Basel III define “well capitalized” as a 10.0% Total Risk-Based Capital ratio, a 6.5% Common Equity Tier 1 Risk-Based Capital ratio, an 90 Table of Contents 8.0% Tier 1 Risk-Based Capital ratio, and a 5.0% Tier 1 Leverage ratio.
Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Parent Company and the Bank must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities, and certain off-balance sheet items, as calculated under regulatory accounting practices.
Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Parent Company and the Bank must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities, and certain OBS items, as calculated under regulatory accounting practices.
The accounting for changes in the fair value of a derivative depends on whether it has been designated and qualifies for hedge accounting as part of a cash flow hedging relationship. For a derivative designated as a cash flow hedge, the effective portion of the derivative’s unrealized gain or loss is recorded as a component of other comprehensive income (“OCI”).
The accounting for changes in the fair value of a derivative depends on whether it has been designated and qualifies for hedge accounting as part of a cash flow hedging relationship. For a derivative designated as a cash flow hedge, the effective portion of the derivative’s unrealized gain or loss is recorded as a component of OCI.
While loan balances at the Traditional Bank decreased by $49 million during 2024, the segment continued to experience a change in loan mix, growing in categories with higher loan loss reserve requirements thus driving its higher Provision. o The Traditional Bank recorded a loan loss Provision of $1.9 million during 2024 primarily related to the charge-off of three linked, broker-related marine loans.
While loan balances at the Traditional Bank decreased by $49 million during 2024, the segment continued to experience a change in loan mix, growing in categories with higher loan loss reserve requirements thus driving its higher Provision. The Traditional Bank recorded $1.9 million in charge-offs related to three linked, broker-related marine loans during the third quarter of 2024.
The capital amounts and classification are also subject to qualitative judgments by the regulators regarding components, risk weightings, and other factors. 83 Table of Contents Banking regulators have categorized the Bank as well-capitalized.
The capital amounts and classification are also subject to qualitative judgments by the regulators regarding components, risk weightings, and other factors. Banking regulators have categorized the Bank as well capitalized.
Under these regulations, the amount of dividends that may be paid in any calendar year is limited to the current year’s net profits, combined with the retained net profits of the preceding two years. As of January 1, 2025, the Bank could, without prior approval, declare dividends of approximately $95 million.
Under these regulations, the amount of dividends that may be paid in any calendar year is limited to the current year’s net profits, combined with the retained net profits of the preceding two years. As of January 1, 2026, RB&T could, without prior approval, declare dividends of approximately $179 million.
Additionally, actual results could differ materially from the model if interest rates do not move equally across all points on the yield curve. As of December 31, 2024, a dynamic simulation model was run for interest rate changes from “Down 400” basis points to “Up 400” basis points.
Additionally, actual results could differ materially from the model if interest rates do not move equally across all points on the yield curve. 91 Table of Contents As of December 31, 2025, a dynamic simulation model was run for interest rate changes from “Down 400” bps to “Up 400” bps.
The overall cost of gathering these types of deposits, however, could be substantially higher than the Traditional Bank deposits they replace, potentially decreasing the Bank’s earnings. 82 Table of Contents The Bank’s liquidity is impacted by its ability to sell certain investment securities, which is limited due to the level of investment securities that are needed to secure public deposits, securities sold under agreements to repurchase, FHLB borrowings, and for other purposes, as required by law.
The overall cost of gathering these types of deposits, however, could be substantially higher than the Traditional Bank deposits they replace, potentially decreasing the Bank’s earnings. The Bank’s liquidity is impacted by its ability to sell certain investment securities, which is limited due to the level of investment securities that are needed to secure public deposits, SSUAR, FHLB advances, and for other purposes, as required by law.
Overall use of FHLB advances during a given year is dependent upon many factors including asset growth, deposit growth, current earnings, and expectations of future interest rates, among others. Overall use of FHLB advances during a given year is dependent upon many factors including asset growth, deposit growth, current earnings, and expectations of future interest rates, among others. Table 32 Federal Home Loan Bank Advances As of and for the Years Ended December 31, (dollars in thousands) 2024 2023 2022 Outstanding balance at end of period $ 395,000 $ 380,000 $ 95,000 Weighted average interest rate at period end 4.36 % 4.63 % 3.84 % Average outstanding balance during the period $ 400,032 $ 325,678 $ 21,233 Average interest rate during the period 4.55 % 4.68 % 1.60 % Maximum outstanding at any month end $ 1,030,000 $ 525,000 $ 95,000 80 Table of Contents Interest Rate Swaps Interest rate swap derivatives are reported at fair value in other assets or other liabilities.
Overall use of FHLB advances during a given year is dependent upon many factors including asset growth, deposit growth, current earnings, and expectations of future interest rates, among others. Table 33 Federal Home Loan Bank Advances As of and for the Years Ended December 31, (dollars in thousands) 2025 2024 2023 Outstanding balance at end of period $ 506,000 $ 395,000 $ 380,000 Weighted-average interest rate at period end 4.19 % 4.36 % 4.63 % Average outstanding balance during the period $ 409,718 $ 400,032 $ 325,678 Average interest rate during the period 4.33 % 4.55 % 4.68 % Maximum outstanding at any month end $ 798,000 $ 1,030,000 $ 525,000 87 Table of Contents Interest Rate Swaps Interest rate swap derivatives are reported at fair value in other assets or other liabilities.
Values of less than 50 basis points are rounded down to zero. Management believes, based on information presently available, that it has adequately provided for loan and lease credit losses as of December 31, 2024. For additional discussion regarding Republic’s methodology for determining the adequacy of the ACLL, see the section titled “Critical Accounting Policies and Estimates” in this section of the filing. 69 Table of Contents Asset Quality Classified and Special Mention Loans The Bank applies credit quality indicators, or ratings, to individual loans based on internal Bank policies.
Values of less than 50 bps in the table above are rounded down to zero. Management believes, based on information presently available, that it has adequately provided for loan and lease credit losses as of December 31, 2025. For additional discussion regarding Republic’s methodology for determining the adequacy of the ACLL, see the section titled “Critical Accounting Policies and Estimates” in this section of the report. 75 Table of Contents Asset Quality Classified and Special Mention Loans The Bank applies credit quality indicators, or ratings, to individual loans based on internal Bank policies, which are informed by regulatory standards.
Based on management’s calculation, an ACLL of $21 million, or 16.30%, of total RCS loans was an adequate estimate of expected losses within the RCS portfolio as of December 31, 2024. RPG’s TRS segment offered its RA credit product during the first two months of 2024, 2023, and 2022, and its ERA credit product during the Decembers of 2024, 2023 and 2022 related to the subsequent first quarter tax filing seasons.
Based on management’s calculation, an ACLL of $19 million, or 17.15%, of total RCS loans was an adequate estimate of expected losses within the RCS portfolio as of December 31, 2025. RPG’s TRS segment offered its RA credit product during the first two months of 2025, 2024 and 2023, and its ERA credit product during the month of December in 2025, 2024 and 2023 related to the subsequent first quarter tax filing seasons.
The most significant components comprising the change in loans by reportable segment follow: Traditional Banking segment Period-end balances for Traditional Banking loans decreased $49 million, or 1 %, from December 31, 2023 to December 31, 2024.
The most significant components comprising the change in loans by reportable segment follow: (I) Traditional Banking segment Traditional Banking period-end loan balances decreased $23 million, or 1%, from December 31, 2024 to December 31, 2025.
A lower reserve percentage was provided for RCS’s healthcare receivables as of December 31, 2024, as such receivables have recourse back to the Company’s third-party service providers in the transactions. Management only evaluated the ACLL on its active RCS products that had incurred meaningful losses since their inception, which were its line-of-credit products.
A lower reserve percentage was provided for RCS’s healthcare receivables as of December 31, 2025, as such receivables have recourse back to the Company’s third-party service providers. Management only evaluates the ACLL on its active RCS products that have incurred meaningful losses since their inception, which are its LOC products.
Due to the size of the underlying relationships, large fluctuations in the underlying account balances from period to period are common. Table 31 Securities Sold Under Agreements to Repurchase As of and for the Years Ended December 31, (dollars in thousands) 2024 2023 2022 Outstanding balance at end of period $ 103,318 $ 97,618 $ 216,956 Weighted average interest rate at period end 0.53 % 0.50 % 0.41 % Average outstanding balance during the period $ 101,680 $ 134,632 $ 265,188 Average interest rate during the period 0.54 % 0.43 % 0.15 % Maximum outstanding at any month end $ 322,074 $ 311,035 $ 303,315 Federal Home Loan Bank Advances The Bank’s total FHLB advances were $395 million as of December 31, 2024 compared to $380 million as of December 31, 2023.
Due to the size of the underlying relationships, large fluctuations in the underlying account balances from period to period are common. Table 32 Securities Sold Under Agreements to Repurchase As of and for the Years Ended December 31, (dollars in thousands) 2025 2024 2023 Outstanding balance at end of period $ 88,504 $ 103,318 $ 97,618 Weighted-average interest rate at period end 0.39 % 0.53 % 0.50 % Average outstanding balance during the period $ 100,869 $ 101,680 $ 134,632 Average interest rate during the period 0.50 % 0.54 % 0.43 % Maximum outstanding at any month end $ 345,645 $ 322,074 $ 311,035 Federal Home Loan Bank Advances FHLB advances totaled $506 million as of December 31, 2025, compared to $395 million as of December 31, 2024.
The total per item fees, net of refunds, included in service charges on deposits for 2024 and 2023 were $7.4 million and $7.2 million.
The total per item fees, net of refunds, included in service charges on deposits for 2025, and 2024 was $7.4 million in both periods.
As used in this filing, the terms “Republic,” the “Company,” “we,” “our,” and “us” refer to Republic Bancorp, Inc., and, where the context requires, Republic Bancorp, Inc. and its subsidiaries. The term the “Bank” refers to the Company’s subsidiary bank: Republic Bank & Trust Company. The term the “Captive” refers to the Company’s insurance subsidiary: Republic Insurance Services, Inc.
As used in this report, the terms “Republic,” the “Company,” “we,” “our,” and “us” refer to Republic Bancorp, Inc. and, where the context requires, Republic Bancorp, Inc. and its subsidiary. The term the “Bank” refers to the Company’s subsidiary bank, Republic Bank & Trust Company, as well as its wholly owned subsidiary, RBT Insurance Agency LLC.
When the fair value of a derivative instrument contract is negative, the Bank owes the client or counterparty, and therefore, has no credit risk. A summary of the Bank’s interest rate swaps related to clients as of December 31, 2024 and 2023 is included in the following table: Table 33 Non-hedge Interest Rate Swaps 2024 2023 Notional Notional December 31, (in thousands) Bank Position Amount Fair Value Amount Fair Value Interest rate swaps with Bank clients - Other assets and accrued interest receivable Pay variable/receive fixed $ 103,707 $ 1,070 $ 120,442 $ 4,066 Interest rate swaps with Bank clients - Other liabilities and accrued interest payable Pay variable/receive fixed 128,621 (5,518) 95,820 (4,867) Interest rate swaps with Bank clients - Total Pay variable/receive fixed $ 232,328 $ (4,448) $ 216,262 $ (801) Offsetting interest rate swaps with institutional swap dealer - Other assets and accrued interest receivable Pay fixed/receive variable 128,621 5,518 95,820 4,867 Offsetting interest rate swaps with institutional swap dealer - Other liabilities and accrued interest payable Pay fixed/receive variable 103,707 (1,070) 120,442 (4,066) Offsetting interest rate swaps with institutional swap dealer - Total Pay fixed/receive variable $ 232,328 $ 4,448 $ 216,262 $ 801 Total $ 464,656 $ $ 432,524 $ See Footnote 8 “Interest Rate Swaps” of Part II Item 8 “Financial Statements and Supplementary Data” for further information regarding the Bank’s interest rate swaps. Liquidity The Bank maintains sufficient liquidity to fund routine loan demand and routine deposit withdrawal activity.
