10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
☒	QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the quarterly period ended	March 31, 2022
	OR
☐	TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
	For the transition period from ____________ to __________

Commission file number 333-236022

BANCPLUS CORPORATION

(Exact name of registrant as specified in its charter)

Mississippi	64-0655312
(State or other jurisdiction of  incorporation or organization)	(I.R.S. Employer Identification Number)

1068 Highland Colony Parkway

Ridgeland, Mississippi 39157

(601) 898-8300

(Address, including zip code, and telephone number, including area code, of registrant's principal executive offices)

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
None	N/A	N/A

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company" and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
		Emerging growth company	☒

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

Shares of the registrant’s Common Stock, par value $1.00 per share, issued and outstanding as of May 6, 2022: 11,644,407

BANCPLUS CORPORATION

FORM 10-Q

For the Quarter Ended MARCH 31, 2022

INDEX

	Page Number
PART I – FINANCIAL INFORMATION	2
Item 1. Financial Statements (Unaudited):	2
Consolidated Balance Sheets at March 31, 2022 (unaudited), and December 31, 2021	2
Consolidated Statements of Income for the three months ended March 31, 2022 and 2021 (unaudited)	3
Consolidated Statements of Comprehensive Income (Loss) for the three months ended March 31, 2022 and 2021 (unaudited)	4
Consolidated Statements of Shareholders’ Equity for the three months ended March 31, 2022 and 2021 (unaudited)	5
Consolidated Statements of Cash Flows for the three months ended March 31, 2022 and 2021 (unaudited)	6
Condensed Notes to the Consolidated Financial Statements (unaudited)	8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
Cautionary Statement Regarding Forward-Looking Statements	31
Item 3. Quantitative and Qualitative Disclosures about Market Risk	56
Item 4. Controls and Procedures	56
PART II – OTHER INFORMATION	56
Item 1. Legal Proceedings	56
Item 1A. Risk Factors	57
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	57
Item 3. Defaults Upon Senior Securities	57
Item 4. Mine Safety Disclosures	57
Item 5. Other Information	57
Item 6. Exhibits	58
SIGNATURE PAGE	59

1

PART I – FINANCIAL INFORMATION

Item 1.     Financial Statements

BancPlus Corporation and Subsidiaries

Consolidated Balance Sheets

(In Thousands, Except Share and Per Share Data)

	March 31, 2022		December 31, 2021
	(unaudited)
Assets:
Cash and due from banks	$	74,563	$	55,603
Interest bearing deposits with banks	620,789		608,562
Total cash and cash equivalents	695,352		664,165
Securities available for sale	645,196		576,614
Securities held to maturity - fair value: $68,858 - 2022; $72,084 - 2021	68,873		71,648
Loans held for sale	11,744		10,621
Loans	4,740,406		3,619,172
Less: Allowance for loan losses	44,238		45,000
Net loans	4,696,168		3,574,172
Premises and equipment	117,342		101,965
Operating lease right-of-use assets	35,351		34,561
Accrued interest receivable	17,756		14,329
Goodwill	63,836		2,616
Other assets	163,640		145,587
	$	6,515,258	$	5,196,278
Liabilities:
Deposits	$	5,853,097	$	4,622,116
Advances from Federal Home Loan Bank and other borrowings	40,453		20,501
Subordinated debentures	133,338		111,509
Operating lease liabilities	36,615		35,793
Accrued interest payable	2,945		1,425
Other liabilities	13,993		14,515
Total liabilities	6,080,441		4,805,859
Redeemable common stock owned by the ESOP	102,425		100,487
Shareholders' equity:
Common Stock, par value $1.00 per share.
40,000,000 authorized at March 31, 2022 and December 31, 2021; 11,580,880 and 10,115,945 issued and outstanding at March 31, 2022 and December 31, 2021, respectively	11,581		10,116
Unearned Employee Stock Ownership Plan compensation	—		(1,401)
Additional paid-in capital	123,005		67,380
Retained earnings	319,898		314,357
Accumulated other comprehensive loss, net	(19,667)		(33)
	434,817		390,419
Less: Redeemable common stock owned by the ESOP	(102,425)		(100,487)
Total shareholders' equity	332,392		289,932
	$	6,515,258	$	5,196,278

The accompanying notes are an integral part of these consolidated financial statements.

2

BancPlus Corporation and Subsidiaries

Consolidated Statements of Income

(Unaudited)

(In Thousands, Except Per Share Data)

	Three Months Ended March 31,
	2022		2021
Interest income:
Interest and fees on loans	$	42,987	$	43,142
Taxable securities	2,307		1,833
Tax-exempt securities	420		539
Interest bearing bank balances and other	231		138
Total interest income	45,945		45,652
Interest expense:
Deposits	1,677		2,164
Advances from Federal Home Loan Bank	76		77
Other borrowings	1,425		1,369
Total interest expense	3,178		3,610
Net interest income	42,767		42,042
Provision for loan losses	217		3,889
Net interest income after provision for loan losses	42,550		38,153
Other operating income:
Service charges on deposit accounts	6,792		5,737
Mortgage origination income	2,238		2,714
Debit card interchange	2,428		2,640
Other income	6,507		9,186
Total other operating income	17,965		20,277
Other operating expenses:
Salaries and employee benefits expenses	25,845		23,025
Net occupancy expenses	4,116		3,345
Furniture, equipment and data processing expenses	6,616		5,932
Other expenses	11,493		5,835
Total other operating expenses	48,070		38,137
Income before income taxes	12,445		20,293
Income tax expense	2,756		3,021
Net income	$	9,689	$	17,272
Earnings per common share - basic	$	0.93	$	1.74
Earnings per common share - diluted	$	0.92	$	1.73

The accompanying notes are an integral part of these consolidated financial statements.

3

BancPlus Corporation and Subsidiaries

Consolidated Statements of Comprehensive Income (Loss)

(Unaudited)

(In Thousands)

	Three Months Ended March 31,
	2022		2021
Net income	$	9,689	$	17,272
Other comprehensive income (loss), net of tax:
Unrealized losses on securities available for sale	(26,144)		(4,936)
Tax effect	6,510		1,229
Total other comprehensive loss, net of tax	(19,634)		(3,707)
Comprehensive income (loss)	$	(9,945)	$	13,565

The accompanying notes are an integral part of these consolidated financial statements.

4

BancPlus Corporation and Subsidiaries

Consolidated Statements of Shareholders’ Equity

(Unaudited)

(In Thousands, Except Share and Per Share Data)

				Unearned ESOP Compensation		Additional Paid-In Capital				Accumulated Other Comprehensive Income (Loss)		Less: Redeemable Common Stock Owned by the ESOP		Total Shareholders' Equity
	Common Stock							Retained Earnings
	Shares	Amount
January 1, 2021	10,079,277	$	10,079	$	(2,650)	$	67,742	$	273,204	$	6,875	$	(74,278)	$	280,972
Net income	—	—		—		—		17,272		—		—		17,272
Other comprehensive loss, net	—	—		—		—		—		(3,707)		—		(3,707)
Purchase of Company stock	(36,449)	(36)		—		(1,832)		—		—		—		(1,868)
Shares withheld to satisfy withholding obligation in the vesting of restricted stock	(1,500)	(2)		—		(75)		—		—		—		(77)
Stock based compensation	—	—		—		487		—		—		—		487
Net change fair value of ESOP shares	—	—		—		—		—		—		(13,125)		(13,125)
Common stock released by ESOP	—	—		346		—		—		—		—		346
Dividends paid ($0.38 per share)	—	—		—		—		(3,811)		—		—		(3,811)
March 31, 2021	10,041,328	$	10,041	$	(2,304)	$	66,322	$	286,665	$	3,168	$	(87,403)	$	276,489
January 1, 2022	10,115,945	$	10,116	$	(1,401)	$	67,380	$	314,357	$	(33)	$	(100,487)	$	289,932
Net income	—	—		—		—		9,689		—		—		9,689
Issuance of common stock for acquisition of First Trust Corporations	1,444,732	1,445		—		55,044		—		—		—		56,489
Other comprehensive loss, net	—	—		—		—		—		(19,634)		—		(19,634)
Issuance of restricted stock	21,367	21		—		(21)		—		—		—		—
Shares withheld to satisfy withholding obligation in the vesting of restricted stock	(1,164)	(1)		—		(78)		—		—		—		(79)
Stock based compensation	—	—		—		680		—		—		—		680
Net change fair value of ESOP shares	—	—		—		—		—		—		(1,938)		(1,938)
Common stock released by ESOP	—	—		1,401		—		—		—		—		1,401
Dividends paid ($0.41 per share)	—	—		—		—		(4,148)		—		—		(4,148)
March 31, 2022	11,580,880	$	11,581	$	—	$	123,005	$	319,898	$	(19,667)	$	(102,425)	$	332,392

The accompanying notes are an integral part of these consolidated financial statements.

5

BancPlus Corporation and Subsidiaries

Consolidated Statements of Cash Flows

(Unaudited)

(In Thousands)

	Three Months Ended March 31,
	2022		2021
Cash flows from operating activities:
Net income per consolidated statements of income	$	9,689	$	17,272
Adjustments to reconcile net income to net cash from operating activities:
Provision for loan losses	217		3,889
Depreciation and amortization	2,362		1,903
Net loss on sales of premises and equipment	1		85
Net gain on sales of other real estate owned	(19)		(171)
Write-downs of other real estate-owned	555		20
Deferred income tax expense (benefit)	(162)		433
Federal Home Loan Bank stock dividends	(3)		(3)
Common stock released by ESOP	1,401		346
Stock based compensation expense	680		487
Origination of loans held for sale	(72,280)		(105,569)
Proceeds from loans held for sale	77,357		114,794
Earnings on bank-owned life insurance	(626)		(3,492)
Net change in:
Accrued interest receivable and other assets	(3,374)		(1,365)
Accrued interest payable and other liabilities	(2,570)		(6,903)
Net cash from operating activities	13,228		21,726
Cash flows from investing activities:
Purchases of securities available for sale	(82,822)		(296,923)
Maturities and calls of securities available for sale	20,801		29,822
Purchases of securities held to maturity	—		(19,103)
Maturities, prepayments and calls of securities held to maturity	2,745		22,005
Net increase in loans	(122,286)		(30,982)
Purchases of premises and equipment	(2,336)		(1,343)
Proceeds from sales of premises and equipment	—		26
Proceeds from sales of other real estate owned	181		1,539
Investment in unconsolidated entities, net	1,709		(122)
Proceeds from bank-owned life insurance	—		4,336
Cash received in excess of cash paid for acquisition	165,974		—
Net cash used in investing activities	(16,034)		(290,745)

6

BancPlus Corporation and Subsidiaries

Consolidated Statements of Cash Flows (continued)

(Unaudited)

(In Thousands)

	Three Months Ended March 31,
	2022		2021
Cash flows from financing activities:
Net increase (decrease) in:
Noninterest-bearing deposits	$	42,746	$	82,692
Money market, negotiable order of withdrawal, and savings deposits	1,250		183,510
Certificates of deposit	(25,727)		(26,055)
Payments on Federal Home Loan Bank advances	(24)		(59)
Proceeds from other borrowings	20,000		—
Payments on other borrowings	—		(875)
Payment of debt issuance costs on other borrowings	(25)		—
Cash dividends paid on common stock	(4,148)		(3,811)
Purchase of Company stock	—		(1,868)
Shares withheld to pay taxes on restricted stock vesting	(79)		(77)
Net cash from financing activities	33,993		233,457
Net change in cash and cash equivalents	31,187		(35,562)
Cash and cash equivalents at beginning of period	664,165		637,545
Cash and cash equivalents at end of period	$	695,352	$	601,983
Supplemental cash flow information:
Interest paid	$	1,658	$	2,910
Acquisition of real estate in non-cash foreclosures	455		2,272
Fair value of assets acquired net of liabilities assumed	58,508		—

The accompanying notes are an integral part of these consolidated financial statements.

7

BancPlus Corporation and Subsidiaries

Condensed Notes to Consolidated Financial Statements

(Unaudited)

Note 1: Basis of Presentation

BancPlus Corporation (the “Company”) is a bank holding company headquartered in Ridgeland, Mississippi operating in one reportable segment. BankPlus (the “Bank”), the principal operating subsidiary and sole banking subsidiary of the Company, is a commercial bank primarily engaged in the business of commercial and consumer banking. In addition to general and consumer banking, other products and services offered though the Bank’s subsidiaries include certain insurance and annuity services, asset and investment management and financial planning services. Oakhurst Development, Inc. (“Oakhurst”) is a real estate subsidiary originally formed by the Company to liquidate a real estate development that was acquired by the Bank through foreclosure in 2002. Oakhurst became active again in March 2009 and holds loans and other real estate.

The unaudited interim consolidated financial statements include the accounts of the Company and all other entities in which the Company has a controlling financial interest, and reflect all adjustments (consisting of normal recurring adjustments) that are necessary in the opinion of the Company’s management to fairly present the financial position, results of operations and cash flows of the Company. They have been derived from the audited consolidated financial statements for the fiscal year ended December 31, 2021; however, certain notes and information have been omitted from the interim periods. Therefore, these unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2021. All significant intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications have been made to prior period amounts to conform to the current period presentation. The accounting and financial reporting policies followed by the Company conform, in all material respects, to the accounting principles generally accepted in the United States (“GAAP”) and to general practices within the financial services industry. The results of operations for the interim periods are not necessarily indicative of the results to be expected for future interim periods or for the entire year.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Particularly given the effects of the COVID-19 pandemic, the allowance/provision for loan losses, the fair value of financial instruments and the status of contingencies are particularly subject to change. Material estimates that are subject to significant change in the near term are the allowance for loan losses, provision for loan losses, valuation of other real estate owned and fair values of financial instruments. Actual results could differ from these estimates.

Recently Issued But Not Yet Effective Accounting Standards

Accounting Standards Update 2016-13 (“ASU 2016-13”), “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, which requires earlier measurement of credit losses and enhances disclosures. The main objective of ASU 2016-13 is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses over the life of the loan. ASU 2016-13 was originally effective for the Company for annual and interim periods beginning on January 1, 2021. Subsequently, FASB approved a deferral of the effective date. ASU 2016-13 will now be effective for the Company for annual and interim periods beginning on January 1, 2023. The Company has formed a cross functional team that is assessing data and system needs and evaluating the impact of adopting the new guidance. The Company expects to recognize a one-time cumulative effect adjustment to the allowance for loan losses as of the beginning of the first reporting period in which the Company adopts the new standard, but has not yet determined the magnitude of the one-time adjustment or the overall impact on the Company’s consolidated financial statements.

Accounting Standards Update 2020-04 (“ASU 2020-04”), “Reference Rate Reform - Topic 848.” In March 2020, the FASB issued ASU 2020-04, which provides temporary optional expedients and exceptions to the GAAP guidance on contract modifications, hedge accounting, and other transactions affected that reference the London Inter-Bank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. ASU 2020-04 is effective upon issuance and can be applied through December 31, 2022. The company is still evaluating the impact of ASU 2020-04, but does not expect it to have a material impact on the Company’s consolidated financial statements.

8

Note 2: Earnings Per Share

Basic earnings per share is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income available to common shareholders by the weighted number of common shares outstanding during the period and the number of common shares that would have been outstanding assuming the issuance of common shares for all dilutive potential common shares outstanding during the reporting period.

	Three Months Ended March 31,
(In thousands except per share data)	2022		2021
Net income	$	9,689	$	17,272
Weighted average common shares outstanding	10,451		9,919
Diluted effect of unallocated stock	75		73
Diluted common shares	10,526		9,992
Basic earnings per common share	$	0.93	$	1.74
Diluted earnings per common share	$	0.92	$	1.73

Note 3: Business Combinations

First Trust Corporation

Effective March 1, 2022, the Company completed its previously announced merger with First Trust Corporation (“FTC”), the holding company of First Bank and Trust (“FBT”). Pursuant to the terms of the Agreement and Plan of Share Exchange and Merger, dated September 28, 2021, as amended on February 9, 2022, by and among the Company, BankPlus, FTC, and FBT (the “FTC Merger Agreement”), following the Company’s acquisition of FTC by statutory share exchange, FTC was merged with and into BancPlus, with BancPlus surviving the merger (the “FTC Holding Company Merger”). Immediately thereafter FBT was merged with and into BankPlus, with BankPlus surviving the merger (together with the FTC Holding Company Merger, the “FTC Merger”). The FTC Merger expands the Company’s geographic footprint into Florida and adds additional locations in Louisiana and Mississippi, providing access to new markets and deposits.

Pursuant to the FTC Merger Agreement, holders of FTC stock received, in the aggregate, 1,444,764 shares of BancPlus common stock, with cash paid in lieu of fractional shares, and $52.7 million in cash, plus up to $10.0 million, less certain fees, costs, and expenses, that is being held in escrow pursuant to the terms of a previously disclosed Indemnity and Escrow Agreement that was entered into immediately prior to the completion of the FTC Merger pending a final determination from the Internal Revenue Service as to whether FTC’s subchapter S election will be reinstated retroactively to September 23, 2020. The fair value of the common shares issued was determined based on a third-party appraisal at the date of the acquisition, as there is no active market for the Company’s stock. At the time of this filing, final valuations of the stock consideration, assets acquired and liabilities assumed were not complete. The Company expects to finalize its analysis of the acquired assets and assumed liabilities in this transaction within one year of the completion of the FTC Merger. Therefore, adjustments to the estimated amounts and carrying values may occur.

During the three months ended March 31, 2022, the Company incurred approximately $4.2 million of acquisition expenses in connection with the FTC Merger. These expenses are recorded in other expenses in the Company’s Consolidated Statement of Income for the three months ended March 31, 2022.

The excess cost paid over the fair value of net assets acquired was recorded as goodwill during 2022. Goodwill, which reflects an enhanced presence in the Louisiana and Southern Mississippi market areas and expansion in to the Florida panhandle market as well as synergies expected as a result of the combined operations, is not deductible for tax purposes.

9

The following table reflects the consideration paid and the preliminary fair value allocation of assets acquired and liabilities assumed as of the acquisition date:

(In thousands)
Purchase price allocation:
Common stock issued			$	56,489
Cash paid			63,239
Total purchase price			$	119,728
Assets acquired:
Cash and due from banks	$	229,213
Securities	33,407
Loans held for sale	6,200
Loans, net	1,000,382
Premises and equipment	15,152
Accrued interest receivable	1,441
Core deposit intangible	7,825
Other assets	3,063
Total assets acquired	$	1,296,683
Liabilities assumed:
Deposits	$	1,212,712
Subordinated debentures	21,733
Other liabilities	3,730
Total liabilities assumed	$	1,238,175
Net assets acquired			58,508
Goodwill			$	61,220

In connection with the FTC Merger, the Company recorded a $7.8 million core deposit intangible, which will be amortized over 10 years. The Company also acquired loans with a fair value of $1.000 billion. The fair value of acquired loans at the time of acquisition is recorded as a premium or discount to the unpaid balance of each acquired loan. The net premium or discount is accreted or amortized into interest income over the remaining life of the loan. The Company recorded a net discount of $6.6 million on the acquired FTC loans, which included a credit mark discount of $15.7 million. Purchase credit impaired loans were insignificant.

Revenues and earnings of the acquired company since the FTC Merger date have not been disclosed as it is not practicable as FTC was merged into BancPlus and separate financial information for FTC is not available. The following table presents unaudited pro forma information as if the FTC Merger had occurred on January 1, 2021. This pro forma information combines the historic consolidated results of operations of BancPlus and FTC after giving effect to certain adjustments, including purchase accounting fair value adjustments and amortization of intangibles, as well as the related income tax effects of those adjustments. The pro forma information does not necessarily reflect the results of operations that would have occurred had the FTC Merger occurred on January 1, 2021.

10

	Three Months Ended March 31,
(In thousands, except per share data)	2022		2021
Net interest income	$	53,873	$	53,148
Other operating income	20,542		22,854
Net income available to common shareholders	13,924		21,507
Earnings per common share:
Basic	$	1.22	$	1.89
Diluted	1.21		1.87

Note 4: Investment Securities

The following is a summary of the amortized cost and fair value of securities available for sale.

	Amortized		Gross Unrealized				Fair
(In thousands)	Cost		Gains		Losses		Value
March 31, 2022:
U.S. Treasuries	$	40,768	$	—	$	619	$	40,149
U.S. Government agency obligations	387,931		174		21,018		367,087
Residential mortgage-backed securities	123,989		221		2,896		121,314
Commercial mortgage-backed securities	14,137		—		883		13,254
Asset-backed securities	12,173		272		91		12,354
Corporate investments	46,000		324		932		45,392
State and political subdivisions	46,386		264		1,004		45,646
Total available for sale	$	671,384	$	1,255	$	27,443	$	645,196
December 31, 2021:
U.S. Government agency obligations	$	354,774	$	256	$	4,780	$	350,250
Residential mortgage-backed securities	107,772		2,312		297		109,787
Commercial mortgage-backed securities	14,286		41		51		14,276
Asset backed securities	12,730		421		44		13,107
Corporate investments	43,500		1,138		128		44,510
State and political subdivisions	43,596		1,200		112		44,684
Total available for sale	$	576,658	$	5,368	$	5,412	$	576,614

Gains and losses on the sale of securities are recorded on the trade date and are determined using the specific identification method.

The following is a summary of the amortized cost and fair value of securities held to maturity.

	Amortized		Gross Unrealized				Fair
(In thousands)	Cost		Gains		Losses		Value
March 31, 2022:
States and political subdivisions	$	68,873	$	46	$	61	$	68,858
Total held to maturity	$	68,873	$	46	$	61	$	68,858
December 31, 2021:
States and political subdivisions	$	71,648	$	436	$	—	$	72,084
Total held to maturity	$	71,648	$	436	$	—	$	72,084

All mortgage-backed securities in the above tables were issued or guaranteed by U.S. government agencies or sponsored agencies.

11

Provided below is a summary of investment securities that were in an unrealized loss position and the length of time that individual securities have been in a continuous loss position.

