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What changed in REPUBLIC BANCORP INC /KY/'s 10-K — 2023 vs 2024

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Paragraph-level year-over-year comparison of REPUBLIC BANCORP INC /KY/'s 2023 and 2024 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2024 report.

+349 added−374 removedSource: 10-K (2025-03-06) vs 10-K (2024-03-14)

Top changes in REPUBLIC BANCORP INC /KY/'s 2024 10-K

349 paragraphs added · 374 removed · 265 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

69 edited+10 added−16 removed170 unchanged
Biggest changeCommercial clients are typically primarily located within the Bank’s market footprint or in an adjoining market. ​ Credit opportunities are generally driven by the following: companies expanding their businesses; companies acquiring new businesses; and/or companies refinancing existing debt from other institutions. The Bank has a primary focus on C&I lending and CRE lending.
Biggest changeIn connection with loan purchases, the Bank receives various representations and warranties from the sellers regarding the quality and characteristics of the loans. ​ Commercial Lending — The Bank conducts commercial lending activities primarily through Corporate Banking, Commercial Banking, CRE Banking, Business Banking, Private Banking, and Retail Banking Channels. ​ Commercial clients are primarily located within the Bank’s market footprint or in an adjoining market. ​ Credit opportunities are generally driven by the following: companies expanding their businesses; companies acquiring new businesses; and/or companies refinancing existing debt from other institutions.
Interest rates offered are based on both fixed and variable interest-rate formulas. ​ The Bank’s CRE and multi-family loans are typically secured by improved property such as office buildings, medical facilities, retail centers, warehouses, apartment buildings, condominiums, schools, religious institutions, and other types of commercial use property. 7 Table of Contents The Business Banking group, reporting under Retail Banking in most markets, focuses on locally based small businesses in the Bank’s market footprint with primary annual revenues up to $10 million and borrowings between $350,000 and $1 million.
Interest rates offered are based on both fixed and variable interest-rate formulas. ​ 7 Table of Contents The Bank’s CRE and multi-family loans are typically secured by improved property such as office buildings, medical facilities, retail centers, warehouses, apartment buildings, condominiums, schools, religious institutions, and other types of commercial use property. ​ The Business Banking group, reporting under Retail Banking in most markets, focuses on locally based small businesses in the Bank’s market footprint with primary annual revenues up to $10 million and borrowings between $350,000 and $1 million.
The Captive provided property and casualty insurance coverage to the Company and the Bank, as well as a group of unrelated third-party insurance captives. ​ As of December 31, 2023, Republic had 47 full-service banking centers with locations as follows: ​ ● Kentucky — 29 ● Metropolitan Louisville — 19 ● Central Kentucky — 6 ● Georgetown — 1 ● Lexington — 5 ● Northern Kentucky (Metropolitan Cincinnati) — 4 ● Bellevue— 1 ● Covington — 1 ● Crestview Hills — 1 ● Florence — 1 ● Indiana — 3 ● Southern Indiana (Metropolitan Louisville) — 3 ● Floyds Knobs — 1 ● Jeffersonville — 1 ● New Albany — 1 ● Florida — 7 ● Metropolitan Tampa — 7 ● Ohio — 4 ● Metropolitan Cincinnati — 4 ● Tennessee — 4 ● Metropolitan Nashville — 4 ​ Republic’s headquarters are in Louisville, which is the largest city in Kentucky based on population. ​ The principal business of Republic is directing, planning, and coordinating the business activities of the Bank.
The Captive provided property and casualty insurance coverage to the Company and the Bank, as well as a group of unrelated third-party insurance captives. ​ As of December 31, 2024, Republic had 47 full-service banking centers with locations as follows: ​ ● Kentucky — 29 ● Metropolitan Louisville — 19 ● Central Kentucky — 6 ● Georgetown — 1 ● Lexington — 5 ● Northern Kentucky (Metropolitan Cincinnati) — 4 ● Bellevue— 1 ● Covington — 1 ● Crestview Hills — 1 ● Florence — 1 ● Indiana — 3 ● Southern Indiana (Metropolitan Louisville) — 3 ● Floyds Knobs — 1 ● Jeffersonville — 1 ● New Albany — 1 ● Florida — 7 ● Metropolitan Tampa — 7 ● Ohio — 4 ● Metropolitan Cincinnati — 4 ● Tennessee — 4 ● Metropolitan Nashville — 4 ​ Republic’s headquarters are in Louisville, which is the largest city in Kentucky based on population. ​ The principal business of Republic is directing, planning, and coordinating the business activities of the Bank.
The Bank uses third-party service providers for certain services such as marketing and loan servicing of RCS loans. Additional information regarding consumer loan products offered through RCS follows: ​ ● RCS line-of-credit products – Using separate third-party service providers, the Bank originates two line-of-credit products to generally subprime borrowers in multiple states.
The Bank uses third-party service providers for certain services such as marketing and loan servicing of RCS loans. Additional information regarding consumer loan products offered through RCS follows: ​ 1) RCS line-of-credit products – Using separate third-party service providers, the Bank originates two line-of-credit products to generally subprime borrowers in multiple states.
RBMAX focuses on technologically savvy clients that prefer to bank virtually as well as those that prefer to carry larger balances in high yield savings accounts. ​ Mobile Banking — The Bank allows clients to easily and securely access and manage their accounts through its mobile banking application. ​ Other Banking Services — The Bank also provides title insurance and other financial institution related products and services. ​ Bank Acquisitions — The Bank maintains an acquisition strategy to selectively grow its franchise as a complement to its organic growth strategies. ​ See additional discussion regarding the Traditional Banking segment under Footnote 24 “Segment Information” of Part II Item 8 “Financial Statements and Supplementary Data.” ​ ​ 9 Table of Contents (II) Warehouse Lending segment ​ The Core Bank provides short-term, revolving credit facilities to mortgage bankers across the United States through mortgage warehouse lines of credit.
RBMAX focuses on technologically savvy clients that prefer to bank virtually as well as those that prefer to carry larger balances in high yield savings accounts. ​ Mobile Banking — The Bank allows clients to easily and securely access and manage their accounts through its mobile banking application. ​ Other Banking Services — The Bank also provides title insurance and other financial institution related products and services. ​ Bank Acquisitions — The Bank maintains an acquisition strategy to selectively grow its franchise as a complement to its organic growth strategies. ​ See additional discussion regarding the Traditional Banking segment under Footnote 24 “Segment Information” of Part II Item 8 “Financial Statements and Supplementary Data.” ​ (II) Warehouse Lending segment ​ The Core Bank provides short-term, revolving credit facilities to mortgage bankers across the United States through mortgage warehouse lines of credit.
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.
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.
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.
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.
Fees earned by the Company on RTs, net of revenue share, are reported as noninterest income under the line item “Net refund transfer fees.” ​ The RA credit product is a loan made in conjunction with the filing of a taxpayer’s final federal tax return, which allows the taxpayer to borrow funds as an advance of a portion of their tax refund.
Fees earned by the Company on RTs, net of revenue share, are reported as noninterest income under the line item “Net refund transfer fees.” ​ The RA product is a loan made in conjunction with the filing of a taxpayer’s federal tax return, which allows the taxpayer to borrow funds as an advance of a portion of their tax refund.
A depository institution generally is prohibited, subject to certain exceptions, from extending credit or offering any other service, or fixing or varying the consideration for an extension of credit or service, on the condition that the client obtain some additional product or service from the institution or its affiliates or not obtain products or services of a competitor of the institution. ​ Depositor Preference — The FDIA provides that, in the event of the liquidation or other resolution of an insured depository institution, the claims of depositors of the institution, including the claims of the FDIC as subrogee of insured depositors, and certain claims for administrative expenses of the FDIC as receiver, will have priority over other general unsecured claims against the 21 Table of Contents institution.
A depository institution generally is prohibited, subject to certain exceptions, from extending credit or offering any other service, or fixing or varying the consideration for an extension of credit or service, on the condition that the client obtain some additional product or service from the institution or its affiliates or not obtain products or services of a competitor of the institution. ​ Depositor Preference — The FDIA provides that, in the event of the liquidation or other resolution of an insured depository institution, the claims of depositors of the institution, including the claims of the FDIC as subrogee of insured depositors, and certain claims for administrative expenses of the FDIC as receiver, will have priority over other general unsecured claims against the institution.
Loan balances held for sale through this program are carried at the lower of cost or fair value. 14 Table of Contents 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 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.
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. ​ 19 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.
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.
Loan balances held for sale through this program are carried at the lower of cost or fair value. ​ o Similar to its LOC I product, the Bank provides oversight and supervision to a third party for its LOC II product. In return, this third party provides the Bank with marketing services and loan servicing for the LOC II product.
Loan balances held for sale through this program are carried at the lower of cost or fair value. ​ 2) Similar to its LOC I product, the Bank provides oversight and supervision to a third party for its LOC II product. In return, this third party provides the Bank with marketing services and loan servicing for the LOC II product.
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 six reportable segments using a multitude of delivery channels.
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.
Loan balances held for sale through this program are carried at the lower of cost or fair value. ​ ● 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 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.
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. ​ 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 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.
The ERA product had the following features during the 2023 and 2024 tax filing seasons: ​ ● Only offered during December and the following 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 with 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, o no negative credit reporting on the taxpayer, and o no collection efforts against the taxpayer. ​ 11 Table of Contents 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 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.
Based on total assets as of December 31, 2023, 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, 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.
Further changes in the RA product parameters do not ensure positive results and could have an overall material negative impact on the performance of all RA product offerings 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 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” ● Part II Item 8 “Financial Statements and Supplementary Data,” Footnote 4 “Loans and Allowance for Credit Losses” ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 12 Table of Contents (V) Republic Payment Solutions segment ​ The RPS Division offers a range of payments-related products and services to consumers through third party service providers.
Further changes in the RA product parameters do not ensure positive results and could have an overall material negative impact on the performance of all RA product offerings 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 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” ● Part II Item 8 “Financial Statements and Supplementary Data,” Footnote 4 “Loans and Allowance for Credit Losses” ​ (IV) Republic Payment Solutions segment ​ The RPS Division offers a range of payments-related products and services to consumers through third party service providers.
The Bank maintains an errors and omissions insurance policy to protect the Bank against loss in the event a borrower fails to maintain proper fire and other hazard insurance policies. ​ 6 Table of Contents Single-family, first-lien residential real estate loans with fixed-rate periods of 15, 20, and 30 years are primarily originated and sold into the secondary market.
The Bank maintains an errors and omissions insurance policy to protect the Bank against loss in the event a borrower fails to maintain proper fire and other hazard insurance policies. ​ Single-family, first-lien residential real estate loans with fixed-rate periods of 15, 20, and 30 years are primarily originated and sold into the secondary market.
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 Mortgage Banking segment, as discussed elsewhere in this filing.
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.
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. 16 Table of Contents 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 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.
If not for this election, the Company’s and Bank’s regulatory capital ratios would have been approximately 6 basis points and 10 basis points lower than those presented in the table above as of December 31, 2023 and 2022. ​ 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.
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.
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.
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.
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, 2023, Republic had 1,019 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 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.
Treasury Management officers work closely with commercial and retail officers to support their clients’ cash management needs. ​ Correspondent Lending — During the second and third quarters of 2023, the Bank purchased a block of single family, first-lien mortgage loans for investment through its Correspondent Lending channel. The Bank had previously purchased Correspondent loans during 2014 and 2015.
Treasury Management officers work closely with commercial and retail officers to support their clients’ cash management needs. ​ Correspondent Lending — During 2023, the Bank purchased a block of single family, first-lien mortgage loans for investment through its Correspondent Lending channel. The Bank had previously purchased Correspondent loans during 2014 and 2015.
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 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 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.
In addition to offering traditional point of sale purchasing, ATM withdrawals, and direct deposit options, these accounts may include overdraft protection. ​ Money Movement: ​ The Bank participates in traditional money movement solutions including ACH transactions, wire transfer, check processing, and the Mastercard RPPS.
In addition to offering traditional point of sale purchasing, ATM withdrawals, and direct deposit options, these accounts may include overdraft protection. ​ 11 Table of Contents Money Movement: ​ The Bank participates in traditional money movement solutions including ACH transactions, wire transfer, check processing, and the Mastercard RPPS.
If restrictions are imposed on the activities of an FHC, such information may not necessarily be available to the public. ​ 18 Table of Contents II. The Bank ​ The Kentucky and federal banking statutes prescribe the permissible activities in which a Kentucky-chartered bank may engage and where those activities may be conducted.
If restrictions are imposed on the activities of an FHC, such information may not necessarily be available to the public. ​ II. The Bank ​ The Kentucky and federal banking statutes prescribe the permissible activities in which a Kentucky-chartered bank may engage and where those activities may be conducted.
The FRB uses these instruments in varying combinations to influence the overall growth of bank loans, investments and deposits, and also to affect interest rates charged on loans, received on investments, or paid for deposits. ​ 24 Table of Contents The monetary and fiscal policies of regulatory authorities, including the FRB, also affect the banking industry.
The FRB uses these instruments in varying combinations to influence the overall growth of bank loans, investments and deposits, and also to affect interest rates charged on loans, received on investments, or paid for deposits. ​ The monetary and fiscal policies of regulatory authorities, including the FRB, also affect the banking industry.
Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the 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 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 20 Table of Contents accounting practices.
The Bank also competes with insurance companies, consumer finance companies, investment banking firms, and mutual fund managers. 15 Table of Contents Some of the Company’s competitors are not subject to the same degree of regulatory review and restrictions that apply to the Company and the Bank.
The Bank also competes with insurance companies, consumer finance companies, investment banking firms, and mutual fund managers. Some of the Company’s competitors are not subject to the same degree of regulatory review and restrictions that apply to the Company and the Bank.
Additionally, Republic strives to clearly and frequently communicate expectations that all employee conduct must adhere to the highest ethical standards encompassed by its corporate values, including through town hall meetings and senior leadership messages. ​ Information about our Executive Officers ​ See Part III, Item 10.
Additionally, Republic strives to clearly and frequently communicate 13 Table of Contents expectations that all employee conduct must adhere to the highest ethical standards encompassed by its corporate values, including through town hall meetings and senior leadership messages. ​ Information about our Executive Officers ​ See Part III, Item 10.
Under applicable 23 Table of Contents regulations, a bank may not lawfully accept, roll over, or renew brokered deposits unless it is either well capitalized or it is adequately capitalized and receives a waiver from its applicable regulator. ​ If a banking institution’s capital decreases below acceptable levels, bank regulatory enforcement powers become more enhanced.
Under applicable regulations, a bank may not lawfully accept, roll over, or renew brokered deposits unless it is either well capitalized or it is adequately capitalized and receives a waiver from its applicable regulator. ​ If a banking institution’s capital decreases below acceptable levels, bank regulatory enforcement powers become more enhanced.
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.
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.
Loans typically range between $100,000 and $4,000,000 in size and have terms up to 20 years. While the term of the actual loan is 20 years, the expected life of an aircraft loan is typically 4-6 years.
Loans typically range between $100,000 and $2,000,000 in size and have terms up to 20 years. While the term of the actual loan can be 20 years, the expected life of an aircraft loan is typically 4-6 years.
These loans are made to borrowers who are going to build a property and retain it for ownership after construction completion. These loans are offered on both owner-occupied and nonowner-occupied CRE. ​ Consumer Lending — Traditional Banking consumer loans made by the Bank include secured and unsecured personal loans, as well as credit cards.
These loans are made to borrowers who are going to build a property and retain it for ownership after construction completion. These loans are offered on both owner-occupied and nonowner-occupied CRE. ​ Consumer Lending — Traditional Banking consumer loans made by the Bank include secured and unsecured personal loans.
The CFPB has engaged in rulemaking and taken enforcement actions that directly impact the business operations of financial institutions offering 20 Table of Contents consumer financial products or services, including the Bank and its divisions.
The CFPB has engaged in rulemaking and taken enforcement actions that directly impact the business operations of financial institutions offering consumer financial products or services, including the Bank and its divisions.
The Bank received an “Outstanding” CRA Performance Evaluation in March 2023, the most recent evaluation for which it has received final ratings.
The Bank received an “Outstanding” CRA Performance Evaluation in March 2024, the most recent evaluation for which it has received final ratings.
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.
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.
Altogether, Republic had 1,010 full-time and 18 part-time employees. None of the Company’s employees are subject to a collective bargaining agreement, and Republic has never experienced a work stoppage. The Company believes that it has had and continues to have good employee relations. ​ Employee retention helps the Company operate efficiently and effectively.
Altogether, Republic had 978 full-time and 21 part-time employees. None of the Company’s employees are subject to a collective bargaining agreement, and Republic has never experienced a work stoppage. The Company believes that it has had and continues to have good employee relations. ​ Employee retention helps the Company operate efficiently and effectively.
The SEC maintains an internet site at http://www.sec.gov that contains reports, proxy, information statements, and other information regarding issuers that file electronically with the SEC. ​ General Business Overview ​ As of December 31, 2023, the Company was divided into six reportable segments: Traditional Banking, Warehouse, Mortgage Banking, TRS, RPS, and RCS.
The SEC maintains an internet site at http://www.sec.gov that contains reports, proxy, information statements, and other information regarding issuers that file electronically with the SEC. ​ General Business Overview ​ As of December 31, 2024, the Company was divided into five reportable segments: Traditional Banking, Warehouse Lending, TRS, RPS, and RCS.
The EGRRCPA required the federal banking agencies to develop a community bank leverage ratio (“CBLR”) for qualifying banks and holding companies with total consolidated assets of less than $10 billion and an appropriate risk profile. The EGRRCPA mandated a minimum CBLR of not less than 8% and not more than 10%.
The EGRRCPA required the federal banking agencies to develop a CBLR for qualifying banks and holding companies with total consolidated assets of less than $10 billion and an appropriate risk profile. The EGRRCPA mandated a minimum CBLR of not less than 8% and not more than 10%.
The RA product had the following features during the first quarters of 2023 and 2022: ​ ● Offered only during the first two months of each year; ● The taxpayer had the option to choose from multiple loan-amount tiers, subject to underwriting, up to a maximum advance amount of $6,250; ● No requirement that the taxpayer pay for another bank product, such as an RT; ● Multiple disbursement methods available with most Tax Providers, including direct deposit, prepaid card, or check, based on the taxpayer-customer’s election; ● Repayment of the RA to the Bank deducted from the taxpayer’s tax refund proceeds; and ● If an insufficient refund to repay the RA: o 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 credit 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 ERA credits.
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.
Similar to aircraft lending, the credit characteristics for a marine borrower are higher than a typical consumer as they must demonstrate and exhibit a higher degree of credit worthiness for approval. ​ See additional discussion regarding Lending Activities 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 4 “Loans and Allowance for Credit Losses” ​ ​ ​ ​ 8 Table of Contents The Bank’s other Traditional Banking activities generally consist of the following: ​ Private Banking — The Bank provides financial products and services to high-net-worth individuals through its Private Banking division.
The aircraft loan program is open to all fifty states. ​ The credit characteristics of an aircraft borrower are higher than a typical consumer in that they must demonstrate and indicate a higher degree of credit worthiness for approval. ​ See additional discussion regarding Lending Activities 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 4 “Loans and Allowance for Credit Losses” ​ 8 Table of Contents The Bank’s other Traditional Banking activities generally consist of the following: ​ Private Banking — The Bank provides financial products and services to high-net-worth individuals through its Private Banking division.
The Bank normally requires title, fire, and extended casualty insurance to be obtained by the borrower and, when required by applicable regulations, flood insurance.
The Bank normally requires title, fire, and extended casualty insurance to be obtained by the borrower and, when required by applicable regulations, 6 Table of Contents flood insurance.
Applicable regulations define, for each capital category, the levels at which institutions are well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized, and critically undercapitalized.
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.
The Bank has never sold loans to the Mortgage Purchase Program. ​ In the event of a default on an advance, the Federal Home Loan Bank Act establishes priority of the FHLB’s claim over various other claims.
The Bank began selling loans to the Mortgage Purchase Program during 2024. ​ In the event of a default on an advance, the Federal Home Loan Bank Act establishes priority of the FHLB’s claim over various other claims.
The financial condition and results of operations of Republic are primarily dependent upon the results of operations of the Bank. As of December 31, 2023, Republic had total assets of $6.6 billion, total deposits of $5.1 billion, and total stockholders’ equity of $913 million.
The financial condition and results of operations of Republic are primarily dependent upon the results of operations of the Bank. As of December 31, 2024, Republic had total assets of $6.8 billion, total deposits of $5.2 billion, and total stockholders’ equity of $992 million.
Furthermore, the Bank controls the loan terms and underwriting guidelines, and the Bank exercises consumer compliance oversight of the product. ​ The Bank sells participation interests in this product.
The Bank is the lender for this product and is marketed as such. Furthermore, the Bank controls the loan terms and underwriting guidelines, and the Bank exercises consumer compliance oversight of the product. ​ The Bank sells participation interests in this product.
The targeted C&I credit size for client relationships is typically between $1 million and $10 million, with higher targets between $10 million and $35 million for large Corporate Banking.
The Bank has a primary focus on C&I lending and CRE lending. The targeted C&I credit size for client relationships is typically between $1 million and $10 million, with higher targets between $10 million and $35 million for large Corporate Banking.
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. ​ 22 Table of Contents As of December 31, 2023 and 2022, the Company’s capital ratios* were as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 December 31, (dollars in thousands) Amount Ratio Amount Ratio ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total capital to risk-weighted assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Bancorp, Inc. ​ $ 968,844 16.10 % $ 941,865 17.92 % Republic Bank & Trust Company ​ 931,923 15.50 ​ 904,592 17.23 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Common equity tier 1 capital to risk-weighted assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Bancorp, Inc. ​ $ 893,658 14.85 % $ 877,735 16.70 % Republic Bank & Trust Company ​ 856,744 14.25 ​ 840,462 16.01 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 (core) capital to risk-weighted assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Bancorp, Inc. ​ $ 893,658 14.85 % $ 877,735 16.70 % Republic Bank & Trust Company ​ 856,744 14.25 ​ 840,462 16.01 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tier 1 leverage capital to average assets ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Bancorp, Inc. ​ $ 893,658 13.89 % $ 877,735 14.81 % Republic Bank & Trust Company ​ 856,744 13.25 ​ 840,462 14.09 ​ * The Company and the Bank elected to defer the impact of CECL on regulatory capital.
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.
RAs, including ERAs that were originated related to the first quarter 2023 tax filing season were repaid, on average, within 32 days after the taxpayer’s tax return was submitted to the applicable taxing authority.
The number of days for delinquency eligibility is based on management’s annual analysis of tax return processing times. RAs, including ERAs that were originated related to the first quarter 2023 tax filing season were repaid, on average, within 32 days after the taxpayer’s tax return was submitted to the applicable taxing authority.
The Economic Growth, Regulatory Relief and Consumer Protection Act of 2018 (the “EGRRCPA”) and its implementing regulations 17 Table of Contents pulled back some of the more stringent requirements of the Dodd-Frank Act for community banks with total consolidated assets of less than $10 billion, such as the Bank.
The EGRRCPA and its implementing regulations pulled back some of the more stringent requirements of the Dodd-Frank Act for community banks with total consolidated assets of less than $10 billion, such as the Bank.
Premiums on loans held for investment acquired though the Correspondent Lending channel will be amortized into interest income over the expected life of the loan utilizing the level-yield.
Premiums on loans held for investment acquired though the Correspondent Lending channel will be amortized into interest income over the expected life of the loan utilizing the level-yield. Loans acquired through the Correspondent Lending channel are generally made to borrowers outside of the Bank’s historical market footprint.
RAs do not have a contractual due date, but the Company considered an RA, related to the first quarter 2023 tax filing season, delinquent if it remained unpaid 35 days after the taxpayer’s tax return was submitted to the applicable taxing authority.
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.
During the second and third quarters of 2023, the Bank purchased a block of single-family, first-lien mortgage loans for investment through its Correspondent Lending Channel, with these loans secured by owner-occupied collateral generally located outside of the Bank’s market footprint, as well. ​ The Bank offers single-family, first-lien residential real estate ARMs with interest rate adjustments tied to various market indices with specified minimum and maximum adjustments.
During 2023, the Bank purchased a block of single-family, first-lien mortgage loans for investment through its Correspondent Lending Channel, with these loans secured by owner-occupied collateral generally located outside of the Bank’s market footprint, as well.
Management considers the first three segments (Traditional Banking, Warehouse, Mortgage Banking) to collectively constitute “Core Bank” or “Core Banking” operations, while the last three segments (TRS, RPS, and RCS) collectively constitute RPG operations. ​ (I) Traditional Banking segment ​ As of December 31, 2023 and through the date of this filing, generally all Traditional Banking products and services were offered through the Company’s traditional RB&T brand. ​ Lending Activities ​ The Bank’s principal lending activities consist of the following: ​ Retail Mortgage Lending — Through the Bank’s mortgage division, which consists of a Retail Channel and Consumer Direct Channel, as well as the Bank’s Private Banking division and banking center network, the Bank originates single-family, residential real estate loans, and HELOCs.
All prior period mortgage banking results of operations have been reclassified into the Traditional Banking segment. ​ (I) Traditional Banking segment ​ As of December 31, 2024 and through the date of this filing, generally all Traditional Banking products and services were offered through the Company’s traditional RB&T brand. ​ Lending Activities ​ The Bank’s principal lending activities consist of the following: ​ Retail Mortgage Lending — Through the Bank’s mortgage division, which consists of a Retail Channel and Consumer Direct Channel, as well as the Bank’s Private Banking division and banking center network, the Bank originates single-family, residential real estate loans, and HELOCs.
Additionally, the Company’s portion of interchange revenue generated by prepaid card transactions is reported as noninterest income under “Interchange fee income.” ​ See additional discussion regarding the RPS 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” 13 Table of Contents (VI) Republic Credit Solutions segment ​ Through the RCS segment, the Bank offers consumer credit products.
The interest shared under this arrangement is reported as interest expense on deposits. ​ See additional discussion regarding the RPS 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” ​ (V) Republic Credit Solutions segment ​ Through the RCS segment, the Bank offers consumer credit products.
It cannot be predicted whether, or in what form, any of these potential proposals or regulatory initiatives will be adopted, the impact the proposals will have on the financial institutions industry or the extent to which the business or financial condition and operations of the Company and its subsidiaries may be affected. ​ Statistical Disclosures ​ The statistical disclosures required by Part I Item 1 “ Business” are located under Part II Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” ​
