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What changed in TRICO BANCSHARES /'s 10-K — 2024 vs 2025

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

+305 added−303 removedSource: 10-K (2026-03-02) vs 10-K (2025-03-03)

Top changes in TRICO BANCSHARES /'s 2025 10-K

305 paragraphs added · 303 removed · 219 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

50 edited+20 added−19 removed125 unchanged
Biggest changeThe primary source of funds for payment of dividends by TriCo to its shareholders has been and will be the receipt of dividends. TriCo’s ability to receive dividends from the Bank is limited by applicable state and federal law.
Biggest changeWith certain exceptions, the value of stock repurchased is determined net of stock issued in the year, including shares issued pursuant to compensatory arrangements. 4 TriCo Bancshares 2025 10-K Table of Contents The primary source of funds for payment of dividends by TriCo to its shareholders has been and will be the receipt of dividends.
Brokerage services are provided at the Bank’s offices by Tri Counties Wealth Management Advisors through the Bank’s arrangement with Raymond James Financial Services, Inc., an independent financial services provider and broker-dealer. The Bank offers a variety of banking and financial services to both personal, small business and commercial customers.
Brokerage and wealth management services are provided at the Bank’s offices by Tri Counties Advisors through the Bank’s arrangement with Raymond James Financial Services, Inc., an independent financial services provider and broker-dealer. The Bank offers a variety of banking and financial services to both personal, small business and commercial customers.
For more information regarding the trust preferred securities please refer to “Note 14 – Junior Subordinated Debt” to the consolidated financial statements at Part II, Item 8 of this report. Additional Information Our executive offices are located at 63 Constitution Drive, Chico, California 95973, and our telephone number is (530) 898-0300.
For more information regarding the trust preferred securities please refer to “Note 14 – Junior Subordinated Debt” to the consolidated financial statements within Part II, Item 8 of this report. Additional Information Our executive offices are located at 63 Constitution Drive, Chico, California 95973, and our telephone number is (530) 898-0300.
To compete effectively, the Bank relies substantially on local promotional activity, personal contacts by its officers, directors, employees and shareholders, extended hours, personalized service and its reputation in the communities it services. Regulation and Supervision General The Company and the Bank are subject to extensive regulation under both federal and state law affecting most aspects of our operations.
To compete effectively, the Bank relies substantially on local promotional activity, personal contacts by its officers, directors, employees and shareholders, extended hours, personalized service and its reputation in the communities it service. Regulation and Supervision General The Company and the Bank are subject to extensive regulation under both federal and state law affecting most aspects of our operations.
Copies of our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to these reports are available free of charge through the investors relations page of our website, www.tcbk.com/about/investor-relations , as soon as reasonably practicable after the Company files these reports with the U.S. Securities and Exchange Commission (“SEC”).
Copies of our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments to these reports are available free of charge through the investor relations page of our website, www.tcbk.com/about/investor-relations , as soon as reasonably practicable after the Company files these reports with the U.S. Securities and Exchange Commission (“SEC”).
We are subject to the capital framework for U.S. banking organizations known as Basel III. Basel III defines several measures of capital and establishes capital ratios based on a banking organizations levels of capital relative to risk-weighted assets.
We are subject to the capital framework for U.S. banking organizations known as Basel III. Basel III defines several measures of capital and establishes capital ratios based on a banking organization's levels of capital relative to risk-weighted assets.
In addition, the Bank’s ability to pay dividends may be limited if the Bank fails to maintain an adequate capital conservation buffer. See “Regulatory Capital Requirements.” The FRB, FDIC and the DPFI have authority to prohibit a bank holding company or a bank from engaging in practices which are considered to be unsafe and unsound.
In addition, the Bank’s ability to pay dividends may be limited if the Bank fails to maintain an adequate capital conservation buffer. See “Regulatory Capital Requirements.” The FRB, FDIC and the DFPI have authority to prohibit a bank holding company or a bank from engaging in practices which are considered to be unsafe and unsound.
We believe that we were in compliance with the requirements of the Basel III capital rules applicable to us as of December 31, 2024. For a discussion of the regulatory capital requirements, see “Note 26 – Regulatory Matters” to the consolidated financial statements at Part II, Item 8 of this report.
We believe that we were in compliance with the requirements of the Basel III capital rules applicable to us as of December 31, 2025. For a discussion of the regulatory capital requirements, see “Note 26 – Regulatory Matters” to the consolidated financial statements at Part II, Item 8 of this report.
In addition, banks are required to adopt a customer identification program, performing ongoing customer due diligence to understand the nature and purpose of customer relationships for the purpose of developing customer risk profiles and file reports regarding known or suspected violations of federal law or suspicious transactions.
In addition, banks are required to adopt a customer identification program, performing ongoing customer due diligence to understand the nature and purpose of customer relationships for the purpose of developing customer risk profiles and filing reports regarding known or suspected violations of federal law or suspicious transactions.
However, with the prior approval of the Commissioner of the DPFI, a bank may pay cash dividends in an amount not to exceed the greatest of the: (1) retained earnings of the bank; (2) net income of the bank for its last fiscal year; or (3) net income of the bank for its current fiscal year.
However, with the prior approval of the Commissioner of the DFPI, a bank may pay cash dividends in an amount not to exceed the greatest of the: (1) retained earnings of the bank; (2) net income of the bank for its last fiscal year; or (3) net income of the bank for its current fiscal year.
The program must, at a minimum: (1) provide for a system of internal controls to assure ongoing compliance; (2) provide for independent testing for compliance; (3) designate an individual responsible for coordinating and monitoring day-to-day compliance; and (4) provide training fo r appropriate personnel.
The program must, at a minimum: (1) provide for a system of internal controls to assure ongoing compliance; (2) provide for independent testing for compliance; (3) designate an individual responsible for coordinating and monitoring day-to-day compliance; and (4) provide training for appropriate personnel.
Consumer Protection Laws and Supervision The Bank is subject to many federal consumer protection statutes and regulations, some of which are discussed below. • The Equal Credit Opportunity Act generally prohibits discrimination in any credit transaction, whether for consumer or business purposes, on the basis of race, color, religion, national origin, sex, marital status, age (except in limited circumstances), receipt of income from public assistance programs, or good faith exercise of any rights under the Consumer Credit Protection Act. • The Truth-in-Lending Act is designed to ensure that credit terms are disclosed in a meaningful way so that consumers may compare credit terms more readily and knowledgeably. • The Fair Housing Act regulates many practices, including making it unlawful for any lender to discriminate in its housing-related lending activities against any person because of race, color, religion, national origin, sex, handicap or familial status. • The Home Mortgage Disclosure Act, which includes a “fair lending” aspect, requires the collection and disclosure of data about applicant and borrower characteristics as a way of identifying possible discriminatory lending patterns and enforcing anti-discrimination statutes. 5 TriCo Bancshares 2024 10-K T a ble of Contents • The Real Estate Settlement Procedures Act requires lenders to provide borrowers with disclosures regarding the nature and cost of real estate settlements and prohibits certain abusive practices, such as kickbacks, and places limitations on the amount of escrow accounts.
Consumer Protection Laws and Supervision The Bank is subject to many federal consumer protection statutes and regulations, some of which are discussed below. • The Equal Credit Opportunity Act generally prohibits discrimination in any credit transaction, whether for consumer or business purposes, on the basis of race, color, religion, national origin, sex, marital status, age (except in limited circumstances), receipt of income from public assistance programs, or good faith exercise of any rights under the Consumer Credit Protection Act. • The Truth-in-Lending Act is designed to ensure that credit terms are disclosed in a meaningful way so that consumers may compare credit terms more readily and knowledgeably. • The Fair Housing Act regulates many practices, including making it unlawful for any lender to discriminate in its housing-related lending activities against any person because of race, color, religion, national origin, sex, handicap or familial status. • The Home Mortgage Disclosure Act, which includes a “fair lending” aspect, requires the collection and disclosure of data about applicant and borrower characteristics as a way of identifying possible discriminatory lending patterns and enforcing anti-discrimination statutes. • The Real Estate Settlement Procedures Act requires lenders to provide borrowers with disclosures regarding the nature and cost of real estate settlements and prohibits certain abusive practices, such as kickbacks, and places limitations on the amount of escrow accounts.
However, if the DPFI finds that the shareholders’ equity of the bank is not adequate or that the payment of a dividend would be unsafe or unsound, the Commissioner may order the bank not to pay a dividend to shareholders.
However, if the DFPI finds that the shareholders’ equity of the bank is not adequate or that the payment of a dividend would be unsafe or unsound, the Commissioner may order the bank not to pay a dividend to shareholders.
Any such data provider is also required to make such data available to third parties, with the consumer’s express authorization and through an interface that satisfies formatting, performance, and security standards, for the purpose of such third parties providing the consumer with financial products or services requested by the consumer.
Any such data provider also has to make such data available to third parties, with the consumer’s express authorization and through an interface that satisfies formatting, performance and security standards, for the purpose of such third parties providing the consumer with financial products or services requested by the consumer.
The CFPB’ rules and policies have impacted, and will continue to impact, the business practices of mortgage lenders, including the Bank.
The CFPB’s rules and policies have impacted, and will continue to impact, the business practices of mortgage lenders, including the Bank.
At December 31, 2024, the Company had $9.7 billion in total assets. See the Risk Factors section for a discussion of some of the risks the Bank will encounter when it exceeds $10 billion in assets as of a December 31 annual measurement date.
At December 31, 2025, the Company had $9.8 billion in total assets. See the Risk Factors section for a discussion of some of the risks the Bank will encounter when it exceeds $10 billion in assets as of a December 31 annual measurement date.
The information on our website is not part this annual report. Tri Counties Bank The Bank was organized in 1975 and had total assets of approximately $9.7 billion at December 31, 2024.
The information on our website is not part of this annual report. Tri Counties Bank The Bank was organized in 1975 and had total assets of approximately $9.8 billion at December 31, 2025.
Institutions classified in one of the three undercapitalized categories are subject to certain mandatory and discretionary supervisory actions, which include increased monitoring and review, implementation of capital restoration plans, asset growth restrictions, limitations upon expansion and new business activities, requirements to augment capital, restrictions upon deposit gathering and interest rates, replacement of senior executive officers and directors, and requiring divestiture or sale of the institution.
Institutions classified in one of the three undercapitalized categories are 7 TriCo Bancshares 2025 10-K Table of Contents subject to certain mandatory and discretionary supervisory actions, which include increased monitoring and review, implementation of capital restoration plans, asset growth restrictions, limitations upon expansion and new business activities, requirements to augment capital, restrictions upon deposit gathering and interest rates, replacement of senior executive officers and directors, and requiring divestiture or sale of the institution.
Under Basel III, the Company (on a consolidated basis) and the Bank are each subject to the following minimum capital ratios: (1) common equity Tier 1 capital or “CET1” to risk‑weighted assets of 4.5%; (2) Tier 1 capital (that is, CET1 plus Additional Tier 1 capital) to risk‑weighted assets of 6.0%; (3) Total capital (that is, Tier 1 capital plus Tier 2 capital) to risk‑weighted assets of 8%; and (4) a leverage ratio (Tier 1 7 TriCo Bancshares 2024 10-K T a ble of Contents capital to average consolidated assets as reported on regulatory financial statements) of 4.0%.
Under Basel III, the Company (on a consolidated basis) and the Bank are each subject to the following minimum capital ratios: (1) common equity Tier 1 capital or “CET1” to risk‑weighted assets of 4.5%; (2) Tier 1 capital (that is, CET1 plus Additional Tier 1 capital) to risk‑weighted assets of 6.0%; (3) Total capital (that is, Tier 1 capital plus Tier 2 capital) to risk‑weighted assets of 8%; and (4) a leverage ratio (Tier 1 capital to average consolidated assets as reported on regulatory financial statements) of 4.0%.
Dividends, Distributions and Stock Repurchases 4 TriCo Bancshares 2024 10-K T a ble of Contents A California corporation such as TriCo may make a distribution to its shareholders to the extent that either the corporation’s retained earnings meet or exceed the amount of the proposed distribution or the value of the corporation’s assets exceed the amount of its liabilities plus the amount of shareholders preferences, if any, and certain other conditions are met.
Dividends, Distributions and Stock Repurchases A California corporation such as TriCo may make a distribution to its shareholders to the extent that either the corporation’s retained earnings meet or exceed the amount of the proposed distribution or the value of the corporation’s assets exceed the amount of its liabilities plus the amount of shareholders preferences, if any, and certain other conditions are met.
During 2024, our team members logged more than 11,000 volunteer hours, supporting more than 350 organizations, and almost 4,700 of those hours were for the benefit of community development efforts to support programs and services to low- or moderate-income communities. We strive to have a workforce that reflects the communities we serve and continue to promote diversity in leadership roles.
During 2025, our team members logged more than 10,100 volunteer hours, supporting more than 350 organizations, and approximately 4,500 of those hours were for the benefit of community development efforts to support programs and services to low- or moderate-income communities. We strive to have a workforce that reflects the communities we serve and continue to promote diversity in leadership roles.
The CCPA gives consumers the right to request disclosure of information collected about them, and whether that 6 TriCo Bancshares 2024 10-K T a ble of Contents information has been sold or shared with others, the right to request deletion of personal information (subject to certain exceptions), the right to opt out of the sale of the consumer’s personal information, and the right not to be discriminated against for exercising these rights.
The CCPA gives consumers the right to request disclosure of information collected about them, and whether that information has been sold or shared with others, the right to request deletion of personal information (subject to certain exceptions), the right to opt out of the sale of the consumer’s personal information, and the right not to be discriminated against for exercising these rights.
In that regard, our culture is designed to promote our commitment to improving the livelihood of our employees and guides us in making decisions throughout the Company. Our culture adheres to TriCo’s values of trust, respect, integrity, communication and opportunity.
In that regard, our culture is designed to promote our commitment to improving 2 TriCo Bancshares 2025 10-K Table of Contents the livelihood of our employees and guides us in making decisions throughout the Company. Our culture adheres to TriCo’s values of trust, respect, integrity, communication and opportunity.
In October 2024, the CFPB issued a final rule that requires a provider of payment accounts or products, such as a bank, to make data available to consumers, free upon request, regarding the products or services they obtain from the provider.
On October 22, 2024, the CFPB finalized a new rule that requires a provider of payment accounts or products, such as a bank, to make data available to consumers upon request regarding the products or services they obtain from the provider.
As of December 31, 2024, our C&D concentration as a percentage of capital totaled 22.2% and our CRE concentration, net of owner-occupied loans, as a percentage of capital totaled 296.2% Bank Secrecy Act / Anti-Money Laundering The Bank Secrecy Act of 1970 and the USA Patriot Act of 2001 require financial institutions to develop policies, procedures, and practices to prevent and deter money laundering ("BSA/AML"), and mandate that every bank have a written, board-approved program that is reasonably designed to assure and monitor compliance with the BSA/AML laws.
As of December 31, 2025, our C&D concentration as a percentage of capital totaled 21.5% and our CRE concentration, net of owner-occupied loans, as a percentage of capital totaled 188.6% Bank Secrecy Act / Anti-Money Laundering The Bank Secrecy Act of 1970 and the USA Patriot Act of 2001 require financial institutions to develop policies, procedures, and practices to prevent and deter money laundering ("BSA/AML"), and mandate that every bank have a written, board-approved program that is reasonably 8 TriCo Bancshares 2025 10-K Table of Contents designed to assure and monitor compliance with the BSA/AML laws.
Financial institutions are expected to comply with such guidance and standards and to accordingly develop appropriate security controls and risk management processes. If we fail to observe such regulatory guidance or standards, we could be subject to various regulatory sanctions, including financial penalties.
Financial institutions are expected to comply with 6 TriCo Bancshares 2025 10-K Table of Contents such guidance and standards and to accordingly develop appropriate security controls and risk management processes. If we fail to observe such regulatory guidance or standards, we could be subject to various regulatory sanctions, including financial penalties.
Full time equivalent employees numbered 1,172. Additionally, we at times will utilize temporary personnel to supplement our workforce. None of our employees are presently represented by a union or covered under a collective bargaining agreement. Management believes that its employee relations are good.
Human Capital Resources At December 31, 2025, we employed 1,148 persons. Full-time equivalent employees numbered 1,135. Additionally, we at times will utilize temporary personnel to supplement our workforce. None of our employees are presently represented by a union or covered under a collective bargaining agreement. Management believes that its employee relations are good.
Although these new disclosure rules do not apply to a banking organization of our size, as the Company continues to grow and expand the scope of our operations, our regulators generally will expect us to enhance our internal control programs and processes, including with respect to risk management and stress testing under a variety of adverse scenarios and related capital planning.
As the Company continues to grow and expand the scope of our operations, our regulators generally will expect us to enhance our internal control programs and processes, including with respect to risk management and stress testing under a variety of adverse scenarios and related capital planning.
Under the California Financial Code, funds available for cash dividend payments by a bank are restricted to the lesser of: (i) retained earnings or (ii) the bank’s net income for its last three fiscal years (less any distributions to shareholders made during such period).
TriCo’s ability to receive dividends from the Bank is limited by applicable state and federal law. Under the California Financial Code, funds available for cash dividend payments by a bank are restricted to the lesser of: (i) retained earnings or (ii) the bank’s net income for its last three fiscal years (less any distributions to shareholders made during such period).
Impact of Monetary Policies Banking is a business that depends on interest rate differentials. In general, the difference between the interest paid by a bank on its deposits and other borrowings, and the interest rate earned by banks on loans, securities and other interest-earning assets, comprises the major source of banks’ earnings.
In general, the difference between the interest paid by a bank on its deposits and other borrowings, and the interest rate earned by banks on loans, securities and other interest-earning assets, comprises the major source of banks’ earnings.
Based in Chico, California, the Bank offers an extensive and competitive breadth of consumer, small business and commercial banking services through its network of stand-alone and in-store branches in communities throughout California. The Bank focuses on relationships and personal contact, emphasizing its Service with Solutions®.
Based in Chico, California, the Bank offers an extensive and competitive breadth of consumer, small business and commercial banking services through its network of stand-alone and in-store branches in communities throughout California.
The Climate-Related Financial Risk Act 10 TriCo Bancshares 2024 10-K T a ble of Contents mandates U.S. businesses with annual revenues over $500 million doing business in California to bi-annually disclose climate-related financial risks and their mitigation strategies beginning January 1, 2026.
The Climate-Related Financial Risk Act (SB 261) mandates U.S. businesses with annual revenues over $500 million doing business in California to bi-annually disclose climate-related financial risks and their mitigation strategies beginning January 1, 2026.
In addition, these regulators must establish regulations or guidelines requiring enhanced disclosure to regulators of incentive-based compensation arrangements. The agencies have not yet finalized these rules.
In addition, these regulators must establish regulations or guidelines requiring enhanced disclosure to regulators of incentive-based compensation arrangements. The agencies have not yet finalized these rules and the current administration has indicated its intention to abandon any reproposal.
At December 31, 2024, the Bank’s consumer loans net of deferred fees outstanding were $1.3 billion (18.9%), commercial and industrial loans outstanding were $471.3 million (7.1%), real estate construction loans of $279.9 million (4.1%), and commercial real estate loans were $4.6 billion (67.6%) of total loans.
At December 31, 2025, the Bank’s consumer loans net of deferred fees outstanding were $1.3 billion (18.5%), commercial and industrial loans outstanding were $464.4 million (6.5%), real estate construction loans of $301.0 million (4.2%), and commercial real estate loans were $4.9 billion (68.3%) of total loans.
CFPB regulations and guidance apply to all financial institutions, including the Bank. Banks with $10 billion or more in assets are subject to examination by the CFPB, while banks with less than $10 billion in assets, including the Bank, continue to be examined for compliance with federal consumer laws by their primary federal banking agency.
Banks with $10 billion 3 TriCo Bancshares 2025 10-K Table of Contents or more in assets are subject to examination by the CFPB, while banks with less than $10 billion in assets, including the Bank, continue to be examined for compliance with federal consumer laws by their primary federal banking agency.
The Bank is currently not subject to these restrictions or those proposed, however if our assets exceed $10 billion or more at December 31, 2025, these rules, if adopted, would be applicable to the Bank in July 2026. The extent to which any such proposed changes in permissible interchange fees will impact our future revenues is currently uncertain.
The Bank is currently not subject to these restrictions or those proposed, however if our assets exceed $10 billion or more at December 31, 2026, these rules, if adopted, would be applicable to the Bank in July 2027.
In the event the federal banking agencies were to expand the scope of coverage of the new climate risk guidelines to institutions of our size or promulgate new regulations or supervisory guidance applicable to the Company, we would expect to experience increased compliance costs and other compliance-related risks.
In the event the federal banking agencies were to expand the scope of coverage of the new climate risk guidelines to institutions of our size or promulgate new regulations or supervisory guidance applicable to the Company, we would expect to experience increased compliance costs and other compliance-related risks. 10 TriCo Bancshares 2025 10-K Table of Contents Impact of Monetary Policies Banking is a business that depends on interest rate differentials.
Regulation W requires that certain transactions between the Bank and its affiliates, including its holding company, be on terms substantially the same, or at least as favorable to the Bank, as those prevailing at the time for comparable transactions with or involving non-affiliated companies or, in the absence of comparable transactions, on terms and under circumstances, including credit standards, that in good faith would be offered to or would apply to non-affiliated companies. 9 TriCo Bancshares 2024 10-K T a ble of Contents Source of Strength Doctrine Federal Reserve Board policy and federal law require bank holding companies to act as a source of financial and managerial strength to their subsidiary banks.
Regulation W requires that certain transactions between the Bank and its affiliates, including its holding company, be on terms substantially the same, or at least as favorable to the Bank, as those prevailing at the time for comparable transactions with or involving non-affiliated companies or, in the absence of comparable transactions, on terms and under circumstances, including credit standards, that in good faith would be offered to or would apply to non-affiliated companies.