	Less Than 12 Months				12 Months or More				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value	Unrealized Losses
(In thousands)
March 31, 2022:
Available for sale:
U.S. Treasuries	$	30,150	$	619	$	—	$	—	30,150	$	619
U.S. Government agencies	236,649		13,035		124,827		7,983		361,476	21,018
Residential mortgage-backed securities	87,476		2,896		—		—		87,476	2,896
Commercial mortgage-backed securities	13,254		883		—		—		13,254	883
Asset backed securities	2,144		40		2,068		51		4,212	91
Corporate investments	30,159		841		1,909		91		32,068	932
States and political subdivisions	16,165		541		4,851		463		21,016	1,004
	$	415,997	$	18,855	$	133,655	$	8,588	549,652	$	27,443
December 31, 2021:
Available for sale:
U.S. Government agencies	$	314,614	$	4,780	$	—	$	—	314,614	$	4,780
Residential mortgage-backed securities	15,216		297		—		—		15,216	297
Commercial mortgage-backed securities	8,376		51		—		—		8,376	51
Asset backed securities	2,272		8		2,192		36		4,464	44
Corporate investments	6,117		112		—		—		6,117	112
States and political subdivisions	11,372		128		—		—		11,372	128
	$	357,967	$	5,376	$	2,192	$	36	360,159	$	5,412

The number of debt securities in an unrealized loss position increased from 82 at December 31, 2021 to 232 at March 31, 2022. The unrealized losses shown above are due to increases in market rates over the yields available at the time of purchase of the underlying securities and not credit quality. Because the Company does not intend to sell these securities and it is more likely than not that the Company will not be required to sell the investments before recovery of their amortized cost bases, which may be at maturity, the Company does not consider these investments to be impaired on an other-than-temporary basis at March 31, 2022.

The amortized cost and fair value of debt securities, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because borrowers have the right to call or prepay certain obligations with, or without, call or prepayment penalties.

	Available for Sale				Held to Maturity
	Amortized		Fair		Amortized		Fair
(In thousands)	Cost		Value		Cost		Value
March 31, 2022:
One year or less	$	12,048	$	12,050	$	7,529	$	7,530
After one through five years	328,003		313,889		47,762		47,745
After five through ten years	184,927		175,390		11,372		11,373
After ten years	146,406		143,867		2,210		2,210
	$	671,384	$	645,196	$	68,873	$	68,858

The following is a summary of the amortized cost and fair value for investment securities which were pledged to secure public deposits and for other purposes required or permitted by law.

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	Available for Sale				Held to Maturity
	Amortized		Fair		Amortized		Fair
(In thousands)	Cost		Value		Cost		Value
March 31, 2022	$	580,152	$	555,294	$	38,645	$	38,644
December 31, 2021	$	451,402	$	450,480	$	38,704	$	39,102

Note 5: Loans

The following is a summary of the Company’s loan portfolio by loan class.

(In thousands)	March 31, 2022		December 31, 2021
Secured by real estate:
Residential properties	$	1,142,726	$	774,699
Construction and land development	676,562		543,763
Farmland	221,706		211,503
Other commercial	1,953,941		1,396,085
Total real estate	3,994,935		2,926,050
Commercial and industrial loans	584,565		527,102
Agricultural production and other loans to farmers	70,276		86,520
Consumer and other loans	90,630		79,500
Total loans before allowance for loan losses	$	4,740,406	$	3,619,172

Loans are stated at the amount of unpaid principal, before allowance for loan losses. Interest on loans is calculated using the simple interest method on daily balances of the principal amount outstanding.

Loan Origination/Risk Management/Credit Concentration - The Company has certain lending policies and procedures in place that are designed to maximize loan income within an acceptable level of risk. The Company’s Board of Directors reviews and approves these policies and procedures on a regular basis. Although the Company has a diversified loan portfolio, the Company has concentrations of credit risks related to the real estate market, including residential, commercial, and construction and land development lending. Most of the Company’s lending activity occurs within Mississippi, Louisiana, Alabama, and Florida.

The risk characteristics of the Company’s material portfolio segments are as follows:

Residential Real Estate Loans - The residential real estate loan portfolio consists of residential loans for single and multifamily properties. Residential loans are generally secured by owner occupied 1-4 family residences. Repayment of these loans is primarily dependent on the personal income and credit rating of the borrowers and can be impacted by economic conditions within their market area. Risk is mitigated by the fact that the loans are of smaller individual amounts and spread over a large number of borrowers.

Commercial Real Estate Loans - Commercial real estate loans include construction and land development loans, loans secured by farmland and other commercial real estate loans.

Construction and land development loans are usually based upon estimates of costs and estimated value of the completed project and include independent appraisal reviews and a financial analysis of the developers and property owners. Sources of repayment of these loans may include permanent loans, sales of developed property or an interim loan commitment from the Company until permanent financing is obtained. These loans are considered to be higher risk than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, general economic conditions and the availability of long-term financing.

Farmland loans are generally made for the purpose of acquiring land devoted to crop production or livestock, the propagation of timber or the operation of a similar type of business on the secured property. Sources of repayment for these loans generally include income generated from operations of a business on the property, rental income, or sales of timber. Repayment may be impacted by changes in economic conditions which affect underlying collateral values.

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Commercial real estate loans typically involve larger principal amounts and repayment of these loans is generally dependent on the successful operations of the property securing the loan or the business conducted on the property securing the loan. These loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate. Management monitors and evaluates commercial real estate loans based on collateral and risk grade criteria.

Commercial and Industrial Loans - The commercial and industrial loan portfolio consists of loans to commercial customers for use in normal business operations to finance working capital needs, equipment purchase or other expansion projects. Commercial loan underwriting standards are designed to promote relationship banking rather than transactional banking and are underwritten based on the borrower’s expected ability to profitably operate its business. The cash flows of borrowers, however, may not be as expected and collateral securing these loans may fluctuate in value. Most commercial loans are secured by assets being financed or other business assets such as accounts receivable or inventory and may incorporate a personal guarantee. In the case of loans secured by accounts receivable, the availability of funds for repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers.

Consumer and Other Loans - The consumer and other loan portfolio consists of various term and line of credit loans such as automobile loans and loans for other personal purposes.  Repayment for these types of loans will come from a borrower’s income sources that are typically independent of the loan purpose.  Credit risk is driven by consumer economic factors (such as unemployment and general economic conditions in the Company’s market area) and the creditworthiness of a borrower.

Loans that are 30 days or more past due based on payments received and applied to the loan are considered delinquent. Accrual of interest is discontinued on a loan when management believes, after considering economic and business conditions and collection efforts, that a borrower's financial condition is such that collection of interest, but not necessarily principal, is doubtful. A loan is typically placed on non-accrual when the contractual payment of principal or interest becomes 90 days past due unless the loan is well-secured and in the process of collection. Loans may be placed on non-accrual status regardless of whether or not such loans are considered past due. Current year interest previously recorded, but deemed not collectible, is reversed and charged against current year income. Prior year interest previously recorded, but deemed not collectible, is charged against the allowance.

Payments subsequently received on non-accrual loans are applied to principal. Interest income is recognized to the extent that cash payments are received in excess of principal due. A loan may return to accrual status when principal and interest payments are no longer past due and collectability is reasonably assured.

The following table presents the recorded investment in nonaccrual loans, segregated by class.

(In thousands)	March 31, 2022		December 31, 2021
Secured by real estate:
Residential properties	$	3,373	$	3,154
Construction and land development	169		51
Farmland	1,445		1,327
Other commercial	2,486		1,176
Total real estate	7,473		5,708
Commercial and industrial loans	85		20
Agricultural production and other loans to farmers	14		3
Consumer and other loans	26		166
Total nonaccrual loans	$	7,598	$	5,897

An age analysis of past due loans (including both accruing and non-accruing loans) segregated by class of loans is as follows:

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(In thousands)	Past Due 30-89 Days		Past Due 90 Days or More		Total Past Due		Current		Total Loans		Past Due 90 Days or More and Accruing
March 31, 2022
Secured by real estate:
Residential properties	$	6,845	$	2,039	$	8,884	$	1,133,842	$	1,142,726	$	732
Construction and land development	674		1,759		2,433		674,129		676,562		1,635
Farmland	794		1,328		2,122		219,584		221,706		58
Other commercial	3,914		1,397		5,311		1,948,630		1,953,941		145
Total real estate	12,227		6,523		18,750		3,976,185		3,994,935		2,570
Commercial and industrial loans	1,698		200		1,898		582,667		584,565		118
Agricultural production and other loans to farmers	189		—		189		70,087		70,276		—
Consumer loans	612		485		1,097		89,533		90,630		459
Total	$	14,726	$	7,208	$	21,934	$	4,718,472	$	4,740,406	$	3,147

(In thousands)	Past Due 30-89 Days		Past Due 90 Days or More		Total Past Due		Current		Total Loans		Past Due 90 Days or More and Accruing
December 31, 2021
Secured by real estate:
Residential properties	$	4,537	$	2,032	$	6,569	$	768,130	$	774,699	$	865
Construction and land development	367		1,085		1,452		542,311		543,763		1,085
Farmland	600		425		1,025		210,478		211,503		30
Other commercial	1,589		1,118		2,707		1,393,378		1,396,085		212
Total real estate	7,093		4,660		11,753		2,914,297		2,926,050		2,192
Commercial and industrial loans	824		623		1,447		525,655		527,102		606
Agricultural production and other loans to farmers	311		32		343		86,177		86,520		32
Consumer loans	374		250		624		78,876		79,500		84
Total	$	8,602	$	5,565	$	14,167	$	3,605,005	$	3,619,172	$	2,914

Impaired Loans - Impaired loans include nonperforming loans, loans modified in troubled debt restructurings (“TDRs”) where concessions have been granted to borrowers experiencing financial difficulties, and certain other loans identified by management. Certain other loans identified by management consist of performing loans with specific allocations of the allowance for loan loss. Impaired loans, or portions thereof, are charged-off when deemed uncollectible.

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Impaired loans, segregated by class were as follows:

	March 31, 2022
	Principal		Recorded		Related
(In thousands)	Balance		Balance (1)		Allowance
Impaired loans with no related allowance:
Secured by real estate:
Residential properties	$	7,328	$	5,373	$	—
Construction and land development	3,724		1,767		—
Farmland	3,161		2,738		—
Other commercial	5,081		3,685		—
Total real estate	19,294		13,563		—
Commercial and industrial	9,730		9,464		—
Agricultural production and other loans to farmers	40		14		—
Consumer and other loans	247		26		—
Total	$	29,311	$	23,067	$	—
Impaired loans with related allowance:
Secured by real estate:
Residential properties	$	809	$	809	$	7
Construction and land development	—		—		—
Farmland	—		—		—
Other commercial	1,865		1,865		308
Total real estate	2,674		2,674		315
Commercial and industrial	4,548		4,548		1,723
Agricultural production and other loans to farmers	—		—		—
Consumer and other loans	—		—		—
Total	7,222		7,222		2,038
Total impaired loans	$	36,533	$	30,289	$	2,038

(1) Recorded balance represents the carrying value – the contractual principal obligation due from the customer less charge offs and payments applied.    

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	December 31, 2021
	Principal		Recorded		Related
(In thousands)	Balance		Balance (1)		Allowance
Impaired loans with no related allowance:
Secured by real estate:
Residential properties	$	7,667	$	5,034	$	—
Construction and land development	3,615		1,649		—
Farmland	3,413		2,859		—
Other commercial	2,671		1,300		—
Total real estate	17,366		10,842		—
Commercial and industrial	17,528		17,300		—
Agricultural production and other loans to farmers	105		15		—
Consumer and other loans	249		166		—
Total	$	35,248	$	28,323	$	—
Impaired loans with related allowance:
Secured by real estate:
Residential properties	$	813	$	813	$	9
Construction and land development	—		—		—
Farmland	—		—		—
Other commercial	1,906		1,906		304
Total real estate	2,719		2,719		313
Commercial and industrial	4,542		4,542		1,701
Agricultural production and other loans to farmers	—		—		—
Consumer and other loans	—		—		—
Total	7,261		7,261		2,014
Total impaired loans	$	42,509	$	35,584	$	2,014

(1)Recorded balance represents the carrying value – the contractual principal obligation due from the customer less charge-offs and payments applied.

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The average recorded investment and interest recognized for impaired loans for the three months ended March 31, 2022 and 2021 are presented below.

	Three Months Ended March 31,
	2022				2021
	Average		Interest		Average		Interest
(In thousands)	Investment		Recognized		Investment		Recognized
Secured by real estate:
Residential properties	$	5,704	$	9	$	6,657	$	37
Construction and land development	1,661		28		2,997		29
Farmland	2,743		20		10,432		124
Other commercial	4,128		22		9,311		57
Total real estate	14,236		79		29,397		247
Commercial and industrial	18,912		112		16,798		210
Agricultural production and other loans to farmers	7		—		81		—
Consumer loans	119		—		177		—
Total	$	33,274	$	191	$	46,453	$	457

There were no modifications classified as TDRs for the three months ended March 31, 2022 or 2021. Although there were additional modifications of terms on some loans, the prevailing modifications during the reported periods were related to converting the loans to interest only for a period of time, reductions in the interest rates, and/or extensions of payment dates or maturity dates. Because the majority of these loans were classified as impaired loans before restructuring, the modifications did not materially impact the Company’s determination of the allowance for loan losses. The allowance for loan losses attributable to restructured loans was $139,000 at March 31, 2022 and December 31, 2021.

Note 6: Allowance for Loan Losses

As management evaluates the allowance for loan losses, it is categorized as follows: (1) specific allocations; (2) allocations for classified assets with no specific allowance, based on historical loan experience for similar loans with similar characteristics, adjusted as necessary, to reflect the impact of current conditions; and (3) general allocations for each major loan category for loans not deemed impaired or classified, segmented by loan class based on historical loss experience and other risk factors. In assessing general economic conditions, management monitors several factors, including regional and national economic conditions, real estate market conditions and recently enacted regulations with potential economic effects.

Credit Quality Indicators – The Company utilizes a risk grading matrix to assign a grade to each of its commercial and real estate loans. Loans are rated on a scale of 1 to 10. A description of the general characteristics of the 10 risk ratings is as follows:

•Risk Grades 1, 2, 3, 4 and 5 – These grades include loans to borrowers of solid credit quality with no higher than normal risk of loss. Borrowers in these categories have satisfactory financial strength and adequate cash flow coverage to service debt requirements. Collateral type and quality, as well as protection, are adequate. The borrower’s management is strong and capable, financial information is timely and accurate, and guarantor support is strong.

•Risk Grade 6 – Pass and Watch – Loans in this category are currently protected, but risks are emerging that warrant more than normal attention and have above average risk of loss. These factors require a higher level of monitoring and may include emerging balance sheet weaknesses, strained liquidity, increased leverage ratio, and weakening management. Collateral support is less marketable or limited use and, although the protection is sufficient, the loan-to-value ratio may not meet policy guidelines. Guarantors may have a limited ability and willingness to provide intermediate support. Also, considerations surrounding industry deterioration, increased competition and minor policy exceptions concerning structure or amortization may affect the rating of these loans.

•Risk Grade 7 – Special Mention – The Company’s special mention rating is intended to closely align with the regulatory definition. A special mention asset has potential weaknesses that deserve management’s close attention. If left uncorrected, these weaknesses may result in deterioration of repayment prospects. These weaknesses may include deteriorating balance sheets, strained liquidity and elevated leverage ratios. Cash flow and profitability are marginally sufficient to service debt and collateral is exhibiting signs of decline in value; however, protection is currently sufficient.

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Limited management experience or weaknesses have emerged requiring more than normal supervision and uncertainties regarding the quality of the financials are not explained. Guarantor has very limited ability and willingness to provide short-term support. Moderate policy exceptions concerning structure or amortization may be considered in order to provide relief to the borrower. Special mention assets are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification.

•Risk Grade 8 – Substandard – A loan in this category is inadequately protected by the current net worth and paying capacity of the borrower or of the collateral pledged. Assets so classified have a well-defined weakness that jeopardizes the liquidation of the debt. Factors affecting these loans may include balance sheet deterioration that has resulted in illiquid, highly leveraged or deficit net worth, cash flow that is not able to service debts as structured, collateral protection that may be inadequate, guarantor support that may be virtually non-existent, and management that is poor. Loans may require a major policy exception concerning structure or amortization. They are characterized by the distinct possibility that the Company will incur some loss if the deficiencies are not corrected.

•Risk Grade 9 – Doubtful – Loans classified doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions and values, highly questionable and improbable.

•Risk Grade 10 – Loss – Loans are considered uncollectible and of such little value that continuing to carry them as an active asset is not warranted. It does not mean that there will be no recovery, but, rather, it is not practical or desirable to defer writing off these assets even though a partial recovery may be possible in the future.

Classified loans for the Company include loans in Risk Grades 8, 9 and 10. Loans may be classified but not considered impaired, due to one of the following reasons: (i) the loan falls below the established minimum dollar thresholds for loan impairment testing or (ii) the loan was tested for impairment, but not deemed to be impaired.

The following table summarizes the credit quality of the Company’s loan portfolio by loan class for the period indicated:

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	Risk Grades		Risk Grade		Risk Grade		Risk Grade
(In thousands)	1-6		7		8		9		Total
March 31, 2022
Secured by real estate:
Residential properties	$	1,130,830	$	202	$	11,694	$	—	$	1,142,726
Construction and land development	670,156		4,107		2,299		—		676,562
Farmland	218,673		—		3,033		—		221,706
Other commercial	1,939,140		948		13,853		—		1,953,941
Total real estate	3,958,799		5,257		30,879		—		3,994,935
Commercial and industrial	567,923		—		16,642		—		584,565
Agricultural production and other loans to farmers	70,080		—		196		—		70,276
Consumer and other loans	90,501		—		129		—		90,630
Total	$	4,687,303	$	5,257	$	47,846	$	—	$	4,740,406

	Risk Grades		Risk Grade		Risk Grade		Risk Grade
(In thousands)	1-6		7		8		9		Total
December 31, 2021
Secured by real estate:
Residential properties	$	763,116	$	—	$	11,583	$	—	$	774,699
Construction and land development	537,573		4,097		2,093		—		543,763
Farmland	208,318		—		3,185		—		211,503
Other commercial	1,386,240		—		9,845		—		1,396,085
Total real estate	2,895,247		4,097		26,706		—		2,926,050
Commercial and industrial	503,603		—		23,496		3		527,102
Agricultural production and other loans to farmers	86,292		—		228		—		86,520
Consumer and other loans	79,176		—		306		18		79,500
Total	$	3,564,318	$	4,097	$	50,736	$	21	$	3,619,172

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Transactions in the allowance for loan losses and balances in the loan portfolio by loan segment are as follows:

(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
Three Months Ended March 31, 2022
Allowance for loan losses:
Beginning balance	$	6,556	$	27,133	$	9,488	$	1,823	$	45,000
Provision for loan losses	(468)		75		311		299		217
Recoveries on loans	22		141		54		791		1,008
Loans charged off	(58)		(437)		(250)		(1,242)		(1,987)
Ending balance	$	6,052	$	26,912	$	9,603	$	1,671	$	44,238
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	$	1,723	$	308	$	7	$	—	$	2,038
Collectively evaluated for impairment	4,329		26,604		9,596		1,671		42,200
Ending balance	$	6,052	$	26,912	$	9,603	$	1,671	$	44,238

(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
Three Months Ended March 31, 2021
Allowance for loan losses:
Beginning balance	$	6,337	$	20,163	$	7,900	$	1,600	$	36,000
Provision for loan losses	(290)		2,355		1,581		243		3,889
Recoveries on loans	107		413		84		882		1,486
Loans charged off	(19)		(315)		(126)		(874)		(1,334)
Balance, end of year	$	6,135	$	22,616	$	9,439	$	1,851	$	40,041
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	$	1,725	$	254	$	9	$	—	$	1,988
Collectively evaluated for impairment	4,410		22,362		9,430		1,851		38,053
Ending balance	$	6,135	$	22,616	$	9,439	$	1,851	$	40,041

The following table provides the recorded investment in loans, net of unearned income, based on the Company’s impairment methodology as of the dates presented:

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(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
March 31, 2022
Individually evaluated for impairment	$	13,928	$	4,235	$	1,629	$	—	$	19,792
Collectively evaluated for impairment	570,637		2,847,974		1,141,097		160,906		4,720,614
Ending balance	$	584,565	$	2,852,209	$	1,142,726	$	160,906	$	4,740,406
December 31, 2021
Individually evaluated for impairment	$	21,822	$	3,434	$	1,640	$	166	$	27,062
Collectively evaluated for impairment	505,280		2,147,917		773,059		165,854		3,592,110
Ending balance	$	527,102	$	2,151,351	$	774,699	$	166,020	$	3,619,172

Note 7: Regulatory Matters

The Company (on a consolidated basis) and the Bank are subject to various regulatory capital requirements administered by state and federal banking agencies. Failure to meet minimum capital requirements triggers certain mandatory, and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

The U.S. capital rules, which in substance adopted the international Basel III Capital Rules and accordingly are referred to as the Basel III rules, became effective for both the Company and the Bank on January 1, 2015, with full compliance with all of the requirements being phased in over a multi-year schedule and fully phased in by January 1, 2019. The Basel III rules require banking institutions to comply with three minimum risk-based capital ratios for common equity Tier 1 (“CET1”) capital, Tier 1 capital, and total capital, as well as a minimum leverage ratio based on Tier 1 capital.

Under the Basel III rules, the Company must maintain a capital conservation buffer of CET1 capital above the minimum risk-based capital ratios. The capital conservation buffer is designed to absorb losses during periods of economic stress and effectively increases the minimum required risk-weighted capital ratios. If, after deducting the buffer amount from its CET1 capital, Tier 1 capital, and total capital, any of these amounts results in a risk-based capital ratio below the minimum, a banking institution will face constraints on dividends, equity repurchases and compensation based on the amount of the shortfall. The capital conservation buffer, which is 2.50%, is included in the minimum capital requirements relative to risk-weighted assets in the following table. Management believes as of March 31, 2022 and December 31, 2021, the Company and the Bank met Basel III minimum capital requirements to which they are subject.

The Bank is also subject to capital requirements under the prompt corrective action regime. As of March 31, 2022, the Bank maintained each of the capital ratios required to be categorized as well capitalized under the regulatory framework for prompt corrective action. The prompt corrective action framework applies only to insured depository institutions, such as the Bank, and not to their holding companies, such as the Company. To be categorized as well capitalized, an insured depository institution must maintain certain ratios of CET1 capital, Tier 1 capital and total capital to risk-weighted assets, and of Tier 1 capital to adjusted quarterly average assets. There are no conditions or events since March 31, 2022 that management believes have changed the Bank’s category. The amounts of the Bank’s capital relative to the standards for well capitalized status are set forth in the following table.

The Company’s and the Bank’s CET1 capital includes total common equity reduced by goodwill and other intangible assets, net of associated deferred tax liabilities. In connection with the adoption of Basel III, the Company elected to opt out of the requirement to include most components of accumulated other comprehensive income (loss) in CET1 capital.

Tier 1 capital includes CET1 capital and additional Tier 1 capital. For the Company, additional Tier 1 capital at March 31, 2022 and December 31, 2021 included $51.1 million and $51.0 million of trust preferred securities issued by the trusts (net of

22

investment in the trusts), respectively. The Bank did not have any additional Tier 1 capital beyond CET1 capital as of March 31, 2022 and December 31, 2021.