When the fair value of a derivative instrument contract is negative, the Bank owes the client or counterparty, and therefore, has no credit risk. A summary of the Bank’s interest rate swaps related to clients follows: Table 34 Non-hedge Interest Rate Swaps 2025 2024 Notional Notional (in thousands) Bank Position Amount Fair Value Amount Fair Value Interest rate swaps with Bank clients - Other assets and accrued interest receivable Pay variable/receive fixed $ 196,667 $ 3,922 $ 103,707 $ 1,070 Interest rate swaps with Bank clients - Other liabilities and accrued interest payable Pay variable/receive fixed 69,628 (2,399) 128,621 (5,518) Interest rate swaps with Bank clients - Total Pay variable/receive fixed $ 266,295 $ 1,523 $ 232,328 $ (4,448) Offsetting interest rate swaps with institutional swap dealer - Other assets and accrued interest receivable Pay fixed/receive variable $ 69,628 $ 2,399 $ 128,621 $ 5,518 Offsetting interest rate swaps with institutional swap dealer - Other liabilities and accrued interest payable Pay fixed/receive variable 196,667 (3,922) 103,707 (1,070) Offsetting interest rate swaps with institutional swap dealer - Total Pay fixed/receive variable $ 266,295 $ (1,523) $ 232,328 $ 4,448 Total $ 532,590 $ $ 464,656 $ See the Footnote titled “Interest Rate Swaps” of Part II Item 8 “Financial Statements and Supplementary Data” for further information regarding the Bank’s interest rate swaps. 88 Table of Contents Liquidity The Bank maintains sufficient liquidity to fund routine loan demand and routine deposit withdrawal activity.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. The consolidated financial statements include the accounts of Republic Bancorp, Inc. (the “Parent Company”) and its wholly owned subsidiaries, Republic Bank & Trust Company and Republic Insurance Services, Inc.
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations. The consolidated financial statements included in this report include the accounts of Republic Bancorp, Inc. and its wholly owned subsidiary, Republic Bank & Trust Company.
Due to its reasonably strong correlation to the Company's historical net loan losses, the Company has chosen to use the U.S. national unemployment rate as its primary forecasting tool.
Due to its reasonably strong correlation to the Company's historical net loan losses, the Company has chosen to use the U.S. national unemployment rate as its primary forecasting tool. Additionally, the Company reviews and utilizes CRE and C&I vacancy rates as a secondary forecasting tool.
Since its entrance into this business during 2011, the Bank has experienced volatility in the Warehouse portfolio consistent with overall demand for mortgage products. Weighted average quarterly usage rates on the Bank’s Warehouse lines have ranged from a low of 31% during the first quarter of 2023 to a high of 71% during the fourth quarter of 2019.
Since entering the business in 2011, the Bank has experienced fluctuations in Warehouse balances consistent with overall mortgage-origination activity. Weighted-average quarterly usage rates have ranged from a low of 31% during the first quarter of 2023 to a high of 71% during the fourth quarter of 2019.
The exact amount of the impact would depend on the final internal FTP cost assigned, as well as the overall volume and mix of loans the segment generates. 51 Table of Contents Table 2 presents the average balance sheets for the years ended December 31, 2024, 2023, and 2022, along with the related calculations of tax-equivalent net interest income, net interest margin and net interest spread for the related periods. Table 2 Total Company Average Balance Sheets and Interest Rates Years Ended December 31, 2024 2023 2022 Average Average Average Average Average Average (dollars in thousands) Balance Interest Rate Balance Interest Rate Balance Interest Rate ASSETS Interest-earning assets: Federal funds sold and other interest-earning deposits $ 472,512 $ 24,846 5.26 % $ 183,647 $ 9,418 5.13 % $ 738,399 $ 11,370 1.54 % Investment securities, including FHLB stock (a) 647,409 20,076 3.10 772,104 21,497 2.78 671,858 11,739 1.75 TRS Refund Advance loans (b) 86,496 38,040 43.98 73,255 32,572 44.46 28,085 14,481 51.56 RCS LOC products (b) 44,164 48,148 109.02 35,486 36,655 103.29 28,986 27,318 94.25 Other RPG loans (c) (f) 120,584 9,351 7.75 115,691 8,736 7.55 96,538 5,744 5.95 Outstanding Warehouse lines of credit (d) (f) 470,028 36,822 7.83 396,629 29,695 7.49 510,417 21,351 4.18 All other Core Bank loans (e) (f) 4,601,400 255,703 5.56 4,302,154 217,490 5.06 3,674,407 152,181 4.14 Total interest-earning assets 6,442,593 432,986 6.72 5,878,966 356,063 6.06 5,748,690 244,184 4.25 Allowance for credit losses (92,071) (82,230) (67,951) Noninterest-earning assets: Noninterest-earning cash and cash equivalents 139,775 150,785 186,636 Premises and equipment, net 33,397 33,544 33,892 Bank owned life insurance 105,560 102,750 100,452 Other assets (a) 255,041 212,228 167,251 Total assets $ 6,884,295 $ 6,296,043 $ 6,168,970 LIABILITIES AND STOCKHOLDERS’ EQUITY Interest-bearing liabilities: Transaction accounts $ 1,783,723 $ 22,293 1.25 % $ 1,500,975 $ 11,602 0.77 % $ 1,696,809 $ 1,974 0.12 % Money market accounts 1,181,060 39,514 3.35 874,332 21,150 2.42 779,457 2,000 0.26 Time deposits 387,156 15,380 3.97 298,313 8,681 2.91 240,701 2,636 1.10 Reciprocal money market and time deposits 338,644 13,886 4.10 203,993 7,532 3.69 55,042 147 0.27 Brokered deposits 207,877 11,023 5.30 47,078 2,516 5.34 Total interest-bearing deposits 3,898,460 102,096 2.62 2,924,691 51,481 1.76 2,772,009 6,757 0.24 SSUARs and other short-term borrowings 101,680 546 0.54 134,632 574 0.43 265,188 397 0.15 Federal Home Loan Bank advances and other long-term borrowings 400,032 18,190 4.55 325,678 15,230 4.68 21,233 339 1.60 Total interest-bearing liabilities 4,400,172 120,832 2.75 3,385,001 67,285 1.99 3,058,430 7,493 0.24 Noninterest-bearing liabilities and Stockholders’ equity: Noninterest-bearing deposits 1,374,457 1,880,471 2,148,848 Other liabilities 144,461 135,882 108,965 Stockholders’ equity 965,205 894,689 852,727 Total liabilities and stockholders’ equity $ 6,884,295 $ 6,296,043 $ 6,168,970 Net interest income $ 312,154 $ 288,778 $ 236,691 Net interest spread 3.97 % 4.07 % 4.01 % Net interest margin 4.85 % 4.91 % 4.12 % (a) For the purpose of this calculation, the fair market value adjustment on debt securities is included as a component of other assets.
The magnitude of this benefit would depend on the final FTP rate applied, as well as the overall volume and mix of loans the segment originates. 54 Table of Contents The following table presents average balances, along with the related calculations of tax-equivalent net interest income, NIM and net interest spread for the related periods. Table 2 Total Company Average Balance Sheets and Interest Rates Years Ended December 31, 2025 2024 2023 Average Average Average Average Average Average (in thousands) Balance Interest Rate Balance Interest Rate Balance Interest Rate ASSETS Interest-earning assets: Federal funds sold and other interest-earning deposits $ 505,468 $ 21,844 4.32 % $ 472,512 $ 24,846 5.26 % $ 183,647 $ 9,418 5.13 % Investment securities, including FHLB stock (a) 754,181 29,225 3.88 647,409 20,076 3.10 772,104 21,497 2.78 TRS Refund Advances (b) 75,431 33,620 44.57 86,496 38,040 43.98 73,255 32,572 44.46 RCS LOC products (b) 45,299 48,205 106.42 44,164 48,148 109.02 35,486 36,655 103.29 Other RPG loans (c) 104,177 6,536 6.27 120,584 9,351 7.75 115,691 8,736 7.55 Outstanding Warehouse lines of credit 556,830 38,560 6.92 470,028 36,822 7.83 396,629 29,695 7.49 Traditional Bank loans (c) 4,583,603 260,523 5.68 4,601,400 255,703 5.56 4,302,154 217,490 5.06 Total loans (d) 5,365,340 387,444 7.22 5,322,672 388,064 7.29 4,923,215 325,148 6.60 Total interest-earning assets 6,624,989 438,513 6.62 6,442,593 432,986 6.72 5,878,966 356,063 6.06 Allowance for credit losses (92,164) (92,071) (82,230) Noninterest-earning assets: Noninterest-earning cash and cash equivalents 165,892 139,775 150,785 Premises and equipment, net 35,570 33,397 33,544 Bank owned life insurance 108,954 105,560 102,750 Other assets (a) 275,181 255,041 212,228 Total assets $ 7,118,422 $ 6,884,295 $ 6,296,043 LIABILITIES AND STOCKHOLDERS’ EQUITY Interest-bearing liabilities: Transaction accounts $ 1,686,558 $ 10,053 0.60 % $ 1,783,723 $ 22,293 1.25 % $ 1,500,975 $ 11,602 0.77 % Money market accounts 1,446,921 40,654 2.81 1,181,060 39,514 3.35 874,332 21,150 2.42 Time deposits 450,646 16,986 3.77 387,156 15,380 3.97 298,313 8,681 2.91 Reciprocal money market and time deposits 317,523 10,210 3.22 338,644 13,886 4.10 203,993 7,532 3.69 Brokered deposits 170,102 7,681 4.52 207,877 11,023 5.30 47,078 2,516 5.34 Total interest-bearing deposits 4,071,750 85,584 2.10 3,898,460 102,096 2.62 2,924,691 51,481 1.76 SSUARs and other short-term borrowings 100,869 504 0.50 101,680 546 0.54 134,632 574 0.43 Federal Home Loan Bank advances 409,718 17,755 4.33 400,032 18,190 4.55 325,678 15,230 4.68 Total interest-bearing liabilities 4,582,337 103,843 2.27 4,400,172 120,832 2.75 3,385,001 67,285 1.99 Noninterest-bearing liabilities and Stockholders’ equity: Noninterest-bearing deposits 1,331,886 1,374,457 1,880,471 Other liabilities 137,670 144,461 135,882 Stockholders’ equity 1,066,529 965,205 894,689 Total liabilities and stockholders’ equity $ 7,118,422 $ 6,884,295 $ 6,296,043 Net interest income $ 334,670 $ 312,154 $ 288,778 Net interest spread 4.35 % 3.97 % 4.07 % Net interest margin 5.05 % 4.85 % 4.91 % a) For the purpose of this calculation, the debt securities fair market value adjustment is included as a component of other assets. b) Interest income is composed either entirely or predominantly of loan fees.
All significant intercompany balances and transactions are eliminated in consolidation. Republic is a financial holding company headquartered in Louisville, Kentucky. The Bank is a Kentucky-based, state-chartered non-member financial institution that provides both traditional and non-traditional banking products through five reportable segments using a multitude of delivery channels.
The Bank is a Kentucky-based, state-chartered non-member financial institution that provides both traditional and non-traditional banking products and services through five reportable segments using a multitude of delivery channels.
As a result of this swap, the Bank was able to lock in an annualized cost of 4.42% for this $100 million over a five-year term. As of December 31, 2024, the Company’s $395 million of FHLB advances had a weighted-average maturity of 2.13 years and a weighted-average cost of 4.36%, both including the impact of the related swaps.
As a result, the Bank effectively locked in an annualized cost of 4.42% on this $100 million over a five-year term. As of December 31, 2025, the Company’s outstanding term FHLB advances had a weighted-average maturity of 1.98 years and a weighted-average cost of 4.16%, both including the impact of the related swaps.
As of December 31, 2024 and December 31, 2023, these pledged investment securities had a fair value of $152 million and $100 million. Capital Table 35 Capital Information pertaining to the Company’s capital balances and ratios follows: As of and for the Years Ended December 31, (dollars in thousands, except per share data) 2024 2023 2022 Stockholders’ equity $ 992,029 $ 912,756 $ 856,613 Book value per share at December 31, 51.01 47.15 43.38 Tangible book value per share at December 31, * 48.47 44.55 42.11 Dividends declared per share - Class A Common Stock 1.628 1.496 1.364 Dividends declared per share - Class B Common Stock 1.480 1.360 1.240 Average stockholders’ equity to average total assets 14.02 % 14.21 % 13.82 % Total risk-based capital 16.98 16.10 17.92 Common equity tier 1 capital 15.73 14.85 16.70 Tier 1 risk-based capital 15.73 14.85 16.70 Tier 1 leverage capital 14.07 13.89 14.81 Dividend payout ratio 31 32 30 Dividend yield 2.33 3.66 3.33 *For additional detail, see Footnote 2 of “Selected Financial Data” in this section of the filing. Total stockholders’ equity increased from $913 million as of December 31, 2023 to $992 million as of December 31, 2024.