Among other things, the IRA imposes a new 1% excise tax on the fair market value of stock repurchased after December 31, 2022 by publicly traded U.S. corporations. With certain exceptions, the value of stock repurchased is determined net of stock issued in the year, including shares issued pursuant to compensatory arrangements.
Among other things, the IRA imposes a new 1% excise tax on the fair market value of stock repurchased after December 31, 2022 by publicly traded U.S. corporations.
Disclosure requirements imposed by different regulators may not always be uniform, which may result in increased complexity, and cost, for compliance. Additionally, many of our suppliers and business partners may be subject to similar requirements, which may augment or create additional risks, including risks that may not be known to us.
Additionally, many of our suppliers and business partners may be subject to similar requirements, which may augment or create additional risks, including risks that may not be known to us.
The termination of deposit insurance for the Bank would also result in the revocation of the Bank’s charter by the DPFI. 8 TriCo Bancshares 2024 10-K T a ble of Contents 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 a receiver, will have priority over other general unsecured claims against 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 a receiver, will have priority over other general unsecured claims against the institution.
An institution’s risk classification is assigned based on a combination of its financial ratios and supervisory ratings, reflecting, among other things, its capital levels and the level of supervisory concern that the institution poses to the regulators. In addition, the FDIC can impose special assessments in certain instances.
An institution’s risk classification is assigned based on a combination of its financial ratios and supervisory ratings, reflecting, among other things, its capital levels and the level of supervisory concern that the institution poses to the regulators. Deposit insurance assessments are also affected by the minimum reserve ratio with respect to the DIF.
The Bank is subject to the supervision of the California Department of Financial Protection & Innovation (the “DFPI”) and the Federal Deposit Insurance Corporation (the "FDIC").
The Bank is subject to the supervision of the California Department of Financial Protection & Innovation (the “DFPI”) and the Federal Deposit Insurance Corporation (the "FDIC"). See “Regulation and Supervision.” The Company maintains two capital subsidiary business trusts (collectively, the Trusts), both organized by the Company.
Under this requirement, the Company is expected to commit resources to support the Bank, including at times when the Company may not be in a financial position to provide such resources.
Source of Strength Doctrine Federal Reserve Board policy and federal law require bank holding companies to act as a source of financial and managerial strength to their subsidiary banks. Under this requirement, the Company is expected to commit resources to support the Bank, including at times when the Company may not be in a financial position to provide such resources.
The description is qualified in its entirety by reference to the applicable laws and regulations. 3 TriCo Bancshares 2024 10-K T a ble of Contents Regulatory Agencies The Company is a legal entity separate and distinct from the Bank and its other subsidiaries.
The description is qualified in its entirety by reference to the applicable laws and regulations. Regulatory Agencies The Company is a legal entity separate and distinct from the Bank and its other subsidiaries. As a bank holding company, the Company is regulated under the BHC Act, and is subject to supervision, regulation and examination by the FRB.
We are evaluating the orders to determine if any would have material impact on our financial condition or results of operations.
The Executive Order directs the Treasury Secretary and federal banking regulators to address politicized or unlawful debanking activities. We are evaluating this order and others to determine if any would have material impact on our financial condition or results of operations.
Effective July 1, 2023, debit card issuers are required to enable all debit card transactions, including card-not-present transactions such as online payments, to be processed on at least two unaffiliated payment card networks.
The extent to which any such proposed changes in permissible interchange fees will impact our future revenues is currently uncertain. 9 TriCo Bancshares 2025 10-K Table of Contents Effective July 1, 2023, debit card issuers are required to enable all debit card transactions, including card-not-present transactions such as online payments, to be processed on at least two unaffiliated payment card networks.
Data required to be made available under the rule includes transaction information, account balance, account and routing numbers, terms and conditions, upcoming bill information, and certain account verification data. The final rule is intended to give consumers control over their financial data, including with whom it is shared, and encourage competition in the provision of consumer financial products or services.
Data required to be made available under the rule includes transaction information, account balance, account 5 TriCo Bancshares 2025 10-K Table of Contents and routing numbers, terms and conditions, upcoming bill information, and certain account verification data.
In June 2024, due to the increased estimate of losses, the FDIC announced that it projects that the special assessment will be collected for an additional two quarters beyond the initial eight-quarter collection period, at a lower rate. The Bank’s uninsured deposits were below the threshold and therefore is not required to pay the special assessment.
In December 2025, the FDIC reduced the rate at which the assessment is collected for the eighth quarter of the collection period, with an invoice payment date of March 30, 2026, from 3.36 basis points to 2.97 basis points. The Bank’s uninsured deposits were below the threshold and therefore is not required to pay the special assessment.
We continue to evaluate this rulemaking and assess its potential impact on the Company and the Bank in the event we exceed $10 billion in total assets. We are also subject to certain state consumer protection laws and state attorneys general and other state officials are empowered to enforce certain federal consumer protection laws and regulations.
Moreover, changes at the CFPB may lead to federal legislative efforts to alter the framework for consumer financial services regulation. We are also subject to certain state consumer protection laws and state attorneys general and other state officials are empowered to enforce certain federal consumer protection laws and regulations.
Removed
See “Regulation and Supervision.” In addition, TriCo has five capital trusts, which are all wholly-owned trust subsidiaries formed for the purpose of issuing trust preferred securities (“Trust Preferred Securities”) and lending the proceeds to TriCo.
Added
For financial reporting purposes, the Company’s remaining investments in the Trusts of $1.2 million are accounted for under the equity method and, accordingly, are not consolidated and are included in other assets on the consolidated balance sheet.
Removed
Acquisition of Valley Republic Bancorp On March 25, 2022, the Company acquired Valley Republic Bancorp and its subsidiary Valley Republic Bank ("VRB") in a merger transaction in which the Company issued approximately 4.1 million shares of common stock valued at approximately $174.4 million based on the closing stock price of TriCo common stock of $42.48 on March 25, 2022 in addition to approximately $431,000 in cash paid out for settlement of stock option awards.
Added
CFPB regulations and guidance apply to all financial institutions, including the Bank.
Removed
At the time of the acquisition, VRB merged with and into the Bank. VRB was headquartered in Bakersfield, California, and operated four branch locations in and around Bakersfield, and a loan production office in Fresno, California. 2 TriCo Bancshares 2024 10-K T a ble of Contents Human Capital Resources At December 31, 2024, we employed 1,201 persons.
Added
The standards by which mergers and acquisitions involving depository institutions or bank holding companies are evaluated by regulators continue to evolve. For example, the DOJ announced in September 2024 its withdrawal from the 1995 Bank Merger Guidelines to assess the competitive effects of bank merger transactions.
Removed
As a bank holding company, the Company is regulated under the BHC Act, and is subject to supervision, regulation and examination by the FRB.
Added
In October 2025, the FDIC and Office of the Comptroller of the Currency (“OCC”) issued a proposed rule that would define the term “unsafe or unsound practice” for purposes of their enforcement powers under the Federal Deposit Insurance Act.
Removed
On July 9, 2021, President Biden issued an Executive Order on Promoting Competition in the American Economy (Executive Order 14036). Among other initiatives, the Executive Order encouraged the federal banking agencies to review their current merger oversight practices under the BHC Act and the Bank Merger Act and adopt a plan for revitalization of such practices.
Added
The proposed definition would focus on whether the practice is likely to materially harm, or already has materially harmed, the financial condition of an institution. The FRB has not issued a similar proposal.
Removed
There are many steps that must be taken by the agencies before any formal changes to the framework for evaluating bank mergers can be finalized and the prospects for such action are uncertain at this time; however, the adoption of more expansive or prescriptive standards may have a negative impact on any future acquisition activities.
Added
In October 2023, the FRB, the FDIC, and the OCC issued a final rule amending the agencies’ CRA regulations. In July 2025, the federal banking agencies issued a joint Notice of Proposed Rulemaking, which, if finalized, would rescind the 2023 final rule and reinstate the CRA framework that existed prior to the issuance of that rule.
Removed
As of the date of this filing, Executive Order 14036 has not been revoked; however, it is uncertain how this order will be administered under the Trump Administration.
Added
Implementation of the October 2023 final rule, which was subject to an injunction and has not taken effect, would have materially changed the CRA framework, including imposing additional costs and changing how CRA performance would be assessed.
Removed
On October 24, 2023, the FRB, OCC and FDIC issued a joint final rule to modernize the CRA regulatory framework. The final rule is intended, among other things, to adapt to changes in the banking industry, including the expanded role of mobile and online banking, and to tailor performance standards to account for differences in bank size and business models.
Added
The rule is intended to give consumers control over their financial data, including with whom it is shared, and encourage competition in the provision of consumer financial products or services. For banks with at least $10 billion and less than $250 billion in total assets, compliance with the rule’s requirements is required beginning on April 1, 2027.
Removed
The final rule introduces new tests under which the performance of banks with over $2 billion in assets will be assessed. The new rule also includes data collection and reporting requirements, some of which are applicable only to banks with over $10 billion in assets.
Added
However, the rule is the subject of litigation, which is currently stayed while the CFPB considers revisions to the rule and it is possible the rule will be substantially re-written or rescinded. During 2025, the CFPB significantly reduced its staff.
Removed
Most provisions of the final rule were to become effective on January 1, 2026, and the data reporting requirements were to become effective on January 1, 2027. Several banking industry groups filed a lawsuit seeking to invalidate the CRA final rule, in which they argued that the federal banking agencies exceeded their statutory authority in adopting the CRA final rule.
Added
The reduction in force is the subject of litigation, and the staffing cuts are currently stayed pending the federal circuit court's rehearing of the case. The impact of these developments on banking organizations subject to CFPB regulation and supervision, including the Company in the event we exceed $10 billion in total assets, is uncertain.
Removed
In March 2024, a federal judge granted an injunction to extend the CRA final rule’s effective date, originally set for April 1, 2024. The effective date will be extended each day the injunction remains in place, pending the resolution of the lawsuit.
Added
In addition, there is continued uncertainty about the CFPB’s priorities under the current U.S. administration. For example, in February 2025, the Acting Director of the CFPB instructed agency staff to pause most activity, including supervision and enforcement.
Removed
Banks with over $10 billion and less than $250 billion in total assets must comply with the new requirements by April 1, 2027.
Added
While it is presently unclear when and to what extent the CFPB will resume its activities, other governmental authorities, including state attorneys general or banking regulators, may seek to increase their regulation, supervision, and enforcement of providers of consumer financial products and services in response to changes at the CFPB.
Removed
In December 2024, the CFPB issued a final rule that amends Regulation Z, which implements the Truth in Lending Act, to apply to overdraft credit provided by insured depository institutions with more than $10 billion in total assets. The final rule is scheduled to go into effect on October 1, 2025.
Added
The Dodd-Frank Act increased the DIF’s minimum reserve ratio to 1.35% of the estimated amount of total insured deposits. In addition, the FDIC can impose special assessments in certain instances.
Removed
Under the final rule, covered institutions, including the Bank, would be allowed to choose to offer overdrafts as a courtesy overdraft service or as a line of credit.
Added
The termination of deposit insurance for the Bank would also result in the revocation of the Bank’s charter by the DFPI.
Removed
If the courtesy overdraft option is chosen, overdrafts would remain exempt from Regulation Z, as long as fees charged are based on the higher of an institutions breakeven point derived from its own costs and losses, or a benchmark fee of $5 established by the CFPB.
Added
Conversely, President Trump has issued a number of executive orders in 2025 that specifically target federal climate and ESG initiatives and the federal executive branch's retreat from ESG regulatory expectations. It is uncertain how these conflicting positions will impact our business.

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Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeFurthermore, evolving responses from federal and state governments and other regulators, and our customers or our third-party partners or vendors, to challenges such as climate change have impacted and could continue to impact the economic and political conditions under which we operate which could have a material adverse effect on our business, financial condition and results of operations.
Biggest changeA further downgrade, or downgrades by other rating agencies, as well as sovereign debt issues facing the governments of other countries, could have a material adverse impact on financial markets and economic conditions in the U.S. and worldwide. 24 TriCo Bancshares 2025 10-K Table of Contents Furthermore, evolving responses from federal and state governments and other regulators, and our customers or our third-party partners or vendors, to challenges such as climate change have impacted and could continue to impact the economic and political conditions under which we operate which could have a material adverse effect on our business, financial condition and results of operations.
We have implemented employee and customer awareness training regarding phishing, malware, and other cyber risks, however there can no assurances that this training will be effective or sufficient.
We have implemented employee and customer awareness training regarding phishing, malware, and other cyber risks, however there can be no assurances that this training will be effective or sufficient.
If these effects continue for a prolonged period or result in sustained economic stress or recession, many of the risk factors identified in our Form 10-K could be exacerbated and such effects could have a material adverse impact on us in a number of ways related to credit, collateral, customer demand, funding, operations, interest rate risk, and human capital, as described in this document.
If these conditions continue for a prolonged period or result in sustained economic stress or recession, many of the risk factors identified in our Form 10-K could be exacerbated and such effects could have a material adverse impact on us in a number of ways related to credit, collateral, customer demand, funding, operations, interest rate risk, and human capital, as described in this document.
If BSA/AML our program is deemed deficient, we could be subject to liability, including fines, civil money penalties and other regulatory enforcement actions, which may include restrictions on our business operations and our ability to pay dividends, restrictions on mergers and acquisitions activity, restrictions on expansion, and restrictions on entering new business lines.
If FinCEN BSA/AML our program is deemed deficient, we could be subject to liability, including fines, civil money penalties and other regulatory enforcement actions, which may include restrictions on our business operations and our ability to pay dividends, restrictions on mergers and acquisitions activity, restrictions on expansion, and restrictions on entering new business lines.
The Bank Secrecy Act of 1970, the Patriot Act and other laws and regulations require financial institutions to institute and maintain an effective BSA/AML program, file suspicious activity reports and currency transaction reports and comply with other BSA/AML requirements. Our federal and state banking regulators, regularly review our BSA/AML program FinCEN.
The Bank Secrecy Act of 1970, the Patriot Act and other laws and regulations require financial institutions to institute and maintain an effective BSA/AML program, file suspicious activity reports and currency transaction reports and comply with other BSA/AML requirements. Our federal and state banking regulators regularly review our BSA/AML program.
These risks may increase in the future as we continue to increase our mobile, digital and other internet-based product offerings and expands our internal usage of web-based products and applications. A cybersecurity breach or cyberattack could persist for a long time before being detected and could result in theft of sensitive data or disruption of our transaction processing systems.
These risks may increase in the future as we continue to increase our mobile, digital and other internet-based product offerings and expand our internal usage of web-based products and applications. A cybersecurity breach or cyberattack could persist for a long time before being detected and could result in theft of sensitive data or disruption of our transaction processing systems.
Risks Related to the Nature and Geographic Area of Our Business The majority of our assets are loans, which are subject to credits risks. As a lender, we face a significant risk that we will sustain losses because borrowers, guarantors or related parties may fail to perform in accordance with the terms of the loans we make or acquire.
Risks Related to the Nature and Geographic Area of Our Business The majority of our assets are loans, which are subject to credit risks. As a lender, we face a significant risk that we will sustain losses because borrowers, guarantors or related parties may fail to perform in accordance with the terms of the loans we make or acquire.
As a result, our ability to recover on defaulted loans by foreclosing and selling the real estate collateral could then be diminished and we would be more likely to suffer losses on defaulted loans. As of December 31, 2024, approximately 92.8% of the book value of our loan portfolio consisted of loans collateralized by various types of real estate.
As a result, our ability to recover on defaulted loans by foreclosing and selling the real estate collateral could then be diminished and we would be more likely to suffer losses on defaulted loans. As of December 31, 2025, approximately 92.8% of the book value of our loan portfolio consisted of loans collateralized by various types of real estate.
Any of these events could adversely affect our results of operations, financial condition and liquidity. Reduction in the value, or impairment of our investment securities, can impact our earnings and common shareholders’ equity. We maintained a balance of $2.0 billion, or approximately 21.1% of our assets, in investment securities at December 31, 2024.
Any of these events could adversely affect our results of operations, financial condition and liquidity. Reduction in the value, or impairment of our investment securities, can impact our earnings and common shareholders’ equity. We maintained a balance of $2.0 billion, or approximately 21.1% of our assets, in investment securities at December 31, 2025.
The Bank notified and will continue to notify impacted individuals consistent with state and federal requirements and the Bank is offering impacted individuals credit restoration services and 24 months of credit monitoring services at no cost. The Bank issued a press release regarding this event and posted notice of this event on its website.
The Bank notified and will continue to notify impacted individuals consistent with state and federal requirements and the Bank is offered impacted individuals credit restoration services and 24 months of credit monitoring services at no cost. The Bank issued a press release regarding this event and posted notice of this event on its website.
The Bank had slightly less than $10 billion in total assets at December 31, 2024, so it is possible that with only modest growth, the CFPB, instead of the FDIC, may soon have primary examination and enforcement authority over the Bank.
The Bank had slightly less than $10 billion in total assets at December 31, 2025, so it is possible that with only modest growth, the CFPB, instead of the FDIC, may soon have primary examination and enforcement authority over the Bank.
In addition, if we are the owner or former owner of a contaminated site, we may be subject to common law or contractual claims by third parties based on damages and costs resulting from environmental contamination emanating from the property.
In addition, if we are the owner or former owner of a contaminated site, we may be subject to common law or contractual claims by third parties (including purchasers of a property) based on damages and costs resulting from environmental contamination emanating from the property.
A principal reason that we cannot provide absolute security against cyber attacks is that we may not always be possible to anticipate, detect or recognize threats to the Company’s systems, or to implement effective preventive measures against all breaches because: the techniques used in cyber attacks evolve frequently and are increasingly sophisticated, and therefore may not be recognized until launched; cyber attacks can originate from a wide variety of sources, including our own employees, cyber-criminals, hacktivists, groups linked to terrorist organizations or hostile countries, or third parties whose objective is to disrupt the operations of financial institutions more generally; we do not have control over the cybersecurity of the systems of the large number of clients, customers, counterparties and third-party service providers with which we do business; and it is possible that a third party, after establishing a foothold on an internal network without being detected, might obtain access to other networks and systems.
A principal reason that we cannot provide absolute security against cyber attacks is that we may not always be possible to anticipate, detect or recognize threats to the Company’s systems, or to implement effective preventive measures against all breaches because: the techniques used in cyber attacks evolve frequently and are increasingly sophisticated, and therefore may not be recognized until launched; cyber attacks can originate from a wide variety of sources, including our own employees, cyber-criminals, hacktivists, groups 18 TriCo Bancshares 2025 10-K Table of Contents linked to terrorist organizations or hostile countries, or third parties whose objective is to disrupt the operations of financial institutions more generally; we do not have control over the cybersecurity of the systems of the large number of clients, customers, counterparties and third-party service providers with which we do business; and it is possible that a third party, after establishing a foothold on an internal network without being detected, might obtain access to other networks and systems.
We cannot provide any assurances that actions taken by us, or our third- or fourth-party vendors, including through our cybersecurity programs or policies, will adequately prevent or substantially mitigate the impacts of cybersecurity breaches or misuses of confidential information, unauthorized access to our networks or systems or exploits against third-or fourth-party environments, or that we, or our third- or fourth-party vendors, will be able to effectively identify, investigate, and remediate such incidents in a timely manner or at all.
We cannot provide any assurances that actions taken by us, or our third- or fourth-party vendors, including through our cybersecurity programs or policies, will adequately prevent or substantially mitigate the impacts of cybersecurity breaches or misuses of confidential information, unauthorized access to our networks or systems or exploits against third-or 19 TriCo Bancshares 2025 10-K Table of Contents fourth-party environments, or that we, or our third- or fourth-party vendors, will be able to effectively identify, investigate, and remediate such incidents in a timely manner or at all.
We are exposed to the risk of environmental liabilities with respect to properties to which we take title. In the course of our business, we may foreclose and take title to real estate and could be subject to environmental liabilities with respect to these properties.
We are exposed to the risk of environmental liabilities with respect to properties to which we take title. In the course of our business, we foreclose and take title to real estate. As a result, we could be subject to environmental liabilities with respect to these properties.
We have supported our growth through the prior issuance of trust preferred securities from special purpose trusts and accompanying junior subordinated debentures. At December 31, 2024, we had outstanding trust preferred securities and accompanying junior subordinated debentures with principal amount of $98.9 million. Payments of the principal and interest on the trust preferred securities are conditionally guaranteed by us.
We have supported our growth through the prior issuance of trust preferred securities from special purpose trusts and accompanying junior subordinated debentures. At December 31, 2025, we had outstanding trust preferred securities and accompanying junior subordinated debentures with principal amount of $41.2 million. Payments of the principal and interest on the trust preferred securities are conditionally guaranteed by us.
In addition, the Company has received inquiries from various government authorities related to the 2023 cyberattack, which could result in sanctions, fines or penalties. We are responding to these inquiries and cooperating fully. However, we cannot predict the timing or outcome of any of these inquiries, or whether we may be subject to further governmental inquiries.
In addition, the Company received inquiries from various government authorities related to the 2023 cyberattack, which could result in sanctions, fines or penalties. We responded to these inquiries and cooperated fully. However, we cannot predict the timing or outcome of any of these inquiries, or whether we may be subject to further governmental inquiries.
Although we were not directly affected by these bank failures, the resulting speed and ease in which news or rumors, including social media commentary, led depositors to withdraw or attempt to withdraw their funds from these and other financial institutions caused the stock prices of many financial institutions to become volatile, in particular regional, as well as community banks like us.