Total capital includes Tier 1 capital and Tier 2 capital. Tier 2 capital for both the Company and the Bank includes a permissible portion of the allowance for loan losses. In addition, Tier 2 capital at March 31, 2022 and December 31, 2021 for the Company includes $80.6 million and $58.8 million, respectively, of subordinated debentures. Capital levels required to be considered well capitalized are based upon prompt corrective action regulations.

The following table presents actual and required capital ratios for the Company and the Bank under the Basel III rules.

	Actual				Minimum Requirement				Required to be  Well Capitalized
(In thousands)	Capital Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio
March 31, 2022:
Company:
CET1 Capital to Risk-Weighted Assets	$	381,074	7.52	%	$	354,634	7.00	%	N/A		N/A
Tier 1 Capital to Risk-Weighted Assets	432,154		8.53	%	430,626		8.50	%	N/A		N/A
Total Capital to Risk-Weighted Assets	556,947		10.99	%	531,950		10.50	%	N/A		N/A
Tier 1 Capital to Average Assets	432,154		7.73	%	223,690		4.00	%	N/A		N/A
Bank:
CET1 Capital to Risk-Weighted Assets	$	510,266	10.23	%	$	349,248	7.00	%	$	324,301	6.50	%
Tier 1 Capital to Risk-Weighted Assets	510,266		10.23	%	424,087		8.50	%	399,140		8.00	%
Total Capital to Risk-Weighted Assets	554,504		11.11	%	523,872		10.50	%	198,925		10.00	%
Tier 1 Capital to Average Assets	510,266		9.14	%	223,200		4.00	%	279,000		5.00	%
December 31, 2021:
Company:
CET1 Capital to Risk-Weighted Assets	$	382,736	9.40	%	$	285,078	7.00	%	N/A		N/A
Tier 1 Capital to Risk-Weighted Assets	433,754		10.65	%	346,166		8.50	%	N/A		N/A
Total Capital to Risk-Weighted Assets	537,541		13.20	%	427,617		10.50	%	N/A		N/A
Tier 1 Capital to Average Assets	433,754		8.46	%	205,072		4.00	%	N/A		N/A
Bank:
CET1 Capital to Risk-Weighted Assets	$	428,602	10.55	%	$	284,509	7.00	%	$	264,187	6.50	%
Tier 1 Capital to Risk-Weighted Assets	428,602		10.55	%	345,475		8.50	%	325,153		8.00	%
Total Capital to Risk-Weighted Assets	473,602		11.65	%	426,763		10.50	%	406,441		10.00	%
Tier 1 Capital to Average Assets	428,602		8.37	%	204,714		4.00	%	255,893		5.00	%

The ability of the Company to pay future dividends, pay its expenses and retire its debt is dependent upon future income tax benefits and dividends paid to the Company by the Bank. The Bank is subject to dividend restrictions as imposed by Federal and state regulatory authorities.

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Note 8: Fair Value

Financial Instruments Measured at Fair Value

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company groups its assets and liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. Valuations within these levels are based upon:

Level 1

Unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access as of the measurement date

Level 2

Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities

Level 3

Unobservable inputs that are significant to the fair value of the assets or liabilities that reflect a company’s own assumptions about the assumptions that market participants would use in pricing assets or liabilities

Management monitors the availability of observable market data to assess the appropriate classification of assets and liabilities within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments from one fair value level to another. In such instances, the transfer is reported at the beginning of the reporting period. There were no transfers of financial instruments between fair value levels for any period presented.

The Company used the following methods and significant assumptions to estimate fair value.

Securities - The Company utilizes an independent pricing service to advise it on the value of the securities portfolio. Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. For these investments, the inputs used by the pricing service to determine fair value may include one, or a combination of several, observable inputs such as benchmark yields, reported trades, benchmark securities, bids, offers and reference data market research publications and are classified within Level 2 of the valuation hierarchy. In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy. For Level 3 securities, in addition to the inputs noted above, inputs used by the pricing service to determine fair value may also include estimated duration, municipal bond interest rate curve, and tax effected yield. There were no Level 3 securities as of March 31, 2022 or December 31, 2021. The Company’s treasury department and Asset Liability Management Committee review the aggregate fair values of the securities portfolio.

Impaired loans - Loans for which it is probable that the Company will not collect all principal and interest due according to contractual terms are measured for impairment on a non-recurring basis. Allowable methods for determining the amount of impairment include estimating fair value using the fair value of the collateral for collateral-dependent loans. Specific allowances for impaired loans are based on comparisons of the recorded carrying values of the loans to the present value of the estimated cash flows of these loans at each loan’s effective interest rate or the fair value of the collateral net of selling costs if the loan is collateral dependent. Impaired loans are primarily collateral dependent loans and are assessed using a fair value approach. Fair value estimates for collateral dependent loans are derived from appraised values based on the current market value or as-is value of the property being appraised. Appraisals are based on certain assumptions, which may include construction or development status and the highest and best use of the property. The appraisals are reviewed by the Company’s appraisal department to ensure they are acceptable. Impaired loans are classified within Level 3 of the fair value hierarchy. Impaired loans are evaluated on a quarterly basis for additional impairment and adjusted in accordance with the allowance policy.

Other Real Estate Owned - Other real estate owned is initially recorded at fair value less cost to sell at the date of foreclosure, establishing a new cost basis. These assets are subsequently accounted for at lower of cost or fair value less estimated cost to sell. Fair value estimates begin with obtaining a current independent appraisal or internal evaluation of the collateral value. Subsequent

24

to foreclosure, valuations are performed periodically by the Company’s appraisal department and any subsequent reduction in value is recognized by a charge to income.

Appraisals for both collateral-dependent impaired loans and other real estate owned are performed by certified appraisers whose qualifications and licenses have been reviewed by the Company. These appraisals are reviewed by a member of the Company’s appraisal department to ensure they are acceptable. Appraised values are adjusted down for costs associated with asset disposal. The significant unobservable inputs (Level 3) used in the fair value measurement of collateral for collateral impaired loans and other real estate owned are primarily based on appraisals, observable market conditions, and other factors which may affect collectability. The appraisals use marketability and comparability discounts, which generally range from 5% to 15%. Assessment of the significance of a specific input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset. It is reasonably possible that a change in the estimated fair value for assets measured using Level 3 inputs could occur in the future.

Assets and liabilities measured at fair value on a recurring basis are summarized below:

	Fair		Fair Value Measurements Using
(In thousands)	Value		Level 1		Level 2		Level 3
March 31, 2022
U.S. Treasuries	$	40,149	$	—	$	40,149	$	—
U.S. Government agency obligations	367,087		—		367,087		—
Residential mortgage-backed securities	121,314		—		121,314		—
Commercial mortgage-backed securities	13,254		—		13,254		—
Asset-backed securities	12,354		—		12,354		—
Corporate investments	45,392		—		45,392		—
State and political subdivisions	45,646		—		45,646		—
Total securities available for sale	$	645,196	$	—	$	645,196	$	—

December 31, 2021
U.S. Government agency obligations	$	350,250	$	—	$	350,250	$	—
Residential mortgage-backed securities	109,787		—		109,787		—
Commercial mortgage-backed securities	14,276		—		14,276		—
Asset backed securities	13,107		—		13,107		—
Corporate investments	44,510		—		44,510		—
State and political subdivisions	44,684		—		44,684		—
Total securities available for sale	$	576,614	$	—	$	576,614	$	—

Assets measured at fair value on a non-recurring basis are summarized below.

	Fair		Fair Value Measurements Using
(In thousands)	Value		Level 1		Level 2		Level 3
Impaired loans, net of allowance for loan losses:
March 31, 2022	$	28,251	$	—	$	—	$	28,251
December 31, 2021	$	33,570	$	—	$	—	$	33,570
Other real estate owned:
March 31, 2022	$	7,363	$	—	$	—	$	7,363
December 31, 2021	$	5,815	$	—	$	—	$	5,815

The following table presents quantitative information about Level 3 fair value measurements for assets measured at fair value on a non-recurring basis.

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	Qualitative Information about Level 3 Fair Value Measurements
(In thousands)	Carrying Value		Valuation Methods	Unobservable Inputs	Range	Weighted Average
March 31, 2022
Impaired loans, net of specific allowance	$	28,251	Third-party appraisals	Selling costs	5% - 10%	6%
Other real estate owned	$	7,363	Third-party appraisals and internal evaluations	Selling costs	5% - 10%	6%

	Qualitative Information about Level 3 Fair Value Measurements
(In thousands)	Carrying Value		Valuation Methods	Unobservable Inputs	Range	Weighted Average
December 31, 2021
Impaired loans, net of specific allowance	$	33,570	Third-party appraisals	Selling costs	5% - 10%	6%
Other real estate owned	$	5,815	Third-party appraisals and internal evaluations	Selling costs	5% - 10%	6%

Fair Value of Financial Instruments

GAAP requires disclosure of fair value information about financial instruments, whether or not recognized on the balance sheet, that are not measured and reported at fair value on a recurring or non-recurring basis. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions significantly affect the estimates and, as such, the derived fair value may not be indicative of the value negotiated in an actual sale and may not be comparable to that reported by other financial institutions. In addition, the fair value estimates are based on existing financial instruments without attempting to estimate the value of anticipated business and the value of assets and liabilities that are not considered financial instruments. In addition, the tax ramifications related to the realization of unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates.

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The following table presents estimated fair values of the Company’s financial instruments not previously disclosed:

	March 31, 2022				December 31, 2021
(In thousands)	Carrying Value		Fair Value		Carrying Value		Fair Value
Financial assets:
Level 1 inputs:
Cash and cash equivalents	$	695,352	$	695,352	$	664,165	$	664,165
Level 2 inputs:
Securities held to maturity	68,873		68,858		71,648		72,084
FHLB stock	4,529		4,529		2,731		2,731
Accrued interest receivable	17,756		17,756		14,329		14,329
Level 3 inputs:
Loans held for sale	11,744		11,744		10,621		10,621
Loans, net	4,696,168		4,663,400		3,574,172		3,548,595
Financial liabilities:
Level 2 inputs:
Deposits	5,853,097		5,514,119		4,622,116		4,493,657
FHLB and other borrowings	40,453		40,584		20,501		21,024
Subordinated debentures	133,338		133,338		111,509		111,509
Accrued interest payable	2,945		2,945		1,425		1,425

Note 9: Subordinated Debentures and Trust Preferred Securities

Subordinated Debentures

On June 4, 2020, the Company entered into a Subordinated Note Purchase Agreement with certain qualified institutional buyers and institutional accredited investors pursuant to which the Company issued and sold $60.0 million in aggregate principal amount of its 6.000% Fixed-to-Floating Rate Subordinated Notes due June 15, 2030 (the “Notes”). The Company incurred issuance costs of $1.4 million in conjunction with the issuance of the Notes. These issuance costs are netted with the balance of the Notes on the Company’s Consolidated Balance Sheets and will be amortized over the life of the Notes. At both March 31, 2022 and December 31, 2021, the remaining unamortized balance of these issuance costs was $1.2 million. The Notes initially bear interest at a rate of 6.000% per annum from and including June 4, 2020, to but excluding June 15, 2025 or the early redemption date, with interest during this period payable semiannually in arrears. From and including June 15, 2025, to but excluding the maturity date or early redemption date, the interest rate will reset quarterly to an annual floating rate equal to Three-Month Term Secured Overnight Financing Rate plus 586 basis points, with interest during this period payable quarterly in arrears. The Company used the proceeds of the private placement for general corporate purposes, including improving the Company’s liquidity and capital position.

The Notes are not redeemable by the Company, in whole or in part, prior to the fifth anniversary of the original date of issue, except that the Notes may be redeemed at any time in whole but not in part in the event of a Tier 2 Capital Event, a Tax Event, or an Investment Company Event, each as defined and described in the Notes. On or after the fifth anniversary of the original date of issue, the Notes are redeemable on any interest payment date at the option of the Company, in whole or in part in integral multiples of $1,000, at an amount equal to 100% of the outstanding principal amount redeemed plus accrued but unpaid interest thereon. Any partial redemption will be made on a pro rata basis as to the holders of the Notes. Any redemption of the Notes is subject to any applicable regulatory requirements and approvals.

Effective March 1, 2022, in conjunction with the FTC Merger, the Company assumed FTC’s obligations under its Subordinated Note Purchase Agreement, dated as of December 23, 2020, and the several purchasers of the $21.0 million aggregate principal amount of 5.50% Fixed-to-Floating Rate Subordinated Notes due 2030 issued thereunder (the “Subordinated Notes”). The Subordinated Notes will mature on December 30, 2030 and bear interest at an initial fixed rate of 5.50% per annum, payable semi-annually in arrears. From and including December 30, 2025, to but excluding the maturity date or early redemption date, the interest rate will reset quarterly to a Three-Month Term Secured Overnight Financing Rate plus 527 basis points, payable

27

quarterly in arrears. BancPlus will be entitled to redeem the Subordinated Notes, in whole or in part, on any interest payment date on or after December 30, 2025, and to redeem the Subordinated Notes in whole upon certain other events. The Subordinated Notes are not subject to redemption at the option of the holder. The Subordinated Notes are unsecured, subordinated obligations of BancPlus only and are not obligations of, and are not guaranteed by, any subsidiary of BancPlus. The Subordinated Notes rank junior in right to payment to BancPlus’ current and future senior indebtedness. The Subordinated Notes have been structured to qualify as Tier 2 capital for regulatory capital purposes. The Subordinated Notes vary from the amount carried on the Consolidated Balance Sheets at March 31, 2022 due to the remaining purchase premium of $733,000, which was established upon closing of the FTC Merger and is being amortized over the remaining life of the debentures.

Trust Preferred Securities

The Company also owns the outstanding common stock of business trusts that have issued preferred capital securities to third parties. Under a grandfathering provision in the Basel III capital rules that applies to bank holding companies with less than $15 billion in total consolidated assets, these preferred capital securities have qualified as Tier 1 capital for the Company, subject to regulatory rules and limits. These trusts used the proceeds from the issuance of the common stock and the preferred capital securities to purchase subordinated debentures issued by the Company. These subordinated debentures are these trusts’ only assets, and quarterly interest payments on these subordinated debentures are the sole source of cash for these trusts to pay quarterly distributions on the common stock and preferred capital securities. The Company has fully and unconditionally guaranteed the trusts’ obligations with respect to the preferred capital securities.

The Company has the right to defer the payment of interest on the subordinated debentures at any time, or from time to time, for periods not exceeding five years. If interest payments on the subordinated debentures are deferred, the distributions on the trust preferred securities are also deferred. Interest on the subordinated debentures and distributions on the trust preferred securities are cumulative.

The following is a summary of subordinated debentures payable to statutory trusts.

(In thousands)	Year of Maturity	Interest Rate	March 31, 2022		December 31, 2021
First Bancshares of Baton Rouge Statutory Trust I	2034	3 month LIBOR, plus 2.50%	$	4,124	$	4,124
State Capital Statutory Trust IV	2035	3 month LIBOR, plus 1.99%	5,155		5,155
BancPlus Statutory Trust II	2036	3 month LIBOR, plus 1.50%	20,619		20,619
BancPlus Statutory Trust III	2037	3 month LIBOR, plus 1.35%	20,619		20,619
State Capital Master Trust	2037	3 month LIBOR, plus 1.46%	6,186		6,186
			$	56,703	$	56,703

The subordinated debentures payable to statutory trusts vary from the amount carried on the Consolidated Balance Sheets at March 31, 2022 due to the remaining purchase discount of $3.9 million, which was established upon the merger with State Capital Corp. (“SCC”), in which BancPlus acquired SCC, the holding company of State Bank & Trust Company (“State Bank”) by a statutory share exchange and SCC was merged with and into BancPlus and State Bank was merged with and into BankPlus, with BancPlus and BankPlus surviving the mergers, which closed on April 1, 2020, and is being amortized over the remaining life of the debentures.

Interest rates adjust quarterly for the subordinated debentures with rates that are indexed with LIBOR. On March 15, 2022 the Adjustable Interest Rate (LIBOR) Act was signed into law as part of the Consolidated Appropriations Act, 2022. The Adjustable Interest Rate (LIBOR) Act establishes a nationwide process for replacing LIBOR in financial contracts that mature after the cessation of the overnight, one-, three-, six- and 12-month U.S. dollar LIBOR tenors on June 30, 2023 and that do not provide for an effective means to replace LIBOR upon its cessation. For contracts in which a party has the discretion to identify a replacement rate, the Act also provides a safe harbor to parties if they choose the Secured Overnight Financing Rate (“SOFR”)-based benchmark replacement rate to be identified by the Board of Governors of the Federal Reserve System. We are currently monitoring these developments to determine any potential impact on the subordinated debentures.

The Company has the right to redeem the subordinated debentures prior to maturity. Upon redemption of the subordinated debentures payable to a statutory trust, the trust will also liquidate its common stock and preferred capital securities.

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Note 10: Employee Benefits

The Company has an Employee Stock Ownership Plan (“ESOP”) that covers all employees of the Bank who are at least 21 years of age and work in a position requiring at least one thousand hours of service annually. The plan also has 401(k) provisions that allow for employee tax deferred contributions. Participants may make contributions to the ESOP in accordance with applicable regulations and the ESOP’s provisions. The Company makes a 3% “safe harbor” matching contribution, plus an additional matching contribution equal to 50% of the next 2% of an employee’s salary deferral contributions in excess of 3%. Additional contributions are made to the ESOP at the discretion of the Company’s Board of Directors.

The ESOP owned 1,500,732 shares of the Company's common stock at both March 31, 2022 and December 31, 2021. The ESOP entered into loans, collateralized by ESOP shares, with the Company in connection with the repurchase of shares of Company stock that were sold by participants in accordance with diversification provisions of the ESOP. A total of 176,786 shares were repurchased through 2011, an additional 77,000 shares were repurchased under this program in 2012, and 27,594 shares were repurchased under this program in 2019. These unallocated shares are released to participants proportionately as the loan is repaid. Dividends on allocated shares are recorded as dividends and charged to retained earnings. Dividends on unallocated shares that are used to repay the loan are treated as compensation expense. As of March 31, 2022, the ESOP had zero outstanding loans with the Company.

The following table presents information related to the Company’s ESOP-owned shares.

(In thousands, except share data)	March 31, 2022		December 31, 2021
Allocated shares	1,500,732		1,472,334
Unearned shares	—		28,398
Total ESOP shares	1,500,732		1,500,732
Fair value of unearned shares	$	—	$	1,938

Distributions of the ESOP may be either in cash or Company common stock. The allocated shares are subject to a put option, whereby the Company will provide a market for a specified period of time for shares distributed to participants. The put price is the appraised value of the stock. The fair value of allocated shares of common stock held by the ESOP are deducted from permanent shareholders’ equity in the Consolidated Balance Sheets and reflected in a line item below liabilities and above shareholders’ equity. This presentation is necessary in order to recognize the put option within the ESOP-owned shares, consistent with U.S. Securities and Exchange Commission guidelines, that is present as long as the Company is not publicly traded. The Company uses a valuation by an external third party to determine the maximum possible cash obligation related to these securities. Increases or decreases in the value of the cash obligation are included in a separate line item in the Consolidated Statements of Shareholders’ Equity. The fair value of allocated shares held by the ESOP at March 31, 2022 was $102.4 million, based on the Company’s previously disclosed appraised value of $68.25 per share of common stock. The fair value at December 31, 2021 was $100.5 million, based on the Company’s previously disclosed appraised value of $68.25 per share of common stock. As previously disclosed, these appraised values were determined solely for purposes of the ESOP’s administration and are therefore subject to certain limitations, qualifications and assumptions and may not reflect the fair value of the Company’s common stock and should not be relied on for any reason. In particular, the COVID-19 pandemic has had a significant impact on the trading markets for equity securities, including the value of equity securities of banking institutions. Neither the Company nor the ESOP has any obligation to seek an adjusted valuation, to use these appraised values for any other purpose or, if the Company or the ESOP obtains a new appraised value, to disclose such new appraised value.

Note 11: Equity

The Company’s Articles of Incorporation authorize 10,000,000 shares of preferred stock with no par value, which may be issued from time to time and in one or more classes or series upon authorization of the Board of Directors. At March 31, 2022 and December 31, 2021, there were zero shares of preferred stock issued and outstanding.

Note 12: Stock Based Compensation

Under the Company’s long-term incentive program, certain officers, employees and directors are eligible to receive equity-based awards under the 2018 Long-Term Incentive Plan (“LTIP”). Restricted stock awards (“RSAs”) granted under the LTIP generally vest over one to five years. Unvested RSAs are included in the Company’s common stock outstanding. Compensation expense

29

for RSAs granted under the LTIP is recognized over the vesting period of the awards based on the fair value of the stock at the grant date, with forfeitures recognized as they occur.

Stock based compensation that has been charged against income was $680,000 for the three months ended March 31, 2022 and $487,000 for same period of 2021. There were zero shares forfeited during the three months ended March 31, 2022 and 2021. As of March 31, 2022, there was $6.4 million of total unrecognized compensation cost related to unvested RSAs. The cost is expected to be recognized over a remaining weighted average period of 3.0 years.

A summary of the Company’s equity-based award activity and related information for the Company’s RSAs is as follows:

	Three Months Ended
	March 31, 2022			March 31, 2021
	Number of Shares	Weighted Average Grant Date Fair Value		Number of Shares	Weighted Average Grant Date Fair Value
Beginning of period	144,572	$	51.56	91,109	$	50.60
Granted	21,367	68.25		—	—
Vested	(6,077)	50.00		(9,878)	50.91
Forfeited	—	—		—	—
End of period	159,862	$	53.85	81,231	$	50.56

Note 13: Contingencies

On March 20, 2019, a complaint (the “Complaint”), Mills v. BankPlus, et al., Case #3:19-cv-00196-CWR-FKB, was filed in the United States District Court for the Southern District of Mississippi, Northern Division, by Alysson Mills, in her capacity as Court-appointed Receiver for Arthur Lamar Adams (“Adams”) and Madison Timber Properties, LLC (“Madison Timber”), naming the Bank, three former Bank employees, one one then-current BankPlus employee and other defendants, including defendants affiliated and unaffiliated with BankPlus (“Defendants”). The Complaint seeks to recover damages from the Defendants for the benefit of the receivership estate related to certain investors who were allegedly defrauded by Adams and Madison Timber, whose actions were allegedly attributable to the actions of the Defendants that allegedly enabled negligent, illegal or fraudulent activities engaged in by Adams and Madison Timber. A brief description of the cause of action on the cover sheet filed with the Complaint includes securities, civil conspiracy, aiding and abetting, negligence, and other possible causes of action. The amount of damages (including punitive damages) requested against the Defendants in the Complaint is unspecified. On January 4, 2021, the plaintiff, Mills, filed an Amended Complaint. Answers and/or Motions to Dismiss the Amended complaint were filed by the Defendants. On July 8, 2021, the Court denied the Motion to Dismiss filed by BankPlus. A related motion for reconsideration was filed by BankPlus on August 9, 2021. On September 30, 2021, an order was entered to consolidate for purposes of discovery this case (No. 3:19-cv-00196-CWR-FKB) with three other related cases filed by Mills, the Receiver. A Case Management Order (No.: 3:22-cv-36-CWRFKB) was entered on January 31, 2022 for the sole purpose of managing consolidated discovery in the four related cases.