It cannot be predicted whether, or in what form, any of these potential proposals or regulatory initiatives will be adopted, the impact the proposals will have on the financial institutions industry or the extent to which the business or financial condition and operations of the Company and its subsidiaries may be affected. ​ Statistical Disclosures ​ The statistical disclosures required by Part I Item 1 “ Business” are located under Part II Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” ​ Available Information ​ Our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to those reports are available without charge on our website, https://republicbank.q4ir.com, as soon as reasonably practicable after they are filed electronically with the U.S.
Alternatively, during a period of rising interest rates, the fair value of MSRs would be expected to increase as prepayment speeds on the underlying loans would be expected to decline. ​ See additional discussion regarding the Mortgage Banking segment under Footnote 24 “Segment Information” of Part II Item 8 “Financial Statements and Supplementary Data.” ​ ​ 10 Table of Contents (IV) Tax Refund Solutions segment ​ Through the TRS segment, the Bank is one of a limited number of financial institutions that 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 (collectively, the “Tax Providers”).
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”).
Together, these companies provide the Bank with certain marketing, servicing, technology, and support services, while a separate third party provides customer support, servicing, and other services on the Bank’s behalf. The Bank is the lender for this product and is marketed as such.
Elastic Marketing, LLC and Elevate Decision Sciences, LLC are third-party service providers for the LOC I product and are subject to the Bank’s oversight and supervision. Together, these companies provide the Bank with certain marketing, servicing, technology, and support services, while a separate third party provides customer support, servicing, and other services on the Bank’s behalf.
Loans acquired through the Correspondent Lending channel are generally made to borrowers outside of the Bank’s historical market footprint. ​ Internet Banking — The Bank expands its market penetration and service delivery of its RB&T brand by offering clients Internet Banking services and products through its website, www.republicbank.com. ​ RBMAX — RBMAX is a separately branded, national branchless banking platform offered by the Bank.
The sale of these loans was completed during the second quarter of 2024 with the final dollar amount of loans sold being $67 million. ​ Internet Banking — The Bank expands its market penetration and service delivery of its RB&T brand by offering clients Internet Banking services and products through its website, www.republicbank.com. ​ RBMAX — RBMAX is a separately branded, national branchless banking platform offered by the Bank.
Unpaid RAs, including ERAs, related to the first quarter tax filing season of a given year are charged-off by June 30 th of that year, unless they are deemed to be uncollectible earlier than June 30 th , at which time they are charged off.
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.
The continued effect of the CFPB on the development and promulgation of consumer protection rules and guidelines and the enforcement of federal “consumer financial laws” on the Bank, if any, cannot be determined with certainty at this time. ​ Community Reinvestment Act and Fair Lending Laws — Banks have a responsibility under the CRA and related regulations to help meet the credit needs of their entire communities, including low- and moderate-income neighborhoods.
Community Reinvestment Act and Fair Lending Laws — Banks have a responsibility under the CRA and related regulations to help meet the credit needs of their entire communities, including low- and moderate-income neighborhoods.
These capabilities are complementary to issuing within RPS, as well as, generally facilitating the movement of money for the TRS and RCS Divisions. ​ The Company reports its share of client-related charges and fees for RPS programs under RPS program fees.
These capabilities are complementary to issuing within RPS, as well as, generally facilitating the movement of money for the TRS and RCS Divisions. ​ The Company reports its share of client-related charges and fees for RPS programs under RPS program fees, while the Company’s portion of interchange revenue generated by prepaid card transactions is reported as noninterest income under “Interchange fee income.” In addition, the Company began sharing interest income revenue with its largest prepaid marketer-servicer during 2024.
A few or all of these factors can lead to a competitive disadvantage to the Company when attempting to retain or grow its Warehouse client base. ​ Mortgage Banking ​ The Bank encounters intense competition from mortgage bankers, mortgage brokers, and financial institutions for the origination and funding of mortgage loans.
A few or all of these factors can lead to a competitive disadvantage to the Company when attempting to retain or grow its Warehouse client base. ​ Tax Refund Solutions ​ The TRS segment encounters direct competition for RT and RA market share from a limited number of banks in the industry.
During the second half of each year, TRS generates limited revenue and incurs costs preparing for the next year’s tax filing season. ​ RTs are fee-based products whereby a tax refund is issued to the taxpayer after the Bank has received the refund from the federal or state government.
During December 2023, TRS originated $103 million of ERAs related to tax returns that were anticipated to be filed during the first quarter 2024 tax filing season. ​ RTs are fee-based products whereby a tax refund is issued to the taxpayer after the Bank has received the refund from the federal or state government.
The Bank predominately originates consumer credit cards as the main product within this lending. Credit cards are generally marketed to existing clients of the Bank and are not generally marketed to non-clients. ​ Aircraft Lending — Aircraft loans are typically made to purchase or refinance personal aircrafts, along with engine overhauls and avionic upgrades.
In 2024, the Traditional Bank stopped the origination of new consumer credit cards and anticipates selling or winding down during 2025 the existing $6 million Traditional Bank consumer credit card portfolio. ​ Aircraft Lending — Aircraft loans are typically made to purchase or refinance personal aircraft, along with engine overhauls and avionic upgrades.
In December of 2023, TRS originated $103 million of ERAs in connection with the first quarter 2024 tax filing season.
During December 2024, TRS originated $139 million of ERAs related to tax returns that were anticipated to be filed during the first quarter 2025 tax filing season.
Removed
In connection with loan purchases, the Bank receives various representations and warranties from the sellers regarding the quality and characteristics of the loans. ​ Commercial Lending — The Bank conducts commercial lending activities primarily through Corporate Banking, Commercial Banking, CRE Banking, Business Banking, Private Banking, and Retail Banking Channels. ​ Commercial lending credit approvals and processing are prepared and underwritten through the Bank’s centralized Commercial Credit Administration Department (“CCAD”).
Added
Prior to the first quarter of 2024, Republic had reported mortgage banking as a separate reportable segment. Due to the quantitative and qualitative immateriality of this division, Management concluded its mortgage banking operations no longer constituted a separate reportable segment for SEC reporting purposes and now includes these results in the Traditional Banking segment.
Removed
The aircraft loan program is open to all fifty states. ​ The credit characteristics of an aircraft borrower are higher than a typical consumer in that they must demonstrate and indicate a higher degree of credit worthiness for approval. ​ Marine Lending — Marine lending is a new initiative that the Bank began in 2023.
Added
During the last half of March 2024, Management made the decision to sell $69 million of correspondent loans that were previously classified as held for investment.
Removed
These loans typically are made in the Bank’s current or contiguous markets. Loans usually range between $100,000 and $1,000,000 in size.
Added
The sale of these loans was completed during the second quarter of 2024 with the final dollar amount of loans sold being $67 million. ​ The Bank offers single-family, first-lien residential real estate ARMs with interest rate adjustments tied to various market indices with specified minimum and maximum adjustments.
Removed
The remaining proceeds are credited to the mortgage-banking client. ​ See additional discussion regarding the Warehouse Lending segment under Footnote 24 “Segment Information” of Part II Item 8 “Financial Statements and Supplementary Data.” ​ (III) Mortgage Banking segment ​ Mortgage Banking activities primarily include 15-, 20- and 30-year fixed-term single-family, first-lien residential real estate loans that are originated and sold into the secondary market, primarily to the FHLMC and the FNMA.
Added
During the last half of March 2024, Management made the decision to sell $69 million of correspondent loans that were previously classified as held for investment.
Removed
The Bank typically retains servicing on loans sold into the secondary market. Administration of loans with servicing retained by the Bank includes collecting principal and interest payments, escrowing funds for property taxes and property insurance, and remitting payments to secondary market investors.
Added
The majority of all the business generated by the TRS business occurs during the first half of each year. During the second half of each year, TRS generates limited revenue and incurs costs preparing for the next year’s tax season.
Removed
The Bank receives fees for performing these standard servicing functions. ​ As part of the sale of loans with servicing retained, the Bank records MSRs. MSRs represent an estimate of the present value of future cash servicing income, net of estimated costs, which the Bank expects to receive on loans sold with servicing retained by the Bank.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeAs such, Material Weakness (i) will not be considered remediated until the Company’s enhanced controls and procedures can be tested in the future through the implementation of a new material third-party product at RPG. ​ The Company’s remediation efforts to address Material Weakness (i) are ongoing, and management cannot provide any assurance that these remediation efforts will be successful or that our internal control over financial reporting will be effective in the future with respect to material new third-party products offered through RPG. ​ 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.
Biggest change“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.
Further, interest rates paid for borrowings generally exceed the interest rates paid on deposits. This spread may be exacerbated by higher prevailing interest rates. ​ Outstanding Warehouse lines of credit and their corresponding earnings could decline due to several factors, such as intense industry competition, declining mortgage demand, and a continuing rising interest rate environment.
Further, interest rates paid for borrowings generally exceed the interest rates paid on deposits. This spread may be exacerbated by higher prevailing interest rates. ​ Outstanding Warehouse lines of credit and their corresponding earnings could decline due to several factors, such as intense industry competition, declining mortgage demand, and a rising interest rate environment.
An additional 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 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.
Competition for such personnel is intense, and management cannot be sure that the Bank will be successful in attracting or retaining such personnel. ​ The Company’s operations could be impacted if its third-party service providers experience difficulty . The Company depends on several relationships with third-party service providers, including core systems processing and web hosting.
Competition for such personnel is intense, and management cannot be sure that the Company will be successful in attracting or retaining such personnel. ​ The Company’s operations could be impacted if its third-party service providers experience difficulty . The Company depends on several relationships with third-party service providers, including core systems processing and web hosting.
If these third-party service providers experience difficulty 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 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 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. ​ 29 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.
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.
The Bank has traditionally relied on client deposits (with approximately 6% 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 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.
These costs and claims could adversely affect the Bank. ​ The Bank holds a significant amount of BOLI, which creates credit risk relative to the insurers and liquidity risk relative to the product. As of December 31, 2023, the Bank held BOLI on certain employees.
These costs and claims could adversely affect the Bank. ​ The Bank holds a significant amount of BOLI, which creates credit risk relative to the insurers and liquidity risk relative to the product. As of December 31, 2024, the Bank held BOLI on certain employees.
Such a charge would have no impact on tangible capital. ​ The Bank performed its annual goodwill impairment test during the fourth quarter of 2023 as of September 30, 2023. The evaluation of the fair value of goodwill requires management judgment.
Such a charge would have no impact on tangible capital. ​ The Bank performed its annual goodwill impairment test during the fourth quarter of 2024 as of September 30, 2024. The evaluation of the fair value of goodwill requires management judgment.
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 27 Table of Contents timely deliver refunds, or if the Bank is incorrect in its underwriting assumptions, the Bank could experience higher loan loss provisions above those projected.
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.
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.
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.
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.
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.
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 26 Table of Contents distress or instability in the marketplace may be limited.
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.
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 34% of the Bank’s portfolio is secured by residential real estate and 34% 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 31 % of the Bank’s portfolio is secured by residential real estate and 33% is secured by commercial real estate properties.
If clients move money out of bank deposits in favor of alternative investments, the Bank could lose a relatively inexpensive source of funds, increasing its funding costs and negatively impacting its overall results of operations. ​ 30 Table of Contents Prepayment of loans may negatively impact the Bank’s results of operations and financial condition.
If clients move money out of bank deposits in favor of alternative investments, the Bank could lose a relatively inexpensive source of funds, increasing its funding costs and negatively impacting its overall results of operations. ​ Prepayment of loans may negatively impact the Bank’s results of operations and financial condition.
While the Company has policies and procedures designed to prevent or limit the impact of the failure or interruption of information systems, there can be no assurance that any such failures or interruptions will not occur or, if they do 31 Table of Contents occur, that they will be adequately addressed.
While the Company has policies and procedures designed to prevent or limit the impact of the failure or interruption of information systems, there can be no assurance that any such failures or interruptions will not occur or, if they do occur, that they will be adequately addressed.
The Company expects that the market price of its common stock will continue to fluctuate due to many factors, including prevailing interest rates, other economic conditions, operating performance, and investor perceptions of the outlook for the Company specifically and the banking industry in 36 Table of Contents general.
The Company expects that the market price of its common stock will continue to fluctuate due to many factors, including prevailing interest rates, other economic conditions, operating performance, and investor perceptions of the outlook for the Company specifically and the banking industry in general.
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 28 Table of Contents sufficient to cover losses inherent in its loan portfolio, resulting in additions to its ACLL.
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.
Some of the factors that may cause the price of the Company’s common stock to fluctuate include: ​ ● 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 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 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.
Such penalties could also include the discontinuance of any or all third-party program manager products and services. 32 Table of Contents 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 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.
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.
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.
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.
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.
ERAs are substantially all originated during December prior to the upcoming first quarter tax season with the expectation the taxpayer client will return to the Bank’s Tax Provider during the first quarter tax filing season to file the taxpayer’s tax return, allowing the Bank to potentially receive the taxpayer’s tax refund from the federal government to repay the ERA with the Bank.
ERAs are substantially all originated during December prior to the upcoming first quarter tax season with the expectation the taxpayer client will return to the Bank’s Tax Provider during the first quarter tax filing season to file the taxpayer’s tax 25 Table of Contents return, allowing the Bank to potentially receive the taxpayer’s tax refund from the federal government to repay the ERA with the Bank.
All service offerings, including current offerings and those that may be provided in the future, may become riskier due to changes in economic, competitive, and market conditions beyond the Company’s control. ​ The Bank may experience goodwill impairment, which could reduce its earnings.
All service offerings, including current offerings and those that may be provided in the future, may become riskier due to changes in economic, competitive, and market conditions beyond the Company’s control. 29 Table of Contents The Bank may experience goodwill impairment, which could reduce its earnings.
As a result, if an individual acquires the Company’s common stock, the shareholder could lose some or all of that investment. ​ 37 Table of Contents 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. ​ Item 1B. Unresolved Staff Comments . ​ None ​
Failure to appropriately identify the end-borrower for such loans could lead to additional fraud losses. ​ The Bank’s financial condition and earnings could be negatively impacted to the extent the Bank relies on borrower information that is false, misleading, or inaccurate.
Failure to appropriately identify the end-borrower for such loans could lead to additional fraud losses. 26 Table of Contents The Bank’s financial condition and earnings could be negatively impacted to the extent the Bank relies on borrower information that is false, misleading, or inaccurate.
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.
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.
These broad market fluctuations may adversely affect the market price of the Company’s common stock, 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, 33 Table of Contents notwithstanding its actual or anticipated operating results, cash flows, and financial condition.
The Company may also not be the successful bidder in acquisition opportunities that it pursues due to the willingness or ability of other potential acquirers to propose a higher purchase price or more attractive terms and conditions than the Company is willing or able to propose. The Company intends to continue to pursue acquisition opportunities in its market footprint.
The Company may also not be the successful bidder in acquisition opportunities that it pursues due to the willingness or ability of other potential acquirers to propose a higher purchase price or more attractive terms and conditions than the Company is willing or able to propose.
The Bank could likely experience decreased earnings on its Warehouse lines of credit during 2024 due to the expected elevated interest rate environment combined with strong industry competition and pricing pressures. Such decreased earnings could materially impact the Company’s results of operations. ​ The Company may lose Warehouse clients due to mergers and acquisitions in the industry.
The Bank could likely experience decreased earnings on its Warehouse lines of credit during 2025 due to elevated long-term interest rates combined with strong industry competition and pricing pressures. Such decreased earnings could materially impact the Company’s results of operations. ​ The Company may lose Warehouse clients due to mergers and acquisitions in the industry.
As a result, in the event of financial distress, uninsured depositors historically have been more likely to withdraw their deposits. The Company estimates that 35% of its total deposits as of December 31, 2023, were uninsured as they were above the FDIC’s insurance limit.
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.
These factors could further materially and negatively 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.
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.
The risks presented by the acquisition of other financial institutions could adversely affect the Bank’s financial condition and results of operations. ​ 35 Table of Contents Successful Company acquisitions present many risks that could adversely affect the Company’s financial condition and results of operations.
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.
Some of these factors are described below, however, many are described in the other sections of this Annual Report on Form 10-K. ​ Risks Related to Republic’s Business and Industry ​ ECONOMIC, INTEREST RATE, AND LIQUIDITY RISKS ​ Mortgage Banking activities have been adversely impacted by increasing long-term interest rates.
Some of these factors are described below, however, many are described in the other sections of this Annual Report on Form 10-K. ​ Risks Related to Republic’s Business and Industry ​ ECONOMIC, INTEREST RATE, AND LIQUIDITY RISKS ​ Fluctuations in interest rates could reduce profitability.
The challenges made by taxing authorities may result in adjustments to the timing or amount of taxable income or deductions or the allocation of income among tax jurisdictions.
Federal and state taxing authorities have continued to be aggressive in challenging tax positions taken by financial institutions. The challenges made by taxing authorities may result in adjustments to the timing or amount of taxable income or deductions or the allocation of income among tax jurisdictions.
In the normal course of business, the Company may be subject to examinations from federal and state taxing authorities regarding the amount of taxes due in connection with investments it has made and the businesses in which the Company is engaged. Federal and state taxing authorities have continued to be aggressive in challenging tax positions taken by financial institutions.
Republic is subject to multiple taxing jurisdictions outside of those in which its branches are located. In the normal course of business, the Company may be subject to examinations from federal and state taxing authorities regarding the amount of taxes due in connection with investments it has made and the businesses in which the Company is engaged.
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. ​ Republic may experience additional increases in FDIC insurance assessments.
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.
If any such challenges are made and are not resolved in the Company’s favor, they could have an adverse effect on the Company’s financial condition and results of operations. ​ Transactions between the Company and its insurance subsidiary, the Captive, may be subject to certain IRS responsibilities and penalties.
If any such challenges are made and are not resolved in the Company’s favor, they could have an adverse effect on the Company’s financial condition and results of operations. ​ As the parent company of the Bank, the Federal Reserve may require the Company to commit capital resources to support the Bank.
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.
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.
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. ​ Recent negative developments in the banking industry could adversely affect Republic’s current and future business operations and its financial condition and results of operations.
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.
With the higher mortgage rates, mortgage refinance activity remained low during 2023, and as a result, mortgage origination volume remained low. Continued or additional monetary tightening by the FOMC in 2024 will likely further decrease mortgage demand.
Mortgage interest rates remained generally elevated throughout 2024 leading to continued low mortgage refinance activity, and as a result, continued low Warehouse demand during the year. Any increases in mortgage interest rates in 2025 will likely further decrease mortgage demand and Warehouse funding volume.
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. ​ 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.
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.
Removed
The Company is unable to predict changes in market interest rates. Changes in interest rates can impact the gain on sale of loans, loan origination fees, and loan servicing fees, which account for a significant portion of Mortgage Banking income.
Added
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.
Removed
A decline in market interest rates generally results in higher demand for mortgage products, while an increase in rates generally results in reduced demand. Generally, if demand increases, Mortgage Banking income will be positively impacted by more gains on sale; however, the valuation of existing mortgage servicing rights will decrease and may result in a significant impairment.
Removed
A decline in demand for Mortgage Banking products resulting from rising interest rates could also adversely impact other products which are typically cross-sold with mortgages. 25 Table of Contents Fluctuations in interest rates could reduce profitability.
Removed
Recent bank failures and their related negative media attention have generated significant market trading volatility among publicly traded bank holding companies and, in particular, bank holding companies for regional and community banks. These developments have negatively impacted customer confidence in regional and community banks, which could prompt customers to maintain their deposits with larger financial institutions.
Removed
Further, competition for deposits has increased in recent periods, and the cost of funding has similarly increased, putting pressure on net interest margin.
Removed
If Republic were required to sell a portion of its securities portfolio to address liquidity needs, it may incur losses, including as a result of the negative impact of rising interest rates on the value of our securities portfolio, which could negatively affect its earnings. ​ 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.
Removed
A significant factor in the two bank failures that occurred during the first quarter of 2023 appears to have been the proportion of the deposits held by each institution that exceeded FDIC insurance limits. In these two failures, the estimated percentage of uninsured deposits to total deposits, as previously disclosed, were at, or approaching, 90%.
Removed
In response to these failures, many large depositors across the industry have withdrawn deposits in excess of applicable deposit insurance limits and deposited these funds in other financial institutions and, in many instances, moved these funds into money market mutual funds or other similar securities accounts in an effort to diversify the risk of further bank failure(s). ​ Uninsured deposits historically have been less stable than insured deposits.
Removed
With the continued elevated inflation levels during 2023, the FOMC continued a more aggressive and hawkish approach to its monetary policies during the year and has signaled these policies could continue into the future until inflation decreases to, and remains at, acceptable levels.
Removed
Included in its actions since early 2022 have been raising the FFTR multiple times, ending its quantitative easing program of buying certain types of bonds in the open market, and implementing a quantitative tightening program to reduce the size of its balance sheet by selling certain types of bonds in the market. ​ The FOMC’s continuance of these actions caused market interest rates for U.S.
Removed
Treasury bonds and mortgages to remain elevated during 2023. With the elevated mortgage rates during 2023, mortgage refinance activity remained low, and Warehouse usage continued to decline throughout the year. Further monetary tightening by the FOMC in 2024 will likely further decrease mortgage demand and Warehouse line usage.
Removed
The loss of a significant number of clients, or large significant clients, may materially impact the Company’s results of operations. ​ Mortgage Banking revenue will likely continue to decline due to low mortgage demand resulting from an elevated interest rate environment, which will also lead to more intense industry competition for a shrinking mortgage market.
Removed
Mortgage Banking is a significant operating segment of the Company. With the elevated level of inflation during 2023, the FOMC continued its more aggressive and hawkish approach to its monetary policies.
Removed
Included in its actions since early 2022 have been raising the FFTR multiple times, ending its quantitative easing program of buying certain types of bonds in the open market, and implementing a quantitative tightening program by reducing the size of its balance sheet and selling certain types of bonds in the market. ​ The FOMC’s continuance of these actions caused market interest rates for treasury bonds and mortgages to remain elevated during 2023.
Removed
In addition, a decrease in mortgage demand across the mortgage industry could also cause competitive pricing pressure on the Bank to lower its mortgage pricing to maintain its volumes for a shrinking market, further causing its cash gains-as-a-percentage-of-loans-sold to decline.
Removed
The DIF has recently incurred losses with the resolution of bank failures during the first quarter of 2023. As a result, the FDIC imposed a special assessment in November 2023, which is to become effective in April 2024.
Removed
It is possible that Republic’s regular deposit insurance assessment rates will further increase should the FDIC alter its assessment rate schedule or calculation methodology for financial institutions as a result of these recent bank failures.
Removed
Although Republic cannot predict the specific timing and terms of any special assessment or any other increase in 33 Table of Contents its deposit insurance assessment rates, any increase in Republic’s assessment fees could have a materially adverse effect on its results of operations and financial condition. ​ 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.
Removed
“Controls and Procedures” for further discussions of the identified material weaknesses. ​ As described in Part II, Item 9A, Controls and Procedures, included in the Form 10-K for the year ended on December 31, 2022, the Company disclosed material weaknesses in the Company’s internal control over financial reporting as of December 31, 2022 related to (i) the initial implementation of new products offered through third parties within RPG, (ii) the maintenance of effective controls over the information and communication as it relates to the reconciliation function, and (iii) the design and maintenance of effective controls over the financial analysis of RCS products’ yields. ​ Throughout the 2023 calendar year, the Company implemented remediation measures with respect to all three of these material weaknesses.
Removed
During the fourth quarter of 2023, management concluded that Material Weakness (ii) and Material Weakness (iii) noted above were remediated.
Removed
With respect to Material Weakness (i), no new material third-party products were offered through RPG during 2023 and as such, management concluded that the Company’s internal control over financial reporting was effective as of December 31, 2023 as set forth in Item 9A.
Removed
A material weakness, however, cannot be considered fully remediated until the enhanced controls related to that material weakness are fully implemented and operate for a sufficient period and management has concluded that these 34 Table of Contents controls are operating effectively.
Removed
The Captive was a Nevada-based, wholly owned insurance subsidiary of the Company that provided property and casualty insurance coverage to the Company and the Bank as well as a group of other third-party insurance captives for which insurance may not have been available or economically feasible.
Removed
The Treasury Department of the United States and the IRS by way of Notice 2016-66 have stated that transactions believed similar in nature to transactions between the Company and the Captive may be deemed “transactions of interest” because such transactions may have potential for tax avoidance or evasion.
Removed
While the Captive was dissolved by the Company in November 2023, if the IRS ultimately concludes such transactions created tax avoidance or evasion issues prior to November 2023, the Company could be subject to the payment of penalties and interest. ​ As the parent company of the Bank, the Federal Reserve may require the Company to commit capital resources to support the Bank.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