Although we were not directly affected by these bank failures, the resulting speed and ease in which 13 TriCo Bancshares 2025 10-K Table of Contents news or rumors, including social media commentary, led depositors to withdraw or attempt to withdraw their funds from these and other financial institutions caused the stock prices of many financial institutions to become volatile, in particular regional, as well as community banks like us.
We face numerous lawsuits related to the 2023 cyberattack, including three purported class action lawsuits that have been filed in California Superior Court for the Counties of Contra Costa and Butte, seeking unspecified monetary damages, equitable relief, costs and attorneys’ fees.
We face three purported class action lawsuits numerous lawsuits related to the 2023 cyberattack that have been filed in California Superior Court for the Counties of Contra Costa and Butte, seeking unspecified monetary damages, equitable relief, costs and attorneys’ fees. The lawsuits were consolidated ( Donna Dryden v.
If legal matters related to intellectual property claims were resolved against us or settled, we could be required to make payments in amounts that could have a material adverse effect on our business, financial condition and results of operations. Our failure to comply with anti-money laundering and anti-terrorism financing laws could have significant adverse consequences for us.
If legal matters related to intellectual property claims were resolved against us or settled, we could be required to make payments in amounts that could have a material adverse effect on our business, financial condition and results of operations. 22 TriCo Bancshares 2025 10-K Table of Contents Our failure to comply with anti-money laundering and anti-terrorism financing laws could have significant adverse consequences for us.
Additionally, other regulatory requirements apply to depository institutions and holding companies with $10 billion or more in total consolidated assets, including a cap on interchange transaction fees for debit cards, as required by Federal Reserve Board regulations, which would reduce our interchange revenue, and restrictions on proprietary trading and investment and sponsorship in hedge funds and private equity funds known as the Volcker Rule.
Additionally, other regulatory requirements apply to depository institutions and holding companies with $10 billion or more in total consolidated assets, including a cap on interchange transaction fees for debit cards, as required by Federal Reserve Board regulations, which would significantly reduce our interchange revenue, and restrictions on proprietary trading and investment and sponsorship in hedge 16 TriCo Bancshares 2025 10-K Table of Contents funds and private equity funds known as the Volcker Rule.
Banking regulations or the actions of our banking regulators may limit our growth, earnings and the return to our shareholders by restricting certain of our activities, such as: • the payment of dividends to our shareholders, • possible mergers with or acquisitions of or by other institutions, • desired investments, 15 TriCo Bancshares 2024 10-K T a ble of Contents • loans and interest rates on loans, • interest rates paid on deposits, • service charges on deposit account transactions, • the possible expansion or reduction of branch offices, and • the ability to provide new products or services.
Banking regulations or the actions of our banking regulators may limit our growth, earnings and the return to our shareholders by restricting certain of our activities, such as the payment of dividends to our shareholders, possible mergers with or acquisitions of or by other institutions, desired investments, loans and interest rates on loans, interest rates paid on deposits, service charges on deposit account transactions, the possible expansion or reduction of branch offices, and the ability to provide new products or services.
Conversely, decreases in interest rates can affect the amount of interest we earn on our loans and investment securities, which could have a material adverse effect on our financial condition and results of operations. Elevated inflation and expectations for elevated future inflation can adversely impact economic growth, consumer and business confidence, and our financial condition and results.
Conversely, decreases in interest rates can affect the amount of interest we earn on our loans and investment securities, which could have a material adverse effect on our financial condition and results of operations. 14 TriCo Bancshares 2025 10-K Table of Contents Elevated inflation and expectations for elevated future inflation can adversely impact economic growth, consumer and business confidence, and our financial condition and results.
For more information on regulations to which we are subject and recent initiatives to reform financial institution regulation, see the “Regulation and Supervision” section in Item 1. Risks Related to Our Growth and Expansion Goodwill resulting from acquisitions may adversely affect our results of operations.
For more information on regulations to which we are subject and recent initiatives to reform financial institution regulation, see the “Regulation and Supervision” section in Item 1. 15 TriCo Bancshares 2025 10-K Table of Contents Risks Related to Our Growth and Expansion Goodwill resulting from acquisitions may adversely affect our results of operations.
Accordingly, the federal banking regulatory agencies have expressed concerns about weaknesses in the current commercial real estate market. The adverse consequences from real estate-related credit risks tend to be cyclical and are often driven by national economic developments that are not controllable or entirely foreseeable by us or our borrowers.
Accordingly, the federal banking regulatory agencies have expressed concerns about weaknesses in the current commercial 12 TriCo Bancshares 2025 10-K Table of Contents real estate market. The adverse consequences from real estate-related credit risks tend to be cyclical and are often driven by national economic developments that are not controllable or entirely foreseeable by us or our borrowers.
However, the Bank’s internal system/server access as well as communication capabilities, including e-mail correspondence and telephones, required approximately one week of time for the restoration process to be completed in a safe and secure environment.
However, the Bank’s internal system/server access as well as communication capabilities, including e-mail correspondence and telephones, required approximately one week of time for the restoration process to be completed in a safe and secure environment. The Company restored its systems without paying ransom.
Federal budget deficit concerns and the potential for political conflict over legislation to fund U.S. government operations and raise the U.S. government's debt limit may increase the possibility of a default by the U.S. government on its debt obligations, related credit-rating 24 TriCo Bancshares 2024 10-K T a ble of Contents downgrades, or an economic recession in the United States.
Federal budget deficit concerns and the potential for political conflict over legislation to fund U.S. government operations and raise the U.S. government's debt limit may increase the possibility of a default by the U.S. government on its debt obligations, related credit-rating downgrades, or an economic recession in the United States.
Furthermore, cloud technologies are also critical to the operation of our systems, and our reliance on cloud technologies is growing. Failure to successfully keep pace with technological change affecting the financial services industry could have a material adverse effect on our business, financial condition and results of operations.
Furthermore, cloud technologies are also critical to the operation of our systems, and our reliance on cloud technologies is growing. Failure to successfully keep pace with 21 TriCo Bancshares 2025 10-K Table of Contents technological change affecting the financial services industry could have a material adverse effect on our business, financial condition and results of operations.
Regardless of the scope or validity of such patents or other intellectual property rights, or the merits of any claims by potential or actual litigants, we may have to engage in litigation that could be expensive, time-consuming, disruptive to our operations, and distracting to management.
The plaintiffs in these actions frequently seek injunctions and substantial damages. Regardless of the scope or validity of such patents or other intellectual property rights, or the merits of any claims by potential or actual litigants, we may have to engage in litigation that could be expensive, time-consuming, disruptive to our operations, and distracting to management.
Business - Supervision and Regulation.” We receive, maintain and store non-public personal information of our customers and counterparties, including, but not limited to, personally identifiable information and personal financial information. The sharing, use, disclosure, and protection of this information are governed by federal and state law.
Business - Supervision and Regulation.” 20 TriCo Bancshares 2025 10-K Table of Contents We receive, maintain and store non-public personal information of our customers and counterparties, including, but not limited to, personally identifiable information and personal financial information. The sharing, use, disclosure, and protection of this information are governed by federal and state law.
In addition, 21 TriCo Bancshares 2024 10-K T a ble of Contents advances in technology such as digital, mobile, telephone, text, and online banking; e-commerce; and self-service automatic teller machines and other equipment, as well as changing customer preferences to access our products and services through digital channels, could decrease the value of our branch network and other assets.
In addition, advances in technology such as digital, mobile, telephone, text, and online banking; e-commerce; and self-service automatic teller machines and other equipment, as well as changing customer preferences to access our products and services through digital channels, could decrease the value of our branch network and other assets.
If personal, confidential or proprietary information of customers or others in the 19 TriCo Bancshares 2024 10-K T a ble of Contents Bank’s or such vendors’ or other third-parties’ possession were to be mishandled or misused, we could suffer significant regulatory consequences, reputational damage and financial loss, as discussed earlier regarding the Bank's 2023 cyberattack.
If personal, confidential or proprietary information of customers or others in the Bank’s or such vendors’ or other third-parties’ possession were to be mishandled or misused, we could suffer significant regulatory consequences, reputational damage and financial loss, as discussed earlier regarding the Bank's 2023 cyberattack.
Failure to successfully manage these risks in the development and implementation of new lines of business, new products or services and/or new technologies could have a material adverse effect on our business, financial condition and results of operations. We are subject to claims and litigation pertaining to intellectual property.
Failure to successfully manage these risks in the development and implementation of new lines of business, new products or services and/or new technologies could have a material adverse effect on our business, financial condition and results of operations.
Ongoing legal and other costs related to these proceedings and inquiries, as well as any potential future proceedings and inquiries, may be substantial, and losses associated with any adverse judgments, settlements, penalties or other resolutions of such proceedings and inquiries could be material to our business, reputation, financial condition and operating results.
While we believe we have adequate insurance to cover most of the costs of the cyberattack, ongoing legal and other costs related to these proceedings and inquiries, as well as any potential future proceedings and inquiries, may be substantial, and losses associated with any adverse judgments, settlements, penalties or other resolutions of such proceedings and inquiries could be material to our business, reputation, financial condition and operating results.
Our allowance for credit losses is based on prior experience, as well as an evaluation of the known risks in the current portfolio, composition and growth of the loan portfolio and actual and forecast economic factors. Determining an appropriate level of allowance is an inherently difficult process and is based on numerous assumptions.
Our allowance for credit losses is based on prior experience, as well as an evaluation of the known risks in the current portfolio, composition and growth of the loan portfolio and actual and forecast economic factors.
See “Item 1. Business - Regulation and Supervision – Restrictions on Dividends and Distributions.” 17 TriCo Bancshares 2024 10-K T a ble of Contents As a holding company with no significant assets other than the Bank, our ability to continue to pay dividends depends in large part upon the Bank’s ability to pay dividends to us.
See “Item 1. Business - Regulation and Supervision – Restrictions on Dividends and Distributions.” As a holding company with no significant assets other than the Bank, our ability to continue to pay dividends depends in large part upon the Bank’s ability to pay dividends to us.
Failure to perform in any of these areas could significantly weaken our competitive position, which could adversely affect our growth and profitability, which, in turn, could have a material adverse effect on our business, financial condition and results of operations. We may be adversely affected by the soundness of other financial institutions.
Failure to perform in any of these areas could significantly weaken our competitive position, which could adversely affect our growth and profitability, which, in turn, could have a material adverse effect on our business, financial condition and results of operations.
In certain cases, we may consider entering into licensing agreements for disputed intellectual property, although no assurance can be given that such licenses can be obtained on acceptable terms or that litigation will not occur. These licenses 22 TriCo Bancshares 2024 10-K T a ble of Contents may also significantly increase our operating expenses.
In certain cases, we may consider entering into licensing agreements for disputed intellectual property, although no assurance can be given that such licenses can be obtained on acceptable terms or that litigation will not occur. These licenses may also significantly increase our operating expenses.
Commercial real estate loans are generally viewed as having more risk of default than some other types of loans because repayment of the loans often depends on the successful operation of the property and the income stream of the borrowers.
Consequently, commercial real estate-related credit risks are a significant concern for us. Commercial real estate loans are generally viewed as having more risk of default than some other types of loans because repayment of the loans often depends on the successful operation of the property and the income stream of the borrowers.
We have underwriting and credit monitoring procedures and credit policies, including the establishment and review of the allowance for credit losses, 11 TriCo Bancshares 2024 10-K T a ble of Contents that we believe appropriately address this risk by assessing the likelihood of nonperformance, tracking loan performance and diversifying our respective loan portfolios.
We have underwriting and credit monitoring procedures and credit policies, including the establishment and review of the allowance for credit losses, that we believe appropriately address this risk by assessing the likelihood of nonperformance, tracking loan performance and diversifying our respective loan portfolios.
In addition, the emergence, adoption and evolution of new technologies that do not require intermediation, including distributed ledgers such as digital assets and blockchain, as well as advances in robotic process automation, could significantly affect the competition for financial services.
This the emergence, adoption and evolution of new technologies that do not require intermediation, as well as advances in robotic process automation, could significantly affect the competition for financial services.
We are subject to certain industry standards regarding our credit/debit card-related services. Failure to meet those standards may significantly impact our ability to offer these services. 20 TriCo Bancshares 2024 10-K T a ble of Contents We are subject to the PCI-DSS, issued by the Payment Card Industry Security Standards Council.
We are subject to certain industry standards regarding our credit/debit card-related services. Failure to meet those standards may significantly impact our ability to offer these services. We are subject to the PCI-DSS, issued by the Payment Card Industry Security Standards Council.
Ongoing legislative or regulatory uncertainties and changes regarding climate risk management and practices may result in higher regulatory, compliance, credit and reputational risks and costs, and may subject us to different and potentially conflicting requirements. 25 TriCo Bancshares 2024 10-K T a ble of Contents
Ongoing legislative or regulatory uncertainties and changes regarding climate risk management and practices may result in higher regulatory, compliance, credit and reputational risks and costs, and may subject us to different and potentially conflicting requirements.
Potential acquisitions may disrupt our business and dilute shareholder value, we may not be able to successfully consummate or integrate such acquisitions, and we may not realize the anticipated benefits contemplated when pursuing a potential acquisition. We may acquire other financial institutions, or branches or assets of other financial institutions, in the future.
Potential acquisitions may disrupt our business and dilute shareholder value, we may not be able to successfully consummate or integrate such acquisitions, and we may not realize the anticipated benefits contemplated when pursuing a potential acquisition. The Company has in the past and may in the future pursue mergers and acquisition opportunities.
Competitors of our vendors, or other individuals or companies, have from time to time claimed to hold intellectual property sold to us by its vendors. Such claims may increase in the future as the financial services sector becomes more reliant on information technology vendors. The plaintiffs in these actions frequently seek injunctions and substantial damages.
In addition, patent holding companies seek to monetize patents they have purchased or otherwise obtained. Competitors of our vendors, or other individuals or companies, have from time to time claimed to hold intellectual property sold to us by its vendors. Such claims may increase in the future as the financial services sector becomes more reliant on information technology vendors.
We rely on technology companies to provide information technology products and services necessary to support our day-to-day operations. Technology companies frequently enter into litigation based on allegations of patent infringement or other violations of intellectual property rights. In addition, patent holding companies seek to monetize patents they have purchased or otherwise obtained.
We are subject to claims and litigation pertaining to intellectual property. We rely on technology companies to provide information technology products and services necessary to support our day-to-day operations. Technology companies frequently enter into litigation based on allegations of patent infringement or other violations of intellectual property rights.
Substantially all of our real estate collateral is located in California; therefore, if there is a significant adverse decline in real estate values in California, the collateral for our loans will provide less security.
Substantially all of our real estate collateral is located in California; therefore, if there is a significant adverse decline in real estate values in California, the collateral for our loans will provide less security. Any such decline could have a material adverse effect on our business, financial condition and results of operations.
General Risk Factors 23 TriCo Bancshares 2024 10-K T a ble of Contents We depend on key personnel and the loss of one or more of those key personnel may materially and adversely affect our prospects. Furthermore, our business could suffer if we fail to attract and retain skilled people.
General Risk Factors We depend on key personnel and the loss of one or more of those key personnel may materially and adversely affect our prospects. Furthermore, our business could suffer if we fail to attract and retain skilled people. Our future operating results depend substantially upon the continued service of our executive officers and key personnel.
Risks Related to Interest Rates 14 TriCo Bancshares 2024 10-K T a ble of Contents Our business is subject to interest rate risk and variations in interest rates may negatively affect our financial performance.
Risks Related to Interest Rates Our business is subject to interest rate risk and variations in interest rates may negatively affect our financial performance.
We may need to raise additional capital in the future to meet regulatory or other internal requirements. Our ability to raise additional capital, if needed, will depend on, among other things, conditions in the capital markets at that time, which are outside of our control, and our financial performance.
Our ability to raise additional capital, if needed, will depend on, among other things, conditions in the capital markets at that time, which are outside of our control, and our financial performance. We cannot provide any assurance that access to such capital will be available to us on acceptable terms or at all.
Furthermore, these risks are expected to increase in the future as we continue to increase our electronic payments and other internet-based product offerings and expand our internal usage of web-based products and applications. Continued geographical turmoil, including the ongoing conflict between Russia and Ukraine, has heightened the risk of cyberattack and has created new risk for cybersecurity, and similar concerns.
Furthermore, these risks are expected to increase in the future as we continue to increase our electronic payments and other internet-based product offerings and expand our internal usage of web-based products and applications.
Competition for qualified personnel is intense, including with respect to compensation and emerging workplace practices, accommodations and remote work options, and we cannot ensure success in attracting or retaining qualified personnel.
Our future operating results also depend in significant part upon our ability to attract and retain qualified management, financial, technical, marketing, sales and support personnel. Competition for qualified personnel is intense, including with respect to compensation and emerging workplace practices, accommodations and remote work options, and we cannot ensure success in attracting or retaining qualified personnel.
As of December 31, 2024, we had approximately $4.6 billion of commercial real estate loans outstanding, which represented approximately 67.6% of our total loan portfolio. Consequently, commercial real estate-related credit risks are a significant concern for us.
We have significant exposure to risks associated with commercial real estate lending. A substantial portion of our loan portfolio consists of commercial real estate loans. As of December 31, 2025, we had approximately $4.6 billion of commercial real estate loans outstanding, which represented approximately 67.6% of our total loan portfolio.
We experienced a criminal cyberattack in February 2023, which resulted in the temporary interruption of our systems, disclosure of certain confidential information, litigation and governmental inquiries, all of which could damage our reputation or create additional financial and legal exposure.
Ineffective internal and disclosure controls could also cause investors to lose confidence in our reported financial information, which would likely have a negative effect on the trading price of our securities. 17 TriCo Bancshares 2025 10-K Table of Contents We experienced a criminal cyberattack in February 2023, which resulted in the temporary interruption of our systems, disclosure of certain confidential information, litigation and governmental inquiries, all of which could damage our reputation or create additional financial and legal exposure.
The Bank determined that its internal computer network had been infected with malware which prevented access to certain files on the network.
The Bank worked with third-party forensic investigators to understand the nature and scope of the incident and to determine what and how much information was impacted. The Bank determined that its internal computer network had been infected with malware which prevented access to certain files on the network.
Economic and market conditions may also be affected by political developments in the U.S. and other countries and global conflicts, such the conflicts in Ukraine and the Middle East. Uncertainty about the federal fiscal policymaking process, the fiscal outlook of the federal government, and future tax rates is a concern for businesses, consumers and investors in the United States.
Economic and market conditions may also be affected by political developments in the U.S. and other countries and global conflicts, such the conflicts in Ukraine and the Middle East.
Earnings could also be adversely affected if the interest rates received on loans and investments fall more quickly than the interest rates paid on deposits and other borrowings.
Earnings could also be adversely affected if the interest rates received on loans and investments fall more quickly than the interest rates paid on deposits and other borrowings. After an extended period at a target rate of 0-0.25%, the FRB began aggressively increasing interest rates in March 2022 and continuing into 2023.
Our business, financial condition or results of operations could be materially adversely affected by the loss of any of our key employees, or our inability to attract and retain skilled employees. Litigation, regulatory actions and compliance issues could subject us to significant fines, penalties, judgments, remediation costs and/or requirements resulting in increased expenses.
Litigation, regulatory actions and compliance issues could subject us to significant fines, penalties, judgments, remediation costs and/or requirements resulting in increased expenses.
Any such losses could have a material adverse effect on our financial condition and results of operations. 13 TriCo Bancshares 2024 10-K T a ble of Contents We may need to raise additional capital, but it may not be available on acceptable terms or at all. We are required by federal and state regulators to maintain adequate levels of capital.
We may need to raise additional capital, but it may not be available on acceptable terms or at all. We are required by federal and state regulators to maintain adequate levels of capital. We may need to raise additional capital in the future to meet regulatory or other internal requirements.
Our risk management framework may not be effective in identifying and mitigating every risk to us. Any inadequacy or lapse in our risk management framework, governance structure, practices, models or reporting systems could expose us to unexpected losses, and our financial condition or results of operations could be materially and adversely affected.
If our risk management framework is not effective, we could suffer unexpected losses and become subject to litigation, negative regulatory consequences, or reputational damage among other adverse consequences, any of which could result in our business, financial condition, results of operations or prospects being materially adversely affected.
Additionally, the banking regulators and applicable laws and regulations may restrict our ability to engage in acquisitions under certain circumstances. If we cannot attract deposits, our growth may be inhibited. We plan to increase the level of our assets, including our loan portfolio.
Further, once an acquisition is completed, it may be difficult for us to integrate the acquired business with our operations, and we may not see the anticipated benefits of any such acquisition. If we cannot attract deposits, our growth may be inhibited. We plan to increase the level of our assets, including our loan portfolio.
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Any such decline could have a material adverse effect on our business, financial condition and results of operations. 12 TriCo Bancshares 2024 10-K T a ble of Contents We have significant exposure to risks associated with commercial real estate lending. A substantial portion of our loan portfolio consists of commercial real estate loans.
Added
Determining an appropriate level of allowance is an inherently difficult process and is based on numerous 11 TriCo Bancshares 2025 10-K Table of Contents assumptions.
Removed
Financial services institutions are interrelated as a result of clearing, counterparty, or other relationships. We have exposure to many different industries and counterparties, and routinely execute transactions with counterparties in the financial services industry, including commercial banks, brokers and dealers, and other institutional clients.
Added
The growing experimentation with and adoption of advanced technologies—such as AI, quantum computing, distributed ledgers, tokenized deposits, blockchain, stablecoins, and other digital currencies, including the potential issuance, acceptance, and integration of central bank digital currencies—has the potential to fundamentally reshape the financial services landscape.
Removed
Many of these transactions expose us to credit risk in the event of a default by a counterparty or client. In addition, our credit risk may be exacerbated when the collateral that we hold cannot be realized upon or is liquidated at prices not sufficient to recover the full amount of the credit or derivative exposure due to us.