As of December 31, 2025, and December 31, 2024, these pledged investment securities had a fair value of $131 million and $152 million. 89 Table of Contents Capital Table 36 Capital Information pertaining to the Company’s capital balances and ratios follows: As of and for the Years Ended December 31, (dollars in thousands, except per share data) 2025 2024 2023 Stockholders’ equity $ 1,102,293 $ 992,029 $ 912,756 Book value per share at December 31, 56.41 51.01 47.15 Tangible book value per share at December 31, 53.91 48.47 44.55 Dividends declared per share - Class A Common Stock 1.804 1.628 1.496 Dividends declared per share - Class B Common Stock 1.640 1.480 1.360 Average stockholders’ equity to average total assets 14.98 % 14.02 % 14.21 % Total risk-based capital 17.79 16.98 16.10 Common equity tier 1 capital 16.54 15.73 14.85 Tier 1 risk-based capital 16.54 15.73 14.85 Tier 1 leverage capital 15.11 14.07 13.89 Dividend payout ratio 27 31 32 Dividend yield 2.61 2.33 3.66 *See the section titled “Non-GAAP Financial Measures” at the end of this section of the report. The Company and the Bank elected in 2020 to defer the regulatory capital impact of adopting CECL.
Conversely, for any periods reported prior to 2024, these deposits will remain noninterest-bearing as they were not subject to a revenue share arrangement during those periods. 78 Table of Contents Table 29 Average Deposits 2024 2023 2022 Average Average Average Average Average Average Years ended December 31, (dollars in thousands) Balance Rate Balance Rate Balance Rate Transaction accounts $ 1,783,723 1.25 % $ 1,500,975 0.77 % $ 1,696,809 0.12 % Money market accounts 1,181,060 3.35 874,332 2.42 779,457 0.26 Time deposits 387,156 3.97 298,313 2.91 240,701 1.10 Reciprocal money market accounts 246,238 2.03 146,435 3.41 44,152 0.22 Reciprocal time deposits 92,406 4.49 57,558 4.42 10,890 0.48 Brokered deposits 207,877 5.30 47,078 5.34 Total average interest-bearing deposits 3,898,460 2.62 2,924,691 1.76 2,772,009 0.17 Total average noninterest-bearing deposits 1,374,457 1,880,471 2,148,848 Total average deposits $ 5,272,917 1.94 % $ 4,805,162 1.07 % $ 4,920,857 0.14 % Table 30 Maturity Schedule of Time Deposits in Excess of the FDIC Limit and Estimated Time Deposits that are Otherwise Uninsured as of December 31, 2024 Individual Instruments Estimated Estimated that Meet or Exceed the Otherwise Uninsured Otherwise Insured Maturity (dollars in thousands) FDIC Insurance Limit Time Deposits Time Deposits Three months or less $ 7,464 $ 1,714 $ 5,750 Over three months through six months 60,835 37,335 23,500 Over six months through 12 months 39,220 20,470 18,750 Over 12 months 22,074 8,574 13,500 Total $ 129,593 $ 68,093 $ 61,500 The Bank held total estimated uninsured deposits of $1.9 billion as of December 31, 2024 and $1.8 billion as of December 31, 2023. Securities Sold Under Agreements to Repurchase and Other Short-term Borrowings SSUARs are collateralized by securities and are treated as financings; accordingly, the securities involved with the agreements are recorded as assets and are held by a safekeeping agent and the obligations to repurchase the securities are reflected as liabilities.
Conversely, for any periods reported prior to 2024, these balances are classified as noninterest-bearing deposits, as they were not subject to a revenue-share arrangement during those periods. Table 30 Average Deposits 2025 2024 2023 Average Average Average Average Average Average Years ended December 31, (dollars in thousands) Balance Rate Balance Rate Balance Rate Transaction accounts $ 1,686,558 0.60 % $ 1,783,723 1.25 % $ 1,500,975 0.77 % Money market accounts 1,446,921 2.81 1,181,060 3.35 874,332 2.42 Time deposits 450,646 3.77 387,156 3.97 298,313 2.91 Reciprocal money market accounts 242,109 2.06 246,238 2.03 146,435 3.41 Reciprocal time deposits 75,414 3.68 92,406 4.49 57,558 4.42 Brokered deposits 170,102 4.52 207,877 5.30 47,078 5.34 Total average interest-bearing deposits 4,071,750 2.10 3,898,460 2.62 2,924,691 1.76 Total average noninterest-bearing deposits 1,331,886 1,374,457 1,880,471 Total average deposits $ 5,403,636 1.58 % $ 5,272,917 1.94 % $ 4,805,162 1.07 % Table 31 Maturity Schedule of Time Deposits in Excess of the FDIC Limit and Estimated Time Deposits that are Otherwise Uninsured as of December 31, 2025 Individual Instruments Estimated Estimated that Meet or Exceed the Otherwise Uninsured Otherwise Insured Maturity (dollars in thousands) FDIC Insurance Limit Time Deposits Time Deposits Three months or less $ 60,162 $ 37,412 $ 22,750 Over three months through six months 58,503 28,753 29,750 Over six months through 12 months 23,915 8,915 15,000 Over 12 months 13,703 3,203 10,500 Total $ 156,283 $ 78,283 $ 78,000 The Bank held total estimated uninsured deposits of $2.15 billion as of December 31, 2025 and $1.91 billion as of December 31, 2024. 86 Table of Contents Securities Sold Under Agreements to Repurchase SSUARs are collateralized by securities and are accounted for as financings.
Program fees from the sale of RCS’s LOC II product totaled $5.9 million for 2024, compared to $4.7 million for 2023. 57 Table of Contents The following table presents program fees by RPG Segment: Table 6 —Program Fees by RPG Segment Years Ended Dec. 31, Years Ended December 31, (in thousands) 2024 2023 $ Change % Change Segment: TRS $ $ $ NA % RPS 3,121 2,827 294 10 RCS 14,697 12,755 1,942 15 Total $ 17,818 $ 15,582 $ 2,236 14 % The following table presents RCS program fees by product: Table 7 Program Fees by RCS Product Years Ended Dec. 31, Years Ended December 31, (in thousands) 2024 2023 $ Change % Change Product: Lines of credit $ 10,307 $ 8,762 $ 1,545 18 % Hospital receivables 189 196 (7) (4) Installment loans* 4,201 3,797 404 11 Total $ 14,697 $ 12,755 $ 1,942 15 % *The Company has elected the fair value option for this product, with mark-to-market adjustments recorded as a component of Program Fees. 58 Table of Contents Noninterest Expense Table 8 Analysis of Noninterest Expense Percent Increase/(Decrease) Years Ended December 31, (dollars in thousands) 2024 2023 2022 2024/2023 2023/2022 Salaries and employee benefits $ 118,650 $ 115,869 $ 111,240 2 % 4 % Technology, equipment, and communication 30,690 29,107 28,954 5 1 Occupancy 13,856 13,967 13,014 (1) 7 Marketing and development 9,439 8,446 6,875 12 23 FDIC insurance expense 3,012 2,728 1,668 10 64 Interchange related expense 5,845 5,965 4,773 (2) 25 Legal and professional fees 3,489 3,204 4,024 9 (20) Merger expense 41 2,160 (98) Other 17,703 17,952 16,760 (1) 7 Total noninterest expense $ 202,725 $ 199,398 $ 187,308 2 % 6 % Total Company noninterest expense increased $3.3 million, or 2%, during 2024 compared to 2023. The following were the most significant components comprising the increase in noninterest expense by reportable segment: Traditional Banking segment Traditional Bank noninterest expense increased $1.2 million from 2023 to 2024.
As noted in the following table, lower sales volume from RCS’s LOC products from 2024 to 2025 was offset by expansion within the installment products. The following table presents program fees by RPG Segment: Table 7 Program Fees by Republic Processing Group Segment Years Ended December 31, (in thousands) 2025 2024 2023 Segment: TRS $ $ $ RPS 2,948 3,121 2,827 RCS 14,657 14,697 12,755 Total RPG program fees $ 17,605 $ 17,818 $ 15,582 The following table presents RCS program fees by product type: Table 8 Program Fees by Republic Credit Solutions Product Years Ended December 31, (in thousands) 2025 2024 2023 Product: Lines of credit $ 9,131 $ 10,307 $ 8,762 Healthcare receivables 203 189 196 Installment loans* 5,323 4,201 3,797 Total RCS program fees $ 14,657 $ 14,697 $ 12,755 *The Company has elected the fair value option for this product, with mark-to-market adjustments recorded as a component of Program Fees. 61 Table of Contents Noninterest Expense Table 9 Analysis of Noninterest Expense Percent Increase/(Decrease) Years Ended December 31, (dollars in thousands) 2025 2024 2023 2025/2024 2024/2023 Salaries and employee benefits $ 127,060 $ 118,650 $ 115,869 7 % 2 % Technology, equipment, and communication 34,618 30,690 29,107 13 5 Occupancy 14,175 13,856 13,967 2 (1) Marketing and development 7,720 9,439 8,446 (18) 12 FDIC insurance expense 3,064 3,012 2,728 2 10 Interchange related expense 6,373 5,845 5,965 9 (2) Legal and professional fees 3,709 3,489 3,204 6 9 Merger expense 41 2,160 (100) (98) Core conversion and related contract consulting fees 6,213 100 Other 17,257 17,703 17,952 (3) (1) Total noninterest expense $ 220,189 $ 202,725 $ 199,398 9 % 2 % Total Company noninterest expense increased $17.5 million, or 9%, during 2025 compared to 2024. The following were the most significant components comprising the total Company’s noninterest expense fluctuation by reportable segment: (1) Traditional Banking segment Traditional Bank noninterest expense increased $19.8 million, or 12%, for 2025 compared to the same period in 2024, driven primarily by the following: Salaries and employee benefits increased by a combined $7.1 million, or 7%, driven primarily by a $2.5 million increase in health insurance claims and a $3.1 million increase in bonus-related expenses.
As a percentage of total RCS loans, the RCS ACLL was 16.30% as of December 31, 2024 and 13.82% as of December 31, 2023.
As a percentage of total RCS loans, the RCS ACLL was 17.15% as of December 31, 2025 compared to 16.30% as of December 31, 2024.
The increase in Provision within the LOC II product was generally in line with the increase in average outstanding loan balances for the same periods. While RCS loans generally return higher yields, they also present a greater credit risk than Traditional Banking loan products.
The increase in the Provision during 2024 was substantially within the LOC II product and was generally in-line with its calculated required requirements tied to the increase in its period-end loan balances from 2023 to 2024. While RCS loans generally return higher yields, they also present a greater credit risk than Traditional Banking loan products.