11 edited+0 added−0 removed10 unchanged
Biggest changeThis involves updates provided by the Chief Information Security Officer (“CISO”) or other members of management during Board meetings or specific sessions dedicated to cybersecurity. Additionally, management reports to the Board on significant cyber incidents, emerging threats, and the effectiveness of existing security measures.
Biggest changeThis 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.
Further, these leaders have over 15 years of experience 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, 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.
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 any potential attack. ​ 5.
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.
Disclosure and Transparency: The Company has implemented policies and procedures related to disclosing their cybersecurity risks and management strategies in their 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.
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 .
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 their needs.
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.
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. This includes conducting tabletop exercises, fostering preparedness and effective response within the Company. ​ 4.
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.
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 our 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.
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 monitory network traffic and behavior for suspicious activities. ​ 6.
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 hierarchical escalation process is intended to ensure that key decision-makers are properly informed, enabling appropriate actions to mitigate the identified cybersecurity risks. ​ ​ ​ ​ ​ ​ ​ 39 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. ​ ​ ​ ​ ​ ​ ​ 36 Table of Contents
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 condition, see Item 1A.
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.
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 cyber security," which are incorporated by reference into this Item 1C. 38 Table of Contents ​ Governance ​ The Company’s Board of Directors (the “Board”) plays a pivotal role in overseeing risks arising from cybersecurity threats within the Company.
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.