Added
Regulatory developments related to these emerging technologies, including the recent enactment of the Guiding and Establishing National Innovation for U.S. Stablecoins Act of 2025 (“GENIUS Act”) and the potential passage of the Digital Asset Market Clarity Act of 2025 (“CLARITY Act”), further underscore this shift.
Removed
We cannot provide any assurance that access to such capital will be available to us on acceptable terms or at all.
Added
Failure to keep pace with technological advancements could adversely affect our competitive position, diminish customer satisfaction, and reduce the accessibility and relevance of our products and services.
Removed
While the effects of COVID have reduced, the pandemic and related efforts to contain it have disrupted global economic activity, adversely affected the functioning of financial markets, impacted interest rates, increased economic and market uncertainty, employment and labor markets and disrupted trade and supply chains.
Added
Challenges experienced by other financial institutions could negatively impact the broader financial markets and, in turn, indirectly have an adverse effect on our operations. The soundness and stability of many financial institutions are often closely interconnected through various credit, trading, clearing, or other operational relationships.
Removed
Adverse developments affecting the financial services industry, such as the failure of three banks in the first half of 2023 or concerns involving liquidity, may have a material effect on the Company’s liquidity, earnings and financial condition. During the first half of 2023, the financial services industry was negatively affected by three bank failures.
Added
As a result, concerns regarding—or an actual or threatened default by—any single institution could lead to widespread liquidity and credit problems, losses, or defaults across the broader financial system.
Removed
These events caused general uncertainty and concern regarding the adequacy of liquidity within the banking sector as a whole and have decreased investor and customer confidence in banks, notably with regard to mid-sized and larger regional banks.
Added
This phenomenon, commonly referred to as “systemic risk,” may adversely affect financial intermediaries such as clearing agencies, clearing houses, banks, securities firms, and exchanges with which we regularly engage, and may therefore negatively impact our operations. Events in the financial services industry during 2023 illustrated this dynamic.
Removed
Notably, the Company’s share price decreased by 17% during the month of March 2023, consistent with other community banking organizations. According to data published by the FRB, deposits at domestic commercial banks decreased by approximately $280 billion between the end of February 2023 and the week ended March 29, 2023.
Added
A number of regional and community banks experienced deposit outflows and heightened liquidity pressures, which in turn contributed to broad market concerns about the financial condition and creditworthiness of other institutions.
Removed
The Bank’s deposits decreased by $162 million during this period, which was a decrease of 2%. Customers may choose to maintain deposits with larger financial institutions or in other higher yielding alternatives, which could materially adversely impact the Company’s liquidity, loan funding capacity, net interest margin, capital and results of operations.
Added
Notably, the Company’s share price decreased by 17% during the month of March 2023, consistent with other community banking organizations. These developments resulted in—and similar occurrences may again result in—significant and cascading disruptions across financial markets and the deposit environment, increased operating costs, reduced fee income, and increased volatility and downward pressure on the market value of our common stock.
Removed
The bank failures during 2023 may lead to governmental initiatives intended to prevent future bank failures and stem significant deposit outflows from the banking sector, including (i) legislation aimed at preventing similar future bank runs and failures and stabilizing confidence in the banking sector over the long term, (ii) agency rulemaking to modify and enhance relevant regulatory requirements, specifically with respect to liquidity risk management, deposit concentrations, capital adequacy, stress testing and contingency planning, and safe and sound banking practices, and (iii) enhancement of the agencies’ supervision and examination policies and priorities.

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Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

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Biggest changeOur Chief Information Security Officer (“CISO”) is primarily responsible for this cybersecurity component and, as discussed below, periodically reports to the Information Technology/Cybersecurity Committee (“IT/Cybersecurity Committee”) of our board of directors. Our objective for managing cybersecurity risk is to avoid or minimize the impacts efforts to penetrate, disrupt or misuse our systems or information.
Biggest changeCybersecurity is a critical component of this program, given the increasing reliance on technology and potential of cyber threats. Our Chief Information Security Officer (“CISO”) is primarily responsible for this cybersecurity component and, as discussed below, periodically reports to the Information Technology/Cybersecurity Committee (“IT/Cybersecurity Committee”) of our board of directors.
The Incident Response Plan is coordinated through the CISO and key members of management are embedded into the plan by its design. This pIan facilitates coordination across multiple parts of our organization and is evaluated at least annually.
The Incident Response Plan is coordinated through the CISO and key members of management are embedded into the plan by its design. This plan facilitates coordination across multiple parts of our organization and is evaluated at least annually.
For example, in 2023, one of our third-party vendors experienced a cybersecurity incident due to a previously unknown (i.e., zero-day) vulnerability in a popular file sharing software the vendor used called MOVEit Transfer. To date, none of these incidences have materially affected or are reasonably likely to materially affect the Company or our financial position or results of operations.
For example, in 2023, one of our third-party vendors experienced a cybersecurity incident due to a previously unknown (i.e., zero-day) vulnerability in a popular file sharing software the vendor used called MOVEit Transfer. To date, none of these incidents have materially affected or are reasonably likely to materially affect the Company or our financial position or results of operations.
Our CIO, who reports directly to the Chief Operating Officer, has 30 years of experience in various technology and security leadership positions across multiple industries including banking, insurance services, utilities, technology service providers, and as a member of the US Air Force. Prior to joining us, our CIO served as a CIO for multiple banks leading both technology and cybersecurity.
Our CIO, who reports directly to the Chief Executive Officer, has 30 years of experience in various technology and security leadership positions across multiple industries including banking, insurance services, utilities, technology service providers, and as a member of the US Air Force. Prior to joining us, our CIO served as a CIO for multiple banks leading both technology and cybersecurity.
Moreover, the program also considers risks associated with certain fourth parties, entities that are partners or subcontractors of our direct third-party vendors, through assessments carried out internally and by our third-party service providers.
Moreover, the program also considers risks associated with certain fourth parties, entities that are partners or subcontractors of our direct third-party vendors, through assessments carried out internally and by our third-party service providers. This plan is tested periodically through tabletop exercises and simulations.
This committee generally meets quarterly to provide oversight of the risk management strategy, standards, policies, practices, controls, and mitigation and prevention efforts employed to manage security, data risks and incidents. The committee reports its findings to the management Enterprise Risk Committee.
This committee generally meets quarterly to provide oversight of the risk management strategy, standards, policies, practices, controls, and mitigation and prevention efforts employed to manage security, data 26 TriCo Bancshares 2025 10-K Table of Contents risks and incidents. The committee reports its findings to the management Enterprise Risk Committee.
Our CISO, reporting directly to the CIO, has over 35 26 TriCo Bancshares 2024 10-K T a ble of Contents years of experience in various technology and security leadership positions across multiple industries including banking, healthcare, automotive, mining, education, engineering, construction, and dairy product production.
Our CISO, reporting directly to the CIO, has over 35 years of experience in various technology and security leadership positions across multiple industries including banking, healthcare, automotive, mining, education, engineering, construction, and dairy product production.
Further, we deploy technical safeguards that we believe are designed to help protect our information systems from cybersecurity threats, including firewalls, intrusion prevention and detection systems, endpoint detection and response, logging, monitoring and alerting, anti-malware functionality, email security, network security monitoring and access controls, which are evaluated and improved through vulnerability assessments and cybersecurity threat intelligence.
Further, we deploy technical safeguards designed to help protect our information systems from cybersecurity threats, including firewalls, multi-factor authentication, privileged access controls, endpoint detection and response solutions, logging, monitoring and alerting, email security, network security monitoring and access controls, which are evaluated and improved through vulnerability assessments and cybersecurity threat intelligence.
Our third-party risk management program includes processes for identifying and managing material cybersecurity risks arising from third-party providers. The program actively engages with the enterprise-wide risk assessment process and partners with cyber risk management to report relevant risks to the IT/Cybersecurity Committee of our board of directors.
Our third-party risk management program includes processes for identifying and managing material cybersecurity risks arising from third-party providers. The program is integrated into our enterprise-wide risk assessment process and reports relevant risks to the IT/Cybersecurity Committee of our board of directors.
We engage third parties, including vendors and other external service providers, to support our cybersecurity and data privacy processes such as risk assessments, program enhancements, and value-added user verification services. These third parties provide security services, including regular reviews of our security environment to provide an independent, industry-recognized risk rating and internal audits of our technology and security controls.
We engage qualified third parties, including independent assessors and external service providers, to support our cybersecurity and data privacy processes, including risk assessments, control validation, penetration testing, and program enhancements. These third parties provide security services, including regular reviews of our security environment to provide an independent, industry-recognized risk rating and internal audits of our technology and security controls.
ITEM 1C. CYBERSECURITY Risk Management and Strategy The Company's information security program is designed with the goal of maintaining the safety and security of our systems and data and we employ a holistic process for overseeing and managing cybersecurity and related risks. This process is supported by both management and our board of directors.
ITEM 1C. CYBERSECURITY Risk Management and Strategy 25 TriCo Bancshares 2025 10-K Table of Contents The Company's information security program is designed to maintain the confidentiality, integrity, and availability for our systems and data, and we employ a holistic process for overseeing and managing cybersecurity and related risks.
Our risk management program is designed to identify, assess, and mitigate risks across various aspects of our company, including financial, operational, regulatory, reputational, and legal. Cybersecurity is a critical component of this program, given the increasing reliance on technology and potential of cyber threats.
This process is integrated into our enterprise risk management framework and is supported by both management and our board of directors. Our risk management program is designed to identify, assess, and mitigate risks across various aspects of our company, including financial, operational, regulatory, reputational, and legal.
The structure of our information security program is designed around the National Institute of Standards and Technology (“NIST”) Cybersecurity Framework (“CSF”), regulatory guidance, and other industry standards.
Our objective for managing cybersecurity risk is to prevent, detect, respond to, an recover from efforts to penetrate, disrupt, or misuse our systems or information. The structure of our information security program is aligned with the National Institute of Standards and Technology (“NIST”) Cybersecurity Framework (“CSF”), applicable regulatory guidance, and other industry standards.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeThe Company leased 30 branch office locations, 6 in-store branch locations, 8 loan production offices and 3 other operational buildings. Most of the leases contain multiple renewal options and provisions for rental increases, principally for changes in the cost of living index, property taxes and maintenance.
Biggest changeThe Company leased 32 branch office locations, 3 in-store branch locations, and 9 loan production offices. Most of the leases contain multiple renewal options and provisions for rental increases, principally for changes in the cost of living index, property taxes and maintenance. All of the Company’s existing facilities are considered to be adequate for the Company’s present and future use.
All offices are constructed and equipped to meet prescribed security requirements. As of December 31, 2024, the Company owned 31 branch office locations, two administrative buildings that include branch locations, and 10 other buildings that are used as either administrative, operational, or loan production offices.
All offices are constructed and equipped to meet prescribed security requirements. As of December 31, 2025, the Company owned 31 branch office locations, two administrative buildings that include branch locations, and 7 other buildings that are used as either administrative, operational, or loan production offices.
PROPERTIES The Company is engaged in the banking business through 64 traditional branches, 4 in-store branches and 8 loan production offices in 31 counties throughout California including the counties of Butte, Colusa, Contra Costa, Del Norte, Fresno, Glenn, Humboldt, Kern, Lake, Los Angeles, Madera, Mendocino, Merced, Nevada, Orange, Placer, Sacramento, San Diego, San Francisco, San Mateo, Santa Clara, Shasta, Siskiyou, Sonoma, Stanislaus, Sutter, Tehama, Trinity, Tulare, Yolo and Yuba.
PROPERTIES The Company is engaged in the banking business through 65 traditional branches, 3 in-store branches and 9 loan production offices in 32 counties throughout California including the counties of Butte, Colusa, Contra Costa, Del Norte, Fresno, Glenn, Humboldt, Kern, Lake, Los Angeles, Madera, Mendocino, Merced, Nevada, Orange, Placer, Sacramento, San Diego, San Francisco, San Mateo, Santa Clara, Shasta, Siskiyou, Sonoma, Stanislaus, Sutter, Tehama, Trinity, Tulare, Yolo and Yuba.
All of the Company’s existing facilities are considered to be adequate for the Company’s present and future use. In the opinion of management, all properties are adequately covered by insurance. See “Note 7 – Premises and Equipment” to the consolidated financial statements at Part II, Item 8 of this report. 27 TriCo Bancshares 2024 10-K T a ble of Contents
In the opinion of management, all properties are adequately covered by insurance. See “Note 7 – Premises and Equipment” to the consolidated financial statements at Part II, Item 8 of this report.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeAll other legal proceedings are routine and arise out of the ordinary course of the Company's business. None of those proceedings are currently expected to have a material adverse impact upon the Company’s consolidated financial position, its operations in any material amount not already accrued, after taking into consideration any applicable insurance.
Biggest changeAll other legal proceedings are routine and arise out of the ordinary course of the Company's business. None of those proceedings are currently expected to have a material adverse impact upon the Company’s consolidated financial position, its operations in any material amount not already accrued, after taking into consideration any applicable insurance. 27 TriCo Bancshares 2025 10-K Table of Contents

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

3 edited+1 added−1 removed1 unchanged
Biggest changeOn February 24, 2025, the closing market price was $43.63 per share. Information regarding restrictions on dividends, as required by this Item, is set forth in Item 1: “Business - Dividends, Distributions and Regulatory Matters” and in Note 26 - “Regulatory Matters” of the Notes to consolidated financial statements and incorporated into this Item by reference.
Biggest changeOn February 27, 2026, the closing market price was $47.78 per share. Information regarding restrictions on dividends, as required by this Item, is set forth in Item 1: “Business - Dividends, Distributions and Regulatory Matters” and in Note 26 - “Regulatory Matters” of the Notes to consolidated financial statements and incorporated into this Item by reference.
TriCo Bancshares Stock Performance The following graph presents the cumulative total yearly shareholder return from investing $100 on December 31, 2019, in each of TriCo common stock, the Russell 3000 Index, and the S&P Western Bank Index.
TriCo Bancshares Stock Performance The following graph presents the cumulative total yearly shareholder return from investing $100 on December 31, 2020, in each of TriCo common stock, the Russell 3000 Index, and the S&P Western Bank Index.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Common Stock Market Prices and Dividends The Company’s common stock is traded on the Nasdaq under the symbol “TCBK.” As of February 24, 2025, there were approximately 1,720 shareholders of record of the Company’s common stock.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES Common Stock Market Prices and Dividends The Company’s common stock is traded on the Nasdaq under the symbol “TCBK.” As of February 24, 2026, there were approximately 1,573 shareholders of record of the Company’s common stock.
Removed
Period Ending Index 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 TriCo Bancshares 100.00 89.17 111.05 134.99 117.37 123.34 Russell 3000 Index 100.00 119.18 147.78 117.52 145.67 177.92 S&P Western Bank Index 100.00 72.59 110.39 83.86 80.70 109.09 29 TriCo Bancshares 2024 10-K T a ble of Contents
Added
Period Ending Index 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 12/31/2025 TriCo Bancshares 100.00 124.54 151.39 131.63 137.76 154.74 Russell 3000 Index 100.00 125.66 101.53 127.88 158.93 185.47 S&P Western Bank Index 100.00 154.19 119.66 118.94 165.75 213.10 29 TriCo Bancshares 2025 10-K Table of Contents

Item 7. Management's Discussion & Analysis

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

87 edited+21 added−35 removed82 unchanged
Biggest changeThe following table summarizes the allocation of the allowance for credit losses between loan types: December 31, (in thousands) 2024 2023 2022 2021 2020 Commercial real estate $ 72,849 $ 68,864 $ 61,381 $ 51,140 $ 53,693 Consumer 27,463 27,453 24,639 23,474 25,148 Commercial and industrial 14,397 12,750 13,597 3,862 4,252 Construction 7,224 8,856 5,142 5,667 7,540 Agriculture production 3,403 3,589 906 1,215 1,209 Leases 30 10 15 18 5 Total allowance for credit losses $ 125,366 $ 121,522 $ 105,680 $ 85,376 $ 91,847 The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of the total allowance for credit losses: December 31, 2024 2023 2022 2021 2020 Commercial real estate 58.1 % 56.7 % 58.0 % 59.9 % 58.5 % Consumer 21.9 % 22.6 % 23.3 % 27.5 % 27.4 % Commercial and industrial 11.5 % 10.5 % 12.9 % 4.5 % 4.6 % Construction 5.8 % 7.3 % 4.9 % 6.6 % 8.2 % Agriculture production 2.7 % 2.9 % 0.9 % 1.4 % 1.3 % Leases — % — % — % 0.1 % — % Total allowance for credit losses 100.0 % 100.0 % 100.0 % 100.0 % 100.0 % 46 TriCo Bancshares 2024 10-K T a ble of Contents The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of total loans in each of the loan categories listed: December 31, 2024 2023 2022 2021 2020 Commercial real estate 1.59 % 1.57 % 1.41 % 1.55 % 1.82 % Consumer 2.14 % 2.09 % 1.99 % 2.19 % 2.62 % Commercial and industrial 3.05 % 2.17 % 2.39 % 1.49 % 0.81 % Construction 2.58 % 2.55 % 2.43 % 2.55 % 2.65 % Agriculture production 2.24 % 2.48 % 1.48 % 2.39 % 2.74 % Leases 0.44 % 0.12 % 0.19 % 0.27 % 0.13 % Total allowance for credit losses 1.85 % 1.79 % 1.64 % 1.74 % 1.93 % The following tables summarize the net charge-off (recovery) activity in the allowance for credit/loan losses as a percentage of loans for the years indicated (dollars in thousands): Year ended December 31, Ratios: 2024 2023 2022 2021 2020 Net charge-offs (recoveries) during period to average loans outstanding during period Commercial real estate: CRE non-owner occupied (0.01) % — % — % — % 0.01 % CRE owner occupied — % 0.38 % — % (0.11) % — % Multifamily — % — % — % — % — % Farmland — % — % 0.01 % 0.07 % 0.12 % Consumer: SFR 1-4 1st DT liens — % (0.02) % — % 0.02 % (0.08) % SFR HELOCs and junior liens 0.10 % (0.01) % — % 0.33 % (0.06) % Other 0.81 % 0.50 % 0.20 % 0.32 % 0.41 % Commercial and industrial 0.23 % 0.60 % 0.17 % 0.28 % 0.04 % Construction — % — % — % 0.01 % — % Agriculture production 0.93 % — % — % (0.05) % (0.05) % Leases — % — % — % — % — % Provision for (benefit from) credit losses to average loans outstanding during period 0.10 % 0.35 % 0.29 % (0.15) % 0.92 % Allowance for credit losses to loans at year-end 1.85 % 1.79 % 1.64 % 1.74 % 1.93 % Generally, losses are triggered by non-performance by the borrower and calculated based on any difference between the current loan amount and the current value of the underlying collateral less any estimated costs associated with the disposition of the collateral.
Biggest changeThe Components of the Allowance for Credit Losses The following table summarizes the allocation of the allowance for credit losses between loan types: December 31, (in thousands) 2025 2024 2023 2022 2021 Commercial real estate $ 75,532 $ 72,849 $ 68,864 $ 61,381 $ 51,140 Consumer 26,283 27,463 27,453 24,639 23,474 Commercial and industrial 11,430 14,397 12,750 13,597 3,862 Construction 8,231 7,224 8,856 5,142 5,667 Agriculture production 4,265 3,403 3,589 906 1,215 Leases 21 30 10 15 18 Total allowance for credit losses $ 125,762 $ 125,366 $ 121,522 $ 105,680 $ 85,376 The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of the total allowance for credit losses: December 31, 2025 2024 2023 2022 2021 Commercial real estate 60.1 % 58.1 % 56.6 % 58.0 % 59.9 % Consumer 20.9 % 21.9 % 22.6 % 23.3 % 27.5 % Commercial and industrial 9.1 % 11.5 % 10.5 % 12.9 % 4.5 % Construction 6.5 % 5.8 % 7.3 % 4.9 % 6.6 % Agriculture production 3.4 % 2.7 % 3.0 % 0.9 % 1.4 % Leases — % — % — % — % 0.1 % Total allowance for credit losses 100.0 % 100.0 % 100.0 % 100.0 % 100.0 % The following table summarizes the allocation of the allowance for credit losses between loan types as a percentage of total loans in each of the loan categories listed: December 31, 2025 2024 2023 2022 2021 Commercial real estate 1.56 % 1.59 % 1.57 % 1.41 % 1.55 % Consumer 2.00 % 2.14 % 2.09 % 1.99 % 2.19 % Commercial and industrial 2.46 % 3.05 % 2.17 % 2.39 % 1.49 % Construction 2.73 % 2.58 % 2.55 % 2.43 % 2.55 % Agriculture production 2.47 % 2.24 % 2.48 % 1.48 % 2.39 % Leases 0.44 % 0.44 % 0.12 % 0.19 % 0.27 % Total allowance for credit losses 1.77 % 1.85 % 1.79 % 1.64 % 1.74 % 46 TriCo Bancshares 2025 10-K Table of Contents The following tables summarize the net charge-off (recovery) activity in the allowance for credit/loan losses as a percentage of loans for the years indicated (dollars in thousands): Year ended December 31, Ratios: 2025 2024 2023 2022 2021 Net charge-offs (recoveries) during period to average loans outstanding during period Commercial real estate: CRE non-owner occupied — % (0.01) % — % — % — % CRE owner occupied — % — % 0.38 % — % (0.11) % Multifamily — % — % — % — % — % Farmland (0.41) % — % — % 0.01 % 0.07 % Consumer: SFR 1-4 1st DT liens — % — % (0.02) % 0.00 % 0.02 % SFR HELOCs and junior liens 0.01 % 0.10 % (0.01) % 0.00 % 0.33 % Other 1.04 % 0.81 % 0.50 % 0.20 % 0.32 % Commercial and industrial 1.93 % 0.23 % 0.60 % 0.17 % 0.28 % Construction — % — % — % — % 0.01 % Agriculture production (0.40) % 0.93 % — % 0.00 % (0.05) % Leases — % — % — % — % — % Provision for (benefit from) credit losses to average loans outstanding during period 0.15 % 0.10 % 0.35 % 0.29 % (0.15) % Allowance for credit losses to loans at year-end 1.77 % 1.85 % 1.79 % 1.64 % 1.74 % Generally, losses are triggered by non-performance by the borrower and calculated based on any difference between the current loan amount and the current value of the underlying collateral less any estimated costs associated with the disposition of the collateral.