In addition to the above, the Company, including subsidiaries, is party to various legal proceedings arising in the ordinary course of business. We do not believe that loss contingencies, if any, arising from pending litigation and regulatory matters will have a material adverse effect on our consolidated financial position or liquidity.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Unless otherwise indicated, references in this report to “we”, “us”, “our company”, “the Company”, or “BancPlus” refer to BancPlus Corporation and its subsidiaries, on a consolidated basis. All references to “BankPlus” or “the Bank” refer to BankPlus, our wholly-owned subsidiary.

The following discussion and analysis of BancPlus’ financial condition and results of operations should be read in conjunction with the unaudited interim consolidated financial statements and related notes contained in Item 1 of this report.

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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains estimates, predictions, opinions, projections and other “forward-looking statements” as that phrase is defined in the Private Securities Litigation Reform Act of 1995 about BancPlus. Such statements include, without limitation, references to the Company’s predictions or expectations of future business or financial performance as well as its goals and objectives for future operations, financial and business trends, business prospects, and management’s outlook or expectations for earnings, revenues, expenses, capital levels, liquidity levels, asset quality or other future financial or business performance, strategies or expectations, and are subject to risks and uncertainties. These statements often, but not always, are preceded by, followed by or otherwise include the words “believe,” “expect,” “anticipate,” “intend,” “estimate,” “continue,” “seek,” “plan,” “can,” “should,” “could,” “would,” “will,” “to be,” “predict,” “potential,” “may,” “likely,” “will likely result,” “target,” “project” and “outlook” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about our industry based on certain assumptions and beliefs of the Company’s management, many of which, by their nature, are inherently uncertain and beyond the Company’s control. Although the Company believes that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements.

There are or will be important risk factors that could cause actual results to differ materially from those indicated in these forward-looking statements, including, but not limited to, the following:

•the effects of the novel coronavirus and variants thereof (“COVID-19”) pandemic, on our business, financial condition and results of operations and on our customers, our employees, our third-party service providers and the economy, and the efficacy of COVID-19 vaccines;

•our ability to adequately measure and limit our credit risk;

•factors that can impact the performance of our loan portfolio, including real estate values and liquidity in our primary market areas, the financial health of our commercial borrowers and the success of construction projects that we finance, including any loans acquired in acquisition transactions;

•possible additional loan losses and impairment of the collectability of loans;

•our ability to prudently manage our growth and execute our strategy;

•our ability to successfully integrate and fully realize the cost savings and other benefits of our acquisitions, manage risks related to business disruption following those acquisitions, and post-acquisition customer acceptance of the Company’s products and services and related customer disintermediation, including our recent acquisition of First Trust Corporation (“FTC”);

•the composition of our management team and our ability to attract and retain key personnel;

•changes in management personnel;

•geographic concentration of our business within Mississippi, Alabama, Louisiana, and Florida;

•our ability to attract and retain customers;

•increased competition in the financial services industry, particularly from regional and national institutions;

•further government restrictions on overdraft programs;

•failure of our risk management framework;

•systems failures, unauthorized access, cyber-crime and other threats to data security or interruptions involving our information technology and telecommunications systems or third-party servicers, including due to our upcoming planned conversion of FTC’s core processing system to our core processing system;

•difficult market conditions and unfavorable economic trends in the United States generally, and particularly in the markets in which we operate and in which our loans are concentrated, including declines in housing markets, an increase in unemployment levels and slowdowns in economic growth;

•our ability to maintain our historical rate of growth;

•our ability to manage the risks associated with our growth and expansion through de novo branching;

•our ability to identify potential candidates for, consummate, and achieve synergies resulting from, potential future acquisitions;

•deterioration of our asset quality;

•our ability to comply with applicable capital and liquidity requirements, including our ability to generate liquidity internally or raise capital on favorable terms;

•any impairment of our goodwill or other intangible assets;

•changes in the value of collateral securing our loans;

•changes in the laws, rules, regulations, interpretations, policies or stimulus programs relating to financial institutions, accounting, tax, trade, monetary and fiscal matters, and the uncertainty of the short- and long-term impacts of such changes;

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•further government intervention in the U.S. financial system, including in response to the COVID-19 pandemic;

•the effects of regional or national civil unrest (including any resulting branch closures or damage);

•compliance with governmental and regulatory requirements, including relating to banking, consumer protection, securities and tax matters;

•operational risks associated with our business;

•volatility and direction of market interest rates, including as a result of the COVID-19 pandemic and continuing worldwide macroeconomic uncertainty;

•our ability to maintain important deposit customer relationships and our reputation or otherwise avoid liquidity risks;

•the obligations associated with being a public reporting company;

•the commencement and outcome of litigation and other legal proceedings against us or to which we may become subject;

•natural disasters, climate change and adverse weather, public health crises, acts of terrorism, outbreaks of hostilities or other international or domestic calamities, and other matters beyond our control; and

•other factors that are discussed in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the annual period ended December 31, 2021, and in this Quarterly Report on Form 10-Q.

New factors emerge from time to time, and it is not possible for us to predict which will arise. The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements included in our Annual Report on Form 10-K for the year ended December 31, 2021, and in this Quarterly Report on Form 10-Q. In addition, we cannot assess the impact of each factor on our business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. If one or more events related to these or other risks or uncertainties materialize, or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate. Accordingly, you should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made, and we do not undertake any obligation to publicly update or revise any forward-looking statement, whether written or oral, and whether as a result of new information, future developments or otherwise, except as specifically required by law.

Overview

BancPlus is a bank holding company headquartered in Ridgeland, Mississippi. Its wholly-owned bank subsidiary, BankPlus, offers a full suite of products and services to a broad spectrum of customers, including individuals, businesses and public entities. As of March 31, 2022, we operated 93 branch offices across Mississippi, Louisiana, Alabama and Florida. Our franchise is built on a community banking approach focused on personalized, relationship-driven service combined with local market management and expertise. We have one reportable segment.

BancPlus’ business strategy is to provide exceptional community banking services and financial solutions within its markets, which enables us to fulfill our core purpose of enriching lives and building stronger communities. We believe our team of local, experienced and relationship-focused bankers, along with strong brand recognition in our communities, differentiate us from our competitors. As a result, we have a granular, stable deposit mix and a diversified loan portfolio. As of March 31, 2022, BancPlus held $5.853 billion of total deposits, and our deposit base consisted of 95.9% core deposits, defined as total deposits less brokered deposits and time deposits greater than $250,000, with a total deposit cost of 0.19%. Our loan portfolio was comprised of 74.0% commercial loans and 26.0% consumer loans for the same period. BancPlus currently holds meaningful market share in a number of attractive markets in Mississippi, including the number three position based on deposits in the Jackson, Mississippi metropolitan statistical area as of June 30, 2021, and we believe we are well-positioned for future growth.

2022 First Quarter Highlights

•Net income for the three months ended March 31, 2022 was $9.7 million, compared with $17.3 million for the same period of 2021

•Diluted earnings per share for the three months ended March 31, 2022 were $0.92, compared with $1.73 for the same period of 2021

•Net interest income was $42.8 million for the three months ended March 31, 2022, compared with $42.0 million for the same period of 2021

•Total loans held for investment were $4.740 billion at March 31, 2022, compared with $3.619 billion at December 31, 2021

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Recent Developments

Recent developments at March 31, 2022 did not significantly change from the recent developments disclosed in our Annual Report on Form 10-K for the year ended December 31, 2021.

Results of Operations

The following discussion of BancPlus’ results of operations compares the three months ended March 31, 2022 to the three months ended March 31, 2021. The results of operations for the three months ended March 31, 2022 are not necessarily indicative of the results of operations that may be expected for the year ending December 31, 2022 or for any other period.

Net Income

Net income for the three months ended March 31, 2022 and 2021 was $9.7 million and $17.3 million, respectively. BancPlus’ annualized return on average assets for the three months ended March 31, 2022 and 2021 was 0.69% and 1.46%, respectively. BancPlus’ annualized return on average equity for the three months ended March 31, 2022 and 2021 was 9.60% and 19.58%, respectively. The decrease in net income and return metrics for the current year to date period was the result of decreased life insurance income resulting from death benefits paid in the prior year and increased professional fees resulting from our previously disclosed merger with First Trust Corporation (“FTC”), in which BancPlus acquired FTC, the holding company of First Bank and Trust (“FBT”) by a statutory share exchange and FTC was merged with and into BancPlus, with BancPlus surviving the merger (the “FTC Holding Company Merger”), and FBT was merged with and into BankPlus, with BankPlus surviving the merger, effective March 1, 2022 (together with the FTC Holding Company Merger, the “FTC Merger”).

Net Interest Income

Net interest income represents interest income less interest expense. BancPlus generates interest income from interest, dividends and fees received on interest-earning assets, including loans and investment securities. BancPlus incurs interest expense from interest paid on interest-bearing liabilities, including interest-bearing deposits, borrowings and other forms of indebtedness. Net interest income typically is the most significant contributor to BancPlus’ net income. To evaluate net interest income, BancPlus measures and monitors: (i) yields on its loans and other interest-earning assets; (ii) the costs of its deposits and other funding sources; (iii) its net interest spread; and (iv) its net interest margin. Net interest spread is the difference between rates earned on interest-earning assets and rates paid on interest-bearing liabilities. Net interest margin is calculated as the annualized net interest income divided by average interest-earning assets. Because noninterest-bearing sources of funds, such as noninterest-bearing deposits and shareholders’ equity, also fund interest-earning assets, net interest margin includes the benefit of these noninterest-bearing sources.

Changes in market interest rates and interest BancPlus earns on interest-earning assets or pays on interest-bearing liabilities, as well as the volume and types of interest-earning assets, interest-bearing and noninterest-bearing liabilities and shareholders’ equity, usually have the largest impact on periodic changes in its net interest spread, net interest margin and net interest income. BancPlus measures net interest income before and after the provision for loan losses that BancPlus maintains.

For the three months ended March 31, 2022, net interest income was $42.8 million, an increase of $725,000, or 1.7%, compared to net interest income of $42.0 million for the three months ended March 31, 2021. The increase in net interest income was primarily the result of increased interest-earning assets as a result of the FTC Merger.

Net interest margin for the three months ended March 31, 2022 decreased 53 basis points to 3.22% from 3.75% for the same period of 2021 as the result of the lower interest rate environment in the current year.

Our average interest-earning assets at March 31, 2022, increased $827.7 million, or 18.45%, to $5.313 billion from $4.486 billion at March 31, 2021. BancPlus’ average interest-bearing liabilities at March 31, 2022 increased $462.2 million, or 14.50%, to $3.651 billion from $3.189 billion at March 31, 2021. This increase in BancPlus’ average interest-earning assets and interest-bearing liabilities was primarily due to the FTC Merger. The ratio of BancPlus’ average interest-earning assets to average interest-bearing liabilities was 145.5% and 140.7% at March 31, 2022 and 2021, respectively.

BancPlus’ average interest-earning assets produced a tax-equivalent yield of 3.46% for the three months ended March 31, 2022, compared to 4.07% for the three months ended March 31, 2021. The average rate paid on interest-bearing liabilities was 0.35% for the three months ended March 31, 2022, compared to 0.45% for the three months ended March 31, 2021. The year-over-year decrease in yields reflect the current low interest rate environment.

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Average Balances and Yields

The following tables show, for the three months ended March 31, 2022 and 2021, the average balances of each principal category of BancPlus’ assets, liabilities and shareholders’ equity, and an analysis of net interest income. The average balances are principally daily averages and, for loans, include both performing and nonperforming balances. These tables are presented on a tax-equivalent basis, if applicable.

	Three Months Ended March 31,
	2022						2021
(Dollars in thousands)	Average Balance		Interest & Fees		Yield / Rate (4)		Average Balance		Interest & Fees		Yield / Rate (4)
ASSETS:
Interest-earning assets:
Cash investments:
Interest-bearing cash deposits	$	578,254	$	227	0.16	%	$	526,113	$	125	0.10	%
Federal funds sold	—		—		—	%	20,109		10		0.20	%
	578,254		227		0.16	%	546,222		135		0.10	%
Investment securities:
Taxable investment securities	629,208		2,307		1.47	%	425,247		1,833		1.72	%
Tax-exempt investment securities	72,432		420		2.32	%	92,567		539		2.33	%
Total securities	701,640		2,727		1.55	%	517,814		2,372		1.83	%
Loans (1)	4,029,014		42,987		4.27	%	3,418,232		43,142		5.05	%
Federal Home Loan Bank (“FHLB”) stock	4,475		4		0.36	%	3,407		3		0.35	%
Total interest-earning assets	5,313,383		45,945		3.46	%	4,485,675		45,652		4.07	%
Noninterest-earning assets	345,648						334,691
Total assets	$	5,659,031					$	4,820,366
LIABILITIES AND SHAREHOLDERS’ EQUITY:
Interest-bearing liabilities:
Interest-bearing transaction deposits	$	1,590,153	$	711	0.18	%	$	1,427,926	$	791	0.22	%
Savings and money market deposits	1,199,908		312		0.10	%	939,541		282		0.12	%
Time deposits	714,438		654		0.37	%	676,683		1,091		0.64	%
Federal funds purchased	—		—		—	%	—		—		—	%
FHLB advances	20,485		76		1.48	%	20,608		77		1.49	%
Other borrowings	7,102		65		3.66	%	12,960		124		3.83	%
Subordinated debentures	119,024		1,360		4.57	%	111,153		1,245		4.48	%
Total interest-bearing liabilities	3,651,110		3,178		0.35	%	3,188,871		3,610		0.45	%
Noninterest-bearing liabilities:
Noninterest-bearing transaction deposits	1,545,452						1,218,780
Other noninterest-bearing liabilities	53,290						54,056
Total noninterest-bearing liabilities	1,598,742						1,272,836
Shareholders’ equity (6)	409,179						358,659
Total liabilities and shareholders’ equity	$	5,659,031					$	4,820,366
Net interest income/net interest margin (2)			42,767		3.22	%			42,042		3.75	%
Net interest spread (5)					3.11	%					3.62	%
Taxable equivalent adjustment:
Tax-exempt investment securities (3)			135						173
Net interest income/net interest margin (2)			$	42,902	3.23	%			$	42,215	3.76	%

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________________________________

(1)Average loan balances include nonaccrual loans.

(2)Net interest margin during the periods presented represents: (i) the difference between interest income on interest-earning assets and the interest expense on interest-bearing liabilities, divided by (ii) average interest-earning assets for the period.

(3)Interest income and averages rates for tax exempt securities are presented on a tax-equivalent basis, assuming a combined federal and state income tax rate of 25% for 2022 and 2021.

(4)Yields and rates are annualized.

(5)Net interest spread is the yield on BancPlus’ total interest-earning assets less the yield on its interest-bearing liabilities.

(6)Includes Employee Stock Ownership-owned shares.

Rate/Volume Analysis

Increases and decreases in interest income and interest expense result from changes in average balances (volume) of interest-earning assets and interest-bearing liabilities, as well as changes in average interest rates. The following table presents the dollar amount of changes in interest income and interest expense for major components of interest-earning assets and interest-bearing liabilities. It distinguishes between the changes related to the outstanding balances and those due to changes in interest rates. The change in interest attributable to rate has been determined by applying the change in rate between periods to average balances outstanding in the earlier period. The change in interest due to volume has been determined by applying the rate from the later period to the change in average balances outstanding between periods. The following table presents the changes in the volume and rate of BancPlus’ interest-bearing assets and liabilities for the dates indicated:

	Three Months Ended March 31, 2022 Compared with Three Months Ended March 31, 2021
	Change Due To:
(Dollars in thousands)	Volume		Rate		Interest Variance
Interest-earning assets:
Cash investments	$	13	$	79	$	92
Investment securities:
Taxable investment securities	748		(274)		474
Tax-exempt investment securities	(117)		(2)		(119)
Total securities	631		(276)		355
Loans, net	6,517		(6,672)		(155)
Federal Home Loan Bank stock	1		—		1
Total interest-earning assets	$	7,162	$	(6,869)	$	293
Interest-bearing liabilities:
Interest-bearing transaction deposits	$	73	$	(153)	$	(80)
Savings and money market deposits	68		(38)		30
Time deposits	35		(472)		(437)
Federal funds purchased	—		—		—
FHLB advances	(1)		—		(1)
Other borrowings	(54)		(5)		(59)
Subordinated debentures	90		25		115
Total interest-bearing liabilities	$	211	$	(643)	$	(432)
Net interest income	$	6,951	$	(6,226)	$	725

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Provision for Loan Losses

The provision for loan losses is the amount of expense that, based on BancPlus’ judgment, is required to maintain the allowance for loan losses at an adequate level to absorb probable losses inherent in the loan portfolio at the balance sheet date and that, in management’s judgment, is appropriate under relevant accounting guidance. The determination of the provision for loan losses is complex and involves a high degree of judgment and subjectivity.

For the three months ended March 31, 2022, the provision for loan losses was $217,000, compared to $3.9 million for the same period of 2021, a decrease of $3.7 million, or 94.4%. The decrease for this year to date period is primarily attributable to the impact of the COVID-19 pandemic on the prior year period, including the impact of the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act measures to support individuals and businesses in maintaining solvency through monetary relief, including in the form of financing, loan forgiveness and automatic forbearance.

Noninterest Income

Noninterest income consists of, among other things: (i) service charges on deposit accounts; (ii) mortgage origination income; (iii) debit card interchange fees; (iv) income from fiduciary activities; (v) ATM income; (vi) brokerage and insurance fees and commissions, (vii) life insurance income, and (viii) other noninterest income. BancPlus’ income from service charges on deposit accounts and debit card interchange fees are largely impacted by the volume, growth and type of deposits BancPlus holds, which are impacted by prevailing market conditions for BancPlus’ deposit products, market interest rates, marketing efforts, and other factors.

Service charges on deposit accounts includes fees and miscellaneous charges on deposit products offered by BancPlus. Mortgage origination income represents the gains recorded on the sale of mortgages originated by BancPlus. Debit card interchange represents income from the use of checkcards by our customers. Income from fiduciary activities includes retirement and management fee income from our wealth management group. ATM income is comprised of fees from our ATM network. Brokerage and insurance fees and commissions includes stock and mutual fund brokerage fees earned by our wealth management group. Life insurance income includes earnings and benefits paid on bank-owned life insurance policies. Other income includes various types of income including gains on sale of other real estate, personalized check sales, and wire transfer fees.

Noninterest income was $18.0 million for the three months ended March 31, 2022, compared to $20.3 million for the same period of 2021, a decrease of $2.3 million, or 11.4%, primarily due to decreases in life insurance income of $2.9 million, or 82.0%, and

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mortgage origination income of $476,000, or 17.5%; partially offset by an increase in service charges on deposit accounts of $1.1 million, or 18.4%.

The following table presents the major components of noninterest income for three months ended March 31, 2022, compared to the three months ended March 31, 2021:

	Three Months Ended March 31,
(Dollars in thousands)	2022		2021		$ Change		% Change
Noninterest income:
Service charges on deposit accounts	$	6,792	$	5,737	$	1,055	18.4	%
Mortgage origination income	2,238		2,714		(476)		(17.5)	%
Debit card interchange	2,428		2,640		(212)		(8.0)	%
Income from fiduciary activities	2,018		1,791		227		12.7	%
ATM income	1,476		1,533		(57)		(3.7)	%
Brokerage and insurance fees and commissions	698		510		188		36.9	%
Life insurance income	627		3,492		(2,865)		(82.0)	%
Other income	1,688		1,860		(172)		(9.2)	%
Total	$	17,965	$	20,277	$	(2,312)	(11.4)	%

Service charges on deposit accounts increased $1.1 million, or 18.4%, to $6.8 million for the three months ended March 31, 2022, compared to $5.7 million for the same period of 2021. The increase was the result of an increase in the number of deposit accounts held and a higher volume of transactions.

Life insurance income decreased $2.9 million, or 82.0%, to $627,000 for the three months ended March 31, 2022, compared to $3.5 million for the same period of 2021. The decrease is primarily related to death benefits paid in the prior year on policies held by BancPlus.

Mortgage origination income decreased $476,000, or 17.5%, to $2.2 million for the three months ended March 31, 2022, compared to $2.7 million for the same period of 2021. The decrease was primarily the result of overall decreases in mortgage origination activity in the three months ended March 31, 2022 as refinancing activity began to slow from increased levels in 2021, partially offset by increases in mortgage origination income resulting from the FTC Merger.

Noninterest Expense

Noninterest expense includes: (i) salaries and employee benefits expenses; (ii) net occupancy expenses; (iii) furniture, equipment, and data processing expenses; (iv) marketing and promotional expenses; (v) other real estate expenses and losses; (vi) professional fees; and (vii) other expenses.

Salaries and employee benefits expenses includes compensation, employee benefits and tax expenses for BancPlus’ personnel. Net occupancy expenses include depreciation expense on BancPlus’ owned properties, lease expense on its leased properties and other occupancy-related expenses. Furniture and equipment expenses include depreciation and maintenance and other expenses related to its furniture, fixtures and equipment. Data processing expenses include costs related to maintenance and monitoring of its systems and expenses paid to its third-party data processing system providers. Marketing and promotional expenses include costs for advertising, promotions and sponsorships. Other real estate expenses and losses include taxes, insurance, maintenance and other expenses related to BancPlus’ foreclosed properties. Professional fees include accounting and auditing, consulting and legal fees. Other expenses include expenses associated with Federal Deposit Insurance Corporation (“FDIC”) assessments, Mississippi Department of Banking and Consumer Finance (“MDBCF”) assessments, communications, travel, meals, training, supplies and postage. Noninterest expenses generally increase as BancPlus grows its business. Noninterest expenses have increased commensurate with our growth over the past few years as BancPlus has grown organically and through our previously disclosed merger with State Capital Corp. (“SCC”), in which BancPlus acquired SCC, the holding company of State Bank & Trust Company (“State Bank”) by a statutory share exchange and SCC was merged with and into BancPlus, with BancPlus surviving the merger (the “SCC Holding Company Merger”), and State Bank was merged with and into BankPlus, with BankPlus surviving the merger (together with the SCC Holding Company Merger, the “SCC Merger”), which closed on April 1, 2020, and the FTC Merger. Additionally, BancPlus has built out and modernized its operational infrastructure and implemented its plan to build an efficient, technology-driven banking operation with capacity for growth. BancPlus continues to focus efforts on supporting growth through sales efforts, product development, marketing and promotion, as well as investing in technology and

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its branch network, while also seeking to improve productivity and maintain appropriate cost structure and customer service levels.