Item 2. Properties

Properties — owned and leased real estate

3 edited+0 added−0 removed5 unchanged
Biggest changeAs of December 31, 2023, 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 ​ 41,000 ​ L (1) 5250 Dixie Highway, Louisville ​ 5,000 ​ O/L (2) 10100 Brookridge Village Boulevard, Louisville ​ 5,000 ​ O/L (2) 9101 U.S.
Biggest changeAs 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.
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 . ​ ​ ​ ​ ​ ​ 41 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 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
Highway 42, Florence ​ 4,000 ​ L 119 Fairfield Ave Suite 110, Bellevue ​ 3,000 ​ L ​ ​ ​ ​ ​ (continued) ​ ​ ​ ​ ​ ​ 40 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 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.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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

Market for Common Equity — stock, dividends, buybacks

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Biggest changeAs of December 31, 2023, the trustee held 238,112 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 2023 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 74,245 ​ $ 44.25 74,245 ​ 53,110 November 1 - November 30 18,700 ​ 45.09 18,700 ​ 34,410 December 1 - December 31 — ​ — — ​ 34,410 Total 92,945 ​ $ 44.42 92,945 34,410 ​ During 2023, the Company repurchased 455,590 shares.
Biggest changeAs 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.
The 42 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 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 graph covers the period beginning December 31, 2018 and ending December 31, 2023. 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, 2018.
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.
As of December 31, 2023, the Company had 34,410 shares which could be repurchased under its current share repurchase programs. ​ During 2023, there were 4,933 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, 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.
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 29, 2024, the Company’s Class A Common Stock was held by 17,252,179 shareholders of record and the Class B Common Stock was held by 2,150,669 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 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.
In addition, in connection with employee stock awards, there were 18,463 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 October 25, 2022, the Board of Directors of Republic Bancorp, Inc. increased the Company’s existing authorization to purchase shares of its Class A Common Stock to 500,000 shares.
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.
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, ​ ​ ​ 2018 ​ ​ 2019 ​ ​ 2020 ​ ​ 2021 ​ ​ 2022 ​ ​ 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Class A Common Stock (RBCAA) ​ ​ $ 100.00 ​ ​ $ 123.71 ​ ​ $ 98.75 ​ ​ $ 142.73 ​ ​ $ 118.56 ​ ​ $ 165.22 ​ S&P 500 Index ​ ​ 100.00 ​ ​ 131.49 ​ ​ 155.68 ​ ​ 200.37 ​ ​ 164.08 ​ ​ 207.21 ​ KBW NASDAQ Bank Index ​ ​ 100.00 ​ ​ 136.13 ​ ​ 122.09 ​ ​ 168.88 ​ ​ 132.75 ​ ​ 131.57 ​ ​ ​ ​ ​ 43 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, ​ ​ ​ 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] ​