The year over year changes in noninterest income reflected improved earnings on deposit accounts and other fees, coupled with elevated earnings from asset management from continued growth in assets under management.
The year over year changes in noninterest income reflected improved earnings on deposit accounts and other service fees, coupled with elevated earnings from asset management from continued growth in assets under management.
Nonperforming assets increased during the fourth quarter by $2.5 million or 5.6% to $46.9 million at December 31, 2024 compared to $44.4 million at September 30, 2024.
Nonperforming assets increased during the fourth quarter of 2024 by $2.5 million or 5.6% to $46.9 million at December 31, 2024 compared to $44.4 million at September 30, 2024.
Depending on economic conditions, interest rate levels, and a variety of other conditions, proceeds from the sale or maturity of investment securities may be used to fund loans, or reduce short-term borrowings. At December 31, 2024, we believe the Company has sufficient liquidity and capital resources to meet its cash flow obligations over the foreseeable future.
Depending on economic conditions, interest rate levels, and a variety of other conditions, proceeds from the sale or maturity of investment securities may be used to fund loans, or reduce short-term borrowings. At December 31, 2025, we believe the Company has sufficient liquidity and capital resources to meet its cash flow obligations over the foreseeable future.
See Note 11 of the financial statements at Part II, Item 8 of this report for the terms. These commitments do not significantly impact operating results. As of December 31, 2024, commitments to extend credit and commitments related to the Bank’s deposit overdraft privilege product were the Bank’s only financial instruments with off-balance sheet risk.
See Note 11 of the financial statements at Part II, Item 8 of this report for the terms. These commitments do not significantly impact operating results. As of December 31, 2025, commitments to extend credit and commitments related to the Bank’s deposit overdraft privilege product were the Bank’s only financial instruments with off-balance sheet risk.
The following table summarizes the estimated effect on net interest income and market value of equity to changing interest rates as measured against a flat rate (no interest rate change) instantaneous shock scenario over a twelve month period utilizing the Company's specific mix of interest earning assets and interest bearing liabilities as of December 31, 2024.
The following table summarizes the estimated effect on net interest income and market value of equity to changing interest rates as measured against a flat rate (no interest rate change) instantaneous shock scenario over a twelve month period utilizing the Company's specific mix of interest earning assets and interest bearing liabilities as of December 31, 2025.
Financial Condition Restricted Equity Securities Restricted equity securities were $17.3 million at December 31, 2024 and 2023 . The entire balance of restricted equity securities at December 31, 2024 and 2023 represents the Bank’s investment in the Federal Home Loan Bank of San Francisco (“FHLB”). FHLB stock is carried at par and does not have a readily determinable fair value.
Financial Condition Restricted Equity Securities Restricted equity securities were $17.3 million at December 31, 2025 and 2024 . The entire balance of restricted equity securities at December 31, 2025 and 2024 represents the Bank’s investment in the Federal Home Loan Bank of San Francisco (“FHLB”). FHLB stock is carried at par and does not have a readily determinable fair value.
The low-income housing tax credits and the equity compensation excess tax benefits represent direct reductions in tax expense. The items noted above resulted in an effective combined Federal and State income tax rate that differed from the combined Federal and State statutory income tax rate of approximately 29.6% during the three years ended 2024, 2023, and 2022.
The low-income housing tax credits and the equity compensation excess tax benefits represent direct reductions in tax expense. The items noted above resulted in an effective combined Federal and State income tax rate that differed from the combined Federal and State statutory income tax rate of approximately 29.6% during the three years ended 2025, 2024, and 2023.
For more information related to loan interest income, including loan purchase discount accretion, see the Summary of Average Balances, Yields/Rates and Interest Differential . The “Yield” and “Volume/Rate” tables shown below are useful in illustrating and quantifying the developments that affected net interest income during 2024 and 2023.
For more information related to loan interest income, including loan purchase discount accretion, see the Summary of Average Balances, Yields/Rates and Interest Differential . The “Yield” and “Volume/Rate” tables shown below are useful in illustrating and quantifying the developments that affected net interest income during 2025 and 2024.
The following interest rate sensitivity table shows the Company’s repricing gaps as of December 31, 2024. In this table transaction deposits, which may be repriced at will by the Company, have been included in the less than 3-month category.
The following interest rate sensitivity table shows the Company’s repricing gaps as of December 31, 2025. In this table transaction deposits, which may be repriced at will by the Company, have been included in the less than 3-month category.
The effective tax rate and the statutory federal income tax rate are reconciled as follows: Year Ended December 31, 2024 2023 2022 Federal statutory income tax rate 21.0 % 21.0 % 21.0 % State income taxes, net of federal tax benefit 7.9 7.9 7.9 Tax-exempt interest on municipal obligations (0.5) (0.7) (0.7) Tax-exempt life insurance related income (0.4) (0.4) (0.4) Low income housing and other tax credits (7.9) (6.6) (3.7) Low income housing tax credit amortization 6.9 5.6 3.6 Compensation and benefits 0.1 0.3 (0.2) Non-deductible merger expenses — — 0.1 Other (1.2) (0.1) 0.3 Effective Tax Rate 25.9 % 27.0 % 27.9 % The effective tax rate on income was 25.9%, 27.0%, and 27.9% in 2024, 2023, and 2022, respectively.
The effective tax rate and the statutory federal income tax rate are reconciled as follows: Year Ended December 31, 2025 2024 2023 Federal statutory income tax rate 21.0 % 21.0 % 21.0 % State income taxes, net of federal tax benefit 6.6 7.9 7.9 Tax-exempt interest on municipal obligations (0.6) (0.5) (0.7) Tax-exempt life insurance related income (0.6) (0.4) (0.4) Low income housing and other tax credits (8.7) (7.9) (6.6) Low income housing tax credit amortization 7.8 6.9 5.6 Compensation and benefits 0.4 0.1 0.3 Non-deductible merger expenses — — — Other 0.9 (1.2) (0.1) Effective Tax Rate 26.8 % 25.9 % 27.0 % The effective tax rate on income was 26.8%, 25.9%, and 27.0% in 2025, 2024, and 2023, respectively.
The Bank has not entered into any material contracts for financial derivative instruments such as futures, swaps, options, etc. Commitments to extend credit were $2.1 billion and $2.2 billion at December 31, 2024 and 2023, respectively, and represent 32.0% of the total loans outstanding at year-end 2024 versus 32.3% at December 31, 2023.
The Bank has not entered into any material contracts for financial derivative instruments such as futures, swaps, options, etc. Commitments to extend credit were $2.2 billion and $2.1 billion at December 31, 2025 and 2024, respectively, and represent 31.2% of the total loans outstanding at year-end 2025 versus 32.0% at December 31, 2024.
The impact of Federal and state tax expenses were partially offset by Federal tax-exempt interest income of $5.6 million, $5.5 million, and $3.1 million, respectively, Federal and State tax-exempt income of $3.1 million, $3.2 million, and $3.5 million, respectively, from increase in cash value and gain on death benefit of life insurance, and low income housing tax credits and losses, net of amortization of $1.5 million, $0.2 million, and $0.6 million, respectively.
The impact of Federal and state tax expenses were partially offset by Federal tax-exempt interest income of $5.0 million, $4.4 million, and $5.6 million, respectively, Federal and State tax-exempt income of $4.6 million, $3.3 million, and $3.1 million, respectively, from increase in cash value and gain on death benefit of life insurance, and low income housing tax credits and losses, net of amortization of $3.5 million, $3.0 million, and $1.9 million, respectively.
During the years ended December 31, 2024 and 2023, no allowance for credit losses nor impairment recognized in earnings related to available for sale investment securities was recorded.
During the years ended December 31, 2025 and 2024, no allowance for credit losses nor impairment recognized in earnings related to available for sale investment securities was recorded.
The Company expects that the cash dividends paid by the Bank to the Company will be sufficient to meet this payment schedule. Dividends from the Bank are subject to certain regulatory restrictions. The maturity distribution of certificates of deposit in denominations of $250,000 or more is set forth in the following table.
The Company expects that the cash dividends paid by the Bank to the Company will be sufficient to meet this payment schedule. Dividends from the Bank are subject to certain regulatory restrictions. The maturity distribution of certificates of deposit in denominations in excess of $250,000 is set forth in the following table.
(3) Net interest margin is computed by dividing net interest income by total average earning assets. 36 TriCo Bancshares 2024 10-K T a ble of Contents Summary of Changes in Interest Income and Expense due to Changes in Average Asset and Liability Balances and Yields Earned and Rates Paid – Volume/Rate Tables The following table sets forth a summary of the changes in the Company’s interest income and interest expense from changes in average asset and liability balances (volume) and changes in average interest rates for the periods indicated.
(3) Net interest margin is computed by dividing net interest income by total average earning assets. 36 TriCo Bancshares 2025 10-K Table of Contents Summary of Changes in Interest Income and Expense due to Changes in Average Asset and Liability Balances and Yields Earned and Rates Paid – Volume/Rate Tables The following table sets forth a summary of the changes in the Company’s interest income and interest expense from changes in average asset and liability balances (volume) and changes in average interest rates for the periods indicated.
As the 97.6% of the HTM portfolio consisted of investment securities where payment performance has an implicit or explicit guarantee from the U.S. government and where no history of credit losses exist, management believes that indicators for zero loss are present and therefore, no loss reserves were recognized in conjunction with the adoption of the CECL standard.
As the 98.3% of the HTM portfolio consisted of investment securities where payment performance has an implicit or explicit guarantee from the U.S. government and where no history of credit losses exist, management believes that indicators for zero loss are present and therefore, no loss reserves were recognized in conjunction with the adoption of the CECL standard.
Because current economic conditions and forecasts can change and future events make it inherently difficult to predict the anticipated amount of estimated credit losses on loans, management's determination of the appropriateness of the ACL, could change significantly.
Because current economic conditions and forecasts can change and determining the likelihood of future events make it inherently difficult to predict the amount of estimated credit losses on loans, management's determination of the appropriateness of the ACL, could change significantly.
Interest Rate Risk Simulations: Change in Interest Rates (Basis Points) Estimated Change in Net Interest Income (NII) (as % of NII) Estimated Change in Market Value of Equity (MVE) (as % of MVE) +300 (shock) (7.4) % (6.0) % +200 (shock) (5.1) % (4.2) % +100 (shock) (2.4) % (1.2) % + 0 (flat) — — -100 (shock) 0.6 % (1.2) % -200 (shock) 0.9 % (5.9) % -300 (shock) 1.7 % (13.9) % These simulations indicate that given a “flat” balance sheet size scenario, and if interest-bearing checking, savings and money market interest rates track the general interest rate changes by the rate shock values listed above, the Company’s balance sheet is liability sensitive over a twelve month time horizon for both a rates up and rates down shock scenario, with greater sensitivity skewed toward rates up.
Interest Rate Risk Simulations: Change in Interest Rates (Basis Points) Estimated Change in Net Interest Income (NII) (as % of NII) Estimated Change in Market Value of Equity (MVE) (as % of MVE) +300 (shock) (5.2) % (4.6) % +200 (shock) (3.5) % (2.9) % +100 (shock) (1.6) % (0.9) % + 0 (flat) — — -100 (shock) (0.1) % (1.6) % -200 (shock) (0.3) % (5.3) % -300 (shock) 2.0 % (10.6) % These simulations indicate that given a “flat or static” balance sheet size scenario, and if interest-bearing checking, savings and money market interest rates track the general interest rate changes by the rate shock values listed above, the Company’s balance sheet is liability sensitive over a twelve month time horizon for both a rates up and rates down shock scenario, with greater sensitivity skewed toward rates up.
The increase in nonperforming assets during the fourth quarter of 2023 was the result of new nonperforming loans of $6.5 million, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $3.7 million, and net charge-offs of $0.6 million in non-performing loans.
The increase in nonperforming assets during the fourth quarter of 2024 was the result of new nonperforming loans of $6.3 million, that were partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $3.0 million, and net charge-offs of $0.6 million in non-performing loans.
Long-Term Debt See Note 13 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s other borrowings and long-term debt. Junior Subordinated Debt See Note 14 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s junior subordinated debt.
Other Borrowings See Note 13 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s other borrowings. Junior Subordinated Debt See Note 14 to the consolidated financial statements at Part II, Item 8 of this report for information about the Company’s junior subordinated debt.
The following table shows the Company’s loan balances, including net deferred loan fees, as a percentage of total loans at the dates indicated: Year ended December 31, (dollars in thousands) 2024 2023 2022 Commercial real estate 67.6 % 64.7 % 67.6 % Consumer 18.9 % 19.3 % 19.2 % Commercial and industrial 7.1 % 8.7 % 8.8 % Construction 4.1 % 5.1 % 3.3 % Agriculture production 2.2 % 2.1 % 1.0 % Leases 0.1 % 0.1 % 0.1 % Total loans 100.0 % 100.0 % 100.0 % Allowance for credit losses 1.85 % 1.79 % 1.64 % At December 31, 2024, loans including net deferred loan fees, totaled $6.8 billion which was a 0.4% or $25.9 million decrease over the balance at the end of December 31, 2023.
The following table shows the Company’s loan balances, including net deferred loan fees, as a percentage of total loans at the dates indicated: Year ended December 31, (dollars in thousands) 2025 2024 2023 Commercial real estate 68.3 % 67.6 % 64.7 % Consumer 18.5 % 18.9 % 19.3 % Commercial and industrial 6.5 % 7.1 % 8.7 % Construction 4.2 % 4.1 % 5.1 % Agriculture production 2.4 % 2.2 % 2.1 % Leases 0.1 % 0.1 % 0.1 % Total loans 100.0 % 100.0 % 100.0 % Allowance for credit losses 1.77 % 1.85 % 1.79 % At December 31, 2025, loans including net deferred loan fees, totaled $7.1 billion which was a 5.1% or $342.6 million increase over the balance at the end of December 31, 2024.
The increase in nonperforming assets during 2023 was the result of $48.6 million of additions to non-performing loans, which was partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $30.1 million and net charge-offs of $7.8 million. 43 TriCo Bancshares 2024 10-K T a ble of Contents Changes in nonperforming assets during the three months ended December 31, 2024 The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2024: (in thousands) Balance at September 30, 2024 Additions Advances/ Paydowns, net Charge-offs/ Write-downs (1) Transfers to Foreclosed Assets Balance at December 31, 2024 Commercial real estate: CRE non-owner occupied $ 3,623 $ — $ (606) $ — $ — $ 3,017 CRE owner occupied 3,278 748 (152) — — 3,874 Multifamily 502 — (22) — — 480 Farmland 12,967 3,712 (484) — — 16,195 Total commercial real estate loans 20,370 4,460 (1,264) — — 23,566 Consumer: SFR 1-4 1st DT 5,997 413 (206) — (225) 5,979 SFR HELOCs and junior liens 4,238 336 (706) — — 3,868 Other 117 203 (8) (108) — 204 Total consumer loans 10,352 952 (920) (108) (225) 10,051 Commercial and industrial 10,642 410 (774) (513) — 9,765 Construction 59 — (2) — — 57 Agriculture production 213 475 (31) — — 657 Leases — — — — — — Total nonperforming loans 41,636 6,297 (2,991) (621) (225) 44,096 Foreclosed assets 2,764 (19) (184) 225 2,786 Total nonperforming assets $ 44,400 $ 6,278 $ (2,991) $ (805) $ — $ 46,882 (1) Charge-offs and write-downs exclude deposit overdraft charge-offs.
The decrease in nonperforming assets during the fourth quarter of 2025 was the result of new nonperforming loans of $9.1 million, that were collectively offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $5.8 million, and net charge-offs of $1.2 million in non-performing loans. 44 TriCo Bancshares 2025 10-K Table of Contents Changes in nonperforming assets during the three months ended December 31, 2024 The following table shows the activity in the balance of nonperforming assets for the quarter ended December 31, 2024: (in thousands) Balance at September 30, 2024 Additions Advances/ Paydowns, net Charge-offs/ Write-downs (1) Transfers to Foreclosed Assets Balance at December 31, 2024 Commercial real estate: CRE non-owner occupied $ 3,623 $ — $ (606) $ — $ — $ 3,017 CRE owner occupied 3,278 748 (152) — — 3,874 Multifamily 502 — (22) — — 480 Farmland 12,967 3,712 (484) — — 16,195 Total commercial real estate loans 20,370 4,460 (1,264) — — 23,566 Consumer: SFR 1-4 1st DT 5,997 413 (206) — (225) 5,979 SFR HELOCs and junior liens 4,238 336 (706) — — 3,868 Other 117 203 (8) (108) — 204 Total consumer loans 10,352 952 (920) (108) (225) 10,051 Commercial and industrial 10,642 410 (774) (513) — 9,765 Construction 59 — (2) — — 57 Agriculture production 213 475 (31) — — 657 Leases — — — — — — Total nonperforming loans 41,636 6,297 (2,991) (621) (225) 44,096 Foreclosed assets 2,764 (19) — 225 2,786 Total nonperforming assets $ 44,400 $ 6,278 $ (2,991) $ (805) $ — $ 46,882 (1) Charge-offs and write-downs exclude deposit overdraft charge-offs.
See the Tables labeled “Allowance for Credit Losses – December 31, 2024 and 2023” at Note 5 in Item 8 of Part II of this report for the components that make up the provision for credit losses for the years ended December 31, 2024 and 2023.
See the Tables labeled “Allowance for Credit Losses – December 31, 2025 and 2024” at Note 5 in Item 8 of Part II of this report for the components that make up the provision for credit losses for the years ended December 31, 2025 and 2024.
Management has presented these non-GAAP financial measures because it believes that they provide useful and comparative information to assess trends in the Company's core operations reflected in the periods presented 31 TriCo Bancshares 2024 10-K T a ble of Contents and facilitate the comparison of our performance with the performance of our peers.
Management has presented these non-GAAP financial measures because it believes that they provide useful and comparative information to assess trends in the Company's core operations reflected in the periods presented 31 TriCo Bancshares 2025 10-K Table of Contents and facilitate the comparison of our performance with the performance of our peers.
At December 31, 2024, the overnight Federal funds rate, the rate primarily used in these interest rate shock scenarios, was 4.5%. These scenarios assume that 1) interest rates increase or decrease evenly (in a “ramp” fashion) over a twelve-month period and remain at the new levels beyond twelve months or 2) that interest rates change instantaneously (“shock”).
At December 31, 2025, the overnight Federal funds rate, the rate primarily used in these interest rate shock scenarios, was 3.75%. These scenarios assume that 1) interest rates increase or decrease evenly (in a “ramp” fashion) over a twelve-month period and remain at the new levels beyond twelve months or 2) that interest rates change instantaneously (“shock”).
As of December 31, 2024 and 2023, the outstanding carrying value of purchased loans that were not acquired in a business combination totaled $155.6 million and $159.1 million, respectively. Asset Quality and Nonperforming Assets Nonperforming Assets The following tables set forth the amount of the Bank’s nonperforming assets as of the dates indicated.
As of December 31, 2025 and 2024, the outstanding carrying value of purchased loans that were not acquired in a business combination totaled $158.9 million and $155.6 million, respectively. Asset Quality and Nonperforming Assets Nonperforming Assets The following tables set forth the amount of the Bank’s nonperforming assets as of the dates indicated.
The segregation of these loans is based on the results from analysis of individually identified credits that meet management’s criteria for individual evaluation. These loans are first reviewed individually to determine if such loans have a unique risk profile that would warrant individual evaluation.
Certain loans are not included in pools of loans that are collectively evaluated. The segregation of these loans is based on the results from analysis of individually identified credits that meet management’s criteria for individual evaluation. These loans are first reviewed individually to determine if such loans have a unique risk profile that would warrant individual evaluation.
For further details of the chan1ge in nonperforming loans during the period ended December 31, 2024 see the Tables, and associated narratives, labeled “Changes in nonperforming assets during the year ended December 31, 2024” and “Changes in nonperforming assets during the three months ended December 31, 2024” under the heading “Asset Quality and Non-Performing Assets ” below. 37 TriCo Bancshares 2024 10-K T a ble of Contents The following table summarizes the components of the provision for credit losses during the periods indicated (dollars in thousands): Year ended December 31, (dollars in thousands) 2024 2023 2022 Provision for allowance for credit losses $ 6,482 $ 22,455 $ 17,945 Change in reserve for unfunded loan commitments 150 1,535 525 Total provision for credit losses $ 6,632 $ 23,990 $ 18,470 The provision for credit losses is based on management’s evaluation of inherent risks in the loan portfolio and a corresponding analysis of the allowance for credit losses.
For further details of the change in nonperforming loans during the period ended December 31, 2025 see the Tables, and associated narratives, labeled “Changes in nonperforming assets during the year ended December 31, 2025” and “Changes in nonperforming assets during the three months ended December 31, 2025” under the heading “Asset Quality and Non-Performing Assets ” below. 37 TriCo Bancshares 2025 10-K Table of Contents The following table summarizes the components of the provision for credit losses during the periods indicated (dollars in thousands): Year ended December 31, (dollars in thousands) 2025 2024 2023 Provision for allowance for credit losses $ 10,318 $ 6,482 $ 22,455 Change in reserve for unfunded loan commitments 1,745 150 1,535 Total provision for credit losses $ 12,063 $ 6,632 $ 23,990 The provision for credit losses is based on management’s evaluation of inherent risks in the loan portfolio and a corresponding analysis of the allowance for credit losses.