See Footnote 4 “Loans and Allowance for Credit Losses” of Part II Item 8 “Financial Statements and Supplementary Data” for the components within the nonaccrual loans to total loans and ACLL to nonaccrual loans ratios, as well as additional discussion regarding nonaccrual loans and collateral-dependent loans. ** Loans past due 90-days-or-more and still accruing consist of smaller-balance consumer loans. 71 Table of Contents Table 19 Nonperforming Loan Composition 2024 2023 2022 Percent of Percent of Percent of Total Total Total December 31, (in thousands) Balance Loan Class Balance Loan Class Balance Loan Class Traditional Banking: Residential real estate: Owner-occupied $ 17,331 1.68 % $ 15,056 1.32 % $ 13,388 1.47 % Nonowner-occupied 81 0.03 64 0.02 117 0.04 Commercial real estate 1,223 0.07 850 0.05 1,001 0.06 Construction & land development Commercial & industrial 860 0.19 1,221 0.26 Lease financing receivables 147 0.16 Aircraft 56 0.02 Home equity 2,359 0.67 1,948 0.66 815 0.34 Consumer: Credit cards Overdrafts Automobile loans 5 0.43 10 0.38 31 0.46 Other consumer 557 5.83 1 0.01 210 33.55 Total Traditional Banking 22,619 0.50 19,150 0.41 15,562 0.40 Warehouse lines of credit Total Core Banking 22,619 0.44 19,150 0.39 15,562 0.37 Republic Processing Group: Tax Refund Solutions: Refund Advances Other TRS commercial & industrial loans Republic Credit Solutions 141 0.11 1,468 1.11 756 0.70 Total Republic Processing Group 141 0.04 1,468 0.52 756 0.29 Total nonperforming loans $ 22,760 0.42 $ 20,618 0.39 $ 16,318 0.36 72 Table of Contents Table 20 Stratification of Nonperforming Loans Number of Nonperforming Loans and Recorded Investment Balance December 31, 2024 Balance > $100 & Balance Total (dollars in thousands) No. No. No. > $500 No. Balance Traditional Banking: Residential real estate: Owner-occupied 140 $ 5,119 65 $ 10,247 2 $ 1,965 207 $ 17,331 Nonowner-occupied 3 81 3 81 Commercial real estate 3 699 1 524 4 1,223 Construction & land development Commercial & industrial 4 182 2 678 6 860 Lease financing receivables 1 147 1 147 Aircraft 1 56 1 56 Home equity 37 1,288 7 1,071 44 2,359 Consumer: Credit cards Overdrafts Automobile loans 1 5 1 5 Other consumer 2 57 1 556 3 613 Total Traditional Banking 188 6,788 78 12,842 4 3,045 270 22,675 Warehouse lines of credit Total Core Banking 188 6,788 78 12,842 4 3,045 270 22,675 Republic Processing Group: Tax Refund Solutions: Refund Advances Other TRS commercial & industrial loans Republic Credit Solutions 1 141 141 Total Republic Processing Group 1 141 141 Total 188 $ 6,788 79 $ 12,983 4 $ 3,045 270 $ 22,816 NM Not meaningful.
See the Footnote titled “Loans and Allowance for Credit Losses” of Part II Item 8 “Financial Statements and Supplementary Data” for the components within the nonaccrual loans to total loans and ACLL to nonaccrual loans ratios, as well as additional discussion regarding nonaccrual loans and collateral-dependent loans. ** Loans past due 90-days-or-more and still accruing consist of smaller balance consumer loans. 77 Table of Contents Table 20 Nonperforming Loan Composition 2025 2024 December 31, (dollars in thousands) Balance Percent of Total Loan Class Balance Percent of Total Loan Class Traditional Banking: Residential real estate: Owner-occupied $ 18,894 1.82 % $ 17,331 1.68 % Nonowner-occupied 119 0.04 81 0.03 Commercial real estate: Owner-occupied 377 0.06 424 0.06 Nonowner-occupied 799 0.10 Multi-Family Construction & land development Commercial & industrial 344 0.07 860 0.19 Lease financing receivables 49 0.24 147 0.16 Aircraft 56 0.02 Home equity 3,727 0.90 2,359 0.67 Consumer: Credit cards Overdrafts Automobile loans 5 0.43 Other consumer 296 3.61 557 5.83 Total Traditional Banking 23,806 0.52 22,619 0.50 Warehouse lines of credit Total Core Banking 23,806 0.45 22,619 0.44 Republic Processing Group: Tax Refund Solutions: Refund Advances Other TRS commercial & industrial loans Republic Credit Solutions 161 0.14 141 0.11 Total Republic Processing Group 161 0.11 141 0.04 Total nonperforming loans $ 23,967 0.44 $ 22,760 0.42 Note: Loan segments as of December 31, 2024 changed from those defined in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as the CRE loan pool was further segmented into Owner-occupied CRE, Nonowner-occupied CRE, and Multi-family beginning in 2025. 78 Table of Contents Table 21 Stratification of Nonperforming Loans Number of Nonperforming Loans and Recorded Investment Balance Balance > $100 & Balance Total December 31, 2025 (dollars in thousands) No. No. No. > $500 No. Balance Traditional Banking: Residential real estate: Owner-occupied 164 $ 5,711 73 $ 11,478 2 $ 1,705 239 $ 18,894 Nonowner-occupied 5 119 5 119 Commercial real estate: Owner-occupied 1 377 1 377 Nonowner-occupied Multi-Family Construction & land development Commercial & industrial 1 344 1 344 Lease financing receivables 3 49 3 49 Aircraft Home equity 56 2,141 10 1,586 66 3,727 Consumer: Credit cards Overdrafts Automobile loans 2 2 Other consumer 3 1 1 295 4 296 Total Traditional Banking 233 8,021 85 13,703 3 2,082 321 23,806 Warehouse lines of credit Total Core Banking 233 8,021 85 13,703 3 2,082 321 23,806 Republic Processing Group: Tax Refund Solutions: Refund Advances Other TRS commercial & industrial loans Republic Credit Solutions NM 161 NM 161 Total Republic Processing Group NM 161 NM 161 Total 233 $ 8,182 85 $ 13,703 3 $ 2,082 321 $ 23,967 . Number of Nonperforming Loans and Recorded Investment Balance Balance > $100 & Balance Total December 31, 2024 (dollars in thousands) No. No. No. > $500 No. Balance Traditional Banking: Residential real estate: Owner-occupied 140 $ 5,119 65 $ 10,247 2 $ 1,965 207 $ 17,331 Nonowner-occupied 3 81 3 81 Commercial real estate: Owner-occupied 2 424 2 424 Nonowner-occupied 1 275 1 524 2 799 Multi-Family Construction & land development Commercial & industrial 4 182 2 678 6 860 Lease financing receivables 1 147 1 147 Aircraft 1 56 1 56 Home equity 37 1,288 7 1,071 44 2,359 Consumer: Credit cards Overdrafts Automobile loans 1 5 1 5 Other consumer 2 57 1 556 3 613 Total Traditional Banking 188 6,788 78 12,842 4 3,045 270 22,675 Warehouse lines of credit Total Core Banking 188 6,788 78 12,842 4 3,045 270 22,675 Republic Processing Group: Tax Refund Solutions: Refund Advances Other TRS commercial & industrial loans Republic Credit Solutions NM 141 NM 141 Total Republic Processing Group NM 141 NM 141 Total 188 $ 6,929 78 $ 12,842 4 $ 3,045 270 $ 22,816 NM Not meaningful.
An ACLL for losses on RAs and ERAs is estimated during the limited, short-term period the product is offered. RAs originated during the first two months of 2024, were repaid, on average, within 32 days of origination.
An ACLL for losses on ERAs /RAs is estimated during the limited, short-term period the product is offered. RAs originated during the first two months of 2025, were repaid, on average, within 32 days of origination. Provisions for ERAs/RAs losses are estimated when advances are made and adjusted to actual net charge-offs as of June 30 th of each year.
Loans from Republic Processing Group are generally small dollar homogenous consumer loans. Interest income that would have been recorded if nonaccrual loans were on a current basis in accordance with their original terms was $703,000, $912,000, and 1.0 million in 2024, 2023, and 2022. Based on the Bank’s review as of December 31, 2024, management believes that its reserves are adequate to absorb expected losses on all nonperforming credits. Table 21 Rollforward of Nonperforming Loans Years Ended December 31, (in thousands) 2024 2023 2022 Nonperforming loans at the beginning of the period $ 20,618 $ 16,318 $ 20,552 Loans added to nonperforming status during the period that remained nonperforming at the end of the period 9,607 9,503 7,076 Loans removed from nonperforming status during the period that were nonperforming at the beginning of the period (see table below) (4,443) (4,801) (10,934) Principal balance paydowns of loans nonperforming at both period ends (1,841) (1,116) (1,084) Net change in principal balance of other nonperforming loans* (1,181) 714 708 Nonperforming loans at the end of the period $ 22,760 $ 20,618 $ 16,318 *Includes relatively small consumer portfolios, e.g., RCS loans. Table 22 Detail of Loans Removed from Nonperforming Status Years Ended December 31, (in thousands) 2024 2023 2022 Loans charged off $ (13) $ $ Loans transferred to OREO (169) Loan payoffs and paydowns (1,911) (2,495) (8,385) Loans returned to accrual status (2,350) (2,306) (2,549) Total loans removed from nonperforming status during the period that were nonperforming at the beginning of the period $ (4,443) $ (4,801) $ (10,934) 74 Table of Contents Delinquent Loans The ratio of delinquent loans to total loans decreased to 0.38% as of December 31, 2024, from 0.42% as of December 31, 2023, driven by a $1.6 million decrease in delinquent loans along with a $200 million increase in total loans outstanding. The ratio of Core Bank delinquent loans to total Core Bank loans increased to 0.20% as of December 31, 2024 from 0.16 % as of December 31, 2023, driven by a $2.0 million increase in delinquent loans along with a $162 million increase in total Core Bank loans.
Note: Loan segments as of December 31, 2024 changed from those defined in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as the CRE loan pool was further segmented into Owner-occupied CRE, Nonowner-occupied CRE, and Multi-family beginning in 2025. 79 Table of Contents Table 22 Rollforward of Nonperforming Loans Years Ended December 31, (in thousands) 2025 2024 Nonperforming loans at the beginning of the period $ 22,760 $ 20,618 Loans added to nonperforming status during the period that remained nonperforming at the end of the period 10,313 9,607 Loans removed from nonperforming status during the period that were nonperforming at the beginning of the period (see table below) (7,597) (4,443) Principal balance paydowns of loans nonperforming at both period ends (1,430) (1,841) Net change in principal balance of other nonperforming loans* (79) (1,181) Nonperforming loans at the end of the period $ 23,967 $ 22,760 *Includes RCS loans which are small dollar homogenous consumer loans. Table 23 Detail of Loans Removed from Nonperforming Status Years Ended December 31, (in thousands) 2025 2024 Loans charged-off $ (79) $ (13) Loans transferred to OREO (216) (169) Loan payoffs and paydowns (4,959) (1,911) Loans returned to accrual status (2,343) (2,350) Total loans removed from nonperforming status during the period that were nonperforming at the beginning of the period $ (7,597) $ (4,443) Interest income that would have been recorded if nonaccrual loans were on a current basis in accordance with their original terms was $1.5 million, $703,000, and $912,000 in 2025, 2024 and 2023. Based on the Bank’s review as of December 31, 2025, management believes that its reserves are adequate to absorb expected losses on all nonperforming credits. 80 Table of Contents Delinquent Loans Total Company delinquent loans to total loans increased to 0.42% as of December 31, 2025, from 0.38% as of December 31, 2024.
This compares to an ACLL of $60 million as of December 31, 2023 and $52 million as of December 31, 2022 with Provisions of a net charge of $8.5 million for 2023 and net charge of $312,000 for 2022. If the mix and amount of future charge-off percentages differ significantly from those assumptions used by management in making its determination, an adjustment to the Core Bank ACLL and the resulting effect on the income statement could be material. The RPG ACLL as of December 31, 2024 primarily related to loans originated and held for investment through the RCS segment.
Based on management’s evaluation, a Core Bank ACLL of $66 million, or 1.24%, of total Core Bank loans, was an adequate estimate of expected losses within the loan portfolio as of December 31, 2025 and resulted in Core Banking Provision for its loans of a net charge of $6.0 million during 2025. If the mix and amount of future charge-off percentages differ significantly from those assumptions used by management in making its determination, an adjustment to the Core Bank ACLL and the resulting effect on the income statement could be material. The RPG ACLL as of December 31, 2025 primarily related to loans originated and held for investment through the RCS segment.