Item 7. Management's Discussion & Analysis

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

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Biggest changeTable 1 below presents Republic’s financial performance for the years ended December 31, 2023, 2022, and 2021: ​ Table 1 — Summary ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Percent Increase/(Decrease) ​ Years Ended December 31, (dollars in thousands, except per share data) 2023 2022 2021 2023/2022 2022/2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Income before income tax expense ​ $ 113,213 ​ $ 116,845 ​ $ 111,442 ​ (3) % 5 % Net income ​ ​ 90,374 ​ ​ 91,106 ​ ​ 87,611 ​ (1) ​ 4 ​ Diluted EPS of Class A Common Stock ​ ​ 4.62 ​ ​ 4.59 ​ ​ 4.28 ​ 1 ​ 7 ​ ROA ​ ​ 1.44 % 1.48 % 1.39 % (3) ​ 6 ​ ROE ​ 10.10 ​ 10.68 ​ 10.37 ​ (5) ​ 3 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The decrease in net income during 2023 for the Total Company primarily resulted from the nonrecurrence of the following income items recorded during 2022: ​ ● The benefit of a $ 13 million pre-tax legal settlement. ​ ● The benefit of a $5 million pre-tax contract termination fee. ​ ​ General highlights by reportable segment for the year ended December 31, 2023 consisted of the following: ​ Traditional Banking segment ​ ● Net income increased $9.0 million , or 22%, from 2022. ​ ● Net interest income increased $23.0 million , or 13%, compared to 2022. ​ ● Provision was a net charge of $8.7 million for 2023 compared to a net charge of $1.4 million for 2022. ​ ● Noninterest income increased $4.2 million , or 13%, over 2022. ​ ● Noninterest expense increased $10.4 million , or 7%, over 2022. ​ ● Total Traditional Bank loans increased $763 million, or 20 %, during 2023. ​ ● Total nonperforming loans to total loans for the Traditional Banking segment was 0.41% as of December 31, 2023 compared to 0.40 % as of December 31, 2022. ​ ● Delinquent loans to total loans for the Traditional Banking segment was 0.18 % as of December 31, 2023 compared to 0.16% as of December 31, 2022. ​ ● On March 15, 2023, the Company completed its acquisition of CBank, and its wholly owned bank subsidiary Commercial Industrial Finance, for approximately $51 million in cash.
Biggest changeTable 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.
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.
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.
Treasury yield curve, as well as their impact on the Company’s net interest income and Mortgage Banking operations; ● competitive product and pricing pressures in each of the Company’s six reportable segments; ● equity and fixed income market fluctuations; ● client bankruptcies and loan defaults; 44 Table of Contents ● recession; ● future acquisitions; ● integrations of acquired businesses; ● changes in technology; ● changes in applicable laws and regulations or the interpretation and enforcement thereof; ● changes in fiscal, monetary, regulatory, and tax policies; ● changes in accounting standards; ● monetary fluctuations; ● changes to the Company’s overall internal control environment; ● the Company’s ability to qualify for future R&D federal tax credits; ● the ability for Tax Providers to successfully market and realize the expected RA and RT volume anticipated by TRS; ● information security breaches or cybersecurity attacks involving either the Company or one of the Company’s third-party service providers; and ● other risks and uncertainties reported from time to time in the Company’s filings with the SEC, including Part 1 Item 1A “ Risk Factors.” ​ Accounting Standards Updates ​ For disclosure regarding the impact to the Company’s financial statements of ASUs, see Footnote 1 “Summary of Significant Accounting Policies” of Part II Item 8 “Financial Statements and Supplementary Data.” ​ 45 Table of Contents Critical Accounting Estimates ​ Republic’s consolidated financial statements and accompanying footnotes have been prepared in accordance with GAAP.
Treasury yield curve, as well as their impact on the Company’s net interest income and Mortgage Banking operations; ● competitive product and pricing pressures in each of the Company’s six reportable segments; ● equity and fixed income market fluctuations; ● client bankruptcies and loan defaults; 41 Table of Contents ● recession; ● future acquisitions; ● integrations of acquired businesses; ● changes in technology; ● changes in applicable laws and regulations or the interpretation and enforcement thereof; ● changes in fiscal, monetary, regulatory, and tax policies; ● changes in accounting standards; ● monetary fluctuations; ● changes to the Company’s overall internal control environment; ● the Company’s ability to qualify for future R&D federal tax credits; ● the ability for Tax Providers to successfully market and realize the expected RA and RT volume anticipated by TRS; ● information security breaches or cybersecurity attacks involving either the Company or one of the Company’s third-party service providers; and ● other risks and uncertainties reported from time to time in the Company’s filings with the SEC, including Part 1 Item 1A “ Risk Factors.” ​ Accounting Standards Updates ​ For disclosure regarding the impact to the Company’s financial statements of ASUs, see Footnote 1 “Summary of Significant Accounting Policies” of Part II Item 8 “Financial Statements and Supplementary Data.” ​ 42 Table of Contents Critical Accounting Estimates ​ Republic’s consolidated financial statements and accompanying footnotes have been prepared in accordance with GAAP.
Loans from Republic Processing Group are generally small dollar homogenous consumer loans. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Nonperforming Loans and Recorded Investment ​ ​ ​ ​ ​ ​ Balance ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 ​ ​ ​ Balance ​ ​ ​ ​ > $100 & ​ ​ ​ ​ Balance ​ ​ ​ ​ Total (dollars in thousands) ​ No. ​ ​ ​ No. ​ ​ ​ No. ​ > $500 ​ ​ No. ​ Balance ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Traditional Banking: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential real estate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Owner-occupied 134 ​ $ 4,650 ​ 45 ​ $ 7,353 ​ 1 ​ $ 1,385 ​ 180 ​ $ 13,388 ​ Nonowner-occupied 4 ​ 117 ​ — ​ — ​ — ​ — ​ 4 ​ 117 ​ Commercial real estate — ​ — ​ 1 ​ 232 ​ 1 ​ 769 ​ 2 ​ 1,001 ​ Construction & land development — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Commercial & industrial — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Lease financing receivables — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Aircraft ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Home equity 28 ​ 711 ​ 1 ​ 104 ​ — ​ — ​ 29 ​ 815 ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit cards — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Overdrafts ​ NM ​ — ​ — ​ — ​ — ​ — ​ NM ​ — ​ Automobile loans ​ 6 ​ 31 ​ — ​ — ​ — ​ — ​ 6 ​ 31 ​ Other consumer ​ — ​ ​ — ​ ​ 1 ​ 210 ​ ​ — ​ ​ — ​ ​ 1 ​ 210 ​ Total Traditional Banking ​ 172 ​ ​ 5,509 ​ ​ 48 ​ ​ 7,899 ​ ​ 2 ​ ​ 2,154 ​ ​ 222 ​ ​ 15,562 ​ Warehouse lines of credit — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Total Core Banking ​ 172 ​ ​ 5,509 ​ ​ 48 ​ ​ 7,899 ​ ​ 2 ​ ​ 2,154 ​ ​ 222 ​ ​ 15,562 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ — ​ Other TRS commercial & industrial loans ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ — ​ Republic Credit Solutions ​ NM ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 756 ​ ​ NM ​ 756 ​ Total Republic Processing Group ​ NM ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 756 ​ ​ NM ​ ​ 756 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 172 ​ $ 5,509 ​ 48 ​ $ 7,899 ​ 2 ​ $ 2,910 ​ 222 ​ $ 16,318 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ NM – Not meaningful.
Loans from Republic Processing Group are generally small dollar homogenous consumer loans. ​ ​ ​ ​ 73 Table of Contents ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Nonperforming Loans and Recorded Investment ​ ​ ​ ​ ​ ​ Balance ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2022 ​ ​ ​ Balance ​ ​ ​ ​ > $100 & ​ ​ ​ ​ Balance ​ ​ ​ ​ Total (dollars in thousands) ​ No. ​ ​ ​ No. ​ ​ ​ No. ​ > $500 ​ ​ No. ​ Balance ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Traditional Banking: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential real estate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Owner occupied 134 ​ $ 4,650 ​ 45 ​ $ 7,353 ​ 1 ​ $ 1,385 ​ 180 ​ $ 13,388 ​ Nonowner occupied 4 ​ 117 ​ — ​ — ​ — ​ — ​ 4 ​ 117 ​ Commercial real estate — ​ — ​ 1 ​ 232 ​ 1 ​ 769 ​ 2 ​ 1,001 ​ Construction & land development — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Commercial & industrial — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Lease financing receivables — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Aircraft ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Home equity 28 ​ 711 ​ 1 ​ 104 ​ — ​ — ​ 29 ​ 815 ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit cards — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Overdrafts ​ NM ​ — ​ — ​ — ​ — ​ — ​ NM ​ — ​ Automobile loans ​ 6 ​ 31 ​ — ​ — ​ — ​ — ​ 6 ​ 31 ​ Other consumer ​ — ​ ​ — ​ ​ 1 ​ 210 ​ ​ — ​ ​ — ​ ​ 1 ​ 210 ​ Total Traditional Banking ​ 172 ​ ​ 5,509 ​ ​ 48 ​ ​ 7,899 ​ ​ 2 ​ ​ 2,154 ​ ​ 222 ​ ​ 15,562 ​ Warehouse lines of credit — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Total Core Banking ​ 172 ​ ​ 5,509 ​ ​ 48 ​ ​ 7,899 ​ ​ 2 ​ ​ 2,154 ​ ​ 222 ​ ​ 15,562 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ — ​ Other TRS commercial & industrial loans ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ — ​ Republic Credit Solutions ​ NM ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 756 ​ ​ NM ​ 756 ​ Total Republic Processing Group ​ NM ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 756 ​ ​ NM ​ ​ 756 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 172 ​ $ 5,509 ​ 48 ​ $ 7,899 ​ 2 ​ $ 2,910 ​ 222 ​ $ 16,318 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ NM – Not meaningful.
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.” ​ ​ ​ ​ 46 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 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.
Due to the volatility and seasonality of the mortgage market, it is difficult to project future outstanding balances of Warehouse lines of credit. The growth of the Bank’s Warehouse business greatly depends on the overall mortgage market and typically follows industry trends.
Due to the volatility and seasonality of the mortgage market, it is difficult to project future outstanding balances of Warehouse lines of credit. The growth of the Bank’s Warehouse Lending business greatly depends on the overall mortgage market and typically follows industry trends.
Net interest income is impacted by both changes in the amount and composition of interest-earning assets and interest-bearing liabilities, as well as market interest rates. ​ See the section titled “Asset/Liability Management and Market Risk” in this section of the filing regarding the Bank’s interest rate sensitivity. ​ A large amount of the Company’s financial instruments tracks closely with, or are primarily indexed to, either the FFTR, Prime, or SOFR.
Net interest income is impacted by both changes in the amount and composition of interest-earning assets and interest-bearing liabilities, as well as market interest rates. ​ See the section titled “Asset/Liability Management and Market Risk” in this section of the filing regarding the Bank’s interest rate sensitivity. ​ A large amount of the Company’s financial instruments track closely with, or are primarily indexed to, either the FFTR, Prime, or SOFR.
A lower reserve percentage was provided for RCS’s healthcare receivables as of December 31, 2023, 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, 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.
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 six reportable segments using a multitude of delivery channels.
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.
Due to the general short-term nature of these products, management utilized the current year net charge-offs for 2022 and 2023 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, 2023 and 2022.
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.
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, 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. ​ 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.
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. ​ 47 Table of Contents In response to changes in the legal, regulatory, and competitive environment, management annually reviews and revises the RA and ERA product parameters.
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. ​ In response to changes in the legal, regulatory, and competitive environment, management annually reviews and revises the RA and ERA product parameters.
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 $39.1 million, $22.0 million, and $15.1 million to the Provision during 2023, 2022, and 2021, 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.
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.
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, 2023. ​ 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. ​ 71 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 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.
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 following: ​ ACLL and Provision — As of December 31, 2023, 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. ​ 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.
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 2023, were repaid, on average, within 32 days of origination.
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.
The increase in stockholders’ equity was primarily attributable to net income earned during 2023 reduced primarily by cash dividends declared. ​ See Part II, Item 5.
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.
(f) Average balances for loans include the principal balance of nonaccrual loans and loans held for sale and are inclusive of all loan premiums, discounts, fees, and costs. 55 Table of Contents Table 4 illustrates the extent to which changes in interest rates and changes in the volume of interest-earning assets and interest-bearing liabilities impacted Republic’s interest income and interest expense during the periods indicated.
(f) Average balances for loans include the principal balance of nonaccrual loans and loans held for sale and are inclusive of all loan premiums, discounts, fees, and costs. ​ 52 Table of Contents Table 3 illustrates the extent to which changes in interest rates and changes in the volume of interest-earning assets and interest-bearing liabilities impacted Republic’s interest income and interest expense during the periods indicated.
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, 2024, the Bank could, without prior approval, declare dividends of approximately $133 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, 2025, the Bank could, without prior approval, declare dividends of approximately $95 million.
The following table illustrates the Bank’s projected percent change from its Base net interest income over the period beginning January 1, 2024 and ending December 31, 2024 based on instantaneous movements in interest rates from Down 300 to Up 300 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, 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.
(b) Interest income for RAs and RCS line-of-credit products is composed entirely of loan fees. (c) Interest income includes loan fees of $957,000, $882,000, and $1.7 million for 2023, 2022, and 2021. (d) Interest income includes loan fees of $1.0 million, $1.7 million, and $3.1 million for 2023, 2022, and 2021.
(b) Interest income for RAs and RCS line-of-credit products is composed entirely of loan fees. (c) Interest income includes loan fees of $1.2 million, $957,000, and $882,000 for 2024, 2023, and 2022. (d) Interest income includes loan fees of $1.3 million, $1.0 million, and $1.7 million for 2024, 2023, and 2022.
The Bank’s overall deposit and SSUAR pricing strategies are subject to change depending upon several factors including, but not limited to, the Bank’s current and projected overall liquidity positions, its clients’ demand for its loans and deposit products, the Bank’s overall interest rate risk position, the interest rate environment at the time, as well as the projected interest rate environment for the near term and the long term. ​ As of December 31, 2023, the Bank had approximately $912 million in deposits from 187 large non-sweep deposit relationships, including reciprocal deposits, where the deposit amount exceeded $2 million for a depositor’s taxpayer identification number.
The Bank’s overall deposit and SSUAR pricing strategies are subject to change depending upon several factors including, but not limited to, the Bank’s current and projected overall liquidity positions, its clients’ demand for its loans and deposit products, the Bank’s overall interest rate risk position, the interest rate environment at the time, as well as the projected interest rate environment for the near term and the long term. ​ As of December 31, 2024, the Bank had approximately $1.1 billion in deposits from 215 large non-sweep deposit relationships, including reciprocal deposits, where the deposit amount exceeded $2 million for a depositor’s taxpayer identification number.
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.
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.
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, 2023, 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 50.89% 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 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.
Refer to Results of Operations on pages 50-61 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Form 10-K”) for a discussion of the 2022 versus 2021 results. ​ Net Interest Income ​ Banking operations are significantly dependent upon net interest income.
Refer to Results of Operations on pages 50-61 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 (the “2023 Form 10-K”) for a discussion of the 2023 versus 2022 results. ​ Net Interest Income ​ Banking operations are significantly dependent upon net interest income.
This compares to an ACLL of $52 million as of both December 31, 2022 and December 31, 2021 with Provisions of a net charge of $312,000 for 2022 and net credit of $319,000 for 2021. ​ 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, 2023 primarily related to loans originated and held for investment through the RCS segment.
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.
While the Bank operates primarily in its market footprint, 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. During the last quarter of 2023, the Company dissolved its Captive, a Nevada-based, wholly owned insurance subsidiary of the Company.
The Bank’s policy is to charge-off all or that portion of its recorded investment in collateral-dependent loans upon a determination that it expects the full amount of contractual principal and interest will not be collected. ​ A loan modification (formerly a TDR prior to the adoption of ASU 2022-02) is a situation where, due to a borrower’s financial difficulties, the Bank grants a concession to the borrower that the Bank would not otherwise have considered.