For the three months ended March 31, 2022, noninterest expense totaled $48.1 million, an increase of $9.9 million, or 26.0%, from $38.1 million for the three months ended March 31, 2021, primarily due to increases in professional fees of $4.1 million, or 751.7%, salaries and employee benefits expenses of $2.8 million, or 12.2%; net occupancy expenses of $771,000, or 23.0%; furniture, equipment and data processing expenses of $684,000, or 11.5%; other real estate expenses and losses of $559,000, or 321.3%; and marketing and promotional expenses of $531,000, or 92.0%.

The following table presents the major components of noninterest expense for the three months ended March 31, 2022 compared to the three months ended March 31, 2021:

	Three Months Ended March 31,
(Dollars in thousands)	2022		2021		$ Change		% Change
Noninterest expense:
Salaries and employee benefits expenses	$	25,845	$	23,025	$	2,820	12.2	%
Net occupancy expenses	4,116		3,345		771		23.0	%
Furniture, equipment and data processing expenses	6,616		5,932		684		11.5	%
Marketing and promotional expenses	1,108		577		531		92.0	%
Other real estate expenses and losses	733		174		559		321.3	%
Professional fees	4,659		547		4,112		751.7	%
Other expenses	4,993		4,537		456		10.1	%
Total	$	48,070	$	38,137	$	9,933	26.0	%

Salaries and employee benefits expenses is the largest component of noninterest expense, representing 53.8% and 60.4% of total noninterest expense for the three months ended March 31, 2022 and 2021, respectively. During the three months ended March 31, 2022, salaries and employee benefits expense increased $2.8 million, or 12.2%, to $25.8 million, compared to $23.0 million for the three months ended March 31, 2021. The increase in salaries and employee benefits expense is primarily due to normal annual salary increases for employees, as well as increased salary-related expenses in March of 2022 related to the FTC Merger and increased bonuses.

Professional fees increased $4.1 million, or 751.7%, to $4.7 million for the three months ended March 31, 2022, compared to $547,000 for the same period of 2021. The increase was primarily the result of advisory fees as well as increased legal and accounting expenses in connection with the FTC Merger.

Net occupancy expenses increased $771,000, or 23.0%, to $4.1 million for the three months ended March 31, 2022, compared to $3.3 million for the same period of 2021. The primary reason for the increase is increased depreciation and rent expense as a result of the FTC Merger.

Furniture, fixtures and data processing expenses increased $684,000, or 11.5%, to $6.6 million for the three months ended March 31, 2022, compared to $5.9 million for the same period of 2021. The increase is primarily due to increased data processing and equipment maintenance expenses in the current year period resulting from our recent core system upgrade.

Other real estate expenses and losses increased $559,000, or 321.3%, to $733,000 for the three months ended March 31, 2022, compared to $174,000 for the same period of 2021. The increase was the result of an increase in write downs on other real estate owned in the current year period.

Market and promotional expenses increased $531,000, or 92.0%, to $1.1 million for the three months ended March 31, 2022, compared to $577,000 for the same period of 2021. The increase was primarily attributable to increased community sponsorship expense in the current year period.

Income Tax Expense

The provision for income taxes includes both federal and state taxes. Fluctuations in effective tax rates reflect the effect of the differences in the inclusion or deductibility of certain income and expenses for income tax purposes, the mix of BancPlus’ taxable and tax-free investments and loans, and its overall taxable income.

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BancPlus recorded income tax expense of $2.8 million for the three months ended March 31, 2022, compared to $3.0 million for the same period of 2021, a decrease of $265,000, or 8.8%. BancPlus’ effective tax rate for the three months ended March 31, 2022 was 22.1%, compared to 14.9% for the same period of 2021.

The increase in the effective tax rate for the three months ended March 31, 2022 compared with the same period of 2021 was the result of the Company taking advantage of tax credits offered by Mississippi and non-taxable life insurance proceeds in the prior year period.

The decrease in income tax expense for the three months ended March 31, 2022, compared to the same period of 2021, was primarily the result of lower income before taxes in the current year.

Financial Condition

The following discussion compares BancPlus’ financial condition as of March 31, 2022 to December 31, 2021.

Assets

Total assets increased $1.319 billion, or 25.4%, to $6.515 billion at March 31, 2022 from total assets of $5.196 billion at December 31, 2021. Total cash and cash equivalents increased $31.2 million, or 4.7%, to $695.4 million at March 31, 2022, compared to $664.2 million at December 31, 2021, primarily due to cash acquired in excess of cash paid for the FTC Merger partially offset by an increase in cash outflow for investments and loans made during the period. Total loans held for investment increased $1.121 billion, or 31.0%, to $4.740 billion at March 31, 2022, compared to $3.619 billion at December 31, 2021 as a result of the FTC Merger and organic loan growth. Investment securities increased $65.8 million, or 10.2%, from $648.3 million at December 31, 2021 to $714.1 million at March 31, 2022 as a result of securities acquired in the FTC Merger and excess liquidity.

Investment Securities Portfolio

BancPlus’ investment securities portfolio, which consists primarily of U.S. government agency obligations, mortgage-backed securities, municipal securities and corporate investments, is used as a source of liquidity and serves as collateral for certain types of deposits. BancPlus manages its investment securities portfolio according to a written investment policy. Balances in BancPlus’ investment securities portfolio change over time based on its funding needs and interest rate risk management objectives. BancPlus’ liquidity levels take into account anticipated future cash flows and all available sources of credit and are maintained at levels management believes ensure flexibility in meeting its anticipated funding needs.

As of March 31, 2022, 9.6% of BancPlus’ investment securities portfolio was classified as held to maturity and 90.4% was classified as available for sale. As of December 31, 2021, 11.1% of BancPlus’ investment securities portfolio was classified as held to maturity and 88.9% was classified as available for sale. Securities available for sale increased $68.6 million, or 11.9%, from $576.6 million at December 31, 2021 to $645.2 million at March 31, 2022.

At March 31, 2022, U.S. government agency obligations represented 51.4%, mortgage-backed securities represented 18.9%, municipal securities represented 16.0%, corporate investments represented 6.4%, U.S. Treasuries represented 5.6% and asset-backed securities represented 1.7% of the investment securities portfolio. At December 31, 2021, U.S. government agency obligations represented 54.0%, mortgage-backed securities represented 19.1%, municipal securities represented 18.0%, corporate investments represented 6.9% and asset-backed securities represented 2.0% of the investment securities portfolio. Other than the U.S. government and its agencies, BancPlus’ securities portfolio did not contain securities of any single issuer, including any securities issued by a state or political subdivision, that were payable from and secured by the same source of revenue or taxing authority where the aggregate carrying value of such securities exceeded 10% of shareholders’ equity.

The following table presents the carrying value of BancPlus’ investment securities portfolio as of the dates indicated:

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	March 31, 2022				December 31, 2021
(Dollars in thousands)	Carrying Value		% of Total		Carrying Value		% of Total
Held to Maturity:
(At amortized cost)
Issued by states and political subdivisions	$	68,873	9.65	%	$	71,648	11.05	%
Total held-to-maturity	68,873		9.65	%	71,648		11.05	%
Available for Sale:
(At fair value)
U.S. Treasuries	40,149		5.62	%	—		—	%
U.S. Government agency obligations	367,087		51.41	%	350,250		54.03	%
Issued by states and political subdivisions	45,646		6.39	%	44,684		6.89	%
Mortgage-backed securities:
Residential	121,314		16.99	%	109,787		16.94	%
Commercial	13,254		1.86	%	14,276		2.20	%
Asset-backed securities	12,354		1.73	%	13,107		2.02	%
Corporate investments	45,392		6.36	%	44,510		6.87	%
Total available for sale	645,196		90.35	%	576,614		88.95	%
Total securities	$	714,069	100.00	%	$	648,262	100.00	%

The following tables present the carrying value of BancPlus’ investment securities portfolio by their stated maturities and the weighted average yields for each maturity range as of the dates indicated. Weighted-average yields have been computed on a fully tax equivalent basis using a tax rate of 21%.

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	Maturity as of March 31, 2022
	Due in One Year or Less				More Than One Year to Five Years				More Than Five Years to Ten Years				Due After Ten Years
(Dollars in thousands)	Amount		Weighted Average Yield		Amount		Weighted Average Yield		Amount		Weighted Average Yield		Amount		Weighted Average Yield
Held to maturity:
Issued by states and political subdivisions	$	7,529	3.17	%	$	47,762	2.54	%	$	11,372	3.25	%	$	2,210	4.27	%
Total held to maturity	7,529		3.17	%	47,762		2.54	%	11,372		3.25	%	2,210		4.27	%
Available for sale:
U.S. Treasuries	9,999		0.08	%	30,150		1.13	%	—		—	%	—		—	%
U.S. Government agency obligations	—		—	%	265,004		0.64	%	98,158		1.25	%	3,925		1.78	%
Issued by states and political subdivisions	2,051		3.87	%	18,263		2.56	%	18,977		3.19	%	6,355		3.01	%
Mortgage-backed securities:
Residential	—		—	%	—		—	%	3,716		1.86	%	117,598		2.51	%
Commercial	—		—	%	—		—	%	12,631		1.54	%	623		2.49	%
Asset-backed securities	—		—	%	—		—	%	—		—	%	12,354		2.09	%
Corporate investments	—		—	%	472		2.75	%	41,908		4.05	%	3,012		4.00	%
Total available for sale	12,050		0.73	%	313,889		0.80	%	175,390		2.16	%	143,867		2.51	%
Total securities	$	19,579	1.67	%	$	361,651	1.03	%	$	186,762	2.23	%	$	146,077	2.53	%

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	Maturity as of December 31, 2021
	Due in One Year or Less				More Than One Year to Five Years				More Than Five Years to Ten Years				Due After Ten Years
(Dollars in thousands)	Amount		Weighted Average Yield		Amount		Weighted Average Yield		Amount		Weighted Average Yield		Amount		Weighted Average Yield
Held to maturity:
Issued by states and political subdivisions	$	9,286	3.00	%	$	44,803	2.77	%	$	15,349	2.41	%	$	2,210	4.27	%
Total held to maturity	9,286		3.00	%	44,803		2.77	%	15,349		2.41	%	2,210		4.27	%
Available for sale:
U.S. Government agency obligations	5,006		2.60	%	221,071		0.54	%	120,049		1.20	%	4,124		1.77	%
Issued by states and political subdivisions	2,202		4.06	%	15,110		2.63	%	21,084		3.09	%	6,288		3.24	%
Mortgage-backed securities:
Residential	—		—	%	—		—	%	4,211		1.86	%	105,576		2.42	%
Commercial	—		—	%	—		—	%	13,512		1.54	%	764		2.50	%
Asset-backed securities	—		—	%	—		—	%	—		—	%	13,107		1.83	%
Corporate investments	4,004		2.13	%	493		2.75	%	38,953		4.12	%	1,060		4.50	%
Total available for sale	11,212		2.72	%	236,674		0.68	%	197,809		2.01	%	130,919		2.40	%
Total securities	$	20,498	2.85	%	$	281,477	1.01	%	$	213,158	2.04	%	$	133,129	2.43	%

The objective of BancPlus’ investment policy is to invest funds to provide sufficient liquidity, optimize the total return of the portfolio, mitigate interest rate risk, and meet pledging requirements. In doing so, BancPlus balances the market and credit risks against the potential investment return, makes most investments compatible with the pledge requirements of any deposits of public funds, and maintains compliance with regulatory investment requirements. BancPlus’ investment policy allows portfolio holdings to include short-term securities purchased to provide needed liquidity and longer term securities purchased to generate stable income over periods of interest rate fluctuations.

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Loan Portfolio

The following tables detail composition and percentage composition of BancPlus’ loan portfolio, by category, as of the dates indicated:

	As of March 31, 2022				As of December 31, 2021
(Dollars in thousands)	Amount		Percent		Amount		Percent
Secured by real estate:
Residential properties	$	1,142,726	24.11	%	$	774,699	21.41	%
Construction and land development	676,562		14.27	%	543,763		15.02	%
Farmland	221,706		4.68	%	211,503		5.84	%
Other commercial	1,953,941		41.22	%	1,396,085		38.58	%
Total real estate	3,994,935		84.28	%	2,926,050		80.85	%
Commercial and industrial	584,565		12.33	%	527,102		14.56	%
Agricultural production and other loans to farmers	70,276		1.48	%	86,520		2.39	%
Consumer and other	90,630		1.91	%	79,500		2.20	%
Total loans, gross	4,740,406		100.00	%	3,619,172		100.00	%
Allowance for loan losses	(44,238)				(45,000)
Total loans, net	$	4,696,168			$	3,574,172

As a general practice, BancPlus originates substantially all of its loans, but BancPlus occasionally participates in syndications and other loan participations. At March 31, 2022, BancPlus’ loan portfolio included $337.9 million of loan participations purchased, or 7.13% of total loans, which includes $176.8 million of shared national credits. At December 31, 2021, BancPlus’ loan portfolio included $333.0 million of loan participations purchased, or 9.20% of total loans, which includes $177.5 million of shared national credits.

The following tables detail the contractual maturities and sensitivity to interest rate changes for BancPlus’ loan portfolio as of the dates indicated:

	As of March 31, 2022
(Dollars in thousands)	Due in One Year or Less		More Than One Year to Five		More Than Five Years to Fifteen		After Fifteen Years		Total
Secured by real estate:
Residential properties	$	137,491	$	339,638	$	598,344	$	67,253	$	1,142,726
Construction and land development	254,996		297,558		108,116		15,892		676,562
Farmland	33,910		113,781		61,250		12,765		221,706
Other commercial	180,043		1,082,616		534,274		157,008		1,953,941
Total real estate	606,440		1,833,593		1,301,984		252,918		3,994,935
Commercial and industrial	153,465		342,181		83,539		5,380		584,565
Agricultural production and other loans to farmers	29,486		40,168		622		—		70,276
Consumer and other loans	26,795		59,114		4,403		318		90,630
Total loans	$	816,186	$	2,275,056	$	1,390,548	$	258,616	$	4,740,406

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	As of December 31, 2021
(Dollars in thousands)	Due in One Year or Less		More Than One Year to Five		More Than Five Years to Fifteen		After Fifteen Years		Total
Secured by real estate:
Residential properties	$	105,854	$	317,073	$	340,436	$	11,336	$	774,699
Construction and land development	217,487		285,923		31,161		9,192		543,763
Farmland	38,671		104,034		61,553		7,245		211,503
Other commercial	172,914		878,887		299,853		44,431		1,396,085
Total real estate	534,926		1,585,917		733,003		72,204		2,926,050
Commercial and industrial	98,197		342,243		86,662		—		527,102
Agricultural production and other loans to farmers	49,748		36,214		558		—		86,520
Consumer and other loans	20,686		57,222		1,578		14		79,500
Total loans	$	703,557	$	2,021,596	$	821,801	$	72,218	$	3,619,172

	As of March 31, 2022
(Dollars in thousands)	Fixed Interest Rates		Floating or Adjustable Rates		Total
Secured by real estate:
Residential properties	$	896,194	$	246,532	$	1,142,726
Construction and land development	295,517		381,045		676,562
Farmland	156,807		64,899		221,706
Other commercial	1,369,135		584,806		1,953,941
Total real estate	2,717,653		1,277,282		3,994,935
Commercial and industrial	287,336		297,229		584,565
Agricultural production and other loans to farmers	42,438		27,838		70,276
Consumer and other loans	63,327		27,303		90,630
Total loans	$	3,110,754	$	1,629,652	$	4,740,406

	As of December 31, 2021
(Dollars in thousands)	Fixed Interest Rates		Floating or Adjustable Rates		Total
Secured by real estate:
Residential properties	$	644,842	$	129,857	$	774,699
Construction and land development	262,573		281,190		543,763
Farmland	154,154		57,349		211,503
Other commercial	1,157,465		238,620		1,396,085
Total real estate	2,219,034		707,016		2,926,050
Commercial and industrial	258,036		269,066		527,102
Agricultural production and other loans to farmers	58,206		28,314		86,520
Consumer and other loans	54,923		24,577		79,500
Total loans	$	2,590,199	$	1,028,973	$	3,619,172

Additionally, BancPlus enters into various other transactions to meet the financing needs of its customers including commitments to extend credit and letters of credit. Commitments to extend credit beyond current funding are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Such commitments generally have fixed expiration

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dates or other termination clauses and may require payment of a fee. Since many of the commitments may expire without being drawn upon, the total commitment amount does not necessarily represent future cash requirements. Letters of credit are conditional commitments issued to guarantee the performance of a customer to a third party. These guarantees are primarily issued to support public and private borrowing arrangements, including commercial paper, bond financing and similar transactions. At March 31, 2022, BancPlus had total off-balance sheet commitments of $1.593 billion.

Asset Quality

Federal regulations and BancPlus’ internal policies require that BancPlus utilize an asset classification system as a means of managing and reporting problem and potential problem assets. BancPlus has incorporated an internal asset classification system, substantially consistent with federal banking regulations, as part of its credit monitoring system. Federal banking regulations set forth a classification scheme for problem and potential problem assets as “substandard,” “doubtful” or “loss” assets. An asset is considered substandard if it is inadequately protected by the current net worth and paying capacity of the obligor or of the collateral pledged, if any. Substandard assets include those characterized by the distinct possibility that the insured institution will sustain some loss if the deficiencies are not corrected. Assets classified as doubtful have all the weaknesses inherent in those classified as substandard with the added characteristic that the weaknesses present make collection or liquidation in full on the basis of currently existing facts, conditions, and values highly questionable and improbable. Assets classified as loss are those considered uncollectible and of such little value that their continuance as assets without the establishment of a specific loss reserve is not warranted. Assets which do not currently expose BancPlus to sufficient risk to warrant classification in one of the categories mentioned above but possess weakness are required to be designated “watch” or “special mention.” Loans modified under Section 4013 of the CARES Act and related interagency guidance are excluded from being reported as troubled debt restructuring (“TDR”) loans.

The tables below set forth information on BancPlus’ asset classification as of the dates indicated. BancPlus had no assets classified as loss.

	As of March 31, 2022
(Dollars in thousands)	Risk Grades 1-7		Substandard		Doubtful		Total
Secured by real estate:
Residential properties	$	1,131,032	$	11,694	$	—	$	1,142,726
Construction and land development	674,263		2,299		—		676,562
Farmland	218,673		3,033		—		221,706
Other commercial	1,940,088		13,853		—		1,953,941
Total real estate	3,964,056		30,879		—		3,994,935
Commercial and industrial	567,923		16,642		—		584,565
Agricultural production and other loans to farmers	70,080		196		—		70,276
Consumer and other	90,501		129		—		90,630
Total	$	4,692,560	$	47,846	$	—	$	4,740,406

	As of December 31, 2021
(Dollars in thousands)	Risk Grades 1-7		Substandard		Doubtful		Total
Secured by real estate:
Residential properties	$	763,116	$	11,583	$	—	$	774,699
Construction and land development	541,670		2,093		—		543,763
Farmland	208,318		3,185		—		211,503
Other commercial	1,386,240		9,845		—		1,396,085
Total real estate	2,899,344		26,706		—		2,926,050
Commercial and industrial	503,603		23,496		3		527,102
Agricultural production and other loans to farmers	86,292		228		—		86,520
Consumer and other	79,176		306		18		79,500
Total	$	3,568,415	$	50,736	$	21	$	3,619,172

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Nonperforming Assets

Nonperforming loans include loans accounted for on a nonaccrual basis and TDR loans that are accruing. Nonperforming assets consist of nonperforming loans plus foreclosed assets (i.e. real estate acquired through foreclosure).

The following table summarizes BancPlus’ nonperforming assets, by category, as of the dates indicated:

(Dollars in thousands)	March 31, 2022			December 31, 2021
Nonaccrual loans:
Real estate loans:
Residential properties	$	3,373		$	3,154
Construction and land development	169			51
Farmland	1,445			1,327
Other commercial	2,486			1,176
Total real estate	7,473			5,708
Commercial and industrial	85			20
Agricultural production and other loans to farmers	14			3
Consumer and other	26			166
Total nonaccrual loans	7,598			5,897
Troubled debt restructuring loans – accruing:
Real estate loans:
Residential properties	1,803			1,641
Construction and land development	1,558			1,558
Farmland	—			—
Other commercial	—			—
Total real estate	3,361			3,199
Commercial and industrial	375			381
Agricultural production and other loans to farmers	—			—
Consumer and other	—			—
Total troubled debt restructuring loans – accruing	3,736			3,580
Total nonperforming loans	11,334			9,477
Plus: foreclosed assets	7,363			5,815
Total nonperforming assets	$	18,697		$	15,292
Nonaccrual loans to total loans	0.16		%	0.16		%
Nonperforming loans to total loans	0.24		%	0.26		%
Nonperforming assets to total assets	0.29		%	0.29		%
Allowance for loan losses to nonaccrual loans	582.23		%	763.10		%
90+ days past due and accruing	$	3,147		$	2,914
Total troubled debt restructuring loans	$	3,736		$	3,746

Total nonperforming assets increased by $3.4 million, or 22.3%, from $15.3 million at December 31, 2021 to $18.7 million at March 31, 2022, primarily the result of nonperforming loans and foreclosed assets acquired in the FTC Merger.

The balance of nonperforming assets can fluctuate due to changes in economic conditions. BancPlus has established a policy to discontinue accruing interest on a loan (that is, place the loan on nonaccrual status) after it has become 90 days delinquent as to payment of principal or interest, unless the loan is considered to be well-collateralized and is actively in the process of collection.

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When a loan is placed on nonaccrual status, current year interest previously accrued but uncollected on such loans is reversed and charged against current income, and prior year interest, if any, is charged off against the allowance for loan losses. Generally, payments received on nonaccrual loans are applied directly to principal.

Allowance for Loan Losses

The allowance for loan losses is a reserve established through charges to earnings in the form of a provision for loan losses. BancPlus maintains an allowance for loan losses at a level management considers adequate to provide for known and probable incurred losses in the portfolio. The level of the allowance is based on management’s evaluation of estimated losses in the portfolio, after consideration of risk characteristics of the loans and prevailing economic conditions. Loan charge-offs (i.e. loans judged to be uncollectible) are charged against the reserve and any subsequent recovery is credited to the reserve. BancPlus’ officers analyze risk in the loan portfolio on an ongoing basis. A risk system, consisting of multiple grading categories for each portfolio class, is utilized as an analytical tool to assess risk and appropriate reserves. In addition to the risk system, management further evaluates risk characteristics of the loan portfolio under current and anticipated economic conditions and considers such factors as the financial condition of the borrower, past and expected loss experience, and other factors which management feels deserve recognition in establishing an appropriate reserve. These estimates are reviewed at least quarterly, and, as adjustments become necessary, they are recognized in the periods in which they become known. During the first quarter of 2022, the U.S. economy continued to experience volatility and there remains uncertainty surrounding future economic conditions as a result of the COVID-19 pandemic, supply chain disruptions, labor shortages and the conflict in Ukraine. Although management strives to maintain an allowance it deems adequate, future economic changes, deterioration of borrowers’ creditworthiness, and the impact of examinations by regulatory agencies all could cause changes to BancPlus’ allowance for loan losses.