The lower reserve percentage of 0.25% was provided for RCS’s healthcare receivables, as such receivables have recourse back to the third-party providers. For additional discussion regarding Republic’s methodology for determining the adequacy of the ACLL, see the section titled “Critical Accounting Policies and Estimates” in this section of the filing. See additional detail regarding Republic Credit Solution’s loan products under Item 1 “Business.” 66 Table of Contents Table 14 Summary of Loan and Lease Loss Experience (dollars in thousands) 2024 2023 2022 ACLL at beginning of period $ 82,130 $ 70,413 $ 64,577 CBank Fair Value Adjustment 216 Charge-offs: Traditional Banking: Residential real estate (62) (26) (21) Commercial real estate (9) Commercial & industrial (27) Lease financing receivables (205) (141) Home equity (64) (2) Consumer (3,105) (1,182) (1,290) Total Traditional Banking (3,463) (1,351) (1,320) Warehouse lines of credit Total Core Banking (3,463) (1,351) (1,320) Republic Processing Group: Tax Refund Solutions: Refund Advances (32,555) (25,823) (11,505) Other TRS loans (137) (128) (154) Republic Credit Solutions (19,239) (13,912) (11,390) Total Republic Processing Group (51,931) (39,863) (23,049) Total charge-offs (55,394) (41,214) (24,369) Recoveries: Traditional Banking: Residential real estate 128 154 104 Commercial real estate 337 94 287 Commercial & industrial 4 123 271 Lease financing receivables 82 10 Home equity 40 3 121 Consumer 379 342 373 Total Traditional Banking 970 726 1,156 Warehouse lines of credit Total Core Banking 970 726 1,156 Republic Processing Group: Tax Refund Solutions: Refund Advances 8,533 3,463 4,831 Other TRS commercial & industrial loans 47 31 665 Republic Credit Solutions 1,306 871 1,168 Total Republic Processing Group 9,886 4,365 6,664 Total recoveries 10,856 5,091 7,820 Net loan recoveries (charge-offs) (44,538) (36,123) (16,549) Provision - Core Bank Loans 3,778 8,536 349 Provision - RPG Loans 50,608 39,088 22,036 Total Provision for All Loans 54,386 47,624 22,385 ACLL at end of period $ 91,978 $ 82,130 $ 70,413 Credit Quality Ratios - Total Company: ACLL to total loans 1.69 % 1.57 % 1.56 ACLL to nonperforming loans 404 398 432 Net loan charge-offs (recoveries) to average loans 0.84 0.73 0.38 Credit Quality Ratios - Core Banking: ACLL to total loans 1.19 % 1.21 % 1.21 ACLL to nonperforming loans 270 313 332 Net loan charge-offs (recoveries) to average loans 0.05 0.01 67 Table of Contents Table 15 Net Loan Charge-offs (Recoveries) to Average Loans by Loan Category Net Loan Charge-Offs (Recoveries) to Average Loans 2024 2023 2022 Traditional Banking: Residential real estate: Owner-occupied (0.01) % (0.01) % (0.01) % Nonowner-occupied Commercial real estate (0.02) (0.01) (0.02) Construction & land development Commercial & industrial 0.01 (0.03) (0.07) Lease financing receivables 0.14 0.28 Aircraft Home equity 0.10 (0.06) Consumer: Credit cards 1.01 0.55 0.48 Overdrafts 73.65 84.39 104.04 Automobile loans (2.39) 0.66 (0.14) Other consumer 20.25 0.33 1.02 Total Traditional Banking 0.05 0.01 Warehouse lines of credit Total Core Banking 0.05 0.01 Republic Processing Group: Tax Refund Solutions: Refund Advances* 27.29 29.56 26.78 Other TRS commercial & industrial loans 0.55 0.53 (3.18) Republic Credit Solutions 13.17 10.52 10.73 Total Republic Processing Group 17.49 16.27 12.02 Total 0.84 % 0.73 % 0.38 % * Refund advances are originated during the first two months of each year, and beginning in December 2023, ERAs for the upcoming first quarter tax filing season are originated during the fourth quarter of the year.
The RCS segment continued to experience a change in loan mix, growing in categories with higher loan loss reserve requirements thus driving its higher ACLL for the quarter. For additional discussion regarding Republic’s methodology for determining the adequacy of the ACLL, see the section titled “Critical Accounting Policies and Estimates” in this section of the report. See additional detail regarding RCS’ loan products under Item 1 “Business.” (V) Republic Payment Solutions segment There is no ACLL or Provision for RPS, as the segment offers prepaid and debit solutions to consumers. 72 Table of Contents Table 15 Summary of Loan and Lease Loss Experience Years Ended December 31, (in thousands) 2025 2024 2023 ACLL at beginning of period $ 91,978 $ 82,130 $ 70,413 CBank Fair Value Adjustment 216 Charge-offs: Traditional Banking: Residential real estate (128) (62) (26) Commercial real estate Construction & land development (27) Commercial & industrial (262) Lease financing receivables (390) (205) (141) Home equity (56) (64) (2) Consumer (1,197) (3,105) (1,182) Total Traditional Banking (2,033) (3,463) (1,351) Warehouse lines of credit Total Core Banking (2,033) (3,463) (1,351) Republic Processing Group: Tax Refund Solutions: Refund Advances (24,893) (32,555) (25,823) Other TRS loans (165) (137) (128) Republic Credit Solutions (19,131) (19,239) (13,912) Total Republic Processing Group (44,189) (51,931) (39,863) Total charge-offs (46,222) (55,394) (41,214) Recoveries: Traditional Banking: Residential real estate 90 128 154 Commercial real estate 4 337 94 Commercial & industrial 6 4 123 Lease financing receivables 22 82 10 Home equity 28 40 3 Consumer 304 379 342 Total Traditional Banking 454 970 726 Warehouse lines of credit Total Core Banking 454 970 726 Republic Processing Group: Tax Refund Solutions: Refund Advances 6,047 8,533 3,463 Other TRS commercial & industrial loans 17 47 31 Republic Credit Solutions 1,481 1,306 871 Total Republic Processing Group 7,545 9,886 4,365 Total recoveries 7,999 10,856 5,091 Net loan recoveries (charge-offs) (38,223) (44,538) (36,123) Provision - Core Bank Loans 5,993 3,778 8,536 Provision - RPG Loans 25,604 50,608 39,088 Total Provision for All Loans 31,597 54,386 47,624 ACLL at end of period $ 85,352 $ 91,978 $ 82,130 Credit Quality Ratios - Total Company: ACLL to total loans 1.57 % 1.69 % 1.57 % ACLL to nonperforming loans 356 404 398 Net loan charge-offs (recoveries) to average loans 0.71 0.84 0.73 Credit Quality Ratios - Core Banking: ACLL to total loans 1.24 % 1.19 % 1.21 % ACLL to nonperforming loans 275 270 313 Net loan charge-offs (recoveries) to average loans 0.03 0.05 0.01 Note: Loan segments as of December 31, 2024 changed from those defined in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as the CRE loan pool was further segmented into Owner-occupied CRE, Nonowner-occupied CRE, and Multi-family beginning in 2025. 73 Table of Contents Table 16 Net Loan Charge-offs (Recoveries) to Average Loans by Loan Category Net Loan Charge-Offs (Recoveries) to Average Loans Years Ended December 31, 2025 2024 2023 Traditional Banking: Residential real estate: Owner-occupied % (0.01) % (0.01) % Nonowner-occupied Commercial real estate: Owner-occupied Nonowner-occupied Multi-Family Total commercial real estate (0.02) (0.01) Construction & land development Commercial & industrial 0.05 0.01 (0.03) Lease financing receivables 0.39 0.14 0.28 Aircraft Home equity 0.01 0.10 Consumer: Credit cards 0.63 1.01 0.55 Overdrafts 92.26 73.65 84.39 Automobile loans (2.39) 0.66 Other consumer 0.09 20.25 0.33 Total Traditional Banking 0.03 0.05 0.01 Warehouse lines of credit Total Core Banking 0.03 0.05 0.01 Republic Processing Group: Tax Refund Solutions: Refund Advances* 24.13 27.29 29.56 Other TRS commercial & industrial loans 1.01 0.55 0.53 Republic Credit Solutions 14.43 13.17 10.52 Total Republic Processing Group 16.29 17.49 16.27 Total 0.71 % 0.84 % 0.73 % Note: Loan segments as of December 31, 2024 changed from those defined in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as the CRE loan pool was further segmented into Owner-occupied CRE, Nonowner-occupied CRE, and Multi-family beginning in 2025. * All loss rates above are based on net charge-offs as a function of average outstanding portfolio balances.
All RAs, including ERAs, are charged-off by June 30 th of each year. The Company’s net charge-offs to average total Company loans increased from 0.73% during 2023 to 0.84% during 2024, with net charge-offs increasing $8.4 million, or 23%, and average total Company loans increasing $399 million, or 8 % over the same periods.
All RAs, including ERAs, are charged-off by June 30 th of each year. Total Company net charge-offs to average total loans decreased from 0.84% in 2024 to 0.71% in 2025, reflecting a $6.3 million, or 14%, decline in net charge-offs and a $43 million increase in average total Company loans over the same periods.
The Company believes, based on information presently available, that it has adequately provided for Warehouse loan losses as of December 31, 2024. 54 Table of Contents Tax Refund Solutions segment TRS recorded a net charge to the Provision of $30.0 million during 2024 compared to a net charge of $22.6 million for 2023.
Outstanding Warehouse period-end balances increased $203 million, or 37%, during 2025 compared to an increase of $211 million, or 62%, during 2024. 57 Table of Contents As a percentage of total Warehouse outstanding balances, the Warehouse ACLL was 0.25% as of both December 31, 2025 and December 31, 2024. The Company believes, based on information presently available, that it has adequately provided for Warehouse loan losses as of December 31, 2025. (III) Tax Refund Solutions segment TRS recorded a net charge to the Provision of $9.5 million during 2025 compared to a net charge of $30.0 million during 2024.
The Company believes, based on information presently available, that it has adequately provided for RCS loan losses as of December 31, 2024. 55 Table of Contents The following table presents RCS Provision by product: Table 4 RCS Provision by Product Years Ended Dec. 31, (dollars in thousands) 2024 2023 $ Change % Change Product: Lines of credit $ 20,644 $ 16,486 $ 4,158 25 % Hospital receivables (19) 43 (62) (144) Total $ 20,625 $ 16,529 $ 4,096 25 % Noninterest Income Table 5 Analysis of Noninterest Income Percent Increase/(Decrease) Years Ended December 31, (dollars in thousands) 2024 2023 2022 2024/2023 2023/2022 Service charges on deposit accounts $ 14,186 $ 13,855 $ 13,426 2 % 3 % Net refund transfer fees 15,356 15,748 17,080 (2) (8) Mortgage banking income 5,438 3,542 6,196 54 (43) Interchange fee income 12,967 13,057 13,125 (1) (1) Program fees 17,818 15,582 16,172 14 (4) Increase in cash surrender value of bank owned life insurance 3,208 2,719 2,526 18 8 Death benefits in excess of cash surrender value of life insurance 1,728 (100) NM Net losses on other real estate owned (206) (211) (211) 2 Contract termination fee 5,000 NM (100) Legal settlement 13,000 NM (100) Other 3,883 5,437 3,496 (29) 56 Total noninterest income $ 72,650 $ 71,457 $ 89,810 2 % (20) % NM - Not meaningful Total Company noninterest income increased $1.2 million from 2023. The following were the most significant components comprising the total Company’s noninterest income by reportable segment: Traditional Banking segment Traditional Banking’s noninterest income decreased $422,000, or 1%, for 2024 compared to 2023 and was primarily driven by the following: 1) a $ 1.7 million payment received during the second quarter of 2023 related to a death benefit payment in excess of the cash surrender value for a BOLI policy; 2) a $576,000 decrease in swap fee income; and 3) a $394,000 decrease in fee income for one-way sales of off-balance sheet deposits through the Promontory network. The $576,000 decrease in swap fee income during 2024 was substantially driven by the Company’s pricing strategy during the year in response to the inverted yield curve.
As a percentage of total RCS loans, the RCS ACLL was 17.30% as of December 31, 2025 compared to 16.30% as of December 31, 2024. The Company believes, based on information presently available, that it has adequately provided for RCS loan losses as of December 31, 2025. Table 5 Republic Credit Solutions Provision by Product Type Years Ended December 31, (in thousands) 2025 2024 2023 Product: Lines of credit $ 16,171 $ 20,644 $ 16,486 Healthcare receivables (33) (19) 43 Total RCS provision $ 16,138 $ 20,625 $ 16,529 59 Table of Contents Noninterest Income Table 6 Analysis of Noninterest Income Percent Increase/(Decrease) Years Ended December 31, (dollars in thousands) 2025 2024 2023 2025/2024 2024/2023 Service charges on deposit accounts $ 14,436 $ 14,186 $ 13,855 2 % 2 % Net refund transfer fees 17,685 15,356 15,748 15 (2) Mortgage banking income 7,401 5,438 3,542 36 54 Interchange fee income 12,191 12,967 13,057 (6) (1) Program fees 17,605 17,818 15,582 (1) 14 Increase in cash surrender value of bank owned life insurance 3,596 3,208 2,719 12 18 Death benefits in excess of cash surrender value of life insurance 1,728 (100) Net losses on other real estate owned (211) (206) (211) (2) 2 Gain on sale of Visa Class B-1 shares 4,090 100 Other 6,032 3,883 5,437 55 (29) Total noninterest income $ 82,825 $ 72,650 $ 71,457 14 % 2 % Total Company noninterest income increased $10.2 million, or 14%, from 2024 to 2025. The following were the most significant components comprising the total Company’s noninterest income fluctuation by reportable segment: (I) Traditional Banking segment Noninterest income increased $8.0 million, or 20%, from 2024 to 2025, primarily driven by the following: Mortgage Banking income increased $2.0 million, or 36% from 2024 to 2025.