The Bank’s policy is to charge-off all or that portion of its recorded investment in collateral-dependent loans upon a determination that it expects the full amount of contractual principal and interest will not be collected. ​ A loan modification is a situation where, due to a borrower’s financial difficulties, the Bank grants a concession to the borrower that the Bank would not otherwise have considered.
Many assumptions based on growth expectations and on the historical behavior of the Bank’s loans and deposits and their related balances in relation to changes in interest rates are incorporated into this dynamic model.
Many assumptions based on growth expectations and on the historical behavior of the Bank’s deposit and loan rates and their related balances in relation to changes in interest rates are incorporated into this dynamic model.
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.
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 Bank’s dynamic earnings simulation model includes secondary market loan fees and excludes Traditional Bank loan fees. ​ Table 37 — Bank Interest Rate Sensitivity as of December 31, 2023 and 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Change in Rates ​ ​ -300 -200 -100 +100 +200 +300 ​ Basis Points ​ Basis Points ​ Basis Points ​ Basis Points ​ Basis Points ​ Basis Points ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ % Change from base net interest income as of December 31, 2023 5.0 % ​ 0.1 % ​ 0.2 % ​ (1.0) % ​ (2.1) % ​ (3.1) % ​ % Change from base net interest income as of December 31, 2022 (5.7) % ​ (2.8) % ​ (0.6) % ​ 1.8 % ​ 3.7 % ​ 5.7 % ​ ​ Notable changes for the Bank’s interest rate sensitivity projections from December 31, 2022 to December 31, 2023 occurred in all the scenarios.
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.
Provision for both periods reflected changes in general reserves consistent with changes in outstanding period-end balances. Outstanding Warehouse period-end balances decreased $64 million during 2023 compared to a decrease of $447 million during 2022. ​ As a percentage of total Warehouse outstanding balances, the Warehouse ACLL was 0.25% as of December 31, 2023, and December 31, 2022.
Provision for both periods reflected changes in general reserves consistent with changes in outstanding period-end balances. Outstanding Warehouse period-end balances increased $211 million during 2024 compared to a decrease of $64 million during 2023. ​ As a percentage of total Warehouse outstanding balances, the Warehouse ACLL was 0.25% as of December 31, 2024, and December 31, 2023.
(1) The approximate percentage of Nonowner-occupied CRE loans to total CRE loans was 63%, 61,%, and 61% for 2023, 2022, and 2021.
(1) The approximate percentage of Nonowner-occupied CRE loans to total CRE loans was 64%, 63,%, and 61% for 2024, 2023, and 2022.
For cash held within the Bank’s banking center and ATM networks, the Bank does not earn interest. ​ 62 Table of Contents Investment Securities ​ Table 10 — Investment Securities Portfolio ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, (in thousands) 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Available-for-sale debt securities (fair value): ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S.
For cash held within the Bank’s banking center and ATM networks, the Bank does not earn interest. ​ 60 Table of Contents Investment Securities ​ Table 9 — Investment Securities Portfolio ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, (in thousands) 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Available-for-sale debt securities (fair value): ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S.
Provisions for RA and ERA losses are estimated when advances are made and adjusted to actual net charge-offs as of June 30 th of each year. The ACLL for ERAs as of December 31, 2023 was $3.9 million for $103 million of ERAs originated during December 2023.
Provisions for RA and ERA losses are estimated when advances are made and adjusted to actual net charge-offs as of June 30 th of each year. The ACLL for ERAs as of December 31, 2024 was $9.8 million for $139 million of ERAs originated during December 2024.
The Company believes, based on information presently available, that it has adequately provided for Traditional Banking loan losses as of December 31, 2023. ​ Warehouse Lending segment ​ Warehouse recorded a net credit of $162,000 for 2023 compared to a net credit of $1.1 million for 2022.
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.
Additionally, actual results could differ materially from the model if interest rates do not move equally across all points on the yield curve. ​ ​ ​ ​ ​ 86 Table of Contents ​ As of December 31, 2023, a dynamic simulation model was run for interest rate changes from “Down 300” basis points to “Up 300” 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. ​ 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.
Delinquent status may be determined by either the number of days past due or number of payments past due. ​ ​ 77 Table of Contents Table 25 — Rollforward of Delinquent Loans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, (in thousands) 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Delinquent loans at the beginning of the period ​ $ 15,260 ​ $ 13,465 ​ $ 19,947 Loans added to delinquency status during the period and remained in delinquency status at the end of the period ​ 6,625 ​ 5,507 ​ 1,459 Loans removed from delinquency status during the period that were in delinquency status at the beginning of the period (see table below) ​ (4,371) ​ (6,847) ​ (3,559) Principal balance paydowns of loans delinquent at both period ends ​ ​ (106) ​ ​ (50) ​ ​ (158) Net change in principal balance of other delinquent loans* ​ 4,684 ​ 3,185 ​ (4,224) Delinquent loans at the end of period ​ $ 22,092 ​ $ 15,260 ​ $ 13,465 *Includes small consumer portfolios, e.g., RCS loans. ​ Table 26 — Detail of Loans Removed from Delinquent Status ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, (in thousands) ​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans charged off ​ ​ $ (1) ​ $ (1) ​ $ (58) Refund Advances paid off or charged off ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans transferred to OREO ​ ​ — ​ — ​ — Loan payoffs and paydowns ​ ​ (1,915) ​ (6,243) ​ (2,016) Loans paid current ​ ​ (2,455) ​ (603) ​ (1,485) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total loans removed from delinquency status during the period that were in delinquency status at the beginning of the period ​ ​ $ (4,371) ​ $ (6,847) ​ $ (3,559) ​ 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. ​ ​ 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.
The Company believes, based on information presently available, that it has adequately provided for Warehouse loan losses as of December 31, 2023. ​ Tax Refund Solutions segment ​ TRS recorded a net charge to the Provision of $22.6 million during 2023 compared to a net charge of $10.0 million for in 2022.
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.
Based on management’s evaluation, a Core Bank ACLL of $60 million, or 1.21% of total Core Bank loans, was an adequate estimate of expected losses within the loan portfolio as of December 31, 2023 and resulted in Core Banking Provision for its loans of a net charge of $8.5 million during 2023.
Based on management’s evaluation, a Core Bank ACLL of $61 million, or 1.19% of total Core Bank loans, was an adequate estimate of expected losses within the loan portfolio as of December 31, 2024 and resulted in Core Banking Provision for its loans of a net charge of $3.8 million during 2024.
As previously noted, these balances are expected to all be paid down during 2024 to $0, or alternatively, be charged off if they are deemed to be uncollectible under the Company’s charge-off policy. ​ Republic Credit Solutions segment ​ The RCS ACLL increased $4 million to $18 million as of December 31, 2023, with this increase driven by an increase in the RCS LOC II spot balance and a change in the RCS loan mix as the outstanding healthcare receivables spot balance increased and the RCS LOC I spot balance decreased. ​ RCS maintained an ACLL for two distinct credit products offered as of December 31, 2023, including its line-of-credit products and its healthcare-receivables products.
These balances are expected to all be paid down to $0 during 2025, or alternatively, be charged off in line with the Company’s charge-off policy. ​ Republic Credit Solutions segment ​ The RCS ACLL increased $3 million to $21 million as of December 31, 2024, with this increase driven by an increase in the RCS LOC II spot loan balances and a change in the RCS loan mix as the outstanding RCS LOC I and healthcare receivables spot loan balances decreased. ​ RCS maintained an ACLL for two distinct credit products offered as of December 31, 2024, including its line-of-credit products and its healthcare-receivables products.
As of December 31, 2023, 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 50.89% for its line-of-credit products.
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.
The low-income-housing investments were attributable to the Company’s Traditional Banking segment, while the R&D credits were allocated among the Traditional Banking, TRS, and RCS segments. ​ ● The Company recognized $363,000 in income tax benefits during 2023 for non-recurring death benefit revenue related to the Company’s bank owned life insurance policies. ​ See additional detail regarding the Company’s Income Tax Expense under Footnote 18 “Income Taxes” of Part II Item 8 “Financial Statements and Supplemental Data.” ​ FINANCIAL CONDITION ​ Cash and Cash Equivalents ​ Cash and cash equivalents include cash, deposits with other financial institutions with original maturities less than 90 days, and federal funds sold.
The low-income-housing investments were attributable to the Company’s Traditional Banking segment, while the R&D credits were allocated among the Traditional Banking, TRS, and RCS segments. ​ ● The Company recognized $363,000 in income tax benefits during 2023 for non-recurring death benefit revenue related to the Company’s bank owned life insurance policies. ​ ● The benefit of nontaxable income decreased from $1.6 million during 2023 to $1.3 million during 2024 primarily as a result of exiting the Captive, the Company’s dissolved insurance subsidiary: Republic Insurance Services, Inc. ​ See additional detail regarding the Company’s Income Tax Expense under Footnote 18 “Income Taxes” of Part II Item 8 “Financial Statements and Supplemental Data.” ​ FINANCIAL CONDITION ​ Cash and Cash Equivalents ​ Cash and cash equivalents include cash, deposits with other financial institutions with original maturities less than 90 days, and federal funds sold.
As a percent of total loans, the total Company’s ACLL increased to 1.57% as of December 31, 2023 compared to 1.56% as of December 31, 2022.
As a percent of total loans, the total Company’s ACLL increased to 1.69% as of December 31, 2024 compared to 1.57% as of December 31, 2023.
The total per item fees, net of refunds, included in service charges on deposits for 2023 and 2022 were $7.2 million and $6.8 million.
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.
Based on management’s calculation, an ACLL of $22 million, or 7.91%, of total RPG loans was an adequate estimate of expected losses within the RPG portfolio as of December 31, 2023. ​ RPG’s TRS segment offered its RA credit product during the first two months of 2023, 2022, and 2021, and its ERA credit product during December 2023 and 2022 related to the subsequent first quarter tax filing seasons.
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.
(e) Interest income includes loan fees of $ 5.7 million, $4.8 million, and $4.1 million for 2023, 2022, and 2021.
(e) Interest income includes loan fees of $5.3 million, $5.7 million, and $4.8 million for 2024, 2023, and 2022.
All securities underlying the agreements are under the Bank’s control. ​ SSUARs decreased $119 million, or 55%, during 2023 to $98 million as of December 31, 2023. SSUARs generally represent large customer relationships deposited into the Bank that require security collateral above the $250,000 FDIC insurance limit of the Bank.
All securities underlying the agreements are under the Bank’s control. ​ SSUARs increased $6 million, or 6%, during 2024 to $103 million as of December 31, 2024. SSUARs generally represent large customer relationships deposited into the Bank that require security collateral above the $250,000 FDIC insurance limit of the Bank.
With the exception of small-dollar consumer loans, all Traditional Bank loans past due 90-days-or-more as of December 31, 2023 and December 31, 2022 were on nonaccrual status. ​ Table 24 — Delinquent Loan Composition * ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ 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 ​ $ 5,803 ​ 0.51 % $ 4,834 ​ 0.53 % $ 1,599 ​ 0.19 % Nonowner-occupied ​ — ​ — ​ — ​ — ​ — ​ — ​ Commercial real estate ​ — ​ — ​ 604 ​ 0.04 ​ 5,292 ​ 0.36 ​ Construction & land development ​ — ​ — ​ — ​ — ​ — ​ — ​ Commercial & industrial ​ 1,360 ​ 0.29 ​ 177 ​ 0.04 ​ 21 ​ 0.01 ​ Lease financing receivables ​ ​ ​ 18 ​ 0.02 ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ Aircraft ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ Home equity ​ ​ ​ 767 ​ 0.26 ​ ​ ​ 175 ​ 0.07 ​ ​ ​ 314 ​ 0.15 ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit cards ​ ​ ​ 35 ​ 0.21 ​ ​ ​ 55 ​ 0.36 ​ ​ ​ 30 ​ 0.21 ​ Overdrafts ​ ​ ​ 131 ​ 18.88 ​ ​ ​ 160 ​ 22.04 ​ ​ ​ 164 ​ 24.01 ​ Automobile loans ​ ​ ​ 2 ​ 0.08 ​ ​ ​ 11 ​ 0.16 ​ ​ ​ 9 ​ 0.06 ​ Other consumer ​ ​ ​ 60 ​ 0.81 ​ ​ ​ 44 ​ 7.03 ​ ​ ​ 1 ​ 0.07 ​ Total Traditional Banking ​ ​ ​ 8,176 ​ 0.18 ​ ​ ​ 6,060 ​ 0.16 ​ ​ ​ 7,430 ​ 0.21 ​ Warehouse lines of credit ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ Total Core Banking ​ ​ ​ 8,176 ​ 0.16 ​ ​ ​ 6,060 ​ 0.14 ​ ​ ​ 7,430 ​ 0.17 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances ​ — ​ — ​ — ​ — ​ — ​ — ​ Other TRS commercial & industrial loans ​ — ​ — ​ — ​ — ​ — ​ — ​ Republic Credit Solutions ​ 13,916 ​ 10.51 ​ 9,200 ​ 8.53 ​ 6,035 ​ 6.48 ​ Total Republic Processing Group ​ 13,916 ​ 4.94 ​ 9,200 ​ 3.58 ​ 6,035 ​ 4.19 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total delinquent loans ​ $ 22,092 ​ 0.42 ​ $ 15,260 ​ 0.34 ​ $ 13,465 ​ 0.30 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ *Represents total loans 30-days-or-more past due.
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.
As of December 31, 2023 and December 31, 2022, these pledged investment securities had a fair value of $100 million and $218 million. ​ 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) 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stockholders’ equity ​ $ 912,756 ​ $ 856,613 ​ $ 843,063 ​ Book value per share at December 31, ​ 47.15 ​ 43.38 ​ 42.69 ​ Tangible book value per share at December 31, * ​ 44.55 ​ 42.11 ​ 41.40 ​ Dividends declared per share - Class A Common Stock ​ 1.496 ​ 1.364 ​ 1.232 ​ Dividends declared per share - Class B Common Stock ​ 1.360 ​ 1.240 ​ 1.120 ​ Average stockholders’ equity to average total assets ​ 14.21 % 13.82 % 13.41 % Total risk-based capital ​ 16.10 ​ 17.92 ​ 17.48 ​ Common equity tier 1 capital ​ ​ 14.85 ​ ​ 16.70 ​ ​ 16.39 ​ Tier 1 risk-based capital ​ 14.85 ​ 16.70 ​ 16.39 ​ Tier 1 leverage capital ​ 13.89 ​ 14.81 ​ 13.36 ​ Dividend payout ratio ​ 32 ​ 30 ​ 29 ​ Dividend yield ​ 3.66 ​ 3.33 ​ 2.42 ​ *For additional detail, see Footnote 2 of “Selected Financial Data” in this section of the filing. ​ 84 Table of Contents Total stockholders’ equity increased from $857 million as of December 31, 2022 to $913 million as of December 31, 2023.
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.
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.” ​ 68 Table of Contents Table 15 — Summary of Loan and Lease Loss Experience ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, (dollars in thousands) ​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ACLL at beginning of period ​ $ 70,413 ​ $ 64,577 ​ $ 61,067 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ CBank Fair Value Adjustment ​ ​ 216 ​ ​ — ​ ​ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Charge-offs: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Traditional Banking: ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential real estate ​ (26) ​ (21) ​ — Commercial real estate ​ — ​ (9) ​ (428) Commercial & industrial ​ — ​ — ​ (86) Lease financing receivables ​ (141) ​ — ​ — Home equity ​ (2) ​ — ​ (51) Consumer ​ ​ (1,182) ​ ​ (1,290) ​ ​ (895) Total Traditional Banking ​ ​ (1,351) ​ ​ (1,320) ​ ​ (1,460) Warehouse lines of credit ​ — ​ — ​ — Total Core Banking ​ ​ (1,351) ​ ​ (1,320) ​ ​ (1,460) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances ​ ​ (25,823) ​ ​ (11,505) ​ ​ (10,256) Other TRS loans ​ ​ (128) ​ ​ (154) ​ ​ (51) Republic Credit Solutions ​ ​ (13,912) ​ ​ (11,390) ​ ​ (4,707) Total Republic Processing Group ​ ​ (39,863) ​ ​ (23,049) ​ ​ (15,014) Total charge-offs ​ (41,214) ​ (24,369) ​ (16,474) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Recoveries: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Traditional Banking: ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential real estate ​ ​ 154 ​ ​ 104 ​ ​ 396 Commercial real estate ​ 94 ​ 287 ​ 82 Commercial & industrial ​ 123 ​ 271 ​ 76 Lease financing receivables ​ 10 ​ — ​ — Home equity ​ 3 ​ 121 ​ 46 Consumer ​ ​ 342 ​ ​ 373 ​ ​ 475 Total Traditional Banking ​ ​ 726 ​ ​ 1,156 ​ ​ 1,075 Warehouse lines of credit ​ — ​ — ​ — Total Core Banking ​ ​ 726 ​ ​ 1,156 ​ ​ 1,075 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances ​ ​ 3,463 ​ ​ 4,831 ​ ​ 3,533 Other TRS commercial & industrial loans ​ ​ 31 ​ ​ 665 ​ ​ 29 Republic Credit Solutions ​ ​ 871 ​ ​ 1,168 ​ ​ 408 Total Republic Processing Group ​ ​ 4,365 ​ ​ 6,664 ​ ​ 3,970 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total recoveries ​ 5,091 ​ 7,820 ​ 5,045 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net loan recoveries (charge-offs) ​ (36,123) ​ (16,549) ​ (11,429) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Provision - Core Bank Loans ​ 8,536 ​ 349 ​ (188) Provision - RPG Loans ​ 39,088 ​ 22,036 ​ 15,127 Total Provision for All Loans ​ 47,624 ​ 22,385 ​ 14,939 ACLL at end of period ​ $ 82,130 ​ $ 70,413 ​ $ 64,577 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit Quality Ratios - Total Company: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ACLL to total loans ​ 1.57 % 1.56 % 1.44 ACLL to nonperforming loans ​ 398 ​ 432 ​ 314 Net loan charge-offs (recoveries) to average loans ​ ​ 0.73 ​ ​ 0.38 ​ ​ 0.25 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit Quality Ratios - Core Banking: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ACLL to total loans ​ 1.21 % 1.21 % 1.18 ACLL to nonperforming loans ​ 313 ​ 332 ​ 251 Net loan charge-offs (recoveries) to average loans ​ ​ 0.01 ​ ​ 0.00 ​ ​ 0.01 ​ ​ 69 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, (dollars in thousands) ​ 2023 ​ 2022 ​ 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Traditional Banking: ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential real estate: ​ ​ ​ ​ ​ ​ ​ ​ ​ Owner-occupied ​ (0.01) % ​ (0.01) % ​ (0.04) % Nonowner-occupied ​ — ​ ​ — ​ ​ — ​ Commercial real estate ​ (0.01) ​ ​ (0.02) ​ ​ 0.03 ​ Construction & land development ​ — ​ ​ — ​ ​ — ​ Commercial & industrial ​ (0.03) ​ ​ (0.07) ​ ​ — ​ Lease financing receivables ​ 0.28 ​ ​ — ​ ​ — ​ Aircraft ​ — ​ ​ — ​ ​ — ​ Home equity ​ — ​ ​ (0.06) ​ ​ — ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit cards ​ 0.55 ​ ​ 0.48 ​ ​ 0.65 ​ Overdrafts ​ 84.39 ​ ​ 104.04 ​ ​ 51.69 ​ Automobile loans ​ 0.66 ​ ​ (0.14) ​ ​ (0.10) ​ Other consumer ​ 0.33 ​ ​ 1.02 ​ ​ 0.27 ​ Total Traditional Banking ​ 0.01 ​ ​ — ​ ​ 0.01 ​ Warehouse lines of credit ​ — ​ ​ — ​ ​ — ​ Total Core Banking ​ 0.01 ​ ​ — ​ ​ 0.01 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances* ​ 29.56 ​ ​ 26.78 ​ ​ 26.58 ​ Other TRS commercial & industrial loans ​ 0.53 ​ ​ (3.18) ​ ​ 0.19 ​ Republic Credit Solutions ​ 10.52 ​ ​ 10.73 ​ ​ 3.93 ​ Total Republic Processing Group ​ 16.27 ​ ​ 12.02 ​ ​ 7.42 ​ Total ​ 0.73 % ​ 0.38 % ​ 0.25 % * Refund advances are originated during the first two months of each year, and beginning in December 2022, ERAs for the upcoming first quarter tax filing season are originated during the fourth quarter of the year.