As secondary sources of liquidity, the Company's held-to-maturity investment securities had a fair value of $104.3 million, including approximately $7.5 million in net unrealized losses. The Company did not utilize any brokered deposits during 2024 or 2023.
As secondary sources of liquidity, the Company's held-to-maturity investment securities had a fair value of $87.0 million, including approximately $3.6 million in net unrealized losses. The Company did not utilize any brokered deposits during 2025 or 2024.
Additionally, the resulting estimates of changes in market value of equity are not intended to represent, and should not be construed to represent, estimates of changes in the underlying value of the Company. Interest rate sensitivity is a function of the repricing characteristics of the Company’s portfolio of assets and liabilities.
Additionally, the resulting estimates of changes in market value of equity are not intended to represent, and should not be construed to represent, estimates of changes in the underlying value of the Company. 49 TriCo Bancshares 2025 10-K Table of Contents Interest rate sensitivity is a function of the repricing characteristics of the Company’s portfolio of assets and liabilities.
Total average interest-bearing deposits was $5.4 billion and $5.0 billion during 2024 and 2023, respectively, while average other borrowings totaled $294.3 million and $430.7 million, respectively, during the same periods.
Total average interest-bearing deposits was $5.7 billion and $5.4 billion during 2025 and 2024, respectively, while average other borrowings totaled $35.6 million and $294.3 million, respectively, during the same periods.
Commitments related to the Bank’s deposit overdraft privilege product totaled $121.0 million and $121.5 million at December 31, 2024 and 2023, respectively.
Commitments related to the Bank’s deposit overdraft privilege product totaled $125.3 million and $121.0 million at December 31, 2025 and 2024, respectively.
Net charge-offs for the year ended December 31, 2024 totaled $2.6 million , as compared to net recoveries of $6.6 million for the year ended December 31, 2023. Total nonperforming loans increased by 19 basis points to 0.65% of total loans at December 31, 2024 from 0.46% of total loans at December 31, 2023.
Net charge-offs for the year ended December 31, 2025 totaled $9.9 million, as compared to net charge-offs of $2.6 million for the year ended December 31, 2024. Total nonperforming loans increased by 25 basis points to 0.90% of total loans at December 31, 2025 from 0.65% of total loans at December 31, 2024.
The Bank has an Asset and Liability Management Committee which establishes and monitors guidelines to control the sensitivity of earnings and the fair value of certain assets and liabilities as may be caused by changes in interest rates.
The Board of Directors has overall responsibility for the Company’s interest rate risk management policies. The Bank has an Asset and Liability Management Committee which establishes and monitors guidelines to control the sensitivity of earnings and the fair value of certain assets and liabilities as may be caused by changes in interest rates.
The net interest margin contraction was driven by the higher rate environment and a liability sensitive balance sheet, resulting in an increase in the higher cost of funds from both deposits and borrowings.
The net interest margin expansion was driven by the declining rate environment and a liability sensitive balance sheet, resulting in a decrease in the cost of funds from both deposits and borrowings.
The effective tax rate was greater than the Federal statutory rates of 21% due to the combination of state tax expenses of 7.9%.
The effective tax rate was greater than the Federal statutory rates of 21% due to the addition of state tax expenses of 6.6%.
This increase in interest expense was partially offset by improved yields on loan balances and to a greater extent, by the continued balance sheet mix shift where liquidity from deposit growth and investment security principal repayments were utilized to pay down borrowings.
This decrease in interest expense was supported by improved average balances on loans, flat yields on earnings assets and to a greater extent, by the continued balance sheet mix shift where liquidity from deposit growth and investment security principal repayments were utilized to pay down borrowings.
In 2024, operating activities provided cash of $109.7 million, primarily from net income of $114.9 million. In 2023, operating activities provided cash of $138.9 million, primarily from net income of $117.4 million. Loan demand during 2025 will depend in part on economic and competitive conditions.
In 2025, operating activities provided cash of $133.3 million, primarily from net income of $121.6 million. In 2024, operating activities provided cash of $109.7 million, primarily from net income of $114.9 million. Loan demand during 2026 will depend in part on economic and competitive conditions.
Net cash from investing activities totaled $285.0 million in 2024. Proceeds from the maturity and sales of investment securities, net of purchases, provided the bulk of the cash flows totaling approximately $266.5 million, in addition to $22.6 million from the net origination and collection of loans outstanding.
Net cash from investing activities totaled $82.6 million in 2025. Proceeds from the maturity and sales of investment securities, net of purchases, provided the bulk of the cash flows totaling approximately $271.5 million, in addition to $354.1 million from the net origination and collection of loans outstanding.
Thus, as a result of the significant size of the loan portfolio, the numerous assumptions in the model, and the high degree of potential change in such assumptions, there is a high degree of sensitivity to the reported amounts. Management believes that the ACL was adequate as of December 31, 2024.
Thus, as a result of the significant size of the loan portfolio, the numerous assumptions in the model, and the high degree of potential change in such assumptions, there is a high degree of sensitivity to the reported amounts.
The Bank makes loans to borrowers whose applications include a sound purpose, a viable repayment source and a plan of repayment established at inception and generally backed by a secondary source of repayment. 40 TriCo Bancshares 2024 10-K T a ble of Contents Loan Portfolio Composition The following table shows the Company’s loan balances, including net deferred loan fees, at the dates indicated: Year ended December 31, (dollars in thousands) 2024 2023 2022 Commercial real estate 4,577,632 $ 4,394,802 $ 4,359,083 Consumer 1,281,059 1,313,268 1,240,743 Commercial and industrial 471,271 586,455 569,921 Construction 279,933 347,198 211,560 Agriculture production 151,822 144,497 61,414 Leases 6,806 8,250 7,726 Total loans $ 6,768,523 $ 6,794,470 $ 6,450,447 Allowance for credit losses $ (125,366) $ (121,522) $ (105,680) The Company did not purchase any loans during 2024 or 2023.
The Bank makes loans to borrowers whose applications include a sound purpose, a viable repayment source and a plan of repayment established at inception and generally backed by a secondary source of repayment. 40 TriCo Bancshares 2025 10-K Table of Contents Loan Portfolio Composition The following table shows the Company’s loan balances, including net deferred loan fees, at the dates indicated: Year ended December 31, (dollars in thousands) 2025 2024 2023 Commercial real estate 4,853,762 $ 4,577,632 $ 4,394,802 Consumer 1,314,610 1,281,059 1,313,268 Commercial and industrial 464,428 471,271 586,455 Construction 301,045 279,933 347,198 Agriculture production 172,494 151,822 144,497 Leases 4,748 6,806 8,250 Total loans $ 7,111,087 $ 6,768,523 $ 6,794,470 Allowance for credit losses $ (125,762) $ (125,366) $ (121,522) The Company did not have any significant loan purc ha ses during 2025, 2024 and 2023.
For further discussion, refer to “—Risk Factors – Risks Related to Interest Rates.” Following is a summary of the Company’s net interest income for the periods indicated (dollars in thousands): 34 TriCo Bancshares 2024 10-K T a ble of Contents Year ended December 31, 2024 2023 2022 Interest income $ 466,638 $ 438,354 $ 355,505 Interest expense (135,204) (81,677) (9,529) Net interest income (not FTE) 331,434 356,677 345,976 FTE adjustment 1,085 1,536 1,560 Net interest income (FTE) $ 332,519 $ 358,213 $ 347,536 Net interest margin (FTE) 3.71 % 3.96 % 3.88 % Acquired loans discount accretion: Purchased loan discount accretion $ 4,329 $ 5,651 $ 5,465 Effect on average loan yield 0.07 % 0.09 % 0.09 % Effect of purchased loan discount accretion on net interest margin (FTE) 0.05 % 0.06 % 0.07 % Net interest income (FTE) during the year ended December 31, 2024 decreased $25.7 million or 7.2% to $332.5 million compared against $358.2 million during the year ended December 31, 2023.
For further discussion, refer to “—Risk Factors – Risks Related to Interest Rates.” Following is a summary of the Company’s net interest income for the periods indicated (dollars in thousands): 34 TriCo Bancshares 2025 10-K Table of Contents Year ended December 31, 2025 2024 2023 Interest income $ 470,572 $ 466,638 $ 438,354 Interest expense (119,729) (135,204) (81,677) Net interest income (not FTE) 350,843 331,434 356,677 FTE adjustment 1,050 1,085 1,536 Net interest income (FTE) $ 351,893 $ 332,519 $ 358,213 Net interest margin (FTE) 3.89 % 3.71 % 3.96 % Acquired loans discount accretion: Purchased loan discount accretion $ 5,153 $ 4,329 $ 5,651 Effect on average loan yield 0.08 % 0.07 % 0.09 % Effect of purchased loan discount accretion on net interest margin (FTE) 0.06 % 0.05 % 0.06 % Net interest income (FTE) during the year ended December 31, 2025 increased $19.4 million or 5.8% to $351.9 million compared against $332.5 million during the year ended December 31, 2024.
Also, the actual rates of prepayments on loans and investments could vary significantly from the assumptions utilized in deriving the results as presented in the preceding tables. Further, a change in U.S.
Also, the actual rates of prepayments on loans and investments could vary significantly from the assumptions utilized in deriving the results as presented in the preceding tables. Further, a change in U.S. Treasury rates accompanied by a change in the shape of the treasury yield curve could result in different estimations from those presented herein.
At December 31, 2023, loans including net deferred loan fees, totaled $6.8 billion, which was a 5.3% or $344.0 million increase over the balance at the end of December 31, 2022.
At December 31, 2024, loans including net deferred loan fees, totaled $6.8 billion, which was a 0.4% or $25.9 million decrease over the balance at the end of December 31, 2023.
Therefore, during the year ended December 31, 2024 as 2023, no allowance for credit losses related to HTM securities was recorded. 45 TriCo Bancshares 2024 10-K T a ble of Contents Allowance for Credit Losses - Unfunded Commitments The estimated credit losses associated with these unfunded lending commitments is calculated using the same models and methodologies noted above and incorporate utilization assumptions at the estimated time of default.
Therefore, as of and during the years ended December 31, 2025, 2024, and 2023, no allowance for credit losses related to HTM securities was recorded. 45 TriCo Bancshares 2025 10-K Table of Contents Allowance for Credit Losses - Unfunded Commitments The estimated credit losses associated with these unfunded lending commitments is calculated using the same models and methodologies for loans but also incorporates utilization assumptions at the estimated time of default based on a historical utilization rate for each segment.
Foreclosed Assets, Net of Allowance for Losses The following tables detail the components and summarize the activity in foreclosed assets, net of allowances for losses for the years indicated (dollars in thousands): Balance at December 31, 2023 Additions Advances/ Capitalized Costs/Other Sales Valuation Adjustments Balance at December 31, 2024 Land & Construction $ 154 $ 11 $ — $ — $ 39 $ 204 Residential real estate 1,673 650 — (359) (281) 1,683 Commercial real estate 878 21 — — — 899 Total foreclosed assets $ 2,705 $ 682 $ — $ (359) $ (242) $ 2,786 47 TriCo Bancshares 2024 10-K T a ble of Contents Balance at December 31, 2022 Additions Advances/ Capitalized Costs/Other Sales Valuation Adjustments Balance at December 31, 2023 Land & Construction $ 154 $ — $ — $ — $ — $ 154 Residential real estate 1,709 105 — (127) (14) 1,673 Commercial real estate 1,576 50 — (79) (669) 878 Total foreclosed assets $ 3,439 $ 155 $ — $ (206) $ (683) $ 2,705 Deposit Portfolio Composition The following table shows the Company’s deposit balances at the dates indicated: Year ended December 31, (dollars in thousands) 2024 2023 2022 Noninterest-bearing demand $ 2,548,613 $ 2,722,689 $ 3,502,095 Interest-bearing demand 1,758,629 1,731,814 1,718,541 Savings 2,657,849 2,682,068 2,884,378 Time certificates, over $250,000 485,180 250,180 46,350 Other time certificates 637,305 447,287 177,649 Total deposits $ 8,087,576 $ 7,834,038 $ 8,329,013 Total uninsured deposits were estimated to be approximately $2.6 billion and $2.4 billion at December 31, 2024 and 2023, respectively.
Foreclosed Assets, Net of Allowance for Losses The following tables detail the components and summarize the activity in foreclosed assets, net of allowances for losses for the years indicated (dollars in thousands): Balance at December 31, 2024 Additions Advances/ Capitalized Costs/Other Sales Valuation Adjustments Balance at December 31, 2025 Land & Construction $ 204 $ 6,135 $ — $ (2,747) $ — $ 3,592 Residential real estate 1,683 175 — (101) (3) 1,754 Commercial real estate 899 — — — — 899 Total foreclosed assets $ 2,786 $ 6,310 $ — $ (2,848) $ (3) $ 6,245 Balance at December 31, 2023 Additions Advances/ Capitalized Costs/Other Sales Valuation Adjustments Balance at December 31, 2024 Land & Construction $ 154 $ 11 $ — $ — $ 39 $ 204 Residential real estate 1,673 650 — (359) (281) 1,683 Commercial real estate 878 21 — — — 899 Total foreclosed assets $ 2,705 $ 682 $ — $ (359) $ (242) $ 2,786 47 TriCo Bancshares 2025 10-K Table of Contents Deposit Portfolio Composition The following table shows the Company’s deposit balances at the dates indicated: Year ended December 31, (dollars in thousands) 2025 2024 2023 Noninterest-bearing demand $ 2,594,032 $ 2,548,613 $ 2,722,689 Interest-bearing demand 1,784,769 1,758,629 1,731,814 Savings 2,775,058 2,657,849 2,682,068 Time certificates, over $250,000 484,858 485,180 250,180 Other time certificates 625,184 637,305 447,287 Total deposits $ 8,263,901 $ 8,087,576 $ 7,834,038 Total uninsured deposits were estimated to be approximately $2.8 billion and $2.6 billion at December 31, 2025 and 2024, respectively.
By definition, any loan that management has placed on non-accrual is required to be individually evaluated, however, not all individually evaluated loans need to be placed on non-accrual.
By definition, any loan that management has placed on non-accrual is required to be individually evaluated, however, not all individually 33 TriCo Bancshares 2025 10-K Table of Contents evaluated loans need to be placed on non-accrual.
The tangible common equity to tangible assets ratio, a non-GAAP financial measure, was 9.72% at December 31, 2024, up 92 basis points from December 31, 2023, primarily due to an increase in tangible common equity related primarily to the retention of 2024 earnings. 30 TriCo Bancshares 2024 10-K T a ble of Contents TRICO BANCSHARES Financial Summary (In thousands, except per share amounts; unaudited) Year ended December 31, 2024 2023 2022 Interest income $ 466,638 $ 438,354 $ 355,505 Interest expense (135,204) (81,677) (9,529) Net interest income 331,434 356,677 345,976 (Provision for) benefit from loan losses (6,632) (23,990) (18,470) Noninterest income 64,407 61,400 63,046 Noninterest expense (234,105) (233,182) (216,645) Income before income taxes 155,104 160,905 173,907 Provision for income taxes (40,236) (43,515) (48,488) Net income $ 114,868 $ 117,390 $ 125,419 Share Data Earnings per share: Basic $ 3.47 $ 3.53 $ 3.85 Diluted $ 3.46 $ 3.52 $ 3.83 Per share: Dividends paid $ 1.32 $ 1.20 $ 1.10 Book value at period end $ 37.03 $ 34.86 $ 31.39 Tangible book value at period end (2) $ 27.60 $ 25.39 $ 21.76 Average common shares outstanding 33,088 33,261 32,584 Average diluted common shares outstanding 33,230 33,355 32,721 Shares outstanding at period end 32,970 33,268 33,332 Financial Ratios During the period: Return on average assets 1.18 % 1.19 % 1.28 % Return on average equity 9.57 % 10.65 % 11.67 % Net interest margin(1) 3.71 % 3.96 % 3.88 % Efficiency ratio 59.14 % 55.77 % 52.97 % Average equity to average assets 12.30 % 11.17 % 11.00 % Dividend payout ratio 38.00 % 33.99 % 28.54 % At period end: Equity to assets 12.62 % 11.70 % 10.54 % Total capital to risk-weighted assets 15.71 % 14.73 % 14.19 % Balance Sheet Data Total investments $ 2,036,610 $ 2,305,882 $ 2,633,269 Total loans 6,768,523 6,794,470 6,450,447 Total assets 9,673,728 9,910,089 9,930,986 Total non-interest bearing deposits 2,548,613 2,722,689 3,502,095 Total deposits 8,087,576 7,834,038 8,329,013 Total other borrowings 89,610 632,582 264,605 Total junior subordinated debt 101,191 101,099 101,040 Total shareholders’ equity 1,220,907 1,159,682 1,046,416 Total tangible equity (2) $ 910,033 $ 844,688 $ 725,304 (1) Fully taxable equivalent (FTE) (2) Tangible equity is calculated by subtracting Goodwill and Other intangible assets from total shareholders’ equity.
The tangible common equity to tangible assets ratio, a non-GAAP financial measure, was 10.71% at December 31, 2025, up 99 basis points from December 31, 2024, primarily due to an increase in tangible common equity related to the retention of 2025 earnings and a reduction in accumulated other comprehensive loss. 30 TriCo Bancshares 2025 10-K Table of Contents TRICO BANCSHARES Financial Summary (In thousands, except per share amounts; unaudited) Year ended December 31, 2025 2024 2023 Interest income $ 470,572 $ 466,638 $ 438,354 Interest expense (119,729) (135,204) (81,677) Net interest income 350,843 331,434 356,677 Provision for credit losses (12,063) (6,632) (23,990) Noninterest income 68,338 64,407 61,400 Noninterest expense (240,959) (234,105) (233,182) Income before income taxes 166,159 155,104 160,905 Provision for income taxes (44,601) (40,236) (43,515) Net income $ 121,558 $ 114,868 $ 117,390 Share Data Earnings per share: Basic $ 3.72 $ 3.47 $ 3.53 Diluted $ 3.70 $ 3.46 $ 3.52 Per share: Dividends paid $ 1.38 $ 1.32 $ 1.20 Book value at period end $ 41.07 $ 37.03 $ 34.86 Tangible book value at period end (2) $ 31.52 $ 27.60 $ 25.39 Average common shares outstanding 32,673 33,088 33,261 Average diluted common shares outstanding 32,855 33,230 33,355 Shares outstanding at period end 32,335 32,970 33,268 Financial Ratios During the period: Return on average assets 1.23 % 1.18 % 1.19 % Return on average equity 9.45 % 9.57 % 10.65 % Net interest margin(1) 3.89 % 3.71 % 3.96 % Efficiency ratio 57.48 % 59.14 % 55.77 % Average equity to average assets 13.06 % 12.30 % 11.17 % Dividend payout ratio 37.04 % 38.00 % 33.99 % At period end: Equity to assets 13.52 % 12.62 % 11.70 % Total capital to risk-weighted assets 15.05 % 15.71 % 14.73 % Balance Sheet Data Total investments $ 1,842,417 $ 2,036,610 $ 2,305,882 Total loans 7,111,087 6,768,523 6,794,470 Total assets 9,822,063 9,673,728 9,910,089 Total non-interest bearing deposits 2,594,032 2,548,613 2,722,689 Total deposits 8,263,901 8,087,576 7,834,038 Total other borrowings 11,713 89,610 632,582 Total junior subordinated debt 41,238 101,191 101,099 Total shareholders’ equity 1,328,001 1,220,907 1,159,682 Total tangible equity (2) $ 1,019,088 $ 910,033 $ 844,688 (1) Fully taxable equivalent (FTE) (2) Tangible equity is calculated by subtracting Goodwill and Other intangible assets from total shareholders’ equity.
Additional discussion on loan quality, our procedures to measure loan impairment, and the allowance for credit losses is provided under the heading “Asset Quality and Non-Performing Assets ” below.
Additional discussion on loan quality, our procedures to identify individually evaluation loans and the related reserves, if any, and the allowance for credit losses is provided under the heading “Asset Quality and Non-Performing Assets ” below.
Non-interest Income The following table summarizes the Company’s non-interest income for the periods indicated (dollars in thousands): Year Ended December 31, 2024 2023 2022 ATM and interchange fees $ 25,319 $ 26,459 $ 26,767 Service charges on deposit accounts 19,451 17,595 16,536 Other service fees 5,301 4,732 4,274 Mortgage banking service fees 1,739 1,808 1,887 Change in value of mortgage loan servicing rights (480) (506) 301 Total service charges and fees 51,330 50,088 49,765 Increase in cash value of life insurance 3,257 3,150 2,858 Asset management and commission income 5,573 4,517 3,986 Gain on sale of loans 1,532 1,166 2,342 Lease brokerage income 455 441 820 Sale of customer checks 1,216 1,383 1,167 (Loss) gain on sale/exchange of investment securities (43) (284) — (Loss) gain on marketable equity securities 126 36 (340) Other 961 903 2,448 Total other non-interest income 13,077 11,312 13,281 Total non-interest income $ 64,407 $ 61,400 $ 63,046 Non-interest income increased $3.0 million or 4.90% to $64.4 million during the year ended December 31, 2024, as compared to $61.4 million during the year ended December 31, 2023.