The changes attributable to the combined impact of volume and rate have been allocated proportionately to the changes due to volume and the changes due to rate. Table 3 Total Company Volume/Rate Variance Analysis Year Ended December 31, 2024 Year Ended December 31, 2023 Compared to Compared to Year Ended December 31, 2023 Year Ended December 31, 2022 Total Net Increase / (Decrease) Due to Total Net Increase / (Decrease) Due to (in thousands) Change Volume Rate Change Volume Rate Interest income: Federal funds sold and other interest-earning deposits $ 15,428 $ 15,183 $ 245 $ (1,952) $ (13,395) $ 11,443 Investment securities, including FHLB stock (1,421) (3,704) 2,283 9,758 1,961 7,797 TRS Refund Advance loans 5,468 5,827 (359) 18,091 20,337 (2,246) RCS LOC products 11,493 9,369 2,124 9,337 6,538 2,799 Other RPG loans 615 375 240 2,992 1,270 1,722 Outstanding Warehouse lines of credit 7,127 5,699 1,428 8,344 (5,587) 13,931 All other Core Bank loans 38,213 15,747 22,466 65,309 28,502 36,807 Net change in interest income 76,923 48,496 28,427 111,879 39,626 72,253 Interest expense: Transaction accounts 10,691 2,501 8,190 9,627 (254) 9,881 Money market accounts 18,364 8,779 9,585 19,150 272 18,878 Time deposits 6,699 3,009 3,690 6,046 763 5,283 Reciprocal money market and time deposits 6,354 5,443 911 7,385 1,287 6,098 Brokered deposits 8,507 8,527 (20) 2,516 2,516 SSUARs and other short-term borrowings (28) (157) 129 177 (271) 448 Federal Home Loan Bank advances 2,960 3,391 (431) 14,891 13,125 1,766 Net change in interest expense 53,547 31,493 22,054 59,792 17,438 42,354 Net change in net interest income $ 23,376 $ 17,003 $ 6,373 $ 52,087 $ 22,188 $ 29,899 53 Table of Contents Provision Total Company Provision was a net charge of $54.4 million for 2024 compared to a net charge of $47.6 million for 2023. The following were the most significant components comprising the Company’s Provision by reportable segment: Traditional Banking segment The Traditional Banking Provision during 2024 was a net charge of $3.2 million compared to a net charge of $8.7 million for 2023.
The changes attributable to the combined impact of volume and rate have been allocated proportionately to the changes due to volume and the changes due to rate. Table 4 Total Company Volume/Rate Variance Analysis Year Ended December 31, 2025 Year Ended December 31, 2024 Compared to Compared to Year Ended December 31, 2024 Year Ended December 31, 2023 Total Net Increase / (Decrease) Due to Total Net Increase / (Decrease) Due to (in thousands) Change Volume Rate Change Volume Rate Interest income: Federal funds sold and other interest-earning deposits $ (3,002) $ 1,646 $ (4,648) $ 15,428 $ 15,183 $ 245 Investment securities, including FHLB stock 9,149 3,640 5,509 (1,421) (3,704) 2,283 TRS Refund Advance loans* (4,420) (4,925) 505 5,468 5,827 (359) RCS LOC products 57 1,221 (1,164) 11,493 9,369 2,124 Other RPG loans (2,815) (1,171) (1,644) 615 375 240 Outstanding Warehouse lines of credit 1,738 6,315 (4,577) 7,127 5,699 1,428 Traditional Bank loans 4,820 (992) 5,812 38,213 15,747 22,466 Net change in interest income 5,527 5,734 (207) 76,923 48,496 28,427 Interest expense: Transaction accounts (12,240) (1,154) (11,086) 10,691 2,501 8,190 Money market accounts 1,140 8,062 (6,922) 18,364 8,779 9,585 Time deposits 1,606 2,424 (818) 6,699 3,009 3,690 Reciprocal money market and time deposits (3,676) (824) (2,852) 6,354 5,443 911 Brokered deposits (3,342) (1,840) (1,502) 8,507 8,527 (20) SSUARs and other short-term borrowings (42) (4) (38) (28) (157) 129 Federal Home Loan Bank advances (435) 433 (868) 2,960 3,391 (431) Net change in interest expense (16,989) 7,097 (24,086) 53,547 31,493 22,054 Net change in net interest income $ 22,516 $ (1,363) $ 23,879 $ 23,376 $ 17,003 $ 6,373 56 Table of Contents Provision Total Company Provision was a net charge of $31.6 million for 2025 compared to a net charge of $54.4 million for 2024. The following were the most significant components comprising the total Company’s Provision by reportable segment: (I) Traditional Banking segment The Traditional Banking Provision during 2025 was a net charge of $5.5 million compared to a net charge of $3.2 million for 2024. The net charge for 2025 was primarily driven by the following: During the fourth quarter of 2025, the Traditional Bank recorded a $4.8 million specific allocation related to a $16 million C&I participation relationship, in which Republic is not the lead bank.
With the exception of small-dollar consumer loans, all Traditional Bank loans past due 90-days-or-more as of December 31, 2024 and December 31, 2023 were on nonaccrual status. Table 23 Delinquent Loan Composition * 2024 2023 2022 Percent of Percent of Percent of Total Total Total December 31, (dollars in thousands) Balance Loan Class Balance Loan Class Balance Loan Class Traditional Banking: Residential real estate: Owner-occupied $ 7,015 0.68 % $ 5,803 0.51 % $ 4,834 0.53 % Nonowner-occupied 21 0.01 Commercial real estate 519 0.03 604 0.04 Construction & land development Commercial & industrial 904 0.20 1,360 0.29 177 0.04 Lease financing receivables 75 0.08 18 0.02 Aircraft Home equity 1,396 0.39 767 0.26 175 0.07 Consumer: Credit cards 28 0.17 35 0.21 55 0.36 Overdrafts 173 17.62 131 18.88 160 22.04 Automobile loans 11 0.95 2 0.08 11 0.16 Other consumer 43 0.45 60 0.81 44 7.03 Total Traditional Banking 10,185 0.22 8,176 0.18 6,060 0.16 Warehouse lines of credit Total Core Banking 10,185 0.20 8,176 0.16 6,060 0.14 Republic Processing Group: Tax Refund Solutions: Refund Advances Other TRS commercial & industrial loans Republic Credit Solutions 10,304 8.00 13,916 10.51 9,200 8.53 Total Republic Processing Group 10,304 3.22 13,916 4.94 9,200 3.58 Total delinquent loans $ 20,489 0.38 $ 22,092 0.42 $ 15,260 0.34 *Represents total loans 30-days-or-more past due.
Except for small-dollar consumer loans, all Traditional Bank loans past due 90-days-or-more as of December 31, 2025, and December 31, 2024, were on nonaccrual status. Table 24 Delinquent Loan Composition * 2025 2024 Percent of Percent of Total Total Years Ended December 31, (in thousands) Balance Loan Class Balance Loan Class Traditional Banking: Residential real estate: Owner-occupied $ 9,028 0.87 % $ 7,015 0.68 % Nonowner-occupied 21 0.01 Commercial real estate: 519 0.03 Construction & land development Commercial & industrial 355 0.07 904 0.20 Lease financing receivables 53 0.26 75 0.08 Aircraft Home equity 4,346 1.05 1,396 0.39 Consumer: Credit cards 28 0.17 Overdrafts 123 12.67 173 17.62 Automobile loans 11 0.95 Other consumer 20 0.24 43 0.45 Total Traditional Banking 13,925 0.31 10,185 0.22 Warehouse lines of credit Total Core Banking 13,925 0.26 10,185 0.20 Republic Processing Group: Tax Refund Solutions: Refund Advances Other TRS commercial & industrial loans Republic Credit Solutions 8,938 7.87 10,304 8.00 Total Republic Processing Group 8,938 6.12 10,304 3.22 Total delinquent loans $ 22,863 0.42 $ 20,489 0.38 Note: Loan segments as of December 31, 2024 changed from those defined in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as the CRE loan pool was further segmented into Owner-occupied CRE, Nonowner-occupied CRE, and Multi-family beginning in 2025. *Represents total loans 30-days-or-more past due.
The Company’s overall strategy for 2025 and beyond will be dependent upon many factors including, but not limited to, the Company’s overall current and projected liquidity positions, its customers’ demand for its loans and deposit products, the Company’s overall interest rate risk position, the steepness of the yield curve and the overall interest rate environment at the time, as well as the projected interest rate environment for the near term and the long term. 61 Table of Contents Table 10 Available-for-Sale Debt Securities Weighted Weighted Average Amortized Fair Average Maturity in December 31, 2024 (dollars in thousands) Cost Value Yield Years U.S.
The Company’s investment management strategy for 2026 and beyond will depend on a variety of factors, including the Company’s current and projected liquidity position, customer demand for loan and deposit products, the Company’s overall interest-rate-risk profile, the shape of the yield curve and prevailing interest-rate environment, as well as expectations for short-term and long-term interest-rate trends. 65 Table of Contents Table 11 Available-for-Sale Debt Securities Weighted Weighted Average Amortized Fair Average Maturity in December 31, 2025 (dollars in thousands) Cost Value Yield Years U.S.
Table 1 below presents Republic’s financial performance for the years ended December 31, 2024, 2023, and 2022: Table 1 Summary Percent Increase/(Decrease) Years Ended December 31, (dollars in thousands, except per share data) 2024 2023 2022 2024/2023 2023/2022 Income before income tax expense $ 127,703 $ 113,213 $ 116,845 13 % (3) % Net income 101,371 90,374 91,106 12 (1) Diluted EPS of Class A Common Stock 5.21 4.62 4.59 13 1 ROA 1.47 % 1.44 % 1.48 % 2 (3) ROE 10.50 10.10 10.68 4 (5) General highlights by reportable segment for the year ended December 31, 2024 consisted of the following: Traditional Banking segment Net income increased $9.7 million , or 21%, from 2023. Net interest income increased $8.3 million , or 4%, compared to 2023. Provision was a net charge of $3.2 million for 2024 compared to a net charge of $8.7 million for 2023. Noninterest income decreased $422,000 , or 1%, from 2023. Noninterest expense increased $1.2 million , or 1%, over 2023. Total Traditional Bank loans decreased $49 million, or 1%, during 2024. Total nonperforming loans to total loans for the Traditional Banking segment was 0.50% as of December 31, 2024 compared to 0.41 % as of December 31, 2023. Delinquent loans to total loans for the Traditional Banking segment was 0.22 % as of December 31, 2024 compared to 0.18% as of December 31, 2023. Total Traditional Bank deposits increased $209 million from December 31, 2023 to $4.6 billion as of December 31, 2024. Warehouse Lending segment Net income increased $1.8 million , or 37%, over 2023. Net interest income increased $3.0 million, or 32%, over 2023. The Warehouse Provision was a net charge of $527,000 for 2024 compared to a net credit of $162,000 for 2023. Average committed Warehouse lines decreased to $ 938 m illion during 2024 from $1.0 billion during 2023. Average Warehouse line usage was 50 % during 2024 compared to 42% during 2023. 46 Table of Contents Tax Refund Solutions segment Net income decreased $2.5 million , or 28%, from 2023. Net interest income increased $4.9 million , or 16%, over 2023. Total RA originations were $ 771 million during the first quarter of 2024 compared to $737 million for the first quarter of 2023. TRS originated $ 139 million of ERAs during the fourth quarter of 2024 related to the anticipated filing of tax returns for the upcoming first quarter 2025 tax filing season compared to $103 million during the fourth quarter of 2023 related to the anticipated filing of tax returns for the first quarter of 2024. The TRS Provision was $30.0 million for 2024, compared to $22.6 million for 2023. Noninterest income was $15.5 million for 2024 compared to $16.1 million for 2023. Net RT revenue decreased $ 392,000 , or 2 %, from 2023 to 2024. Noninterest expense was $11.6 million for 2024 compared to $12.0 million for 2023. Republic Payment Solutions segment Net income decreased $3.1 million , or 27%, from 2023. Net interest income decreased $3.9 million , or 25%, from 2023. Noninterest income was $3.3 million for 2024 compared to $3.0 million for 2023. Noninterest expense was $4.1 million for 2024 and $3.7 million for 2023. Republic Credit Solutions segment Net income increased $5.2 million , or 28%, over 2023. Net interest income increased $11.1 million , or 28%, over 2023. Overall, RCS recorded a net charge to the Provision of $20.6 million during 2024 compared to a net charge of $16.5 million for 2023. Noninterest income increased $1.9 million , or 15%, over 2023. Noninterest expense was $14.1 million for 2024 and $12.0 million for 2023. Total nonperforming loans to total loans for the RCS segment was 0.11 % as of December 31, 2024 compared to 1.11% as of December 31, 2023. Delinquent loans to total loans for the RCS segment was 8.00 % as of December 31, 2024 compared to 10.51 % as of December 31, 2023. 47 Table of Contents RESULTS OF OPERATIONS This section provides a comparative discussion of Republic’s Results of Operations for the two-year period ended December 31, 2024, unless otherwise specified.