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.
These balances were substantially all paid down to $0, or alternatively, charged off during 2023. ​ TRS loan balances as of December 31, 2023 included ERAs of $103 million originated during December 2023 and $46 million of Commercial-related loan balances originated during the fourth quarter of 2023.
These balances were substantially all paid down to $0, or alternatively, charged off during 2024. ​ TRS loan balances as of December 31, 2024 included ERAs of $139 million originated during December 2024 and $52 million of Commercial-related loan balances to tax providers originated during the fourth quarter of 2024.
All ACLs are presented and discussed with the Audit Committee and the Board of Directors quarterly. ​ The Company’s ACLL increased from $70 million as of December 31, 2022 to $82 million as of December 31, 2023.
All ACLs are presented and discussed with the Audit Committee and the Board of Directors quarterly. ​ 65 Table of Contents The Company’s ACLL increased from $82 million as of December 31, 2023 to $92 million as of December 31, 2024.
The approximate percentage of Owner-occupied CRE loans to total CRE loans was 37%, 39%, and 39% for 2023, 2022, and 2021. ​ Gross loans increased by $724 million, or 16%, during 2023 to $5.2 billion as of December 31, 2023.
The approximate percentage of Owner-occupied CRE loans to total CRE loans was 36%, 37%, and 39% for 2024, 2023, and 2022. ​ Gross loans increased by $200 million, or 4%, during 2024 to $5.4 billion as of December 31, 2024.
Formal measurements of the capital ratios for Republic and the Bank are performed by the Company at each quarter end. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 85 Table of Contents ​ 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.
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.
The absorption rate considered total Core Bank net loan losses from 2008 to 2013 as a percent of the end-of-year Core Bank ACLL. 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 average annual net Core Bank loan losses from 2008 to 2013.
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.
This strategy could change in 2024 depending upon several 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 interest rate environment at the time, as well as the projected interest rate environment for the near term and the long term. ​ 63 Table of Contents Table 11 — Available-for-Sale Debt Securities ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ Average ​ ​ Amortized ​ Fair ​ Average ​ Maturity in December 31, 2023 (dollars in thousands) ​ Cost ​ Value ​ Yield ​ Years ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S.
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.
If the Bank were to lose a significant funding source, such as a few major depositors, or if any of its lines of credit were cancelled, or if the Bank cannot obtain brokered deposits, the Bank would be compelled to offer market leading deposit interest rates to meet its funding and liquidity needs. ​ 83 Table of Contents As noted in the sections above titled “Deposits” and “Securities Sold Under Agreements to Repurchase and Other Short-term Borrowings,” the Bank implemented a general strategy during 2022 and most of the first quarter of 2023 to maintain a low beta for its client-related interest-bearing liabilities as part of its overall strategy to increase its net interest margin and net interest income.
If the Bank were to lose a significant funding source, such as a few major depositors, or if any of its lines of credit were cancelled, or if the Bank cannot obtain brokered deposits, the Bank would be compelled to offer market leading deposit interest rates to meet its funding and liquidity needs. ​ The Bank implemented a general strategy during 2022 and most of the first quarter of 2023 to maintain a low beta for its client-related interest-bearing liabilities as part of its overall strategy to increase its net interest margin and net interest income.
As a percentage of total RCS loans, the RCS ACLL was 13.82% as of December 31, 2023 and 13.73% as of December 31, 2022.
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.
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 $912,000, $1.0 million, and 1.3 million in 2023, 2022, and 2021. ​ Based on the Bank’s review as of December 31, 2023, management believes that its reserves are adequate to absorb expected losses on all nonperforming credits. ​ Table 22 — Rollforward of Nonperforming Loans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, (in thousands) 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nonperforming loans at the beginning of the period ​ $ 16,318 ​ $ 20,552 ​ $ 23,595 Loans added to nonperforming status during the period that remained nonperforming at the end of the period ​ 9,503 ​ 7,076 ​ 3,627 Loans removed from nonperforming status during the period that were nonperforming at the beginning of the period (see table below) ​ (4,801) ​ (10,934) ​ (5,221) Principal balance paydowns of loans nonperforming at both period ends ​ ​ (1,116) ​ ​ (1,084) ​ ​ (1,450) Net change in principal balance of other nonperforming loans* ​ 714 ​ 708 ​ 1 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nonperforming loans at the end of the period ​ $ 20,618 ​ $ 16,318 ​ $ 20,552 *Includes relatively small consumer portfolios, e.g., RCS loans. ​ Table 23 — Detail of Loans Removed from Nonperforming Status ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, (in thousands) 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Loans charged off ​ $ — ​ $ — ​ $ (57) Loans transferred to OREO ​ — ​ — ​ — Loan payoffs and paydowns ​ (2,495) ​ (8,385) ​ (4,884) Loans returned to accrual status ​ (2,306) ​ (2,549) ​ (280) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total loans removed from nonperforming status during the period that were nonperforming at the beginning of the period ​ $ (4,801) ​ $ (10,934) ​ $ (5,221) ​ 76 Table of Contents Delinquent Loans ​ Delinquent loans to total loans increased to 0.42% as of December 31, 2023, from 0.34% as of December 31, 2022, primarily due to a $5 million increase in delinquent RPG loans and a $2 million increase in Core Bank loans. ​ Core Bank delinquent loans to total Core Bank loans increased to 0.16% as of December 31, 2023 from 0.14% as of December 31, 2022.
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.
The most significant components comprising the change in loans by reportable segment follow: ​ Traditional Banking segment ​ Period-end balances for Traditional Banking loans increased $763 million, or 20%, from December 31, 2022 to December 31, 2023.
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.
Since these factors and management’s assumptions are subject to change, the allocation is not necessarily indicative of future loan portfolio performance or future ACLL allocation. ​ Table 17 — Management’s Allocation of the Allowance for Credit Losses on Loans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 December 31, 2022 2021 ​ ​ ​ ​ Percent of Percent of ​ ​ ​ Percent of Percent of ​ ​ ​ Percent of Percent of ​ ​ ​ ​ ​ Loans to ​ ACLL to ​ ​ ​ ​ Loans to ​ ACLL to ​ ​ ​ ​ Loans to ​ ACLL to ​ ​ ​ ​ ​ Total ​ Total ​ ​ ​ ​ Total ​ Total ​ ​ ​ ​ Total ​ Total (in thousands) ACLL ​ Loans* ​ Loan Class ACLL ​ Loans* ​ Loan Class* ACLL ​ Loans* ​ Loan Class* ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Traditional Banking: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential real estate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Owner-occupied $ 10,337 22 % 0.90 % ​ $ 8,909 21 % 0.98 % ​ $ 8,647 19 % 1.05 % Nonowner-occupied 3,047 7 ​ 0.88 ​ ​ 2,831 7 ​ 0.88 ​ ​ 2,700 7 ​ 0.88 ​ Commercial real estate 25,830 33 ​ 1.45 ​ ​ 23,739 36 ​ 1.48 ​ ​ 23,769 32 ​ 1.63 ​ Construction & land development 6,060 4 ​ 2.79 ​ ​ 4,123 3 ​ 2.68 ​ ​ 4,128 3 ​ 3.19 ​ Commercial & industrial ​ ​ 4,236 ​ 9 ​ ​ 0.91 ​ ​ ​ 3,976 ​ 9 ​ ​ 0.97 ​ ​ ​ 3,487 ​ 9 ​ ​ 1.02 ​ Lease financing receivables ​ ​ 1,061 ​ 2 ​ ​ 1.20 ​ ​ ​ 110 ​ — ​ ​ 1.05 ​ ​ ​ 91 ​ — ​ ​ 1.05 ​ Aircraft ​ ​ 625 ​ 5 ​ ​ 0.25 ​ ​ ​ 449 ​ 4 ​ ​ 0.25 ​ ​ ​ 357 ​ 3 ​ ​ 0.25 ​ Home equity ​ ​ 5,501 ​ 6 ​ ​ 1.86 ​ ​ ​ 4,628 ​ 5 ​ ​ 1.91 ​ ​ ​ 4,111 ​ 5 ​ ​ 1.95 ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit cards ​ ​ 1,074 ​ — ​ ​ 6.45 ​ ​ ​ 996 ​ — ​ ​ 6.44 ​ ​ ​ 934 ​ — ​ ​ 6.44 ​ Overdrafts ​ ​ 694 ​ — ​ ​ 100.00 ​ ​ ​ 726 ​ — ​ ​ 100.00 ​ ​ ​ 683 ​ — ​ ​ 100.00 ​ Automobile loans ​ ​ 32 ​ — ​ ​ 1.20 ​ ​ ​ 87 ​ — ​ ​ 1.29 ​ ​ ​ 186 ​ — ​ ​ 1.29 ​ Other consumer ​ ​ 501 ​ — ​ ​ 6.74 ​ ​ ​ 135 ​ — ​ ​ 21.57 ​ ​ ​ 314 ​ — ​ ​ 21.93 ​ Total Traditional Banking ​ ​ 58,998 ​ 88 ​ ​ 1.28 ​ ​ ​ 50,709 ​ 85 ​ ​ 1.32 ​ ​ ​ 49,407 ​ 78 ​ ​ 1.41 ​ Warehouse lines of credit ​ ​ 847 ​ 6 ​ ​ 0.25 ​ ​ ​ 1,009 ​ 9 ​ ​ 0.25 ​ ​ ​ 2,126 ​ 19 ​ ​ 0.25 ​ Total Core Banking ​ ​ 59,845 ​ 94 ​ ​ 1.21 ​ ​ ​ 51,718 ​ 94 ​ ​ 1.21 ​ ​ ​ 51,533 ​ 97 ​ ​ 1.18 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances 3,929 2 ​ 3.81 ​ ​ 3,797 2 ​ 4.00 ​ ​ — — ​ — ​ Other TRS commercial & industrial loans 61 1 ​ 0.13 ​ ​ 91 1 ​ 0.18 ​ ​ 96 1 ​ 0.19 ​ Republic Credit Solutions ​ 18,295 ​ 3 ​ ​ 13.82 ​ ​ ​ 14,807 ​ 3 ​ ​ 13.73 ​ ​ ​ 12,948 ​ 2 ​ ​ 13.91 ​ Total Republic Processing Group ​ ​ 22,285 ​ 6 ​ ​ 7.91 ​ ​ ​ 18,695 ​ 6 ​ ​ 7.27 ​ ​ ​ 13,044 ​ 3 ​ ​ 9.06 ​ Total $ 82,130 100 % 1.57 % ​ $ 70,413 100 % 1.56 % ​ $ 64,577 100 % 1.44 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ *See Table 13 in this section of the filing for loan portfolio balances.
Since these factors and management’s assumptions are subject to change, the allocation is not necessarily indicative of future loan portfolio performance or future ACLL allocation. ​ Table 16 — Management’s Allocation of the Allowance for Credit Losses on Loans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2024 December 31, 2023 2022 ​ ​ ​ ​ Percent of Percent of ​ ​ ​ Percent of Percent of ​ ​ ​ Percent of Percent of ​ ​ ​ ​ ​ Loans to ​ ACLL to ​ ​ ​ ​ Loans to ​ ACLL to ​ ​ ​ ​ Loans to ​ ACLL to ​ ​ ​ ​ ​ Total ​ Total ​ ​ ​ ​ Total ​ Total ​ ​ ​ ​ Total ​ Total (in thousands) ACLL ​ Loans* ​ Loan Class ACLL ​ Loans* ​ Loan Class* ACLL ​ Loans* ​ Loan Class* ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Traditional Banking: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential real estate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Owner-occupied $ 10,849 20 % 1.05 % ​ $ 10,337 22 % 0.90 % ​ $ 8,909 21 % 0.98 % Nonowner-occupied 4,140 6 ​ 1.30 ​ ​ 3,047 7 ​ 0.88 ​ ​ 2,831 7 ​ 0.88 ​ Commercial real estate 22,556 34 ​ 1.24 ​ ​ 25,830 33 ​ 1.45 ​ ​ 23,739 36 ​ 1.48 ​ Construction & land development 8,227 4 ​ 3.37 ​ ​ 6,060 4 ​ 2.79 ​ ​ 4,123 3 ​ 2.68 ​ Commercial & industrial ​ ​ 2,527 ​ 8 ​ ​ 0.55 ​ ​ ​ 4,236 ​ 9 ​ ​ 0.91 ​ ​ ​ 3,976 ​ 9 ​ ​ 0.97 ​ Lease financing receivables ​ ​ 1,117 ​ 2 ​ ​ 1.20 ​ ​ ​ 1,061 ​ 2 ​ ​ 1.20 ​ ​ ​ 110 ​ — ​ ​ 1.05 ​ Aircraft ​ ​ 565 ​ 4 ​ ​ 0.25 ​ ​ ​ 625 ​ 5 ​ ​ 0.25 ​ ​ ​ 449 ​ 4 ​ ​ 0.25 ​ Home equity ​ ​ 7,378 ​ 6 ​ ​ 2.09 ​ ​ ​ 5,501 ​ 6 ​ ​ 1.86 ​ ​ ​ 4,628 ​ 5 ​ ​ 1.91 ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit cards ​ ​ 1,379 ​ — ​ ​ 8.38 ​ ​ ​ 1,074 ​ — ​ ​ 6.45 ​ ​ ​ 996 ​ — ​ ​ 6.44 ​ Overdrafts ​ ​ 724 ​ — ​ ​ 73.73 ​ ​ ​ 694 ​ — ​ ​ 100.00 ​ ​ ​ 726 ​ — ​ ​ 100.00 ​ Automobile loans ​ ​ 11 ​ — ​ ​ 0.95 ​ ​ ​ 32 ​ — ​ ​ 1.20 ​ ​ ​ 87 ​ — ​ ​ 1.29 ​ Other consumer ​ ​ 283 ​ — ​ ​ 2.96 ​ ​ ​ 501 ​ — ​ ​ 6.74 ​ ​ ​ 135 ​ — ​ ​ 21.57 ​ Total Traditional Banking ​ ​ 59,756 ​ 84 ​ ​ 1.31 ​ ​ ​ 58,998 ​ 88 ​ ​ 1.28 ​ ​ ​ 50,709 ​ 85 ​ ​ 1.32 ​ Warehouse lines of credit ​ ​ 1,374 ​ 10 ​ ​ 0.25 ​ ​ ​ 847 ​ 6 ​ ​ 0.25 ​ ​ ​ 1,009 ​ 9 ​ ​ 0.25 ​ Total Core Banking ​ ​ 61,130 ​ 94 ​ ​ 1.19 ​ ​ ​ 59,845 ​ 94 ​ ​ 1.21 ​ ​ ​ 51,718 ​ 94 ​ ​ 1.21 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances 9,793 3 ​ 7.06 ​ ​ 3,929 2 ​ 3.81 ​ ​ 3,797 2 ​ 4.00 ​ Other TRS commercial & industrial loans 68 1 ​ 0.13 ​ ​ 61 1 ​ 0.13 ​ ​ 91 1 ​ 0.18 ​ Republic Credit Solutions ​ 20,987 ​ 2 ​ ​ 16.30 ​ ​ ​ 18,295 ​ 3 ​ ​ 13.82 ​ ​ ​ 14,807 ​ 3 ​ ​ 13.73 ​ Total Republic Processing Group ​ ​ 30,848 ​ 6 ​ ​ 9.65 ​ ​ ​ 22,285 ​ 6 ​ ​ 7.91 ​ ​ ​ 18,695 ​ 6 ​ ​ 7.27 ​ Total $ 91,978 100 % 1.69 % ​ $ 82,130 100 % 1.57 % ​ $ 70,413 100 % 1.56 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ *See Table 12 in this section of the filing for loan portfolio balances.
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 decreased $462,000, or 3%, during 2023 compared to 2022, with program fees representing the substantial majority of RCS’s noninterest income.
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.
Total uninsured deposits for the Bank were $1.8 billion, or 35%, of total deposits as of December 31, 2023. The 20 largest non-sweep deposit relationships by taxpayer identification number represented approximately $312 million, or 6%, of the Bank’s total deposit balances as of December 31, 2023.
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.
The following two bullets further segments this impact in the Traditional Bank’s cost of interest-bearing liabilities. ​ o The weighted-average cost of total interest-bearing deposits increased from 0.25 % during 2022 to 1.73 % for 2023.
The following two bullets further segments this impact in the Traditional Bank’s cost of interest-bearing liabilities. ​ 1. The weighted-average cost of total interest-bearing deposits increased from 1.73% during 2023 to 2.67% for 2024. In addition, average interest-bearing deposits increased $579 million from 2023 to 2024.
An analysis of the Provision for 2023 compared 2022 follows: ​ ● For 2023, the Traditional Bank Provision primarily reflected the following: ​ o The Traditional Bank incurred a net charge of $2.7 million during the first quarter of 2023 for the Day-1 Provision associated with the acquired CBank non-PCD loans. ​ o The Traditional Bank recorded approximately $6 .9 million in general formula reserves for $ 550 million of non CBank-related loan growth during 2023.
As of December 31, 2024, the Bank had $4.6 million of broker-related marine loans remaining in its loan portfolio. ​ ● For 2023, the Traditional Bank Provision primarily reflected the following: ​ o The Traditional Bank incurred a net charge of $2.7 million during the first quarter of 2023 for the Day-1 Provision associated with the acquired CBank non-PCD loans. ​ o The Traditional Bank recorded approximately $6.9 million in general formula reserves for $550 million of non CBank-related loan growth during 2023.
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. ​ Table 35 — Liquid Assets and Borrowing Capacity ​ The Company’s liquid assets and borrowing capacity included the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, (in thousands) ​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Cash and cash equivalents ​ ​ $ 316,567 ​ $ 313,689 ​ $ 756,971 Unencumbered debt securities ​ ​ 491,783 ​ 438,052 ​ 219,775 Total liquid assets ​ ​ ​ 808,350 ​ ​ 751,741 ​ ​ 976,746 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Available borrowing capacity with the FHLB ​ ​ 730,265 ​ 899,362 ​ 900,424 Available borrowing capacity through unsecured credit lines ​ ​ 100,000 ​ 125,000 ​ 125,000 Total available borrowing capacity ​ ​ ​ 830,265 ​ ​ 1,024,362 ​ ​ 1,025,424 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total liquid assets and available borrowing capacity ​ ​ $ 1,638,615 ​ $ 1,776,103 ​ $ 2,002,170 ​ The Company had a loan to deposit ratio (excluding wholesale brokered deposits) of 106% as of December 31, 2023 and 107% as of December 31, 2022.
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.
The increase was driven primarily by an increase in fee income from RCS’s LOC II product. ​ RCS’s LOC II loan fees, which are recorded as interest income on loans, increased to $19.3 million during 2023 compared to $8.5 million during 2022.
The increase was driven primarily by an increase in fee income from RCS’s LOC II product. ​ 50 Table of Contents RCS’s LOC II loan fees, which are recorded as interest income on loans, increased $10.1 million during 2024 to $29.4 million, an 52% increase compared to the $19.3 million recorded during 2023.
The following primarily drove the change in noninterest expense: ​ ● Noninterest expense associated with the acquired CBank operations was $ 6.7 million across all categories for 2023, with no such expenses for 2022.
The following primarily drove the change in noninterest expense: ​ ● Noninterest expenses associated with the acquired CBank operations were $4.8 million across all categories for 2024 and $6.7 million for 2023.
Government agencies ​ $ 407,033 ​ $ 411,141 ​ $ 237,459 Private label mortgage-backed security ​ 1,773 ​ 2,127 ​ 2,731 Mortgage-backed securities - residential ​ 154,710 ​ 171,873 ​ 210,749 Collateralized mortgage obligations ​ 21,659 ​ 21,368 ​ 30,294 Corporate bonds ​ 2,020 ​ 10,001 ​ 10,046 Trust preferred security ​ 4,118 ​ 3,855 ​ 3,847 Total available-for-sale debt securities ​ 591,313 ​ 620,365 ​ 495,126 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Held-to-maturity debt securities (amortized cost): ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S.
Government agencies ​ $ 389,086 ​ $ 407,033 ​ $ 411,141 Private label mortgage-backed security ​ 1,550 ​ 1,773 ​ 2,127 Mortgage-backed securities - residential ​ 168,233 ​ 154,710 ​ 171,873 Collateralized mortgage obligations ​ 19,243 ​ 21,659 ​ 21,368 Corporate bonds ​ 2,009 ​ 2,020 ​ 10,001 Trust preferred security ​ 4,034 ​ 4,118 ​ 3,855 Total available-for-sale debt securities ​ 584,155 ​ 591,313 ​ 620,365 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Held-to-maturity debt securities (amortized cost): ​ ​ ​ ​ ​ ​ ​ ​ ​ U.S.
Traditional Banking’s net interest margin was 3.69 % for 2023, an increase of 31 basis points from 2022. ​ ​ The increase in the Traditional Bank’s net interest income during 2023 was primarily attributable to the following factors: ​ ● Traditional Bank average loans grew from $ 3.7 billion with a weighted-average yield of 4.14 % for 2022 to $ 4.2 billion with a weighted average yield of 5.01 % for 2023.
The Traditional Banking’s net interest margin was 3.55% for 2024, an decrease of 15 basis points from 2023. ​ The increase in the Traditional Bank’s net interest income and decrease to the Traditional Bank’s net interest margin during 2024 was primarily attributable to the following factors: ​ ● Traditional Bank average loans grew from $ 4.3 billion with a weighted-average yield of 5.06 % for 2023 to $ 4.6 billion with a weighted average yield of 5.56 % for 2024.