The allowance for loan losses was $44.2 million and $45.0 million, and the allowance for loan losses as a percentage of loans was 0.93% and 1.24%, at March 31, 2022 and December 31, 2021, respectively. Net charge-offs (recoveries) totaled $979,000 and $(152,000) for the three months ended March 31, 2022 and 2021, respectively. The $1.1 million variance is primarily the result of current year charge-offs on consumer and other commercial categories.

The allowance for loan losses decreased by $762,000, or 1.7%, to $44.2 million at March 31, 2022, from $45.0 million at December 31, 2021, primarily due to an increase in net charge-offs in the current period.

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The following is a summary of the activity in the allowance for loan loss reserve as of and for the year-to-date periods indicated:

(Dollars in thousands)	March 31, 2022			March 31, 2021
Balance, beginning of period	$	45,000		$	36,000
Charge-offs:
Residential properties	250			126
Construction and land development	—			210
Farmland	120			4
Other commercial	317			101
Total real estate	687			441
Commercial and industrial	58			19
Agricultural production and other loans to farmers	981			776
Consumer and other	261			98
Total charge-offs	1,987			1,334
Recoveries:
Residential properties	54			84
Construction and land development	70			8
Farmland	5			283
Other commercial	66			122
Total real estate	195			497
Commercial and industrial	22			107
Agricultural production and other loans to farmers	744			766
Consumer and other	47			116
Total recoveries	1,008			1,486
Net charge-offs (recoveries)	979			(152)
Provision for loan losses	217			3,889
Balance, end of period	$	44,238		$	40,041
Total loans, end of period (including loans held for sale)	$	4,752,150		$	3,427,393
Average loans	4,029,014			3,418,232
Net charge-offs (annualized) to average loans	0.10		%	(0.02)		%
Allowance for loan losses to total loans	0.93		%	1.17		%

The table below reflects net charge-offs to average loans outstanding, by category, during the periods presented.

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	Three Months Ended March 31,
	2022						2021
(Dollars in thousands)	Net Charge-offs		Average Loans		Net Charge-offs to Average Loans (Annualized)		Net Charge-offs		Average Loans		Net Charge-offs to Average Loans (Annualized)
Residential properties	$	196	$	897,909	0.09	%	$	42	$	732,682	0.02	%
Construction and land development	(70)		614,770		(0.05)	%	202		437,070		0.18	%
Farmland	115		216,353		0.21	%	(279)		209,550		(0.53)	%
Other commercial	251		1,592,295		0.06	%	(21)		1,243,560		(0.01)	%
Commercial and industrial	36		550,125		0.03	%	(88)		631,169		(0.06)	%
Agricultural production and other loans to farmers	237		64,658		1.47	%	10		75,325		0.05	%
Consumer and other	214		83,964		1.02	%	(18)		75,546		(0.10)	%
Loans held for sale	—		8,940		—	%	—		22,532		—	%
Total	$	979	$	4,029,014	0.10	%	$	(152)	$	3,427,434	(0.02)	%

The following tables present a summary of the allocation of the allowance for loan losses by loan portfolio category, and the percentage of loans in each category, for the periods indicated:

	March 31, 2022				December 31, 2021
(Dollars in thousands)	Amount		Percent		Amount		Percent
Residential properties	$	9,603	21.7	%	$	9,488	21.1	%
Construction and land development	6,539		14.8	%	6,463		14.4	%
Farmland	1,860		4.2	%	2,171		4.8	%
Other commercial	18,513		41.8	%	18,499		41.1	%
Total real estate	36,515		82.5	%	36,621		81.4	%
Commercial and industrial	6,052		13.7	%	6,556		14.6	%
Agricultural production and other loans to farmers	679		1.5	%	958		2.1	%
Consumer and other	992		2.2	%	865		1.9	%
Total allowance for loan losses	$	44,238	100.0	%	$	45,000	100.0	%

Goodwill and Other Intangible Assets

Goodwill was $63.8 million and $2.6 million March 31, 2022 and December 31, 2021, respectively. Goodwill represents the excess of the consideration paid over the fair value of the net assets acquired by the Company in prior acquisitions. The increase in goodwill is the result of the FTC Merger. Goodwill is not amortized but is subject to, at a minimum, an annual test for impairment. Other intangible assets consist of acquired customer relationships from a 2014 acquisition and core deposit intangibles from the SCC Merger and the FTC Merger. Total other intangible assets at March 31, 2022 and December 31, 2021 were $12.7 million and $5.1 million, respectively. Other intangible assets are amortized over their estimated useful life.

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Deposits

The following table details composition and percentage composition of BancPlus’ deposit portfolio, by category, for the year to date periods indicated:

	March 31, 2022						December 31, 2021
(Dollars in thousands)	Average Balance		Average Rate		Percent		Average Balance		Average Rate		Percent
Non-interest bearing	$	1,545,452	0.00	%	30.60	%	$	1,337,985	0.00	%	30.13	%
Interest bearing:
Transaction accounts	1,590,153		0.18	%	31.49	%	1,453,493		0.20	%	32.74	%
Money market and other savings accounts	1,199,908		0.10	%	23.76	%	996,420		0.09	%	22.44	%
Certificates of deposit	714,438		0.37	%	14.15	%	652,247		0.56	%	14.69	%
Total deposits	$	5,049,951	0.13	%	100.00	%	$	4,440,145	0.17	%	100.00	%

BancPlus relies on increasing its deposit base to fund loans and other asset growth. BancPlus competes for local deposits by offering a variety of products at competitive rates. The increase in total average deposits of $609.8 million, or 13.7%, to $5.050 billion at March 31, 2022 from $4.440 billion as of December 31, 2021 primarily resulted from the FTC Merger. At March 31, 2022 and December 31, 2021, BancPlus held non-time deposits in excess of FDIC insurance limits estimated at $1.188 billion and $802.9 million, respectively.

The following table shows the maturity of certificates of deposit as of March 31, 2022:

(Dollars in thousands)	$250,000 or Greater		Less than $250,000		Total		Uninsured Portion
3 months or less	$	58,906	$	145,774	$	204,680	$	29,906
Over 3 months through 6 months	49,727		122,640		172,367		25,477
Over 6 months through 12 months	65,916		184,495		250,411		33,166
Over 12 months	74,189		181,283		255,472		36,189
Total certificates of deposit	$	248,738	$	634,192	$	882,930	$	124,738

Borrowed Funds

Short-term Borrowings. In addition to deposits, BancPlus uses short-term borrowings, which consist of federal funds purchased and securities sold under agreements to repurchase, to meet the daily liquidity needs of its customers and fund its loan growth. Federal funds purchased represent primarily overnight borrowings through relationships with correspondent banks. Securities sold under agreements to repurchase are considered overnight borrowings and are secured by U.S. Government agency securities. At March 31, 2022 and December 31, 2021, we had no short-term borrowings.

Advances from Federal Home Loan Bank (“FHLB”) and Other Borrowings. BankPlus is a member of the FHLB, and as a result, is eligible for advances from the FHLB pursuant to the terms of various borrowing agreements, which assist BancPlus in the funding of its loan and investment portfolios. BancPlus’ FHLB advances are collateralized by a blanket lien on first mortgage and other qualifying loans. At both March 31, 2022 and December 31, 2021, BancPlus had $20.5 million in FHLB borrowings, at a weighted average interest rate of 1.49%.

On February 25, 2022, the Company entered into a $20.0 million revolving line of credit with a correspondent bank. The line of credit is collateralized by 9,000 shares of BankPlus common stock. The line of credit bears interest at a floating rate of Wall Street Journal Prime with 3.25% interest rate floor. At March 31, 2022, the interest rate was 3.50%. Interest only payments are due on a quarterly basis with the principal due at maturity on February 25, 2024. The balance outstanding on this loan was $20.0 million and zero at March 31, 2022 and December 31, 2021, respectively.

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Required principal payments on FHLB advances and other borrowings were as follows:

(Dollars in thousands)	March 31, 2022		December 31, 2021
2022	$	397	$	417
2023	25		25
2024	20,013		13
2025	13		13
2026	14		14
Thereafter	20,015		20,019
Total	$	40,477	$	20,501

Subordinated Debentures. On June 4, 2020, the Company entered into a Subordinated Note Purchase Agreement with certain qualified institutional buyers and institutional accredited investors pursuant to which the Company issued and sold $60.0 million in aggregate principal amount of its 6.000% Fixed-to-Floating Rate Subordinated Notes due June 15, 2030 (the “Notes”). The Company incurred issuance costs of $1.4 million in conjunction with the issuance of the Notes. These issuance costs are netted with the balance of the Notes on the Company’s Consolidated Balance Sheets and will be amortized over the life of the Notes. The Notes initially bear interest at a rate of 6.000% per annum from and including June 4, 2020, to but excluding June 15, 2025 or early redemption date, with interest during this period payable semiannually in arrears. From and including June 15, 2025, to but excluding the maturity date or early redemption date, the interest rate will reset quarterly to an annual floating rate equal to Three-Month Term Secured Overnight Financing Rate plus 586 basis points, with interest during this period payable quarterly in arrears. The Company used the proceeds of the private placement for general corporate purposes, including improving the Company’s liquidity and capital position.

The Notes are not redeemable by the Company, in whole or in part, prior to the fifth anniversary of the original date of issue, except that the Notes may be redeemed at any time in whole but not in part in the event of a Tier 2 Capital Event, a Tax Event, or an Investment Company Event, each as defined and described in the Notes. On or after the fifth anniversary of the original date of issue, the Notes are redeemable on any interest payment date at the option of the Company, in whole or in part in integral multiples of $1,000, at an amount equal to 100% of the outstanding principal amount redeemed plus accrued but unpaid interest thereon. Any partial redemption will be made on a pro rata basis as to the holders of the Notes. Any redemption of the Notes is subject to any applicable regulatory requirements and approvals.

Effective March 1, 2022, in conjunction with the FTC Merger, the Company assumed FTC’s obligations under its Subordinated Note Purchase Agreement, dated as of December 23, 2020, and the several purchasers of the $21.0 million aggregate principal amount of 5.50% Fixed-to-Floating Rate Subordinated Notes due 2030 issued thereunder (the “Subordinated Notes”). The Subordinated Notes will mature on December 30, 2030 and bear interest at an initial fixed rate of 5.50% per annum, payable semi-annually in arrears. From and including December 30, 2025, to but excluding the maturity date or early redemption date, the interest rate will reset quarterly to a Three-Month Term Secured Overnight Financing Rate plus 527 basis points, payable quarterly in arrears. BancPlus will be entitled to redeem the Subordinated Notes, in whole or in part, on any interest payment date on or after December 30, 2025, and to redeem the Subordinated Notes in whole upon certain other events. The Subordinated Notes are not subject to redemption at the option of the holder. The Subordinated Notes are unsecured, subordinated obligations of BancPlus only and are not obligations of, and are not guaranteed by, any subsidiary of BancPlus. The Subordinated Notes rank junior in right to payment to BancPlus’ current and future senior indebtedness. The Subordinated Notes have been structured to qualify as Tier 2 capital for regulatory capital purposes. The Subordinated Notes vary from the amount carried on the Consolidated Balance Sheets at March 31, 2022 due to the remaining purchase premium of $733,000, which was established upon closing of the FTC Merger and is being amortized over the remaining life of the debentures.

BancPlus also owns the outstanding common stock of business trusts that have issued preferred capital securities to third parties. Under a grandfathering provision in the Basel III capital rules that applies to bank holding companies with less than $15 billion in total consolidated assets, the preferred capital securities have qualified as Tier 1 capital, subject to regulatory rules and limits. These trusts used the proceeds from the issuance of the common stock and preferred capital securities to purchase subordinated debentures that BancPlus issued. The subordinated debentures are these trusts’ only assets, and quarterly interest payments on these subordinated debentures are the sole source of cash for these trusts to pay quarterly distributions on the common stock and preferred capital securities. BancPlus has fully and unconditionally guaranteed the trusts’ obligations on preferred capital securities.

The following table is a summary of debentures payable to statutory trusts:

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(Dollars in thousands)	Year of Maturity	Interest Rate	March 31, 2022		December 31, 2021
First Bancshares of Baton Rouge Statutory Trust I	2034	3 month LIBOR, plus 2.50%	$	4,124	$	4,124
State Capital Statutory Trust IV	2035	3 month LIBOR, plus 1.99%	5,155		5,155
BancPlus Statutory Trust II	2036	3 month LIBOR, plus 1.50%	20,619		20,619
BancPlus Statutory Trust III	2037	3 month LIBOR, plus 1.35%	20,619		20,619
State Capital Master Trust	2037	3 month LIBOR, plus 1.46%	6,186		6,186
			$	56,703	$	56,703

The subordinated debentures payable to statutory trusts vary from the amount carried on the Consolidated Balance Sheets at March 31, 2022 due to the remaining purchase discount of $3.9 million, which was established upon the SCC Merger and is being amortized over the remaining life of the debentures.

Interest rates adjust quarterly for the subordinated debentures with rates that are indexed with LIBOR. On March 15, 2022 the Adjustable Interest Rate (LIBOR) Act was signed into law as part of the Consolidated Appropriations Act, 2022. The Adjustable Interest Rate (LIBOR) Act establishes a nationwide process for replacing LIBOR in financial contracts that mature after the cessation of the overnight, one-, three-, six- and 12-month U.S. dollar LIBOR tenors on June 30, 2023 and that do not provide for an effective means to replace LIBOR upon its cessation. For contracts in which a party has the discretion to identify a replacement rate, the Act also provides a safe harbor to parties if they choose the SOFR-based benchmark replacement rate to be identified by the Board of Governors of the Federal Reserve System. We are currently monitoring these developments to determine any potential impact on the subordinated debentures.

BancPlus believes that it will be able to meet its principal and interest payment obligations as they come due through maintenance of adequate cash levels or subsequent borrowings. BancPlus expects to maintain adequate cash levels through profitability, loan and securities repayment and maturity activity and continued deposit gathering activities. BancPlus has in place various borrowing mechanisms for both short-term and long-term liquidity needs.

Shareholders’ Equity

Shareholders’ equity is influenced primarily by earnings, quarterly dividend payments, changes in common stock outstanding, and changes in accumulated other comprehensive income (loss) caused primarily by fluctuations in unrealized holding gains or losses, net of taxes, on available for sale investment securities.

Shareholders’ equity increased $44.4 million, or 11.4%, to $434.8 million at March 31, 2022 from $390.4 million at December 31, 2021, primarily due to $56.5 million of equity issued in the FTC Merger, net income of $9.7 million, and $1.4 million of common stock released by the ESOP, partially offset by other comprehensive loss of $19.6 million and dividends paid of $4.1 million.

Liquidity and Capital Resources

Bank Liquidity Management

Liquidity is BancPlus’ capacity to meet its cash and collateral obligations at a reasonable cost, having cash when BancPlus needs it and having the appropriate amount of cash and other assets that are quickly convertible into cash without incurring significant loss. BancPlus is expected to maintain adequate liquidity at BankPlus to meet the cash flow requirements of its customers who may be either depositors wishing to withdraw funds or borrowers needing assurance that sufficient funds will be available to meet their credit needs. Maintaining an adequate level of liquidity depends on BancPlus’ ability to efficiently meet both expected and unexpected cash flows and collateral needs without adversely affecting either BancPlus’ daily operations or its financial condition. BancPlus’ Asset Liability Management Committee (“ALCO”), which is comprised of members of senior management, is responsible for managing commitments to meet the needs of customers while achieving its financial objectives. ALCO meets regularly to review balance sheet composition, funding capacities, and current and forecasted loan demand, and BancPlus’ Treasury Management department continuously monitors its liquidity position to ensure that assets and liabilities are managed in a manner that will meet all of its short-term and long-term cash requirements.

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BancPlus manages its liquidity by maintaining adequate levels of cash and other assets from on and off-balance sheet arrangements. Specifically, on-balance sheet liquidity consists of cash and due from banks and unpledged investment securities, which BancPlus considers its primary liquidity. Furthermore, a significant portion of these unencumbered liquid assets are comprised of U.S. government agency obligations, mortgage backed securities and other agency securities, which the regulatory bodies consider the most marketable and liquid, especially in a stress scenario. In regard to off-balance sheet capacity, BancPlus maintains available borrowing capacity under secured borrowing lines with the FHLB and the Federal Reserve Bank of St. Louis, as well as unsecured lines of credit for the purpose of overnight funds with various correspondent banks, which BancPlus considers its secondary liquidity. BancPlus also monitors its liquidity requirements in light of interest rate trends, changes in the economy and the scheduled maturity and interest rate sensitivity of the investment and loan portfolios, FHLB borrowings and deposits. As part of its liquidity management strategy, BancPlus is also focused on minimizing its costs of liquidity and attempting to decrease these costs by growing its noninterest-bearing and other low-cost deposits and replacing higher cost borrowed funds.

The following tables provide a summary of BancPlus’ primary and secondary liquidity levels.

(Dollars in thousands) Primary Liquidity – On-Balance Sheet	March 31, 2022			December 31, 2021
Cash and cash equivalents	$	695,352		$	664,165
Total securities	714,069			648,262
Less: pledged securities	(593,939)			(489,184)
Total primary liquidity	$	815,482		$	823,243
Ratio of primary liquidity to total deposits	13.9		%	17.8		%

Secondary Liquidity – Off-Balance Sheet Borrowing Capacity	March 31, 2022			December 31, 2021
Net secured borrowing capacity with the FHLB	$	1,365,483		$	1,476,825
Net secured borrowing capacity with the Federal Reserve Bank	258,410			189,497
Unsecured borrowing capacity with correspondent lenders	223,000			223,000
Total secondary liquidity	$	1,846,893		$	1,889,322
Ratio of primary and secondary liquidity to total deposits	45.5		%	58.7		%

During the three months ended March 31, 2022, BancPlus’ primary liquidity decreased by $7.8 million to $815.5 million, compared to $823.2 million at December 31, 2021, primarily due an increase in securities partially offset by an increase in our pledged securities. Secondary liquidity decreased by $42.4 million to $1.847 billion as of March 31, 2022 from $1.889 billion as of December 31, 2021. This decrease was primarily due to an decrease in BancPlus’ FHLB borrowing capacity.

In addition to its primary liquidity, BancPlus generates liquidity from cash flows from its loan and securities portfolios and from its large base of core customer deposits, defined as total deposits less brokered deposits and time deposits greater than $250,000. Core deposits totaled $5.612 billion and $4.450 billion and represented 95.9% and 96.3% of total deposits as of March 31, 2022 and December 31, 2021, respectively. These core deposits are normally less volatile, often with customer relationships tied to other products, which promote long-standing relationships and stable funding sources. Although BancPlus’ policy allows the use of brokered deposits, BankPlus did not utilize this funding source during the 2022 and 2021 year to date periods.

BancPlus’ liquidity policy includes both policy limits and policy guidelines for measuring and monitoring liquidity. BancPlus’ policy measures include an Internal Liquidity Ratio, an Internal Liquidity Ratio adjusted for FHLB, an Internal Dependency Ratio adjusted for FHLB and a Maximum Available Funds to Total Assets Ratio. These ratios are calculated monthly. BancPlus also utilizes eleven liquidity guidelines that are reported quarterly. As of March 31, 2022 and December 31, 2021, BancPlus was in compliance with all of its established liquidity guidelines.

Holding Company Liquidity Management

BancPlus is a corporation separate and apart from BankPlus and, therefore, it must provide for its own liquidity. BancPlus’ main source of funding is dividends declared and paid to it by BankPlus. Statutory and regulatory limitations exist that affect the ability of BankPlus to pay dividends to the holding company. BancPlus believes that these limitations will not impact the ability of the holding company to meet its ongoing short-term cash obligations.

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Due to state banking laws, BankPlus may not declare dividends without the prior approval of the MDBCF. BankPlus received permission from the MDBCF to pay dividends of $6.3 million and $5.4 million for the year-to-date periods ended March 31, 2022 and March 31, 2021, respectively. These dividends were used by the holding company to pay dividends to the BancPlus shareholders, principal and interest payments on debt and general operating expenses.

Capital Management and Regulatory Capital Requirements

BancPlus is subject to various capital requirements administered by federal banking regulators. Failure to meet minimum capital requirements can trigger certain mandatory and possibly additional discretionary actions by federal banking regulators that, if undertaken, could have a direct material effect on BancPlus’ business operations.

Under the regulatory capital rules, BancPlus must maintain minimum amounts and ratios of common equity Tier 1 (“CET1”) capital, Tier 1 capital and total capital to risk-weighted assets and of Tier 1 capital to average consolidated assets, referred to as the leverage ratio. The adequacy of our capital levels is also subject to qualitative judgments by the federal banking regulators about components, risk weightings and other factors.

In addition, BancPlus must maintain a capital conservation buffer of 2.5%, consisting of CET1 capital, on top of the risk-based minimum capital ratios. A banking organization with a conservation buffer of less than the required amount of 2.5% will be subject to limitations on capital distributions, including dividend payments, and certain discretionary bonus payments to executive officers. Minimum capital requirements, including the capital conservation buffer, to which BankPlus and BancPlus are subject are summarized in the tables below.

Further, under prompt corrective action regulations, an insured depository institution is classified in one of several tiers based on its level of capital and other factors, and may be subject to an escalating series of remedial measures if it is less than “well capitalized.” An institution is deemed “well capitalized” if it satisfies certain capital ratios, summarized in the tables below, and is not subject to any written agreement, order, capital directive, or prompt corrective action directive to meet and maintain a specific capital level for any capital measure.

As of March 31, 2022 and December 31, 2021, BancPlus and BankPlus met all applicable capital adequacy requirements and BankPlus was deemed “well capitalized.” As a bank holding company, BancPlus is not subject to the prompt corrective action regime that applies to insured depository institutions, including BankPlus.