The following table presents Republic’s financial performance for the years ended December 31, 2025, 2024, and 2023: Table 1 Summary Percent Increase/(Decrease) Years Ended December 31, (dollars in thousands, except per share data) 2025 2024 2023 2025/2024 2024/2023 Income before income tax expense $ 165,709 $ 127,703 $ 113,213 30 % 13 % Net income 131,317 101,371 90,374 30 12 Diluted EPS of Class A Common Stock 6.72 5.21 4.62 29 13 ROA 1.84 % 1.47 % 1.44 % 25 2 ROE 12.31 10.50 10.10 17 4 General highlights by reportable segment for the year ended December 31, 2025 compared to the year ended December 31, 2024 consisted of the following: (I) Traditional Banking segment Net income increased $7.3 million , or 13%, from 2024. Net interest income increased $23.5 million , or 12%, compared to 2024. Provision was a net charge of $5.5 million for 2025 compared to a net charge of $3.2 million for 2024. As a percentage of total Traditional Bank loans, the Traditional Banking ACLL was 1.40 % as of December 31, 2025, compared to 1.31% as of December 31, 2024. Noninterest income increased $8.0 million , or 20%, from 2024. Noninterest expense increased $19.8 million , or 12%, over 2024. Total Traditional Bank loans outstanding decreased $23 million, or 1%, during 2025. Nonperforming loans to total loans for the Traditional Banking segment was 0.52% as of December 31, 2025, compared to 0.50% as of December 31, 2024. Delinquent loans to total loans for the Traditional Banking segment was 0.31% as of December 31, 2025, compared to 0.22% as of December 31, 2024. Total Traditional Bank deposits increased $192 million, or 4%, from December 31, 2024, to $4.76 billion as of December 31, 2025. (II) Warehouse Lending segment Net income increased $1.6 million , or 24%, over 2024. Net interest income increased $2.2 million, or 17%, over 2024. Provision was a net charge of $508,000 for 2025 compared to a net charge of $527,000 for 2024. 49 Table of Contents Average committed Warehouse lines of credit increased to $1.05 billion during 2025 compared to $938 million during 2 024. Average Warehouse LOC usage increased to 53% during 2025 compared to 50% during 2024. (III) Tax Refund Solutions segment Net income increased $15.6 million from 2024. Net interest income decreased $3.9 million , or 11%, from 2024. Provision was a net charge $9.5 million for 2025, compared to a net charge of $30.0 million for 2024. Noninterest income was $18.0 million for 2025 compared to $15.5 million for 2024. Within noninterest income, n et RT revenue increased $ 2.3 million , or 15 %, from 2024 to 2025. Noninterest expense totaled $10.9 million for 2025 compared to $11.6 million for 2024. TRS’s largest Tax Provider contract was not renewed for the 2026 Tax Season. (IV) Republic Payment Solutions segment Net income increased $1.0 million , or 12%, from 2024. Net interest income increased $2.0 million , or 17%, from 2024. Noninterest income was $3.1 million for 2025 compared to $3.3 million for 2024. Noninterest expense totaled $4.6 million for 2025 compared to $4.1 million for 2024. (V) Republic Credit Solutions segment Net income increased $4.4 million , or 19%, over 2024. Net interest income decreased $1.2 million , or 2%, over 2024. Provision was a net charge of $16.1 million during 2025 compared to a net charge of $20.6 million for 2024. Noninterest income decreased $41,000 from 2024. Noninterest expense totaled $11.8 million for 2025 compared to $14.1 million for 2024. Nonperforming loans to total loans for the RCS segment was 0.14% as of December 31, 2025, compared to 0.11% as of December 31, 2024. Delinquent loans to total loans for the RCS segment was 7.87% as of December 31, 2025, compared to 8.00% as of December 31, 2024. 50 Table of Contents RESULTS OF OPERATIONS This section of this Form 10-K generally discusses 2025 and 2024 items and year-to-year comparisons between 2025 and 2024.
Total uninsured deposits for the Bank were $1.9 billion, or 37%, of total deposits as of December 31, 2024. The 20 largest non-sweep deposit relationships by taxpayer identification number represented approximately $352 million, or 7%, of the Bank’s total deposit balances as of December 31, 2024.
Total uninsured deposits for the Bank were $2.2 billion, or 41%, of total deposits as of December 31, 2025. The 20 largest non-sweep deposit relationships represented approximately $421 million, or 8%, of the Company’s total deposit balances as of December 31, 2025.
Management has discussed each critical accounting policy and the methodology for the identification and determination of critical accounting policies with the Company’s Audit Committee. Republic believes its critical accounting policies and estimates relate to the ACLL and Provision. As of December 31, 2024, the Bank maintained an ACLL for expected credit losses inherent in the Bank’s loan portfolio, which includes overdrawn deposit accounts.
Management has discussed each critical accounting policy and the methodology for the identification and determination of critical accounting policies with the Company’s Audit Committee. Republic believes its critical accounting policies and estimates relate to the ACLL and Provision.
RPS program fees for RPS primarily represents a portion of the net interchange revenue earned for cardholder activity. Republic Credit Solutions segment RCS’s noninterest income increased $1.9 million, or 15%, during 2024 compared to 2023, with program fees representing the substantial majority of RCS’s noninterest income.
RPS program fees, which are volume based and represent a portion of the net interchange revenue earned for cardholder activity, drove the noninterest income decline. (V) Republic Credit Solutions segment RCS’s noninterest income decreased $41,000, during 2025 compared to 2024, with program fees representing the substantial majority of RCS’s noninterest income.
The Company believes, based on information presently available, that it has adequately provided for Traditional Banking loan losses as of December 31, 2024. Warehouse Lending segment Warehouse recorded a net charge of $527,000 for 2024 compared to a net credit of $162,000 for 2023.
As of December 31, 2025, the Bank had $3 million of broker-related marine loans remaining in its loan portfolio. As a percentage of total Traditional Bank loans, the Traditional Banking ACLL was 1.40% as of December 31, 2025, compared to 1.31% as of December 31, 2024. The Company believes, based on information presently available, that it has adequately provided for Traditional Banking loan losses as of December 31, 2025. (II) Warehouse Lending segment Warehouse recorded a net charge to the Provision of $508,000 during 2025 compared to a net charge of $527,000 for 2024.
As of December 31, 2024, the ACLL to total loans estimated for each RCS product ranged from as low as 0.25% for its healthcare-receivables products to as high as 70.63% for its line-of-credit products.
As of year-end, the ACLL-to-total-loans percentage for these products ranged from as low as 0.25% for healthcare receivables to as high as 70.63% for LOC products.
Funding and cash flows can also be realized through deposit product promotions, the sale of AFS debt securities, principal paydowns on loans and mortgage-backed securities, and proceeds realized from loans held for sale. 81 Table of Contents Table 34 Liquid Assets and Borrowing Capacity The Company’s liquid assets and borrowing capacity included the following: December 31, (in thousands) 2024 2023 2022 Cash and cash equivalents $ 432,151 $ 316,567 $ 313,689 Unencumbered debt securities 432,183 491,783 438,052 Total liquid assets 864,334 808,350 751,741 Available borrowing capacity with the FHLB 755,288 730,265 899,362 Available borrowing capacity with the Federal Reserve 45,880 Available borrowing capacity through unsecured credit lines 100,000 100,000 125,000 Total available borrowing capacity 901,168 830,265 1,024,362 Total liquid assets and available borrowing capacity $ 1,765,502 $ 1,638,615 $ 1,776,103 The Company had a loan to deposit ratio (excluding wholesale brokered deposits) of 111% as of December 31, 2024 and 106% as of December 31, 2023.
Funding and cash flows can also be realized through deposit product promotions, the sale of AFS debt securities, principal paydowns on loans and MBSs, and proceeds realized from loans HFS. Table 35 Liquid Assets and Borrowing Capacity The Company’s liquid assets and borrowing capacity included the following: December 31, (in thousands) 2025 2024 Cash and cash equivalents $ 219,972 $ 432,151 Unencumbered debt securities 717,936 432,183 Total liquid assets 937,908 864,334 Available borrowing capacity with the FHLB 646,148 755,288 Available borrowing capacity with the FRB 9,606 45,880 Available borrowing capacity through unsecured credit lines 100,000 100,000 Total available borrowing capacity 755,754 901,168 Total liquid assets and available borrowing capacity $ 1,693,662 $ 1,765,502 Republic had a period-end loan-to-deposit ratio (excluding brokered deposits) of 107% as of December 31, 2025 and 111% as of December 31, 2024.
The Bank also maintained an ACLS and an ACLC for expected losses in its securities portfolio and its off-balance sheet credit exposures, respectively. Management evaluates the adequacy of the ACLL monthly, and the adequacy of the ACLS and ACLC quarterly.
The Bank also maintains an ACLC for expected OBS credit exposure losses. Management evaluates the adequacy of the ACLL monthly and the adequacy of the ACLC for OBS quarterly.
Delinquent status may be determined by either the number of days past due or number of payments past due. 75 Table of Contents Table 24 Rollforward of Delinquent Loans Years Ended December 31, (in thousands) 2024 2023 2022 Delinquent loans at the beginning of the period $ 22,092 $ 15,260 $ 13,465 Loans that became delinquent during the period - Refund Advances* Loans added to delinquency status during the period and remained in delinquency status at the end of the period 6,421 6,625 5,507 Loans removed from delinquency status during the period that were in delinquency status at the beginning of the period (see table below) (3,788) (4,371) (6,847) Principal balance paydowns of loans delinquent at both period ends (716) (106) (50) Net change in principal balance of other delinquent loans* (3,520) 4,684 3,185 Delinquent loans at the end of period $ 20,489 $ 22,092 $ 15,260 *Includes small consumer portfolios, e.g., RCS loans. Table 25 Detail of Loans Removed from Delinquent Status Years Ended December 31, (in thousands) 2024 2023 2022 Loans charged off $ (15) $ (1) $ (1) Loans transferred to OREO (169) Loan payoffs and paydowns (772) (1,915) (6,243) Loans paid current (2,832) (2,455) (603) Total loans removed from delinquency status during the period that were in delinquency status at the beginning of the period $ (3,788) $ (4,371) $ (6,847) Collateral-Dependent Loans and Troubled Debt Restructurings When management determines that a loan is collateral dependent and foreclosure is probable, expected credit losses are based on the fair value of the collateral at the reporting date, adjusted for selling costs, if appropriate.