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 0.38% during 2022 to 0.73% during 2023, with net charge-offs increasing $19.6 million and average total Company loans increasing $585 million, or 13%.
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.
These balances were substantially all paid down to $0 during 2023, or alternatively, charged off during 2023. ​ The ACLL for TRS as of December 31, 2023 was substantially all attributable to the $103 million of ERAs originated during December 2023 and the $46 million of Commercial-related loan balances originated during the fourth quarter of 2023.
The December 31, 2023 ERA balances were substantially all paid down to $0 during 2024, or alternatively, charged off during 2024. ​ The ACLL for TRS as of December 31, 2024 was substantially all attributable to the $139 million of ERAs originated during December 2024.
The ACLL as of December 31, 2022 was $3.8 million for $98 million of ERAs originated during December 2022.
The ACLL as of December 31, 2023 was $3.9 million for $103 million of ERAs originated during December 2023.
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. ​ 73 Table of Contents Table 20 — Nonperforming Loan Composition ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 2023 ​ 2022 ​ 2021 ​ ​ ​ ​ ​ ​ 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 $ 15,056 ​ 1.32 % ​ $ 13,388 ​ 1.47 % ​ $ 12,039 ​ 1.47 % ​ Nonowner-occupied 64 ​ 0.02 ​ ​ ​ 117 ​ 0.04 ​ ​ ​ 95 ​ 0.03 ​ ​ Commercial real estate 850 ​ 0.05 ​ ​ ​ 1,001 ​ 0.06 ​ ​ ​ 6,557 ​ 0.45 ​ ​ Construction & land development — ​ — ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ ​ Commercial & industrial 1,221 ​ 0.26 ​ ​ ​ — ​ — ​ ​ ​ 13 ​ 0.00 ​ ​ Lease financing receivables — ​ — ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ ​ Aircraft ​ ​ — ​ — ​ ​ ​ ​ — ​ — ​ ​ ​ ​ — ​ — ​ ​ Home equity 1,948 ​ 0.66 ​ ​ 815 ​ 0.34 ​ ​ 1,700 ​ 0.81 ​ ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit cards ​ ​ — ​ — ​ ​ ​ ​ — ​ — ​ ​ ​ ​ — ​ — ​ ​ Overdrafts ​ ​ — ​ — ​ ​ ​ ​ — ​ — ​ ​ ​ ​ 1 ​ 0.15 ​ ​ Automobile loans ​ ​ 10 ​ 0.38 ​ ​ ​ ​ 31 ​ 0.46 ​ ​ ​ ​ 97 ​ 0.67 ​ ​ Other consumer ​ ​ 1 ​ 0.01 ​ ​ ​ ​ 210 ​ 33.55 ​ ​ ​ ​ 3 ​ 0.21 ​ ​ Total Traditional Banking ​ ​ 19,150 ​ 0.41 ​ ​ ​ ​ 15,562 ​ 0.40 ​ ​ ​ ​ 20,505 ​ 0.59 ​ ​ Warehouse lines of credit — ​ — ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ ​ Total Core Banking ​ ​ 19,150 ​ 0.39 ​ ​ ​ ​ 15,562 ​ 0.37 ​ ​ ​ ​ 20,505 ​ 0.47 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances — ​ — ​ ​ ​ — ​ — ​ ​ ​ — ​ — ​ ​ Other TRS commercial & industrial loans ​ ​ — ​ — ​ ​ ​ ​ — ​ — ​ ​ ​ ​ — ​ — ​ ​ Republic Credit Solutions 1,468 ​ 1.11 ​ ​ ​ 756 ​ 0.70 ​ ​ ​ 47 ​ 0.05 ​ ​ Total Republic Processing Group 1,468 ​ 0.52 ​ ​ ​ 756 ​ 0.29 ​ ​ ​ 47 ​ 0.03 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total nonperforming loans $ 20,618 ​ 0.39 ​ ​ ​ $ 16,318 ​ 0.36 ​ ​ ​ $ 20,552 ​ 0.46 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ 74 Table of Contents Table 21 — Stratification of Nonperforming Loans ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Number of Nonperforming Loans and Recorded Investment ​ ​ ​ ​ ​ ​ Balance ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ Balance ​ ​ ​ ​ > $100 & ​ ​ ​ ​ Balance ​ ​ ​ ​ Total (dollars in thousands) ​ No. ​ ​ ​ No. ​ ​ ​ No. ​ > $500 ​ ​ No. ​ Balance ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Traditional Banking: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Residential real estate: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Owner-occupied 125 ​ $ 4,569 ​ 45 ​ $ 7,200 ​ 3 ​ $ 3,287 ​ 173 ​ $ 15,056 ​ Nonowner-occupied 3 ​ 64 ​ — ​ — ​ — ​ — ​ 3 ​ 64 ​ Commercial real estate — ​ — ​ 1 ​ 191 ​ 1 ​ 659 ​ 2 ​ 850 ​ Construction & land development — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Commercial & industrial 2 ​ 61 ​ 1 ​ 339 ​ 1 ​ 821 ​ 4 ​ 1,221 ​ Lease financing receivables — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Aircraft ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Home equity 36 ​ 1,236 ​ 3 ​ 712 ​ — ​ — ​ 39 ​ 1,948 ​ Consumer: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Credit cards — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Overdrafts ​ NM ​ — ​ — ​ — ​ — ​ — ​ NM ​ — ​ Automobile loans ​ 3 ​ 10 ​ — ​ — ​ — ​ — ​ 3 ​ 10 ​ Other consumer ​ 1 ​ ​ 1 ​ ​ — ​ — ​ ​ — ​ ​ — ​ ​ 1 ​ 1 ​ Total Traditional Banking ​ 170 ​ ​ 5,941 ​ ​ 50 ​ ​ 8,442 ​ ​ 5 ​ ​ 4,767 ​ ​ 225 ​ ​ 19,150 ​ Warehouse lines of credit — ​ — ​ — ​ — ​ — ​ — ​ — ​ — ​ Total Core Banking ​ 170 ​ ​ 5,941 ​ ​ 50 ​ ​ 8,442 ​ ​ 5 ​ ​ 4,767 ​ ​ 225 ​ ​ 19,150 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Tax Refund Solutions: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Refund Advances ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ — ​ Other TRS commercial & industrial loans ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ — ​ Republic Credit Solutions ​ NM ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,468 ​ ​ NM ​ 1,468 ​ Total Republic Processing Group ​ NM ​ ​ — ​ ​ — ​ ​ — ​ ​ — ​ ​ 1,468 ​ ​ NM ​ ​ 1,468 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total 170 ​ $ 5,941 ​ 50 ​ $ 8,442 ​ 5 ​ $ 6,235 ​ 225 ​ $ 20,618 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ NM – Not meaningful.
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.
Government agencies ​ 65,000 ​ 75,000 ​ — Mortgage backed securities - residential ​ 25 ​ 27 ​ 46 Collateralized mortgage obligations ​ 6,386 ​ 7,270 ​ 9,080 Corporate bonds ​ ​ 4,976 ​ ​ 4,964 ​ ​ 34,928 Obligations of state and political subdivisions ​ — ​ 125 ​ 245 Total held-to-maturity debt securities ​ 76,387 ​ 87,386 ​ 44,299 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity securities with a readily determinable fair value (fair value): ​ ​ ​ ​ ​ ​ ​ ​ ​ Freddie Mac preferred stock ​ 174 ​ 111 ​ 170 Community Reinvestment Act mutual fund ​ — ​ — ​ 2,450 Total equity securities with a readily determinable fair value ​ ​ 174 ​ ​ 111 ​ ​ 2,620 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total investment securities ​ $ 667,874 ​ $ 707,862 ​ $ 542,045 ​ AFS debt securities primarily consists of U.S.
Government agencies ​ — ​ 65,000 ​ 75,000 Mortgage backed securities - residential ​ 23 ​ 25 ​ 27 Collateralized mortgage obligations ​ 5,756 ​ 6,386 ​ 7,270 Corporate bonds ​ ​ 4,999 ​ ​ 4,976 ​ ​ 4,964 Obligations of state and political subdivisions ​ — ​ — ​ 125 Total held-to-maturity debt securities ​ 10,778 ​ 76,387 ​ 87,386 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Equity securities with a readily determinable fair value (fair value): ​ ​ ​ ​ ​ ​ ​ ​ ​ Freddie Mac preferred stock ​ 693 ​ 174 ​ 111 Total equity securities with a readily determinable fair value ​ ​ 693 ​ ​ 174 ​ ​ 111 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total investment securities ​ $ 595,626 ​ $ 667,874 ​ $ 707,862 ​ AFS debt securities primarily consists of U.S.
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, 2023 ​ Year Ended December 31, 2022 ​ ​ Compared to ​ Compared to ​ ​ Year Ended December 31, 2022 ​ Year Ended December 31, 2021 ​ ​ 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 ​ $ (1,952) ​ $ (13,395) ​ $ 11,443 ​ $ 10,262 ​ $ (102) ​ $ 10,364 ​ Investment securities, including FHLB stock ​ ​ 9,758 ​ ​ 1,961 ​ ​ 7,797 ​ ​ 4,033 ​ ​ 1,799 ​ ​ 2,234 ​ TRS Refund Advance loans ​ ​ 18,091 ​ ​ 20,337 ​ ​ (2,246) ​ ​ 1,279 ​ ​ 922 ​ ​ 357 ​ RCS LOC products ​ ​ 9,337 ​ ​ 6,538 ​ ​ 2,799 ​ ​ 7,973 ​ ​ 7,844 ​ ​ 129 ​ Other RPG loans ​ 2,992 ​ 1,270 ​ 1,722 ​ (247) ​ (615) ​ 368 ​ Outstanding Warehouse lines of credit ​ ​ 8,344 ​ ​ (5,587) ​ ​ 13,931 ​ ​ (5,818) ​ ​ (9,510) ​ ​ 3,692 ​ All other Core Bank loans ​ 65,309 ​ 28,502 ​ 36,807 ​ (1,704) ​ (7,506) ​ 5,802 ​ Net change in interest income ​ 111,879 ​ 39,626 ​ 72,253 ​ 15,778 ​ (7,168) ​ 22,946 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest expense: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Transaction accounts ​ 9,627 ​ (254) ​ 9,881 ​ 1,613 ​ 29 ​ 1,584 ​ Money market accounts ​ 19,150 ​ 272 ​ 18,878 ​ 1,615 ​ (3) ​ 1,618 ​ Time deposits ​ 6,046 ​ 763 ​ 5,283 ​ (989) ​ (679) ​ (310) ​ Reciprocal money market and time deposits ​ ​ 7,385 ​ 1,287 ​ 6,098 ​ ​ (497) ​ (460) ​ (37) ​ Brokered deposits ​ ​ 2,516 ​ ​ 2,516 ​ ​ — ​ ​ (24) ​ ​ (24) ​ ​ — ​ SSUARs and other short-term borrowings ​ 177 ​ (271) ​ 448 ​ 334 ​ 10 ​ 324 ​ Federal Home Loan Bank advances ​ 14,891 ​ 13,125 ​ 1,766 ​ 282 ​ (20) ​ 302 ​ Subordinated note ​ ​ — ​ ​ — ​ ​ — ​ ​ (507) ​ ​ (507) ​ ​ — ​ Net change in interest expense ​ 59,792 ​ 17,438 ​ 42,354 ​ 1,827 ​ (1,654) ​ 3,481 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net change in net interest income ​ $ 52,087 ​ $ 22,188 ​ $ 29,899 ​ $ 13,951 ​ $ (5,514) ​ $ 19,465 ​ 56 Table of Contents Provision ​ Total Company Provision was a net charge of $47.6 million for 2023 compared to a net charge of $22.3 million for 2022. ​ The following were the most significant components comprising the Company’s Provision by reportable segment: ​ Traditional Banking segment ​ The Traditional Banking Provision during 2023 was a net charge of $8.7 million compared to a net charge of $1.4 million for 2022.
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.
As a result, the impact of rising interest rates to RCS would be negative to the segment’s financial results, although the exact amount of the negative impact would depend on the overall volume and mix of loans it generates. ​ ​ ​ ​ 54 Table of Contents Table 3 presents the average balance sheets for the years ended December 31, 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 3 — Total Company Average Balance Sheets and Interest Rates ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years Ended December 31, ​ ​ ​ ​ 2023 ​ 2022 ​ 2021 ​ ​ 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 ​ ​ $ 183,647 ​ $ 9,418 5.13 % $ 738,399 ​ $ 11,370 1.54 % $ 806,811 ​ $ 1,108 0.14 % Investment securities, including FHLB stock (a) ​ ​ ​ 772,104 ​ ​ 21,497 2.78 ​ ​ 671,858 ​ ​ 11,739 1.75 ​ ​ 555,599 ​ ​ 7,706 1.39 ​ TRS Refund Advance loans (b) ​ ​ ​ 73,255 ​ ​ 32,572 ​ 44.46 ​ ​ 28,085 ​ ​ 14,481 ​ 51.56 ​ ​ 26,283 ​ ​ 13,202 ​ 50.23 ​ RCS LOC products (b) ​ ​ ​ 35,486 ​ ​ 36,655 ​ 103.29 ​ ​ 28,986 ​ ​ 27,318 ​ 94.25 ​ ​ 20,662 ​ ​ 19,345 ​ 93.63 ​ Other RPG loans (c) (f) ​ ​ 115,691 ​ 8,736 7.55 ​ 96,538 ​ 5,744 5.95 ​ 107,129 ​ ​ 5,991 5.59 ​ Outstanding Warehouse lines of credit (d) (f) ​ ​ ​ 396,629 ​ ​ 29,695 ​ 7.49 ​ ​ 510,417 ​ ​ 21,351 ​ 4.18 ​ ​ 747,840 ​ ​ 27,169 ​ 3.63 ​ All other Core Bank loans (e) (f) ​ ​ 4,302,154 ​ 217,490 5.06 ​ 3,674,407 ​ 152,181 4.14 ​ 3,617,363 ​ ​ 153,885 4.25 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total interest-earning assets ​ ​ 5,878,966 ​ 356,063 6.06 ​ 5,748,690 ​ 244,184 4.25 ​ 5,881,687 ​ 228,406 3.88 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Allowance for credit losses ​ ​ (82,230) ​ ​ ​ ​ ​ ​ (67,951) ​ ​ ​ ​ ​ ​ (66,481) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Noninterest-earning assets: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Noninterest-earning cash and cash equivalents ​ ​ 150,785 ​ ​ ​ ​ ​ ​ 186,636 ​ ​ ​ ​ ​ ​ 167,556 ​ ​ ​ ​ ​ ​ Premises and equipment, net ​ ​ 33,544 ​ ​ ​ ​ ​ ​ 33,892 ​ ​ ​ ​ ​ ​ 38,428 ​ ​ ​ ​ ​ ​ Bank owned life insurance ​ ​ 102,750 ​ ​ ​ ​ ​ ​ 100,452 ​ ​ ​ ​ ​ ​ 91,329 ​ ​ ​ ​ ​ ​ Other assets (a) ​ ​ 212,228 ​ ​ ​ ​ ​ ​ 167,251 ​ ​ ​ ​ ​ ​ 189,339 ​ ​ ​ ​ ​ ​ Total assets ​ ​ $ 6,296,043 ​ ​ ​ ​ ​ ​ $ 6,168,970 ​ ​ ​ ​ ​ ​ $ 6,301,858 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ LIABILITIES AND STOCKHOLDERS’ EQUITY ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Interest-bearing liabilities: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Transaction accounts ​ ​ $ 1,500,975 ​ $ 11,602 0.77 % $ 1,696,809 ​ $ 1,974 0.12 % $ 1,580,570 ​ $ 361 0.02 % Money market accounts ​ ​ 874,332 ​ 21,150 2.42 ​ 779,457 ​ 2,000 0.26 ​ 784,777 ​ ​ 385 0.05 ​ Time deposits ​ ​ 298,313 ​ 8,681 2.91 ​ 240,701 ​ 2,636 1.10 ​ 300,784 ​ ​ 3,625 1.21 ​ Reciprocal money market and time deposits ​ ​ ​ 203,993 ​ ​ 7,532 ​ 3.69 ​ ​ 55,042 ​ ​ 147 ​ 0.27 ​ ​ 226,503 ​ ​ 644 ​ 0.28 ​ Brokered deposits ​ ​ 47,078 ​ 2,516 5.34 ​ — ​ ​ — — ​ 30,863 ​ ​ 24 0.08 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total interest-bearing deposits ​ ​ 2,924,691 ​ 51,481 1.76 ​ 2,772,009 ​ 6,757 0.24 ​ 2,923,497 ​ 5,039 0.17 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ SSUARs and other short-term borrowings ​ ​ 134,632 ​ 574 0.43 ​ 265,188 ​ 397 0.15 ​ 231,430 ​ 63 0.03 ​ Federal Home Loan Bank advances and other long-term borrowings ​ ​ 325,678 ​ 15,230 4.68 ​ 21,233 ​ 339 1.60 ​ 29,479 ​ 57 0.19 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total interest-bearing liabilities ​ ​ 3,385,001 ​ 67,285 1.99 ​ 3,058,430 ​ 7,493 0.24 ​ 3,215,138 ​ 5,666 0.18 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Noninterest-bearing liabilities and Stockholders’ equity: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Noninterest-bearing deposits ​ ​ 1,880,471 ​ ​ ​ ​ ​ ​ 2,148,848 ​ ​ ​ ​ ​ ​ 2,129,222 ​ ​ ​ ​ ​ ​ Other liabilities ​ ​ 135,882 ​ ​ ​ ​ ​ ​ 108,965 ​ ​ ​ ​ ​ ​ 112,466 ​ ​ ​ ​ ​ ​ Stockholders’ equity ​ ​ 894,689 ​ ​ ​ ​ ​ ​ 852,727 ​ ​ ​ ​ ​ ​ 845,032 ​ ​ ​ ​ ​ ​ Total liabilities and stockholders’ equity ​ ​ $ 6,296,043 ​ ​ ​ ​ ​ ​ $ 6,168,970 ​ ​ ​ ​ ​ ​ $ 6,301,858 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net interest income ​ ​ ​ ​ ​ $ 288,778 ​ ​ ​ ​ ​ ​ $ 236,691 ​ ​ ​ ​ ​ ​ $ 222,740 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net interest spread ​ ​ ​ ​ ​ ​ ​ 4.07 % ​ ​ ​ ​ ​ 4.01 % ​ ​ ​ ​ ​ 3.70 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net interest margin ​ ​ ​ ​ ​ ​ ​ 4.91 % ​ ​ ​ ​ ​ 4.12 % ​ ​ ​ ​ ​ 3.79 % ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (a) For the purpose of this calculation, the fair market value adjustment on debt securities is included as a component of other assets.
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 Company carried $104 million and $102 million of BOLI on its consolidated balance sheet as of December 31, 2023 and 2022. ​ Table 29 — Rollforward of Bank Owned Life Insurance ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, (in thousands) 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ BOLI at beginning of period ​ $ 101,687 ​ $ 99,161 ​ $ 68,018 BOLI acquired ​ — ​ — ​ 30,000 Death benefits paid from cash surrender value ​ ​ (490) ​ ​ — ​ ​ (1,099) Increase in cash surrender value ​ 2,719 ​ 2,526 ​ 2,242 BOLI at end of period ​ $ 103,916 ​ $ 101,687 ​ $ 99,161 ​ 79 Table of Contents Deposits ​ Table 30 — Deposit Composition ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) ​ 2023 2022 2021 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Core Bank: ​ ​ ​ ​ ​ ​ ​ ​ ​ Demand ​ $ 1,158,051 ​ $ 1,336,082 ​ $ 1,381,522 Money market accounts ​ 1,007,356 ​ 707,272 ​ 789,876 Savings ​ 263,238 ​ 323,015 ​ 311,624 Reciprocal money market ​ 188,078 ​ 28,635 ​ 60,685 Individual retirement accounts (1) ​ 33,793 ​ 38,640 ​ 43,724 Time deposits, $250 and over (1) ​ 101,787 ​ 54,855 ​ 81,050 Other certificates of deposit (1) ​ 225,614 ​ 129,324 ​ 154,174 Reciprocal time deposits (1) ​ ​ 90,857 ​ ​ 7,405 ​ ​ 17,265 Wholesale brokered deposits (1) ​ 88,767 ​ — ​ — Total Core Bank interest-bearing deposits ​ ​ 3,157,541 ​ ​ 2,625,228 ​ ​ 2,839,920 Total Core Bank noninterest-bearing deposits ​ 1,239,466 ​ 1,464,493 ​ 1,579,171 Total Core Bank deposits ​ 4,397,007 ​ 4,089,721 ​ 4,419,091 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ Wholesale brokered deposits (1) ​ ​ 199,960 ​ ​ — ​ ​ — Money market accounts ​ ​ 18,664 ​ ​ 3,849 ​ ​ 9,717 Total RPG interest-bearing deposits ​ ​ 218,624 ​ ​ 3,849 ​ ​ 9,717 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Noninterest-bearing prepaid card deposits ​ ​ 318,769 ​ ​ 328,655 ​ ​ 320,907 Other noninterest-bearing deposits ​ ​ 118,763 ​ ​ 115,620 ​ ​ 89,601 Total RPG noninterest-bearing deposits ​ ​ 437,532 ​ ​ 444,275 ​ ​ 410,508 Total RPG deposits ​ ​ 656,156 ​ ​ 448,124 ​ ​ 420,225 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total deposits ​ $ 5,053,163 ​ $ 4,537,845 ​ $ 4,839,316 (1) Represents time deposits. ​ Total deposits increased $515 million from December 31, 2022 to $5.1 billion as of December 31, 2023.
The Company carried $107 million and $104 million of BOLI on its consolidated balance sheet as of December 31, 2024 and 2023. ​ Table 27 — Rollforward of Bank Owned Life Insurance ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Years ended December 31, (in thousands) 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ BOLI at beginning of period ​ $ 103,916 ​ $ 101,687 ​ $ 99,161 BOLI acquired ​ — ​ — ​ — Death benefits paid from cash surrender value ​ ​ — ​ ​ (490) ​ ​ — Increase in cash surrender value ​ 3,208 ​ 2,719 ​ 2,526 BOLI at end of period ​ $ 107,124 ​ $ 103,916 ​ $ 101,687 ​ 77 Table of Contents Deposits ​ Table 28 — Deposit Composition ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) ​ 2024 2023 2022 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Core Bank: ​ ​ ​ ​ ​ ​ ​ ​ ​ Demand ​ $ 1,166,517 ​ $ 1,158,051 ​ $ 1,336,082 Money market accounts ​ 1,295,024 ​ 1,007,356 ​ 707,272 Savings ​ 238,596 ​ 263,238 ​ 323,015 Reciprocal money market ​ 212,033 ​ 188,078 ​ 28,635 Individual retirement accounts (1) ​ 34,543 ​ 33,793 ​ 38,640 Time deposits, $250 and over (1) ​ 129,593 ​ 101,787 ​ 54,855 Other certificates of deposit (1) ​ 239,643 ​ 225,614 ​ 129,324 Reciprocal time deposits (1) ​ ​ 80,016 ​ ​ 90,857 ​ ​ 7,405 Wholesale brokered deposits (1) ​ 87,285 ​ 88,767 ​ — Total Core Bank interest-bearing deposits ​ ​ 3,483,250 ​ ​ 3,157,541 ​ ​ 2,625,228 Total Core Bank noninterest-bearing deposits ​ 1,123,208 ​ 1,239,466 ​ 1,464,493 Total Core Bank deposits ​ 4,606,458 ​ 4,397,007 ​ 4,089,721 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Republic Processing Group: ​ ​ ​ ​ ​ ​ ​ ​ ​ Wholesale brokered deposits (1) ​ ​ 199,964 ​ ​ 199,960 ​ ​ — Interest-bearing prepaid card deposits ​ ​ 296,921 ​ ​ — ​ ​ — Money market accounts ​ ​ 22,647 ​ ​ 18,664 ​ ​ 3,849 Total RPG interest-bearing deposits ​ ​ 519,532 ​ ​ 218,624 ​ ​ 3,849 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Noninterest-bearing prepaid card deposits ​ ​ 2,842 ​ ​ 318,769 ​ ​ 328,655 Other noninterest-bearing deposits ​ ​ 81,714 ​ ​ 118,763 ​ ​ 115,620 Total RPG noninterest-bearing deposits ​ ​ 84,556 ​ ​ 437,532 ​ ​ 444,275 Total RPG deposits ​ ​ 604,088 ​ ​ 656,156 ​ ​ 448,124 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total deposits ​ $ 5,210,546 ​ $ 5,053,163 ​ $ 4,537,845 (1) Represents time deposits. ​ Total deposits increased $157 million from December 31, 2023 to $5.2 billion as of December 31, 2024.
Total Company net interest margin expanded to 4.91% during 2023 compared to 4.12% for 2022. ​ The following were the most significant components affecting the Company’s net interest income by reportable segment: ​ Traditional Banking segment ​ The Traditional Banking’s net interest income increased $23.0 million, or 13%, for 2023 compared to 2022.
The Total Company net interest margin declined to 4.85% during 2024 compared to 4.91% for 2023. ​ The following were the most significant components affecting the Company’s net interest income by reportable segment: ​ 48 Table of Contents Traditional Banking segment ​ The Traditional Banking’s net interest income increased $8.3 million, or 4%, for 2024 compared to 2023.

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