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BancPlus’ consolidated and BankPlus’ actual capital amounts and ratios are shown in the following tables as of the dates indicated (dollars in thousands):

	Actual				Minimum For Capital Adequacy Purposes				Required to be Well Capitalized
As of March 31, 2022:	Capital Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio
Consolidated:
CET1 Capital to Risk-Weighted Assets	$	381,074	7.52	%	$	354,634	7.00	%	N/A		N/A
Tier 1 Capital to Risk-Weighted Assets	432,154		8.53	%	430,626		8.50	%	N/A		N/A
Total Capital to Risk-Weighted Assets	556,947		10.99	%	531,950		10.50	%	N/A		N/A
Tier 1 Capital to Average Assets	432,154		7.73	%	223,690		4.00	%	N/A		N/A
Bank:
CET1 Capital to Risk-Weighted Assets	$	510,266	10.23	%	$	349,248	7.00	%	$	324,301	6.50	%
Tier 1 Capital to Risk-Weighted Assets	510,266		10.23	%	424,087		8.50	%	399,140		8.00	%
Total Capital to Risk-Weighted Assets	554,504		11.11	%	523,872		10.50	%	198,925		10.00	%
Tier 1 Capital to Average Assets	510,266		9.14	%	223,200		4.00	%	279,000		5.00	%

	Actual				Minimum For Capital Adequacy Purposes				Required to be Well Capitalized
As of December 31, 2021:	Capital Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio
Consolidated:
CET1 Capital to Risk-Weighted Assets	$	382,736	9.40	%	$	285,078	7.00	%	N/A		N/A
Tier 1 Capital to Risk-Weighted Assets	433,754		10.65	%	346,166		8.50	%	N/A		N/A
Total Capital to Risk-Weighted Assets	537,541		13.20	%	427,617		10.50	%	N/A		N/A
Tier 1 Capital to Average Assets	433,754		8.46	%	205,072		4.00	%	N/A		N/A
Bank:
CET1 Capital to Risk-Weighted Assets	$	428,602	10.55	%	$	284,509	7.00	%	$	264,187	6.50	%
Tier 1 Capital to Risk-Weighted Assets	428,602		10.55	%	345,475		8.50	%	325,153		8.00	%
Total Capital to Risk-Weighted Assets	473,602		11.65	%	426,763		10.50	%	406,441		10.00	%
Tier 1 Capital to Average Assets	428,602		8.37	%	204,714		4.00	%	255,893		5.00	%

Contractual Obligations

Contractual obligations as of March 31, 2022, totaled $1,093.4 million and were primarily comprised of deposits with maturities of $882.9 million, subordinated debentures of $133.3 million and operating lease obligations of $36.6 million. Contractual obligations due within the next twelve months were $627.9 million and were primarily related to time deposits with maturity dates. Contractual obligations due in more than 12 months were $465.5 million and were comprised of $255.5 million of time deposits with maturity dates and $133.3 million of subordinated debentures with maturities ranging from 2030 through 2037. BancPlus expects to have adequate liquidity to meet these short and long-term obligations through profitability, repayments from loans and investment securities, deposit gathering activity and access to borrowing sources.

Recent Accounting Pronouncements

ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, which requires earlier measurement of credit losses and enhances disclosures. The main objective of ASU 2016-13 is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and

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other commitments to extend credit held by a reporting entity at each reporting date. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses over the life of the loan. ASU 2016-13 is effective for the Company for annual and interim periods beginning on January 1, 2023. The Company has formed a cross functional team that is assessing data and system needs and evaluating the impact of adopting the new guidance. The Company expects to recognize a one-time cumulative effect adjustment to the allowance for loan losses as of the beginning of the first reporting period in which the new standard is effective, but has not yet determined the magnitude of any such one-time adjustments or the overall impact on the Company’s financial statements.

ASU 2020-04, “Reference Rate Reform - Topic 848.” In March 2020, the FASB issued ASU 2020-04 which provides temporary optional expedients and exceptions to the accounting principles generally accepted in the United States (“GAAP”) guidance on contract modifications, hedge accounting, and other transactions affected that reference LIBOR or another reference rate expected to be discontinued. ASU 2020-04 is effective upon issuance and can be applied through December 31, 2022. The Company is still evaluating the impact of ASU 2020-04, but does not expect it to have a material impact on the Company’s consolidated financial statements.

Critical Accounting Policies and Estimates

There have been no material changes to the critical accounting policies and estimates previously disclosed under Item 7 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, previously filed with the SEC.

Item 3. Qualitative and Quantitative Disclosures about Market Risk

Not applicable.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of the end of the period covered by this Quarterly Report on Form 10-Q, an evaluation was carried out by management with the participation of BancPlus’ Chief Executive Officer and Chief Financial Officer, of the effectiveness of BancPlus’ disclosure controls and procedures (as defined in Rule 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based on that evaluation, the Chief Executive Officer and the Chief Financial Officer concluded that as of the end of the period covered by this Quarterly Report on Form 10-Q, BancPlus’ disclosure controls and procedures were effective to ensure that information required to be disclosed by BancPlus in the reports required to be filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within time periods specified in the SEC’s rules and forms.

Changes in Internal Control over Financial Reporting

There has been no change in BancPlus’ internal control over financial reporting during the last fiscal quarter that has materially affected, or is reasonably likely to materially affect, BancPlus’ internal control over financial reporting.

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

On March 20, 2019, a complaint (the “Complaint”), Mills v. BankPlus, et al., Case #3:19-cv-00196-CWR-FKB, was filed in the United States District Court for the Southern District of Mississippi, Northern Division, by Alysson Mills, in her capacity as Court-appointed Receiver for Arthur Lamar Adams (“Adams”) and Madison Timber Properties, LLC (“Madison Timber”), naming BankPlus, three former BankPlus employees, one then-current BankPlus employee and other defendants, including defendants affiliated and unaffiliated with BankPlus (“Defendants”). The Complaint seeks to recover damages from the Defendants for the benefit of the receivership estate related to certain investors who were allegedly defrauded by Adams and Madison Timber, whose actions were allegedly attributable to the actions of the Defendants that allegedly enabled negligent, illegal or fraudulent activities engaged in by Adams and Madison Timber. A brief description of the cause of action on the cover sheet filed with the Complaint includes securities, civil conspiracy, aiding and abetting, negligence, and other possible causes of action. The amount of damages (including punitive damages) requested against the Defendants in the Complaint is unspecified. On January 4, 2021, the plaintiff, Mills, filed an Amended Complaint. Answers and/or Motions to Dismiss the Amended complaint were filed by the Defendants. On July 8, 2021, the Court denied the Motion to Dismiss filed by BankPlus. A related motion for reconsideration was filed by BankPlus on August 9, 2021. On September 30, 2021, an order was entered to

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consolidate for purposes of discovery this case (No. 3:19-cv-00196-CWR-FKB) with three other related cases filed by Mills, the Receiver. A Case Management Order (No.: 3:22-cv-36-CWRFKB) was entered on January 31, 2022 for the sole purpose of managing consolidated discovery in the four related cases.

In addition to the above, the Company, including subsidiaries, is party to various legal proceedings arising in the ordinary course of business. We do not believe that loss contingencies, if any, arising from pending litigation and regulatory matters will have a material adverse effect on our consolidated financial position or liquidity.

Item 1A. Risk Factors

There have been no material changes to the risk factors previously disclosed under Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, previously filed with the SEC.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Not applicable.

Item 3. Defaults Upon Senior Securities

Not applicable.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

Not applicable.

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Item 6. Exhibits

2.1*	Agreement and Plan of Share Exchange and Merger, dated September 28, 2021, as amended February 9, 2022, by and among BancPlus Corporation, BankPlus, First Trust Corporation and First Bank and Trust (incorporated by reference to Annex A of the Company’s Registration Statement on Form S-4 (File No. 333-261311), as amended, filed on February 11, 2022)
2.2*	Agreement and Plan of Share Exchange and Merger, dated September 18, 2019, by and among BancPlus Corporation, BankPlus, State Capital Corp., and State Bank & Trust Company (incorporated by reference to Annex A of the Company's Registration Statement on Form S-4, as amended (File No. 333-236022), of the Registrant, filed on February 10, 2020)
3.1	Articles of Incorporation of BancPlus Corporation (incorporated by reference to Exhibit 3.1 to the Registration Statement on Form S-4, as amended (File No. 333-236022), of the Registrant, filed on January 31, 2020)
3.2	By-laws of BancPlus Corporation (incorporated by reference to Exhibit 3.2 to the Registration Statement on Form S-4, as amended (File No. 333-236022), of the Registrant, filed on February 10, 2020)
4.1	Specimen Certificate for BancPlus Corporation Common Stock (incorporated by reference to Exhibit 4.1 of the Registration Statement on Form S-4 as amended (File No. 333-236022), of the Registrant, filed on January 31, 2020)
4.2	Form of 6.000% Fixed-to-Floating Rate Subordinated Notes due 2030 (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K of the Registrant filed on June 5, 2020)
4.3	Form of 5.50% Fixed-to-Floating Subordinated Note due 2030
4.4	Registration Rights Agreement, dated February 28, 2022, by and among BancPlus Corporation and Joseph C. Canizaro, and Joseph C. Canizaro, as trustee of The Corte Trust (incorporated by reference to Exhibit 4.1 of the Current Report on Form 8-K of the Registrant filed on March 1, 2022)
10.1	Amended and Restated BancPlus Corporation 2018 Long-Term Incentive Plan (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K of the Registrant filed on March 16, 2022)
10.2	Form of Subordinated Note Purchase Agreement, dated December 23, 2020 (incorporated by reference to Exhibit 10.3 of the Current Report on Form 8-K of the Registrant filed on March 1, 2022)
10.3*	Loan Agreement, dated February 25, 2022, by and between BancPlus Corporation and First Horizon Bank (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K of the Registrant filed on February 28, 2022)
10.4	Pledge Agreement, dated February 25, 2022, by and between BancPlus Corporation and First Horizon Bank (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K of the Registrant filed on February 28, 2022)
10.5	Indemnity and Escrow Agreement, dated February 28, 2022, by and among First Horizon Bank, BancPlus Corporation, First Trust Corporation and Joseph C. Canizaro (incorporated by reference to Exhibit 10.1 of the Current Report on Form 8-K of the Registrant filed on March 1, 2022)
10.6	Form of Restrictive Covenant Agreement (incorporated by reference to Exhibit 10.2 of the Current Report on Form 8-K of the Registrant filed on March 1, 2022)
31.1	Certification by Chief Executive Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a)
31.2	Certification by Chief Financial Officer pursuant to Rule 13a-14(a) and Rule 15d-14(a)
32.1	Certification by Chief Executive Officer pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2	Certification by Chief Financial Officer pursuant to 18 U.S.C Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101	Inline XBRL Interactive Data
104	Cover Page Interactive Data File (embedded within the Inline XBRL document in Exhibit 101)

* Schedules have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of any omitted schedule will be furnished supplementally to the SEC upon request.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

BancPlus Corporation

Date:	May 13, 2022	By:	/s/ William A. Ray
			William A. Ray
			President and Chief Executive Officer

Date:	May 13, 2022	By:	/s/ M. Ann Southerland
			M. Ann Southerland
			Senior Executive Vice President and Chief Financial Officer

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EX-4.3

BANCPLUS CORPORATION

5.50% FIXED-TO-FLOATING RATE SUBORDINATED NOTE
DUE DECEMBER 30, 2030

THE INDEBTEDNESS EVIDENCED BY THIS SUBORDINATED NOTE IS NOT A DEPOSIT AND IS NOT INSURED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION OR ANY OTHER GOVERNMENT AGENCY OR FUND.

THE INDEBTEDNESS EVIDENCED BY THIS SUBORDINATED NOTE IS SUBORDINATED AND JUNIOR IN RIGHT OF PAYMENT TO SENIOR INDEBTEDNESS (AS DEFINED IN SECTION 3 (SUBORDINATION) OF THIS SUBORDINATED NOTE) OF BANCPLUS CORPORATION (THE “COMPANY”), INCLUDING OBLIGATIONS OF THE COMPANY TO ITS GENERAL AND SECURED CREDITORS AND IS UNSECURED. IT IS INELIGIBLE AS COLLATERAL FOR ANY EXTENSION OF CREDIT BY THE COMPANY OR ANY OF ITS SUBSIDIARIES.

THIS SUBORDINATED NOTE IS A GLOBAL SUBORDINATED NOTE WITHIN THE MEANING OF SECTION 5 OF THIS SUBORDINATED NOTE AND IS REGISTERED IN THE NAME OF CEDE & CO AS NOMINEE OF THE DEPOSITORY TRUST COMPANY (“DTC”) OR A NOMINEE OF DTC. THIS SUBORDINATED NOTE IS EXCHANGEABLE FOR SUBORDINATED NOTES REGISTERED IN THE NAME OF A PERSON OTHER THAN DTC OR ITS NOMINEE ONLY IN THE LIMITED CIRCUMSTANCES DESCRIBED IN SECTION 5 OF THIS SUBORDINATED NOTE, AND NO TRANSFER OF THIS SUBORDINATED NOTE (OTHER THAN A TRANSFER OF THIS SUBORDINATED NOTE AS A WHOLE BY DTC TO A NOMINEE OF DTC OR BY A NOMINEE OF DTC TO DTC OR ANOTHER NOMINEE OF DTC) MAY BE REGISTERED EXCEPT IN LIMITED CIRCUMSTANCES SPECIFIED IN THIS SUBORDINATED NOTE.

UNLESS THIS SUBORDINATED NOTE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF DTC TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE, OR PAYMENT, AND ANY SUBORDINATED NOTE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO, OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT HEREON IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC), ANY TRANSFER, PLEDGE, OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN.

TRANSFERS OF THIS SUBORDINATED NOTE WILL BE LIMITED TO TRANSFERS IN WHOLE, BUT NOT IN PART, TO NOMINEES OF DTC OR A SUCCESSOR THEREOF OR SUCH SUCCESSOR’S NOMINEE AND TRANSFERS OF PORTIONS OF THIS SUBORDINATED NOTE WILL BE LIMITED TO TRANSFERS MADE IN ACCORDANCE WITH THE RESTRICTIONS SET FORTH IN SECTION 5 OF THIS SUBORDINATED NOTE.

IN THE EVENT OF THE LIQUIDATION OR INSOLVENCY OF THE COMPANY, ALL HOLDERS OF SENIOR INDEBTEDNESS OF THE COMPANY SHALL BE ENTITLED TO BE PAID IN FULL WITH SUCH ACCRUED AND UNPAID INTEREST THEREON AS MAY BE PERMITTED BY LAW BEFORE ANY PAYMENT SHALL BE MADE ON ACCOUNT OF PRINCIPAL OF OR INTEREST ON THIS SUBORDINATED NOTE. AFTER PAYMENT IN FULL OF ALL SUMS OWING TO SUCH HOLDERS OF SENIOR INDEBTEDNESS, THE HOLDER OF THIS SUBORDINATED NOTE, TOGETHER WITH

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THE HOLDERS OF ANY OBLIGATIONS OF THE COMPANY RANKING ON A PARITY WITH THE SUBORDINATED NOTES, SHALL BE ENTITLED TO BE PAID FROM THE REMAINING ASSETS OF THE COMPANY THE UNPAID PRINCIPAL AMOUNT OF THIS SUBORDINATED NOTE PLUS ACCRUED AND UNPAID INTEREST THEREON BEFORE ANY PAYMENT OR OTHER DISTRIBUTION, WHETHER IN CASH, PROPERTY OR OTHERWISE, SHALL BE MADE (I) WITH RESPECT TO ANY OBLIGATION THAT BY ITS TERMS EXPRESSLY IS JUNIOR IN THE RIGHT OF PAYMENT TO THE SUBORDINATED NOTES, (II) WITH RESPECT TO ANY INDEBTEDNESS BETWEEN THE COMPANY AND ANY OF ITS SUBSIDIARIES OR AFFILIATES OR (III) WITH RESPECT TO ANY SHARES OF CAPITAL STOCK OF THE COMPANY.

THIS SUBORDINATED NOTE WILL BE ISSUED AND MAY BE TRANSFERRED ONLY IN MINIMUM DENOMINATIONS OF $100,000 AND MULTIPLES OF $1,000 IN EXCESS THEREOF. ANY ATTEMPTED TRANSFER OF THIS SUBORDINATED NOTE IN A DENOMINATION OF LESS THAN $100,000 SHALL BE DEEMED TO BE VOID AND OF NO LEGAL EFFECT WHATSOEVER. ANY SUCH PURPORTED TRANSFEREE SHALL BE DEEMED NOT TO BE THE HOLDER OF THIS SUBORDINATED NOTE FOR ANY PURPOSE, INCLUDING, BUT NOT LIMITED TO, THE RECEIPT OF PAYMENTS ON THIS SUBORDINATED NOTE, AND SUCH PURPORTED TRANSFEREE SHALL BE DEEMED TO HAVE NO INTEREST WHATSOEVER IN THIS SUBORDINATED NOTE.

THIS SUBORDINATED NOTE MAY BE SOLD ONLY IN COMPLIANCE WITH APPLICABLE FEDERAL AND STATE SECURITIES LAWS. THIS SUBORDINATED NOTE HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR ANY APPLICABLE STATE SECURITIES LAWS, OR ANY OTHER APPLICABLE SECURITIES LAWS. NEITHER THIS SUBORDINATED NOTE NOR ANY INTEREST OR PARTICIPATION HEREIN MAY BE REOFFERED, SOLD, ASSIGNED, TRANSFERRED, PLEDGED, ENCUMBERED OR OTHERWISE DISPOSED OF IN THE ABSENCE OF SUCH REGISTRATION OR UNLESS SUCH TRANSACTION IS EXEMPT FROM, OR NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT.

CERTAIN ERISA CONSIDERATIONS:

THE HOLDER OF THIS SUBORDINATED NOTE, OR ANY INTEREST HEREIN, BY ITS ACCEPTANCE HEREOF OR THEREOF AGREES, REPRESENTS AND WARRANTS THAT IT IS NOT AN EMPLOYEE BENEFIT PLAN, INDIVIDUAL RETIREMENT ACCOUNT OR OTHER PLAN OR ARRANGEMENT SUBJECT TO TITLE I OF THE EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), OR SECTION 4975 OF THE INTERNAL REVENUE CODE OF 1986, AS AMENDED (THE “CODE”) (EACH, A “PLAN”), OR AN ENTITY WHOSE UNDERLYING ASSETS INCLUDE “PLAN ASSETS” BY REASON OF ANY PLAN’S INVESTMENT IN THE ENTITY, AND NO PERSON INVESTING “PLAN ASSETS” OF ANY PLAN MAY ACQUIRE OR HOLD THIS SUBORDINATED NOTE OR ANY INTEREST HEREIN, UNLESS SUCH PURCHASER OR HOLDER IS ELIGIBLE FOR THE EXEMPTIVE RELIEF AVAILABLE UNDER U.S. DEPARTMENT OF LABOR PROHIBITED TRANSACTION CLASS EXEMPTION 96-23, 95-60, 91-38, 90-1 OR 84-14 OR ANOTHER APPLICABLE EXEMPTION OR ITS PURCHASE AND HOLDING OF THIS SUBORDINATED NOTE, OR ANY INTEREST HEREIN, ARE NOT PROHIBITED BY SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE WITH RESPECT TO SUCH PURCHASE AND HOLDING. ANY PURCHASER OR HOLDER OF THIS SUBORDINATED NOTE OR ANY INTEREST HEREIN WILL BE DEEMED TO HAVE REPRESENTED BY ITS PURCHASE AND HOLDING THEREOF THAT EITHER: (I) IT IS NOT AN EMPLOYEE BENEFIT PLAN OR OTHER PLAN TO WHICH TITLE I OF ERISA OR SECTION 4975 OF THE CODE IS

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APPLICABLE, A TRUSTEE OR OTHER PERSON ACTING ON BEHALF OF ANY SUCH EMPLOYEE BENEFIT PLAN OR OTHER PLAN, OR ANY OTHER PERSON OR ENTITY USING THE “PLAN ASSETS” OF ANY SUCH PLAN OR OTHER PLAN TO FINANCE SUCH PURCHASE OR (II) SUCH PURCHASE OR HOLDING WILL NOT RESULT IN A PROHIBITED TRANSACTION UNDER SECTION 406 OF ERISA OR SECTION 4975 OF THE CODE FOR WHICH FULL EXEMPTIVE RELIEF IS NOT AVAILABLE UNDER APPLICABLE STATUTORY OR ADMINISTRATIVE EXEMPTION.

ANY FIDUCIARY OF ANY PLAN WHO IS CONSIDERING THE ACQUISITION OF THIS SUBORDINATED NOTE OR ANY INTEREST HEREIN SHOULD CONSULT WITH HIS OR HER LEGAL COUNSEL PRIOR TO ACQUIRING THIS SUBORDINATED NOTE OR ANY INTEREST HEREIN.

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No. [●]    CUSIP Accredited Investors: 05973L AE5 / US05973LAE56

CUSIP QIBs: 05973L AD7 / US05973LAD73

BANCPLUS CORPORATION

5.50% FIXED-TO-FLOATING RATE SUBORDINATED NOTE DUE DECEMBER 30, 2030

1.Subordinated Notes. This subordinated note is one of an issue of notes of BancPlus Corporation, a Mississippi corporation (the “Company”), designated as the “5.50% Fixed-to-Floating Rate Subordinated Notes due 2030” (the “Subordinated Notes”). This Subordinated Note was originally issued pursuant to that Subordinated Note Purchase Agreement issued on December 23, 2020 (the “Issue Date”), between First Trust Corporation, a Louisiana corporation, and the several purchasers of the Subordinated Notes identified on the signature pages thereto (the “Purchase Agreement”). The Company assumed this Subordinated Note, along with the due and punctual payment of the principal of and any premium and interest on this Subordinated Note, and the due and punctual performance of all covenants and conditions of this Subordinated Note, in connection with its merger with First Trust Corporation, effective as of March 1, 2022.

2.Payment. The Company, for value received, promises to pay to CEDE & CO, or its registered assigns, the principal sum of [●] Dollars (U.S.) ($[●],000,000), plus accrued but unpaid interest on December 30, 2030 (the “Maturity Date”) and to pay interest thereon (i) from and including the original issue date of the Subordinated Notes to but excluding December 30, 2025 or the earlier redemption date contemplated by Section 4 (Redemption) of this Subordinated Note (the “Fixed Rate Period”), at the rate of 5.50% per annum, computed on the basis of a 360-day year consisting of twelve 30-day months and payable semi-annually in arrears on June 30 and December 30 of each year (each payment date, a “Fixed Interest Payment Date”), beginning June 30, 2021, and (ii) from and including December 30, 2025 to but excluding the Maturity Date or earlier redemption date contemplated by Section 4 (Redemption) of this Subordinated Note (the “Floating Rate Period”), at the rate per annum, reset quarterly, equal to the Floating Interest Rate (as defined below) determined on the Floating Interest Determination Date (as defined below) of the applicable interest period plus 527 basis points, computed on the basis of a 360-day year and the actual number of days elapsed and payable quarterly in arrears (each quarterly period a “Floating Interest Period”) on March 30, June 30, September 30 and December 30 of each year (each payment date, a “Floating Interest Payment Date”). Dollar amounts resulting from this calculation shall be rounded to the nearest cent, with one-half cent being rounded up. The term “Floating Interest Determination Date” means the date upon which the Floating Interest Rate is determined by the Calculation Agent pursuant to the Three-Month Term SOFR Conventions. Notwithstanding anything to the contrary, (i) in the event the Three-Month Term SOFR (as defined below) is less than zero, the Three-Month Term SOFR shall be deemed to be zero, and (ii) if a Benchmark Transition Event (as defined below) and its related Benchmark Replacement Date (as defined below) have occurred and the Benchmark Replacement (as defined below) is less than zero, then the Benchmark Replacement shall be deemed to be zero.