Delinquent status may be determined by either the number of days past due or number of payments past due. Table 25 Rollforward of Delinquent Loans Years Ended December 31, (in thousands) 2025 2024 Delinquent loans at the beginning of the period $ 20,489 $ 22,092 Loans added to delinquency status during the period and remained in delinquency status at the end of the period 11,323 6,421 Loans removed from delinquency status during the period that were in delinquency status at the beginning of the period (see table below) (7,339) (3,788) Principal balance paydowns of loans delinquent at both period ends (146) (716) Net change in principal balance of other delinquent loans* (1,464) (3,520) Delinquent loans at the end of period $ 22,863 $ 20,489 *Includes RCS loans which are small dollar homogenous consumer loans. 81 Table of Contents Table 26 Detail of Loans Removed from Delinquent Status Years Ended December 31, (in thousands) 2025 2024 Loans charged-off $ (111) $ (15) Loans transferred to OREO (328) (169) Loan payoffs and paydowns (2,196) (772) Loans paid current (4,704) (2,832) Total loans removed from delinquency status during the period that were in delinquency status at the beginning of the period $ (7,339) $ (3,788) Collateral-Dependent Loans and Loan Modifications When management determines that a loan is collateral dependent and that foreclosure is probable, expected credit losses are measured using the fair value of the collateral as of the reporting date, adjusted for estimated selling costs, when applicable. In accordance with the Bank’s charge-off policy, the Bank will charge-off all, or the portion of, its recorded investment in a collateral-dependent loan when it concludes that the full amount of contractual principal and interest is not expected to be collected. A loan modification occurs when, due to a borrower’s financial difficulties, the Bank grants a concession that it would not otherwise consider.
Treasury securities and U.S. Government agency obligations, including agency MBS and agency CMOs. The agency MBSs primarily consist of hybrid mortgage investment securities, as well as other adjustable rate mortgage investment securities, underwritten and guaranteed by the GNMA, the FHLMC and the FNMA. Agency CMOs held in the investment portfolio are substantially all floating rate securities that adjust monthly.
The agency MBSs consist mainly of hybrid mortgage securities and other ARM-based securities underwritten and guaranteed by GNMA, FHLMC, or FNMA. The agency CMOs held in the portfolio are predominantly floating-rate securities that reset monthly.
The Company has utilized FHLB advances over the past year to partially fund its noninterest-bearing deposit outflow and overall loan growth. 79 Table of Contents During the second quarter of 2024, the Bank elected to extend $100 million of FHLB borrowings during May and June through a third-party, fixed rate swap to take advantage of the inverted yield curve and lower its overall borrowing costs.
More recently, the Company has used FHLB advances to partially offset outflows in noninterest-bearing deposits and to support overall loan growth. During the second quarter of 2024, the Bank elected to extend $100 million of FHLB borrowings through a third-party fixed-rate swap executed in May and June.
A decreasing interest rate environment likely would positively impact the Company’s internal FTP cost allocated to this segment, which would increase the NIM for the segment.
However, a declining interest rate environment would likely reduce the internal FTP cost allocated to this segment, which in turn would be favorable to the segment’s NIM.
Treasury securities and U.S. Government agencies: Due from one year or less $ $ % Due from one year to five years Total U.S. Treasury securities and U.S.
Treasury securities and U.S. Government agencies: Due in one year or less $ 84,959 $ 83,944 2.00 % 0.71 Due from one year to five years 209,981 209,431 3.77 3.18 Total U.S. Treasury securities and U.S.
While the Bank operates primarily in its geographical market footprint where it has physical locations, its non-brick-and-mortar delivery channels allow it to reach clients across the U.S. During the last quarter of 2023, the Company dissolved its Captive, a Nevada-based, wholly owned insurance subsidiary of the Company.
While the Bank operates primarily in its geographical market footprint where it has physical locations, its non-brick-and-mortar delivery channels allow it to reach clients across the U.S. General Business Overview The Company’s Executive Chair/CEO serves as the Company’s CODM.
Included in the Provision for 2023, was a $3 .9 million charge related to $103 million of ERAs originated during the fourth quarter of 2023 for tax returns anticipated to be filed during the first quarter of 2024.
Included in the Provision for 2023 was a $3.9 million charge related to $ 103 million of ERAs originated in December 2023 for tax returns that were anticipated to be filed during the first quarter of 2024. 58 Table of Contents The 2026 Tax Season contract expiration detailed earlier in this section and ERA provisioning. o During December 2024, $139 million of ERAs were originated and outstanding at period end related to tax returns that were anticipated to be filed during the first quarter 2025 Tax Season.
The Company adopted ASU 2022-02 on January 1, 2023, which eliminated the TDR designation under GAAP. Nonperforming loans to total loans increased to 0.42% at December 31, 2024 from 0.39% at December 31, 2023, as the total balance of nonperforming loans increased by $2 million, or 10%, while total loans increased $200 million, or 4%, during 2024. The ACLL to total nonperforming loans increased to 404% as of December 31, 2024 from 398% as of December 31, 2023, as the total ACLL increased $10 million, while the balance of nonperforming loans increased by approximately $2 million, or 10%. 70 Table of Contents Table 18 Nonperforming Loans and Nonperforming Assets Summary (dollars in thousands) 2024 2023 2022 Loans on nonaccrual status* $ 22,619 $ 19,150 $ 15,562 Loans past due 90-days-or-more and still on accrual** 141 1,468 756 Total nonperforming loans 22,760 20,618 16,318 Other real estate owned 1,160 1,370 1,581 Total nonperforming assets $ 23,920 $ 21,988 $ 17,899 Credit Quality Ratios - Total Company: ACLL to total loans 1.69 % 1.57 % 1.56 % Nonaccrual loans to total loans 0.42 0.37 0.34 ACLL to nonperforming loans 404 429 452 Nonperforming loans to total loans 0.42 0.39 0.36 Nonperforming assets to total loans (including OREO) 0.44 0.42 0.40 Nonperforming assets to total assets 0.35 0.33 0.31 Credit Quality Ratios - Core Bank: ACLL to total loans 1.19 % 1.21 % 1.21 % Nonaccrual loans to total loans 0.44 0.39 0.37 ACLL to nonperforming loans 270 313 332 Nonperforming loans to total loans 0.44 0.39 0.37 Nonperforming assets to total loans (including OREO) 0.46 0.41 0.40 Nonperforming assets to total assets 0.39 0.35 0.32 * Loans on nonaccrual status include collateral-dependent loans.
Nonperforming loans to total loans increased to 0.44% as of December 31, 2025, from 0.42% as of December 31, 2024, as the total balance of nonperforming loans increased by $1 million and total loans increased $7 million. The ACLL to total nonperforming loans decreased to 356% as of December 31, 2025, from 404% as of December 31, 2024, as the total ACLL decreased $7 million and the balance of nonperforming loans increased by $1 million. 76 Table of Contents Table 19 Nonperforming Loans and Nonperforming Assets Summary December 31, (dollars in thousands) 2025 2024 Loans on nonaccrual status* $ 23,806 $ 22,619 Loans past due 90-days-or-more and still on accrual** 161 141 Total nonperforming loans 23,967 22,760 Other real estate owned 1,277 1,160 Total nonperforming assets $ 25,244 $ 23,920 Credit Quality Ratios - Total Company: ACLL to total loans 1.57 % 1.69 % ACLL to nonperforming loans 356 404 Nonperforming loans to total loans 0.44 0.42 Nonperforming assets to total loans (including OREO) 0.46 0.44 Nonperforming assets to total assets 0.36 0.35 Credit Quality Ratios - Core Bank: ACLL to total loans 1.24 % 1.19 % ACLL to nonperforming loans 275 270 Nonperforming loans to total loans 0.45 0.44 Nonperforming assets to total loans (including OREO) 0.47 0.46 Nonperforming assets to total assets 0.38 0.39 * Loans on nonaccrual status include collateral-dependent loans.
Further changes in RA and ERA product parameters do not ensure positive results and could have an overall material negative impact on the performance of the RA and ERA and therefore on the Company’s financial condition and results of operations. See additional discussion regarding the RA product under the sections titled: Part I Item 1A “Risk Factors” Part II Item 8 “Financial Statements and Supplementary Data,” Footnote 4 “Loans and Allowance for Credit Losses” RPG recorded a net charge of $50.6 million, $39.1 million, and $22.0 million to the Provision during 2024, 2023, and 2022, with the Provision for each year primarily due to net losses on RAs and growth in short-term, consumer loans originated through the RCS segment.
Because much of the loan volume occurs each year before that year’s tax refund funding patterns can be analyzed and subsequent underwriting changes made, credit losses during a current year could be higher than management’s predictions if tax refund funding patterns change materially between years. See additional discussion regarding ERAs/RAs under the sections titled: Part I Item 1A “Risk Factors” Part II Item 8 “Financial Statements and Supplementary Data,” Footnote titled “Loans and Allowance for Credit Losses” 47 Table of Contents RPG recorded a net charge of $25.6 million, $50.6 million, and $39.1 million to the Provision during 2025, 2024, and 2023, with the Provision for each year primarily due to net losses on RAs and growth in short-term, consumer loans originated through the RCS segment.
The Bank’s Classified and Special Mention loans increased approximately $10 million during 2024, driven primarily by a $4 million increase in residential real estate owner occupied loans, a $4 million increase in commercial real estate loans, and a $1 million increase in commercial and industrial loans. See Footnote 4 “Loans and Allowance for Credit Losses” of Part II Item 8 “Financial Statements and Supplementary Data” for additional discussion regarding Classified and Special Mention loans. Table 17 Classified and Special Mention Loans December 31, (in thousands) 2024 2023 2022 Loss $ $ $ Doubtful Substandard 27,350 20,253 17,010 PCD - Substandard 1,378 1,699 1,498 Total Classified Loans 28,728 21,952 18,508 Special Mention 53,924 51,447 69,246 PCD - Special Mention 359 447 718 Total Special Mention Loans 54,283 51,894 69,964 Total Classified and Special Mention Loans $ 83,011 $ 73,846 $ 88,472 Nonperforming Loans Nonperforming loans include loans on nonaccrual status and loans past due 90-days-or-more and still accruing.
This relationship exited the Bank in the fourth quarter of 2025, with no loss recognized. See the Footnote titled “Loans and Allowance for Credit Losses” of Part II Item 8 “Financial Statements and Supplementary Data” for additional discussion regarding Classified and Special Mention loans. Table 18 Classified and Special Mention Loans December 31, (dollars in thousands) 2025 2024 Loss $ $ Doubtful Substandard 50,289 27,350 PCD - Substandard 818 1,378 Total Classified Loans 51,107 28,728 Special Mention 35,754 53,924 PCD - Special Mention 359 Total Special Mention Loans 35,754 54,283 Total Classified and Special Mention Loans $ 86,861 $ 83,011 Nonperforming Loans Nonperforming loans include loans on nonaccrual status and loans past due 90-days-or-more and still accruing.
The Bank’s dynamic earnings simulation model includes secondary market loan fees and excludes Traditional Bank loan fees. Table 36 Bank Interest Rate Sensitivity as of December 31, 2024 and 2023 Change in Rates -400 -300 -200 -100 +100 +200 +300 +400 Basis Points Basis Points Basis Points Basis Points Basis Points Basis Points Basis Points Basis Points % Change from base net interest income as of December 31, 2024 3.4 % 4.4 % (0.2) % 0.2 % 1.5 % 3.1 % 4.4 % 6.0 % % Change from base net interest income as of December 31, 2023 6.4 % 5.0 % 0.1 % 0.2 % (1.0) % (2.1) % (3.1) % (4.1) % Notable changes for the Bank’s interest rate sensitivity projections from December 31, 2023 to December 31, 2024 occurred in all the scenarios.
The Bank’s dynamic earnings simulation model includes secondary market loan fees, which are a component of mortgage banking income within noninterest income and excludes Traditional Bank loan fees. Table 37 Bank Interest Rate Sensitivity Change in Rates -400 -300 -200 -100 +100 +200 +300 +400 Basis Points Basis Points Basis Points Basis Points Basis Points Basis Points Basis Points Basis Points % Change from base net interest income as of December 31, 2025 (0.7) % (1.7) % (3.7) % (2.2) % 2.6 % 5.3 % 7.6 % 10.1 % % Change from base net interest income as of December 31, 2024 3.4 % 4.4 % (0.2) % 0.2 % 1.5 % 3.1 % 4.4 % 6.0 % The results of the interest rate sensitivity analysis performed as of December 31, 2025, were derived from subjective assumptions the Company uses in its earnings simulation model, particularly in relation to deposit betas, which measure how responsive management’s deposit repricing may be to changes in market rates based on historical data.

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