Non-interest Income The following table summarizes the Company’s non-interest income for the periods indicated (dollars in thousands): Year Ended December 31, 2025 2024 2023 ATM and interchange fees $ 25,541 $ 25,319 $ 26,459 Service charges on deposit accounts 20,967 19,451 17,595 Other service fees 5,761 5,301 4,732 Mortgage banking service fees 1,736 1,739 1,808 Change in value of mortgage loan servicing rights (560) (480) (506) Total service charges and fees 53,445 51,330 50,088 Increase in cash value of life insurance 3,395 3,257 3,150 Asset management and commission income 7,025 5,573 4,517 Gain on sale of loans 1,606 1,532 1,166 Lease brokerage income 224 455 441 Sale of customer checks 1,300 1,216 1,383 (Loss) gain on sale or exchange of investment securities (3,247) (43) (284) (Loss) gain on marketable equity securities 84 126 36 Other income 4,506 961 903 Total other non-interest income 14,893 13,077 11,312 Total non-interest income $ 68,338 $ 64,407 $ 61,400 Non-interest income increased $3.9 million or 6.1% to $68.3 million during the twelve months ended December 31, 2025, compared to $64.4 million during the comparative twelve months ended December 31, 2024.
Average earning asset declines included a $308.7 million or 12.6% decrease in average securities, partially offset by an $189.8 million, or 2.9% increase in average loans and leases. The decrease in average securities was driven by the redeployment of liquidity from prepayments and maturities into the pay down of borrowings and loan growth during 2024.
Average earning asset declines included a $226.1 million or 10.5% decrease in average securities, partially offset by an $166.3 million, or 2.5% increase in average loans and leases. The decrease in average securities was driven by the redeployment of liquidity from prepayments, maturities and sales into the pay down of borrowings and loan growth during 2025.
As of December 31, 2024, the Company's HTM investment portfolio had a carrying value of approximately $111.9 million and was comprised of $109.2 million in obligations backed by U.S. government agencies and $2.7 million in obligations of states and political subdivisions.
As of December 31, 2025, the Company's HTM investment portfolio had a carrying value of approximately $90.5 million and was comprised of $89.0 million in obligations backed by U.S. government agencies and $1.6 million in obligations of states and political subdivisions.
The Company's primary sources of remaining available liquidity from available borrowings and in transit items include the following for the periods indicated: (dollars in thousands) December 31, 2024 December 31, 2023 Borrowing capacity at correspondent banks and FRB $ 2,821,678 $ 2,921,525 Less: borrowings outstanding (75,000) (600,000) Unpledged available-for-sale (AFS) investment securities 1,279,422 1,558,506 Cash held or in transit with FRB 96,395 51,253 Total primary liquidity $ 4,122,495 $ 3,931,284 Estimated uninsured deposit balances $ 2,584,265 $ 2,371,000 At December 31, 2024, the Company's primary sources of liquidity represented 51% of total deposits and 160% of estimated total uninsured (excluding collateralized municipal deposits and intercompany balances) deposits, respectively.
The Company's primary sources of remaining available liquidity from available borrowings and in transit items include the following for the periods indicated: 50 TriCo Bancshares 2025 10-K Table of Contents (dollars in thousands) December 31, 2025 December 31, 2024 Borrowing capacity at correspondent banks and FRB $ 2,905,789 $ 2,821,678 Less: borrowings outstanding — (75,000) Unpledged available-for-sale (AFS) investment securities 963,625 1,279,422 Cash held or in transit with FRB 98,067 96,395 Total primary liquidity $ 3,967,481 $ 4,122,495 Estimated uninsured deposit balances $ 2,826,547 $ 2,584,265 At December 31, 2025, the Company's primary sources of liquidity represented 48% of total deposits and 140% of estimated total uninsured (excluding collateralized municipal deposits and intercompany balances) deposits, respectively.
Yields on securities and certain loans have been adjusted upward to reflect the effect of income thereon exempt from federal income taxation at the statutory tax rate applicable during the period presented (dollars in thousands): 35 TriCo Bancshares 2024 10-K T a ble of Contents Year ended December 31, 2024 2023 2022 Average Balance Interest Income/ Expense Rates Earned /Paid Average Balance Interest Income/ Expense Rates Earned /Paid Average Balance Interest Income/ Expense Rates Earned /Paid Assets: Loans $ 6,747,072 $ 390,491 5.79 % $ 6,557,246 $ 356,710 5.44 % $ 5,866,360 $ 285,375 4.86 % Investment securities—taxable 2,008,823 68,434 3.41 % 2,272,301 75,203 3.31 % 2,459,032 60,499 2.46 % Investment securities—nontaxable (1) 136,530 4,700 3.44 % 181,766 6,656 3.66 % 190,339 6,759 3.55 % Total investments 2,145,353 73,134 3.41 % 2,454,067 81,859 3.34 % 2,649,371 67,258 2.54 % Cash at Federal Reserve and other banks 80,439 4,098 5.09 % 26,469 1,321 4.99 % 452,300 4,432 0.98 % Total interest-earning assets 8,972,864 467,723 5.21 % 9,037,782 439,890 4.87 % 8,968,031 357,065 3.98 % Other assets 784,462 832,407 803,570 Total assets $ 9,757,326 $ 9,870,189 $ 9,771,601 Liabilities and shareholders’ equity: Interest-bearing demand deposits $ 1,734,900 $ 22,998 1.33 % $ 1,709,930 $ 11,190 0.65 % $ 1,720,932 $ 452 0.03 % Savings deposits 2,677,726 49,028 1.83 % 2,805,424 31,444 1.12 % 2,878,189 3,356 0.12 % Time deposits 999,143 41,100 4.11 % 473,688 12,453 2.63 % 302,619 881 0.29 % Total interest-bearing deposits 5,411,769 113,126 2.09 % 4,989,042 55,087 1.10 % 4,901,740 4,689 0.10 % Other borrowings 294,318 14,706 5.00 % 430,736 19,712 4.58 % 33,410 421 1.26 % Junior subordinated debt 101,139 7,372 7.29 % 101,064 6,878 6.81 % 91,138 4,419 4.85 % Total interest-bearing liabilities 5,807,226 135,204 2.33 % 5,520,842 81,677 1.48 % 5,026,288 9,529 0.19 % Noninterest-bearing deposits 2,584,904 3,068,839 3,492,713 Other liabilities 165,056 178,072 178,163 Shareholders’ equity 1,200,140 1,102,436 1,074,437 Total liabilities and shareholders’ equity $ 9,757,326 $ 9,870,189 $ 9,771,601 Net interest spread (2) 2.88 % 3.39 % 3.79 % Net interest income and interest margin (3) $ 332,519 3.71 % $ 358,213 3.96 % $ 347,536 3.88 % (1) The fully-taxable equivalent (FTE) adjustment for interest income of non-taxable investment securities was $1.1 million, $1.5 million, and $1.6 million for the years ended December 31, 2024, 2023 and 2022, respectively.
Yields on securities and certain loans have been adjusted upward to reflect the effect of income thereon exempt from federal income taxation at the statutory tax rate applicable during the period presented (dollars in thousands): 35 TriCo Bancshares 2025 10-K Table of Contents Year ended December 31, 2025 2024 2023 Average Balance Interest Income/ Expense Rates Earned /Paid Average Balance Interest Income/ Expense Rates Earned /Paid Average Balance Interest Income/ Expense Rates Earned /Paid Assets: Loans $ 6,913,337 $ 397,308 5.75 % $ 6,747,072 $ 390,491 5.79 % $ 6,557,246 $ 356,710 5.44 % Investment securities—taxable 1,787,112 60,398 3.38 % 2,008,823 68,434 3.41 % 2,272,301 75,203 3.31 % Investment securities—nontaxable (1) 132,154 4,551 3.44 % 136,530 4,700 3.44 % 181,766 6,656 3.66 % Total investments 1,919,266 64,949 3.38 % 2,145,353 73,134 3.41 % 2,454,067 81,859 3.34 % Cash at Federal Reserve and other banks 216,083 9,365 4.33 % 80,439 4,098 5.09 % 26,469 1,321 4.99 % Total interest-earning assets 9,048,686 471,622 5.21 % 8,972,864 467,723 5.21 % 9,037,782 439,890 4.87 % Other assets 806,100 784,462 832,407 Total assets $ 9,854,786 $ 9,757,326 $ 9,870,189 Liabilities and shareholders’ equity: Interest-bearing demand deposits $ 1,829,324 $ 25,212 1.38 % $ 1,734,900 $ 22,998 1.33 % $ 1,709,930 $ 11,190 0.65 % Savings deposits 2,808,876 49,060 1.75 % 2,677,726 49,028 1.83 % 2,805,424 31,444 1.12 % Time deposits 1,106,959 39,033 3.53 % 999,143 41,100 4.11 % 473,688 12,453 2.63 % Total interest-bearing deposits 5,745,159 113,305 1.97 % 5,411,769 113,126 2.09 % 4,989,042 55,087 1.10 % Other borrowings 35,585 1,065 2.99 % 294,318 14,706 5.00 % 430,736 19,712 4.58 % Junior subordinated debt 78,604 5,359 6.82 % 101,139 7,372 7.29 % 101,064 6,878 6.81 % Total interest-bearing liabilities 5,859,348 119,729 2.04 % 5,807,226 135,204 2.33 % 5,520,842 81,677 1.48 % Noninterest-bearing deposits 2,544,718 2,584,904 3,068,839 Other liabilities 163,761 165,056 178,072 Shareholders’ equity 1,286,959 1,200,140 1,102,436 Total liabilities and shareholders’ equity $ 9,854,786 $ 9,757,326 $ 9,870,189 Net interest spread (2) 3.17 % 2.88 % 3.39 % Net interest income and interest margin (3) $ 351,893 3.89 % $ 332,519 3.71 % $ 358,213 3.96 % (1) The fully-taxable equivalent (FTE) adjustment for interest income of non-taxable investment securities was $1.1 million, $1.1 million, and $1.5 million for the years ended December 31, 2025, 2024 and 2023, respectively.
For a reconciliation of these non-GAAP financial measures, see the tables below: Twelve months ended (dollars in thousands) December 31, 2024 December 31, 2023 Net interest margin Acquired loans discount accretion, net: Amount (included in interest income) $4,329 $5,651 Effect on average loan yield 0.07 % 0.09 % Effect on net interest margin (FTE) 0.05 % 0.06 % Net interest margin (FTE) 3.71 % 3.96 % Net interest margin less effect of acquired loan discount accretion (Non-GAAP) 3.66 % 3.90 % Twelve months ended (dollars in thousands) December 31, 2024 December 31, 2023 Pre-tax pre-provision return on average assets or equity Net income (GAAP) $114,868 $117,390 Exclude provision for income taxes 40,236 43,515 Exclude provision for credit losses 6,632 23,990 Net income before income tax and provision expense (Non-GAAP) $161,736 $184,895 Average assets (GAAP) $9,757,326 $9,870,189 Average equity (GAAP) $1,200,140 $1,102,436 Return on average assets (GAAP) 1.18 % 1.19 % Pre-tax pre-provision return on average assets (Non-GAAP) 1.66 % 1.87 % Return on average equity (GAAP) 9.57 % 10.65 % Pre-tax pre-provision return on average equity (Non-GAAP) 13.48 % 16.77 % Twelve months ended (dollars in thousands) December 31, 2024 December 31, 2023 Return on tangible common equity Average total shareholders' equity $1,200,140 $1,102,436 Exclude average goodwill 304,442 304,442 Exclude average other intangibles 8,592 13,611 Average tangible common equity (Non-GAAP) $887,106 $784,383 Net income (GAAP) $114,868 $117,390 Exclude amortization of intangible assets, net of tax effect 2,900 4,309 Tangible net income available to common shareholders (Non-GAAP) $117,768 $121,699 Return on average equity 9.57 % 10.65 % Return on average tangible common equity (Non-GAAP) 13.28 % 15.52 % 32 TriCo Bancshares 2024 10-K T a ble of Contents Three months ended (dollars in thousands) December 31, 2024 December 31, 2023 Tangible shareholders' equity to tangible assets Shareholders' equity (GAAP) $1,220,907 $1,159,682 Exclude goodwill and other intangible assets, net 310,874 314,994 Tangible shareholders' equity (Non-GAAP) $910,033 $844,688 Total assets (GAAP) $9,673,728 $9,910,089 Exclude goodwill and other intangible assets, net 310,874 314,994 Total tangible assets (Non-GAAP) $9,362,854 $9,595,095 Shareholders' equity to total assets (GAAP) 12.62 % 11.70 % Tangible shareholders' equity to tangible assets (Non-GAAP) 9.72 % 8.80 % Three months ended (dollars in thousands) December 31, 2024 December 31, 2023 Tangible common shareholders' equity per share Tangible shareholders' equity (Non-GAAP) $910,033 $844,688 Common shares outstanding at end of period 32,970,425 33,268,102 Common shareholders' equity (book value) per share (GAAP) $37.03 $34.86 Tangible common shareholders' equity (tangible book value) per share (Non-GAAP) $27.60 $25.39 Critical Accounting Policies and Estimates In preparing the consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (GAAP), management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period.
For a reconciliation of these non-GAAP financial measures, see the tables below: Twelve months ended (dollars in thousands) December 31, 2025 December 31, 2024 Net interest margin Acquired loans discount accretion, net: Amount (included in interest income) $5,153 $4,329 Effect on average loan yield 0.08 % 0.07 % Effect on net interest margin (FTE) 0.06 % 0.05 % Net interest margin (FTE) 3.89 % 3.71 % Net interest margin less effect of acquired loan discount accretion (Non-GAAP) 3.83 % 3.66 % Twelve months ended (dollars in thousands) December 31, 2025 December 31, 2024 Pre-tax pre-provision return on average assets or equity Net income (GAAP) $121,558 $114,868 Exclude provision for income taxes 44,601 40,236 Exclude provision for credit losses 12,063 6,632 Net income before income tax and provision expense (Non-GAAP) $178,222 $161,736 Average assets (GAAP) $9,854,786 $9,757,326 Average equity (GAAP) $1,286,959 $1,200,140 Return on average assets (GAAP) 1.23 % 1.18 % Pre-tax pre-provision return on average assets (Non-GAAP) 1.81 % 1.66 % Return on average equity (GAAP) 9.45 % 9.57 % Pre-tax pre-provision return on average equity (Non-GAAP) 13.85 % 13.48 % Twelve months ended (dollars in thousands) December 31, 2025 December 31, 2024 Return on tangible common equity Average total shareholders' equity $1,286,959 $1,200,140 Exclude average goodwill 304,442 304,442 Exclude average other intangibles 5,498 8,592 Average tangible common equity (Non-GAAP) $977,019 $887,106 Net income (GAAP) $121,558 $114,868 Exclude amortization of intangible assets, net of tax effect 1,381 2,900 Tangible net income available to common shareholders (Non-GAAP) $122,939 $117,768 Return on average equity 9.45 % 9.57 % Return on average tangible common equity (Non-GAAP) 12.58 % 13.28 % 32 TriCo Bancshares 2025 10-K Table of Contents As of (dollars in thousands) December 31, 2025 December 31, 2024 Tangible shareholders' equity to tangible assets Shareholders' equity (GAAP) $1,328,001 $1,220,907 Exclude goodwill and other intangible assets, net 308,913 310,874 Tangible shareholders' equity (Non-GAAP) $1,019,088 $910,033 Total assets (GAAP) $9,822,063 $9,673,728 Exclude goodwill and other intangible assets, net 308,913 310,874 Total tangible assets (Non-GAAP) $9,513,150 $9,362,854 Shareholders' equity to total assets (GAAP) 13.52 % 12.62 % Tangible shareholders' equity to tangible assets (Non-GAAP) 10.71 % 9.72 % As of (dollars in thousands) December 31, 2025 December 31, 2024 Tangible common shareholders' equity per share Tangible shareholders' equity (Non-GAAP) $1,019,088 $910,033 Common shares outstanding at end of period 32,334,974 32,970,425 Common shareholders' equity (book value) per share (GAAP) $41.07 $37.03 Tangible common shareholders' equity (tangible book value) per share (Non-GAAP) $31.52 $27.60 Critical Accounting Policies and Estimates In preparing the consolidated financial statements in accordance with generally accepted accounting principles in the United States of America (GAAP), management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the date of the balance sheet and revenues and expenses for the period.
The current year net income reported was impacted by declines in net interest income primarily associated with elevated interest expense and partially offset by a reduction in provision for loan losses. In 2024, total interest expense was reported at $135.2 million, an increase of $53.5 million or 65.5% from the prior year.
The current year net income was impacted by an increase in net interest income primarily associated with decreased interest expense and partially offset by an increase in provision for loan losses. In 2025, total interest expense was reported at $119.7 million, an decrease of $15.5 million or 11.4% from the prior year.
Net interest income on a fully tax equivalent (FTE) basis, a non-GAAP financial measure, was $332.5 million, a decrease of $25.7 million, or 7.2%, from 2023. The decrease in FTE net interest income reflects the $64.9 million, or 0.7%, decrease in average earning assets and a 25 basis point decrease in the FTE net interest margin to 3.71%.
Net interest income on a fully tax equivalent (FTE) basis, a non-GAAP financial measure, was $351.9 million, an increase of $19.4 million, or 5.8%, from 2024. The increase in FTE net interest income reflects the $75.8 million, or 0.8%, increase in average earning assets and an 18 basis point increase in the FTE net interest margin to 3.89%.
Nonperforming assets increased during the fourth quarter of 2023 by $1.9 million or 6.0% to $34.6 million at December 31, 2023 compared to $32.7 million at September 30, 2023.
Nonperforming assets decreased during the fourth quarter by $0.6 million or 0.9% to $70.5 million at December 31, 2025 compared to $71.1 million at September 30, 2025.
Financial Overview In 2024, the Company reported net income of $114.9 million, an $2.5 million or 2.1% decrease from the prior year. Earnings per share on a diluted basis for the year were $3.46, down 1.7% from the prior year.
Financial Overview In 2025, the Company reported net income of $121.6 million, a $6.7 million or 5.8% increase from the prior year. Earnings per share on a diluted basis for the year were $3.70, up 6.9% from the prior year.
“Performing non-accrual loans” are loans that may be current for both principal and interest payments, or are less than 90 days past due, but for which payment in full of both principal and interest is not expected, and are not well secured and in the process of collection: 41 TriCo Bancshares 2024 10-K T a ble of Contents December 31, (dollars in thousands) 2024 2023 2022 2021 2020 Performing nonaccrual loans $ 19,543 $ 25,380 $ 19,543 $ 27,713 $ 22,896 Nonperforming nonaccrual loans 24,493 6,500 1,770 2,637 3,968 Total nonaccrual loans 44,036 31,880 21,313 30,350 26,864 Loans 90 days past due and still accruing 60 10 8 — — Total nonperforming loans 44,096 31,890 21,321 30,350 26,864 Foreclosed assets 2,786 2,705 3,439 2,594 2,844 Total nonperforming assets $ 46,882 $ 34,595 $ 24,760 $ 32,944 $ 29,708 U.S. government, including its agencies and its government-sponsored agencies, guaranteed portion of nonperforming loans $ 819 $ 877 $ 225 $ 756 $ 811 Nonperforming assets to total assets 0.48 % 0.35 % 0.25 % 0.38 % 0.39 % Nonperforming loans to total loans 0.65 % 0.47 % 0.33 % 0.61 % 0.56 % Allowance for credit losses to nonperforming loans 284 % 381 % 516 % 281 % 342 % Changes in nonperforming assets during the year ended December 31, 2024 The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2024: (in thousands) Balance at December 31, 2023 Additions Advances/ Paydowns, net Charge-offs/ Write-downs Transfers to Foreclosed Assets Balance at December 31, 2024 Commercial real estate: CRE non-owner occupied $ 2,024 $ 4,211 $ (3,218) $ — $ — $ 3,017 CRE owner occupied 3,994 774 (894) — — 3,874 Multifamily — 502 (22) — — 480 Farmland 14,484 3,712 (2,001) — — 16,195 Total commercial real estate loans 20,502 9,199 (6,135) — — 23,566 Consumer: SFR 1-4 1st DT 2,811 4,060 (641) (26) (225) 5,979 SFR HELOCs and junior liens 3,571 2,138 (1,801) (40) — 3,868 Other 105 511 (43) (369) — 204 Total consumer loans 6,487 6,709 (2,485) (435) (225) 10,051 Commercial and industrial 2,513 11,017 (1,978) (1,787) — 9,765 Construction 67 9 (7) — (12) 57 Agriculture production 2,321 692 (906) (1,450) — 657 Leases — — — — — — Total nonperforming loans 31,890 27,626 (11,511) (3,672) (237) 44,096 Foreclosed assets 2,705 423 (395) (184) 237 2,786 Total nonperforming assets $ 34,595 $ 28,049 $ (11,906) $ (3,856) $ — $ 46,882 The table above does not include deposit overdraft charge-offs.
“Performing non-accrual loans” are loans that may be current for both principal and interest payments, or are less than 90 days past due, but for which payment in full of both principal and interest is not expected, and are not well secured and in the process of collection: 41 TriCo Bancshares 2025 10-K Table of Contents December 31, (dollars in thousands) 2025 2024 2023 2022 2021 Performing nonaccrual loans $ 40,762 $ 19,543 $ 25,380 $ 19,543 $ 27,713 Nonperforming nonaccrual loans 23,374 24,493 6,500 1,770 2,637 Total nonaccrual loans 64,136 44,036 31,880 21,313 30,350 Loans 90 days past due and still accruing 83 60 10 8 — Total nonperforming loans 64,219 44,096 31,890 21,321 30,350 Foreclosed assets 6,245 2,786 2,705 3,439 2,594 Total nonperforming assets $ 70,464 $ 46,882 $ 34,595 $ 24,760 $ 32,944 U.S. government, including its agencies and its government-sponsored agencies, guaranteed portion of nonperforming loans $ — $ 819 $ 877 $ 225 $ 756 Nonperforming assets to total assets 0.72 % 0.48 % 0.35 % 0.25 % 0.38 % Nonperforming loans to total loans 0.90 % 0.65 % 0.47 % 0.33 % 0.61 % Allowance for credit losses to nonperforming loans 196 % 284 % 381 % 516 % 281 % Changes in nonperforming assets during the year ended December 31, 2025 The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2025: (in thousands) Balance at December 31, 2024 Additions Advances/ Paydowns, net Charge-offs/ Write-downs Transfers to Foreclosed Assets Balance at December 31, 2025 Commercial real estate: CRE non-owner occupied $ 3,017 $ 5,068 $ (996) $ — $ — $ 7,089 CRE owner occupied 3,874 9,725 (5,866) — — 7,733 Multifamily 480 — (45) — — 435 Farmland 16,195 23,994 (1,846) (1,053) (5,675) 31,615 Total commercial real estate loans 23,566 38,787 (8,753) (1,053) (5,675) 46,872 Consumer: SFR 1-4 1st DT 5,979 2,546 (2,104) — (175) 6,246 SFR HELOCs and junior liens 3,868 3,276 (1,670) — — 5,474 Other 204 539 (109) (175) — 459 Total consumer loans 10,051 6,361 (3,883) (175) (175) 12,179 Commercial and industrial 9,765 4,792 (1,205) (9,339) — 4,013 Construction 57 2,163 (1,111) — (459) 650 Agriculture production 657 3,276 (3,417) (11) — 505 Leases — — — — — — Total nonperforming loans 44,096 55,379 (18,369) (10,578) (6,309) 64,219 Foreclosed assets 2,786 — (2,848) (2) 6,309 6,245 Total nonperforming assets $ 46,882 $ 55,379 $ (21,217) $ (10,580) $ — $ 70,464 The table above does not include deposit overdraft charge-offs.
(2) Junior subordinated debt, adjustable rate of three-month SOFR plus 2.55%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034.
(2) Junior subordinated debt, adjustable rate of three-month SOFR plus 2.55%, callable in whole or in part by the Company on a quarterly basis beginning July 23, 2009, matures July 23, 2034. (3) These amounts represent known certain payments to participants under the Company’s deferred compensation and supplemental retirement plans.
Other income declined $1.5 million or 63.1%, $0.6 million of which is attributed to fees from the sale of deposits during 2022. 38 TriCo Bancshares 2024 10-K T a ble of Contents Non-interest Expense The following table summarizes the Company’s other non-interest expense for the periods indicated (dollars in thousands): Year Ended December 31, 2024 2023 2022 Base salaries, net of deferred loan origination costs $ 96,862 $ 94,564 $ 84,861 Incentive compensation 16,897 15,557 17,908 Benefits and other compensation costs 26,822 25,674 27,083 Total salaries and benefits expense 140,581 135,795 129,852 Occupancy 16,411 16,135 15,493 Data processing and software 20,952 18,933 14,660 Equipment 5,424 5,644 5,733 Intangible amortization 4,120 6,118 6,334 Advertising 3,851 3,531 3,694 ATM and POS network charges 7,151 7,080 6,984 Professional fees 6,794 7,358 4,392 Telecommunications 2,053 2,547 2,298 Regulatory assessments and insurance 4,951 5,276 3,142 Merger and acquisition expenses — — 6,253 Postage 1,329 1,236 1,147 Operational losses 1,681 2,444 1,000 Courier service 2,119 1,851 2,013 (Gain) loss on sale or acquisition of foreclosed assets (73) (133) (481) (Gain) loss on disposal of fixed assets 19 23 (1,070) Other miscellaneous expense 16,742 19,344 15,201 Total other non-interest expense 93,524 97,387 86,793 Total non-interest expense $ 234,105 $ 233,182 $ 216,645 Average full-time equivalent staff 1,170 1,214 1,169 Total non-interest expense increased $0.9 million or 0.40% to $234.1 million during the year ended December 31, 2024, as compared to $233.2 million for the comparative period in 2023, This was largely attributed to an increase of $4.8 million or 3.5% in total salaries and benefits expense to $140.6 million, from routine compensation adjustments and other increases in benefits and compensation.
Elevated activity within asset management and the increases in value of Visa equity securities further contributed to the overall improvement in income during the year ended 2024. 38 TriCo Bancshares 2025 10-K Table of Contents Non-interest Expense The following table summarizes the Company’s other non-interest expense for the periods indicated (dollars in thousands): Year Ended December 31, 2025 2024 2023 Base salaries, net of deferred loan origination costs $ 101,546 $ 96,862 $ 94,564 Incentive compensation 20,614 16,897 15,557 Benefits and other compensation costs 27,611 26,822 25,674 Total salaries and benefits expense 149,771 140,581 135,795 Occupancy 17,180 16,411 16,135 Data processing and software 20,218 20,952 18,933 Equipment 5,159 5,424 5,644 Intangible amortization 1,961 4,120 6,118 Advertising 3,433 3,851 3,531 ATM and POS network charges 7,586 7,151 7,080 Professional fees 6,402 6,794 7,358 Telecommunications 1,980 2,053 2,547 Regulatory assessments and insurance 5,181 4,951 5,276 Merger and acquisition expenses — — — Postage 1,440 1,329 1,236 Operational losses 1,651 1,681 2,444 Courier service 2,184 2,119 1,851 (Gain) loss on sale or acquisition of foreclosed assets 254 (73) (133) (Gain) loss on disposal of fixed assets 117 19 23 Other miscellaneous expense 16,442 16,742 19,344 Total other non-interest expense 91,188 93,524 97,387 Total non-interest expense $ 240,959 $ 234,105 $ 233,182 Average full-time equivalent staff 1,164 1,170 1,214 Non-interest expense increased $6.9 million or 2.9% to $241.0 million during the twelve months ended December 31, 2025, as compared to $234.1 million for the twelve months ended December 31, 2024.
Portion of certificates of deposit in excess of $250,000 (dollars in thousands) At December 31, 2024 Time remaining until maturity: Less than 3 months $ 207,870 3 months to 6 months 58,918 6 months to 12 months 13,332 More than 12 months 3,560 Total $ 283,680 51 TriCo Bancshares 2024 10-K T a ble of Contents Loan maturities Loan demand also affects the Company’s liquidity position.
Portion of certificates of deposit in excess of $250,000 (dollars in thousands) At December 31, 2025 Time remaining until maturity: Less than 3 months $ 244,971 3 months to 6 months 22,728 6 months to 12 months 21,539 More than 12 months 1,221 Total $ 290,459 51 TriCo Bancshares 2025 10-K Table of Contents Loan maturities Loan demand also affects the Company’s liquidity position.
In 2024, financing activities used funds totaling $348.5 million, resulting from a reduction in short term borrowings of $543.0 million, $43.6 million in dividend payment outflows, and an additional $15.5 million 50 TriCo Bancshares 2024 10-K T a ble of Contents allocated toward the repurchase of common stock, partially offset by an increase in deposits totaling $253.5 million.
In 2025, financing activities used funds totaling $38.6 million, resulting from a reduction in short term borrowings of $77.9 million, $45.0 million in dividend payment outflows, and an additional $32.0 million allocated toward the repurchase of common stock, partially offset by an increase in deposits totaling $176.3 million.
The allowance for credit losses (ACL) was $125.4 million, or 1.85% of total loans and leases, at December 31, 2024, compared to $121.5 million, or 1.79% of total loans and leases, at December 31, 2023. Noninterest income was $64.4 million, up $3.0 million, or 4.9%, from the prior year.
The allowance for credit losses (ACL) was $125.8 million, or 1.77% of total loans and leases, at December 31, 2025, compared to $125.4 million, or 1.85% of total loans and leases, at December 31, 2024.
The costs of total interest bearing liabilities increased 129 basis points to 1.48% during the year ended December 31, 2023, as compared to 0.19% for the year ended December 31, 2022. During the same period, costs associated with interest bearing deposits increased by 100 basis points to 1.10% as compared to 0.10% in the prior year.
Meanwhile, the costs of total interest bearing liabilities decreased 29 basis points to 2.04% during the year ended December 31, 2025, as compared to 2.33% for the year ended December 31, 2024. During the same period, costs associated with interest bearing deposits decreased by 12 basis points to 1.97% as compared to 2.09% in the prior year.
The Company does not hold any financial instruments that are not maintained in US dollars and is not party to any contracts that may be settled or repaid in a denomination other than US dollars. 48 TriCo Bancshares 2024 10-K T a ble of Contents Asset/Liability Management.
The Company does not hold any financial instruments that are not maintained in US dollars and is not party to any contracts that may be settled or repaid in a denomination other than US dollars. Asset/Liability Management. Activities involved in asset/liability management include but are not limited to lending, accepting and placing deposits, investing in securities and issuing debt.
Sensitivity of earnings to interest rate changes arises when yields on assets change in a different time period or in a different amount from that of interest costs on liabilities.
Interest rate risk is the primary market risk associated with asset/liability management. Sensitivity of earnings to interest rate changes arises when yields on assets change in a different time period or in a different amount from 48 TriCo Bancshares 2025 10-K Table of Contents that of interest costs on liabilities.
These increases were partially offset by declines in non-cash intangible amortization expense of $2.0 million or 32.7% and reductions in operational losses of $0.8 million or 31.2% due to ATM burglary expenses totaling $0.7 million in the comparative period.
These increases were partially offset by declines in non-cash intangible amortization expense of $2.0 million or 32.7% and reductions in operational losses of $0.8 million or 31.2% due to ATM burglary expenses totaling $0.7 million in the comparative period. 39 TriCo Bancshares 2025 10-K Table of Contents The provisions for income taxes applicable to income before taxes for the years ended December 31, 2025, 2024, and 2023 differ from amounts computed by applying the statutory Federal income tax rates to income before taxes.
The goal for managing the assets and liabilities of the Bank is to maximize shareholder value and earnings while maintaining a high quality balance sheet without exposing the Bank to undue interest rate risk. The Board of Directors has overall responsibility for the Company’s interest rate risk management policies.
The Board may suspend or discontinue the program at any time. There were no shares repurchased under this Program during 2025. Market Risk Management Overview. The goal for managing the assets and liabilities of the Bank is to maximize shareholder value and earnings while maintaining a high quality balance sheet without exposing the Bank to undue interest rate risk.
Actual results could differ significantly from those estimates. Our most significant accounting policies and estimates and their related application are discussed below.
Actual results could differ significantly from those estimates. Our most significant accounting policies and estimates and their related application are discussed below. Allowance for Credit Losses Our ACL represents our current estimate of the lifetime credit losses expected from our loan and lease portfolio and our unfunded lending commitments.
ATM and interchange fees declined in the 2024 period by $1.1 million as compared to the twelve months ended December 31, 2023.
Non-interest income increased $3.0 million or 4.9% to $64.4 million during the twelve months ended December 31, 2024, compared to $61.4 million during the comparative twelve months ended December 31, 2023. ATM and interchange fees declined in the 2024 period and resulted in a decrease of $1.1 million as compared to the twelve months ended December 31, 2023.
More specifically, deposit increases of $253.5 million and principal repayments on investment securities of $269.3 million, facilitated a $543.0 million reduction in higher cost balances of other borrowings.
More specifically, deposit increases of $176.3 million and principal, maturities, repayment and sales on investment securities of $194.2 million, facilitated a $77.9 million reduction in higher cost balances of other borrowings and an increase of $342.6 million in loans.
Amounts are calculated on a fully taxable equivalent basis: 2024 over 2023 2023 over 2022 Volume Rate Total Volume Rate Total Increase (decrease) in interest income: Loans $ 10,327 $ 23,454 $ 33,781 $ 33,577 $ 37,758 $ 71,335 Investment securities (10,376) 1,651 (8,725) (4,961) 19,562 14,601 Cash at Federal Reserve and other banks 2,694 83 2,777 (4,173) 1,062 (3,111) Total interest-earning assets 2,645 25,188 27,833 24,443 58,382 82,825 Increase (decrease) in interest expense: Interest-bearing demand deposits 163 11,645 11,808 (3) 10,741 10,738 Savings deposits (1,431) 19,015 17,584 (87) 28,175 28,088 Time deposits 13,814 14,833 28,647 496 11,076 11,572 Other borrowings (6,243) 1,237 (5,006) 5,006 14,285 19,291 Junior subordinated debt 5 489 494 481 1,978 2,459 Total interest-bearing liabilities 6,308 47,219 53,527 5,893 66,255 72,148 Increase (decrease) in net interest income $ (3,663) $ (22,031) $ (25,694) $ 18,550 $ (7,873) $ 10,677 Year Over Year Balance Sheet Change Ending balances As of December 31, % Change ($’s in thousands) 2024 2023 $ Change Total assets $ 9,673,728 $ 9,910,089 $ (236,361) (2.4) % Total loans 6,768,523 6,794,470 (25,947) (0.4) % Total investments 2,036,610 2,305,882 (269,272) (11.7) % Total deposits 8,087,576 7,834,038 253,538 3.2 % Total other borrowings 89,610 632,582 (542,972) (85.8) % Balance sheet mix shift where liquidity from deposit growth and investment security principal repayments were utilized to pay down borrowings assisted in minimizing the compression in net interest income and net interest margin during the year ended 2024.
Amounts are calculated on a fully taxable equivalent basis: 2025 over 2024 2024 over 2023 Volume Rate Total Volume Rate Total Increase (decrease) in interest income: Loans $ 9,627 $ (2,810) $ 6,817 $ 10,327 $ 23,454 $ 33,781 Investment securities (7,711) (474) (8,185) (10,298) 1,573 (8,725) Cash at Federal Reserve and other banks 6,904 (1,637) 5,267 2,694 83 2,777 Total interest-earning assets 8,820 (4,921) 3,899 2,723 25,110 27,833 Increase (decrease) in interest expense: Interest-bearing demand deposits 1,256 958 2,214 163 11,645 11,808 Savings deposits 2,400 (2,368) 32 (1,431) 19,015 17,584 Time deposits 4,431 (6,498) (2,067) 13,814 14,833 28,647 Other borrowings (12,937) (704) (13,641) (6,243) 1,237 (5,006) Junior subordinated debt (1,643) (370) (2,013) 5 489 494 Total interest-bearing liabilities (6,493) (8,982) (15,475) 6,308 47,219 53,527 Increase (decrease) in net interest income $ 15,313 $ 4,061 $ 19,374 $ (3,585) $ (22,109) $ (25,694) Year Over Year Balance Sheet Change Ending balances As of December 31, % Change ($’s in thousands) 2025 2024 $ Change Total assets $ 9,822,063 $ 9,673,728 $ 148,335 1.5 % Total loans 7,111,087 6,768,523 342,564 5.1 % Total investments 1,842,417 2,036,610 (194,193) (9.5) % Total deposits 8,263,901 8,087,576 176,325 2.2 % Total other borrowings 11,713 89,610 (77,897) (86.9) % Balance sheet mix shift where liquidity from deposit growth and investment security principal repayments and sales were utilized to pay down borrowings and benefit net interest income and net interest margin during the year ended 2025.
The increase in nonperforming assets during 2024 was primarily the result of additions of nonperforming loans totaling $27.6 million, partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $11.5 million, and net charge-offs of $3.7 million. 42 TriCo Bancshares 2024 10-K T a ble of Contents Changes in nonperforming assets during the year ended December 31, 2023 The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2023: (in thousands) Balance at December 31, 2022 Additions Advances/ Paydowns, net Charge-offs/ Write-downs Transfers to Foreclosed Assets Balance at December 31, 2023 Commercial real estate: CRE non-owner occupied $ 1,739 $ 1,268 $ (983) $ — $ — $ 2,024 CRE owner occupied 4,938 15,884 (13,142) (3,636) (50) 3,994 Multifamily 125 — (125) — — — Farmland 1,772 14,843 (2,131) — — 14,484 Total commercial real estate loans 8,574 31,995 (16,381) (3,636) (50) 20,502 Consumer: SFR 1-4 1st DT 4,220 943 (2,247) — (105) 2,811 SFR HELOCs and junior liens 3,155 1,979 (1,496) (67) — 3,571 Other 76 345 (134) (182) — 105 Total consumer loans 7,451 3,267 (3,877) (249) (105) 6,487 Commercial and industrial 3,526 9,014 (6,148) (3,879) — 2,513 Construction 491 — (424) — — 67 Agriculture production 1,279 4,341 (3,299) — — 2,321 Leases — — — — — — Total nonperforming loans 21,321 48,617 (30,129) (7,764) (155) 31,890 Foreclosed assets 3,439 64 (322) (631) 155 2,705 Total nonperforming assets $ 24,760 $ 48,681 $ (30,451) $ (8,395) $ — $ 34,595 The table above does not include deposit overdraft charge-offs.
The increase in nonperforming assets during 2025 was primarily the result of additions of nonperforming loans totaling $55.4 million, primarily consisting of farmland, partially offset by net paydowns, sales or upgrades of nonperforming loans to performing status totaling $18.4 million, and net charge-offs of $10.6 million. 42 TriCo Bancshares 2025 10-K Table of Contents Changes in nonperforming assets during the year ended December 31, 2024 The following table shows the activity in the balance of nonperforming assets for the year ended December 31, 2024: (in thousands) Balance at December 31, 2023 Additions Advances/ Paydowns, net Charge-offs/ Write-downs Transfers to Foreclosed Assets Balance at December 31, 2024 Commercial real estate: CRE non-owner occupied $ 2,024 $ 4,211 $ (3,218) $ — $ — $ 3,017 CRE owner occupied 3,994 774 (894) — — 3,874 Multifamily — 502 (22) — — 480 Farmland 14,484 3,712 (2,001) — — 16,195 Total commercial real estate loans 20,502 9,199 (6,135) — — 23,566 Consumer: SFR 1-4 1st DT 2,811 4,060 (641) (26) (225) 5,979 SFR HELOCs and junior liens 3,571 2,138 (1,801) (40) — 3,868 Other 105 511 (43) (369) — 204 Total consumer loans 6,487 6,709 (2,485) (435) (225) 10,051 Commercial and industrial 2,513 11,017 (1,978) (1,787) — 9,765 Construction 67 9 (7) — (12) 57 Agriculture production 2,321 692 (906) (1,450) — 657 Leases — — — — — — Total nonperforming loans 31,890 27,626 (11,511) (3,672) (237) 44,096 Foreclosed assets 2,705 423 (395) (184) 237 2,786 Total nonperforming assets $ 34,595 $ 28,049 $ (11,906) $ (3,856) $ — $ 46,882 The table above does not include deposit overdraft charge-offs.
Certain Contractual Obligations The following chart summarizes certain contractual obligations of the Company as of December 31, 2024: (dollars in thousands) Total Less than one year 1-3 years 4-5 years More than 5 years Time deposits $ 1,122,485 $ 1,081,409 $ 40,209 $ 867 $ — Term borrowing at FHLB, fixed rate of 5.23%, payable on April 8, 2025 75,000 75,000 — — — Junior subordinated debt: TriCo Trust I(1) 20,619 — — — 20,619 TriCo Trust II(2) 20,619 — — — 20,619 North Valley Trust II(3) 5,713 — — — 5,713 North Valley Trust III(4) 4,571 — — — 4,571 North Valley Trust IV(5) 7,863 — — — 7,863 VRB Subordinated - 6%(6) 16,799 — — — 16,799 VRB Subordinated - 5%(7) 25,007 — — — 25,007 Operating lease obligations 29,128 5,512 12,510 4,300 6,806 Deferred compensation(8) 368 184 184 — — Supplemental retirement plans(8) 18,018 1,768 3,110 3,106 10,034 Total contractual obligations $ 1,346,190 $ 1,163,873 $ 56,013 $ 8,273 $ 118,031 (1) Junior subordinated debt, adjustable rate of three-month SOFR plus 3.05%, callable in whole or in part by the Company on a quarterly basis beginning October 7, 2008, matures October 7, 2033.
Certain Contractual Obligations The following chart summarizes certain contractual obligations of the Company as of December 31, 2025: (dollars in thousands) Total Less than one year 1-3 years 4-5 years More than 5 years Time deposits $ 1,110,042 $ 1,094,810 $ 14,288 $ 944 $ — Junior subordinated debt: TriCo Trust I(1) 20,619 — — — 20,619 TriCo Trust II(2) 20,619 — — — 20,619 Operating lease obligations 31,530 6,149 12,814 4,937 7,630 Deferred compensation(3) 2,082 612 853 617 — Supplemental retirement plans(3) 16,129 1,818 3,076 2,989 8,246 Total contractual obligations $ 1,201,021 $ 1,103,389 $ 31,031 $ 9,487 $ 57,114 (1) Junior subordinated debt, adjustable rate of three-month SOFR plus 3.05%, callable in whole or in part by the Company on a quarterly basis beginning October 7, 2008, matures October 7, 2033.
Nonperforming assets increased by $9.8 million or 39.7% to $34.6 million at December 31, 2023 from $24.8 million at December 31, 2022.
Nonperforming assets increased by $23.6 million or 50.3% to $70.5 million at December 31, 2025 from $46.9 million at December 31, 2024.
Net interest income (FTE) during the year ended December 31, 2023 increased $10.7 million or 3.1% to $358.2 million compared against $347.5 million during the year ended December 31, 2022. The increased amount of net interest income reflects growth in both total average loan and investment balances outstanding and the correlated yields, during 2023.
Net interest income (FTE) during the year ended December 31, 2024 decreased $25.7 million or 7.2% to $332.5 million compared against $358.2 million during the year ended December 31, 2023.
Treasury rates accompanied by a change in the shape of the treasury yield curve could result in different estimations from those presented 49 TriCo Bancshares 2024 10-K T a ble of Contents herein. Accordingly, the results in the preceding tables should not be relied upon as indicative of actual results in the event of changing market interest rates.
Accordingly, the results in the preceding tables should not be relied upon as indicative of actual results in the event of changing market interest rates.

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