(a)An “Interest Payment Date” is either a Fixed Interest Payment Date or a Floating Interest Payment Date, as applicable.

(b)The “Floating Interest Rate” means:

(i)initially Three-Month Term SOFR (as defined below).

(ii)Notwithstanding the foregoing clause (i) of this Section 2(b):

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(1)If the Calculation Agent reasonably determines prior to the relevant Floating Interest Determination Date that a Benchmark Transition Event and its related Benchmark Replacement Date (each of such terms as defined below) have occurred with respect to Three-Month Term SOFR, then the Company shall promptly provide notice of such determination to the Noteholders and Section 2(c) (Effect of Benchmark Transition Event) will thereafter apply to all determinations, calculations and quotations made or obtained for the purposes of calculating the Floating Interest Rate payable on the Subordinated Notes during a relevant Floating Interest Period.

(2)However, if the Calculation Agent reasonably determines that a Benchmark Transition Event and its related Benchmark Replacement Date have occurred with respect to Three-Month Term SOFR, but for any reason the Benchmark Replacement has not been determined as of the relevant Floating Interest Determination Date, the Floating Interest Rate for the applicable Floating Interest Period will be equal to the Floating Interest Rate on the last Floating Interest Determination Date for the Subordinated Notes, as determined by the Calculation Agent (as defined below).

(iii)If the then-current Benchmark is Three-Month Term SOFR and any of the foregoing provisions concerning the calculation of the interest rate and the payment of interest during the Floating Rate Period are inconsistent with any of the Three-Month Term SOFR Conventions (as defined below) determined by the Company, then the relevant Three-Month Term SOFR Conventions will apply.

(c)Effect of Benchmark Transition Event.

(i)If the Calculation Agent reasonably determines that a Benchmark Transition Event and its related Benchmark Replacement Date have occurred prior to the Reference Time (as defined below) in respect of any determination of the Benchmark (as defined below) on any date, the Benchmark Replacement will replace the then-current Benchmark for all purposes relating to the Subordinated Notes during the relevant Floating Interest Period in respect of such determination on such date and all determinations on all subsequent dates.

(ii)In connection with the implementation of a Benchmark Replacement, the Company will have the right to make Benchmark Replacement Conforming Changes from time to time, and such changes shall become effective without consent from the relevant Noteholders (as defined below) or any other party.

(iii)Any determination, decision or election that may be made by the Company or by the Calculation Agent pursuant to the benchmark transition provisions set forth herein, including any determination with respect to a tenor, rate or adjustment or of the occurrence or non-occurrence of an event, circumstance or date, and any decision to take or refrain from taking any action or any selection:

(1)will be conclusive and binding absent manifest error;

(2)if made by the Company, will be made in the Company’s sole discretion;

(3)if made by the Calculation Agent, will be made after consultation with the Company, and the Calculation Agent will not make any such determination, decision or election to which the Company reasonably objects; and

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(4)notwithstanding anything to the contrary in this Subordinated Note or the Purchase Agreement, shall become effective without consent from the relevant Noteholders (as defined below) or any other party.

(iv)For the avoidance of doubt, after a Benchmark Transition Event and its related Benchmark Replacement Date have occurred, interest payable on this Subordinated Note for the Floating Rate Period will be an annual rate equal to the sum of the applicable Benchmark Replacement and the spread specified on the face hereof.

(v)As used in this Subordinated Note:

(1)“Benchmark” means, initially, Three-Month Term SOFR; provided that if a Benchmark Transition Event and its related Benchmark Replacement Date have occurred with respect to Three-Month Term SOFR or the then-current Benchmark, then “Benchmark” means the applicable Benchmark Replacement.

(2)“Benchmark Replacement” means the Interpolated Benchmark with respect to the then-current Benchmark; provided that if (a) the Calculation Agent cannot determine the Interpolated Benchmark as of the Benchmark Replacement Date or (b) the then-current Benchmark is Three-Month Term SOFR and a Benchmark Transition Event and its related Benchmark Replacement Date have occurred with respect to Three-Month Term SOFR (in which event no Interpolated Benchmark with respect to Three-Month Term SOFR shall be determined), then “Benchmark Replacement” means the first alternative set forth in the order below that can be determined by the Calculation Agent, as of the Benchmark Replacement Date:

a.The sum of (i) Compounded SOFR and (ii) the Benchmark Replacement Adjustment;

b.the sum of: (i) the alternate rate of interest that has been selected or recommended by the Relevant Governmental Body as the replacement for the then-current Benchmark for the applicable Corresponding Tenor and (ii) the Benchmark Replacement Adjustment;

c.the sum of: (i) the ISDA Fallback Rate and (ii) the Benchmark Replacement Adjustment;

d.the sum of: (i) the alternate rate of interest that has been selected by the Company as the replacement for the then-current Benchmark for the applicable Corresponding Tenor giving due consideration to any industry-accepted rate of interest as a replacement for the then-current Benchmark for U.S. dollar denominated floating rate notes at such time and (ii) the Benchmark Replacement Adjustment.

(3)“Benchmark Replacement Adjustment” means the first alternative set forth in the order below that can be determined by the Calculation Agent, as of the Benchmark Replacement Date:

a.the spread adjustment, or method for calculating or determining such spread adjustment, (which may be a positive or negative value or zero) that has been selected or recommended by the Relevant Governmental Body for the applicable Unadjusted Benchmark Replacement;

b.if the applicable Unadjusted Benchmark Replacement is equivalent to the ISDA Fallback Rate, then the ISDA Fallback Adjustment;

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c.the spread adjustment (which may be a positive or negative value or zero) that has been selected by the Company giving due consideration to any industry-accepted spread adjustment, or method for calculating or determining such spread adjustment, for the replacement of the then-current Benchmark with the applicable Unadjusted Benchmark Replacement for U.S. dollar denominated floating rate notes at such time.

(4)“Benchmark Replacement Conforming Changes” means, with respect to any Benchmark Replacement, any technical, administrative or operational changes (including changes to the definition of “Floating Interest Period,” timing and frequency of determining rates with respect to each Floating Interest Period and making payments of interest, rounding of amounts or tenors and other administrative matters) that the Company reasonably decides may be appropriate to reflect the adoption of such Benchmark Replacement in a manner substantially consistent with market practice (or, if the Company reasonably decides that adoption of any portion of such market practice is not administratively feasible or if the Company reasonably determines that no market practice for use of the Benchmark Replacement exists, in such other manner as the Company determines is reasonably necessary).

(5)“Benchmark Replacement Date” means the earliest to occur of the following events with respect to the then-current Benchmark:

a.in the case of clause (a) of the definition of “Benchmark Transition Event,” the relevant Reference Time in respect of any determination;

b.in the case of clause (b) or (c) of the definition of “Benchmark Transition Event,” the later of (i) the date of the public statement or publication of information referenced therein and (ii) the date on which the administrator of the Benchmark permanently or indefinitely ceases to provide the Benchmark; or

c.in the case of clause (d) of the definition of “Benchmark Transition Event,” the date of such public statement or publication of information referenced therein.

For the avoidance of doubt, if the event giving rise to the Benchmark Replacement Date occurs on the same day as, but earlier than, the Reference Time in respect of any determination, the Benchmark Replacement Date will be deemed to have occurred prior to the Reference Time for purposes of such determination.

(6)“Benchmark Transition Event” means the occurrence of one or more of the following events with respect to the then-current Benchmark:

a.if the Benchmark is Three-Month Term SOFR, (i) the Relevant Governmental Body has not selected or recommended a forward-looking term rate for a tenor of three months based on SOFR, (ii) the development of a forward-looking term rate for a tenor of three months based on SOFR that has been recommended or selected by the Relevant Governmental Body is not complete or (iii) the Company reasonably determines that the use of a forward-looking rate for a tenor of three months based on SOFR is not administratively feasible;

b.a public statement or publication of information by or on behalf of the administrator of the Benchmark announcing that such administrator has ceased or will cease to provide the Benchmark, permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Benchmark;

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c.a public statement or publication of information by the regulatory supervisor for the administrator of the Benchmark, the central bank for the currency of the Benchmark, an insolvency official with jurisdiction over the administrator for the Benchmark, a resolution authority with jurisdiction over the administrator for the Benchmark or a court or an entity with similar insolvency or resolution authority over the administrator for the Benchmark, which states that the administrator of the Benchmark has ceased or will cease to provide the Benchmark permanently or indefinitely, provided that, at the time of such statement or publication, there is no successor administrator that will continue to provide the Benchmark; or

d.a public statement or publication of information by the regulatory supervisor for the administrator of the Benchmark announcing that the Benchmark is no longer representative.

(7)“Calculation Agent” means such bank or other entity (which may be the Company or an affiliate of the Company) as may be appointed by the Company to act as Calculation Agent for the Subordinated Notes during the Floating Rate Period.

(8)“Compounded SOFR” means the compounded average of SOFRs for the applicable Corresponding Tenor, with the rate, or methodology for this rate, and conventions for this rate being established by the Company or its designee in accordance with:

a.the rate, or methodology for this rate, and conventions for this rate selected or recommended by the Relevant Governmental Body for determining compounded SOFR; provided that:

b.if, and to the extent that, the Company or its designee reasonably determines that Compounded SOFR cannot be determined in accordance with clause (a) above, then the rate, or methodology for this rate, and conventions for this rate that have been selected by the Company or its designee giving due consideration to any industry-accepted market practice for U.S. dollar denominated floating rate notes at such time.

For the avoidance of doubt, the calculation of Compounded SOFR will exclude the Benchmark Replacement Adjustment.

(9)“Corresponding Tenor” with respect to a Benchmark Replacement means a tenor (including overnight) having approximately the same length (disregarding Business Day adjustment) as the applicable tenor for the then-current Benchmark.

(10)“FRBNY” means the Federal Reserve Bank of New York.

(11)“FRBNY’s Website” means the website of the FRBNY at http://www.newyorkfed.org, or any successor source.

(12)“Interpolated Benchmark” with respect to the Benchmark means the rate determined for the Corresponding Tenor by interpolating on a linear basis between: (1) the Benchmark for the longest period (for which the Benchmark is available) that is shorter than the Corresponding Tenor and (2) the Benchmark for the shortest period (for which the Benchmark is available) that is longer than the Corresponding Tenor.

(13)“ISDA” means the International Swaps and Derivatives Association, Inc. or any successor thereto.

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(14)“ISDA Definitions” means the 2006 ISDA Definitions published by the ISDA or any successor thereto, as amended or supplemented from time to time, or any successor definitional booklet for interest rate derivatives published from time to time.

(15)“ISDA Fallback Adjustment” means the spread adjustment (which may be a positive or negative value or zero) that would apply for derivatives transactions referencing the ISDA Definitions to be determined upon the occurrence of an index cessation event with respect to the Benchmark for the applicable tenor.

(16)“ISDA Fallback Rate” means the rate that would apply for derivatives transactions referencing the ISDA Definitions to be effective upon the occurrence of an index cessation date with respect to the Benchmark for the applicable tenor excluding the applicable ISDA Fallback Adjustment.

(17)“Reference Time” with respect to any determination of a Benchmark means (1) if the Benchmark is Three-Month Term SOFR, the time determined by the Calculation Agent after giving effect to the Three-Month Term SOFR Conventions, and (2) if the Benchmark is not Three-Month Term SOFR, the time determined by the Calculation Agent after giving effect to the Benchmark Replacement Conforming Changes.

(18)“Relevant Governmental Body” means the Board of Governors of the Federal Reserve System (the “Federal Reserve”) and/or the FRBNY, or a committee officially endorsed or convened by the Federal Reserve and/or the FRBNY or any successor thereto.

(19)“SOFR” means the daily Secured Overnight Financing Rate provided by the FRBNY, as the administrator of the benchmark (or a successor administrator), on the FRBNY’s Website.

(20)“Term SOFR” means the forward-looking term rate for the Corresponding Tenor based on SOFR that has been selected or recommended by the Relevant Governmental Body.

(21)“Term SOFR Administrator” means any entity designated by the Relevant Governmental Body as the administrator of Term SOFR (or a successor administrator).

(22)“Three-Month Term SOFR” means the rate for Term SOFR for a tenor of three months that is published by the Term SOFR Administrator at the Reference Time for any Floating Interest Period, as determined by the Calculation Agent after giving effect to the Three-Month Term SOFR Conventions.

(23)“Three-Month Term SOFR Conventions” means any determination, decision or election by the Calculation Agent/Company with respect to any technical, administrative or operational matter (including with respect to the manner and timing of the publication of Three-Month Term SOFR, or changes to the definition of “Floating Interest Period”, timing and frequency of determining Three-Month Term SOFR with respect to each Floating Interest Period and making payments of interest, rounding of amounts or tenors, and other administrative matters) that the Company decides may be appropriate to reflect the use of Three-Month Term SOFR as the Benchmark in a manner substantially consistent with market practice (or, if the Company decides that adoption of any portion of such market practice is not administratively feasible or if the Company determines that no market practice for the use of Three-Month Term SOFR exists, in such other manner as the Company determines is reasonably necessary).

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(24)“Unadjusted Benchmark Replacement” means the Benchmark Replacement excluding the Benchmark Replacement Adjustment.

(d)In the event that any Fixed Interest Payment Date during the Fixed Rate Period falls on a day that is not a Business Day (as defined below), the interest payment due on that date shall be postponed to the next day that is a Business Day and no additional interest shall accrue as a result of that postponement. In the event that any Floating Interest Payment Date during the Floating Rate Period falls on a day that is not a Business Day (as defined below), the interest payment due on that date shall be postponed to the next day that is a Business Day and interest shall accrue to but excluding the date interest is paid. However, if the postponement would cause the day to fall in the next calendar month during the Floating Interest Period, the Floating Interest Payment Date shall instead be due on the immediately preceding Business Day. The term “Business Day” means any day other than a Saturday or Sunday or any other day on which banking institutions in the State of Louisiana are generally authorized or required by law or executive order to be closed.

3.Subordination.

(a)The indebtedness of the Company evidenced by this Subordinated Note, including the principal and interest on this Subordinated Note, shall be subordinate and junior in right of payment to the prior payment in full of all existing claims of creditors of the Company whether now outstanding or subsequently created, assumed, guaranteed or incurred (collectively, “Senior Indebtedness”), which shall consist of principal of (and premium, if any) and interest, if any, on: (i) all indebtedness and obligations of, or guaranteed or assumed by, the Company for money borrowed, whether or not evidenced by bonds, debentures, securities, notes or other similar instruments, and including, but not limited to all obligations to the Company’s general and secured creditors; (ii) any deferred obligations of the Company for the payment of the purchase price of property or assets acquired other than in the ordinary course of business; (iii) all obligations, contingent or otherwise, of the Company in respect of any letters of credit, bankers’ acceptances, security purchase facilities and similar direct credit substitutes; (iv) any capital lease obligations of the Company; (v) all obligations of the Company in respect of interest rate swap, cap or other agreements, interest rate future or option contracts, currency swap agreements, currency future or option contracts, commodity contracts and other similar arrangements or derivative products; (vi) all obligations that are similar to those in clauses (i) through (v) of other persons for the payment of which the Company is responsible or liable as obligor, guarantor or otherwise arising from an off-balance sheet guarantee; (vii) all obligations of the types referred to in clauses (i) through (vi) of other persons secured by a lien on any property or asset of the Company; and (viii) in the case of (i) through (vii) above, all amendments, renewals, extensions, modifications and refundings of such indebtedness and obligations; except “Senior Indebtedness” does not include (A) the Subordinated Notes, (B) any obligation that by its terms expressly is junior to, or ranks equally in right of payment with, the Subordinated Notes, or (C) any indebtedness between the Company and any of its subsidiaries or Affiliates. This Subordinated Note is not secured by any assets of the Company or any of its subsidiaries or Affiliates. The term “Affiliate(s)” means, with respect to any Person (as such term is defined in the Purchase Agreement), such Person’s immediate family members, partners, members or parent and subsidiary corporations, and any other Person directlyor indirectly controlling, controlled by, or under common control with said Person and their respective Affiliates.

(b)In the event of liquidation of the Company, holders of Senior Indebtedness of the Company shall be entitled to be paid in full with such interest as may be provided by law before any payment shall be made on account of principal of or interest on this Subordinated Note. Additionally, in the event of any insolvency, dissolution, assignment for the benefit of creditors or any liquidation or winding up of or relating to the Company, whether voluntary or

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involuntary, holders of Senior Indebtedness shall be entitled to be paid in full before any payment shall be made on account of the principal of or interest on the Subordinated Notes, including this Subordinated Note. In the event of any such proceeding, after payment in full of all sums owing with respect to the Senior Indebtedness, the registered holders of the Subordinated Notes from time to time (each a “Noteholder” and, collectively, the “Noteholders”), together with the holders of any obligations of the Company ranking on parity with the Subordinated Notes, shall be entitled to be paid from the remaining assets of the Company the unpaid principal thereof, and the unpaid interest thereon before any payment or other distribution, whether in cash, property or otherwise, shall be made (i) with respect to any obligation that by its terms expressly is junior to in the right of payment to the Subordinated Notes, (ii) with respect to the existing junior subordinated debentures of the Company (underlying the outstanding trust preferred securities) as of the date of the issuance of this Subordinated Note to which this Subordinated Note shall be senior, (iii) with respect to any indebtedness between the Company and any of its subsidiaries or Affiliates or (iv) on account of any capital stock.

(c)If there shall have occurred and be continuing (i) a default in any payment with respect to any Senior Indebtedness or (ii) an event of default with respect to any Senior Indebtedness as a result of which the maturity thereof is accelerated, unless and until such payment default or event of default shall have been cured or waived or shall have ceased to exist, no payments shall be made by the Company with respect to the Subordinated Notes. The provisions of this paragraph shall not apply to any payment with respect to which the immediately preceding paragraph of this Section 3 (Subordination) would be applicable.

(d)Nothing herein shall act to prohibit, limit or impede the Company from issuing additional debt of the Company having the same rank as the Subordinated Notes or which may be junior or senior in rank to the Subordinated Notes. Each Noteholder, by its acceptance hereof, agrees to and shall be bound by the provisions of this Section 3. Each Noteholder, by its acceptance hereof, further acknowledges and agrees that the foregoing subordination provisions are, and are intended to be, an inducement and a consideration for each holder of any Senior Indebtedness, whether such Senior Indebtedness was created or acquired before or after the issuance of the Subordinated Notes, to acquire and continue to hold, or to continue to hold, such Senior Indebtedness, and such holder of Senior Indebtedness shall be deemed conclusively to have relied on such subordination provisions in acquiring and continuing to hold or in continuing to hold such Senior Indebtedness.

4.Redemption.

(a)Redemption Prior to Fifth Anniversary. This Subordinated Note shall not be redeemable by the Company in whole or in part prior to December 30, 2025, except in the event of a: (i) Tier 2 Capital Event (as defined below); (ii) Tax Event (as defined below); or (iii) Investment Company Event (as defined below). Upon the occurrence of a Tier 2 Capital Event, a Tax Event or an Investment Company Event, the Company may redeem this Subordinated Note, subject to Section 4(f) (Regulatory Approvals) hereof, in whole but not in part, at any time, upon giving not less than 10 days’ notice to the holder of this Subordinated Note at an amount equal to 100% of the outstanding principal amount being redeemed plus accrued but unpaid interest, to but excluding the redemption date. “Tier 2 Capital Event” means the receipt by the Company of an opinion of counsel to the Company to the effect that there is a material risk that this Subordinated Note no longer qualifies as “Tier 2” Capital (as defined by the Federal Reserve) (or its then equivalent) as a result of a change in law or regulation, or interpretation or application thereof, by any judicial, legislative or regulatory authority that becomes effective after the date of issuance of this Subordinated Note. “Tax Event” means the receipt by the Company of an opinion of counsel to the Company that as a result of any amendment to, or change (including any final and adopted (or enacted) prospective change) in, the laws (or any

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regulations thereunder) of the United States or any political subdivision or taxing authority thereof or therein, or as a result of any official administrative pronouncement or judicial decision interpreting or applying such laws or regulations, there exists a material risk that interest payable by the Company on the Subordinated Notes is not, or within 120 days after the receipt of such opinion will not be, deductible by the Company, in whole or in part, for United States federal income tax purposes. “Investment Company Event” means the receipt by the Company of an opinion of counsel to the Company to the effect that there is a material risk that the Company is or, within one hundred twenty (120) days after the receipt of such opinion will be, required to register as an investment company pursuant to the Investment Company Act of 1940, as amended.

(b)Redemption on or after Fifth Anniversary. On or after December 30, 2025, subject to the provisions of Section 4(f) (Regulatory Approvals) hereof, this Subordinated Note shall be redeemable at the option of and by the Company, in whole or in part, from time to time upon any Interest Payment Date, at an amount equal to 100% of the outstanding principal amount being redeemed plus accrued but unpaid interest, to but excluding the redemption date, but in all cases in a principal amount with integral multiples of $1,000. In addition, the Company may redeem, in whole but not in part, the Subordinated Notes at any time upon the occurrence of a Tier 2 Capital Event, Tax Event or an Investment Company Event. The redemption referenced in this Section 4(b) (Redemption on or after Fifth Anniversary) shall be subject to the receipt of any required regulatory approval.

(c)Partial Redemption. If less than the then outstanding principal amount of this Subordinated Note is redeemed, (i) a new Subordinated Note shall be issued representing the unredeemed portion without charge to the holder thereof and (ii) such redemption shall be effected on a pro rata basis as to the Noteholders. For purposes of clarity, upon a partial redemption, a like percentage of the principal amount of every Subordinated Note held by every Noteholder shall be redeemed.

(d)No Redemption at Option of Noteholder. This Subordinated Note is not subject to redemption at the option of the holder of this Subordinated Note.

(e)Effectiveness of Redemption. If notice of redemption has been duly given and notwithstanding that this Subordinated Note has been called for redemption but has not yet been surrendered for cancellation, on and after the date fixed for redemption interest shall cease to accrue on the portion of this Subordinated Note called for redemption, this Subordinated Note shall no longer be deemed outstanding with respect to the portion called for redemption and all rights with respect to the portion of this Subordinated Note called for redemption shall forthwith on such date fixed for redemption cease and terminate unless the Company shall default in the payment of the redemption price, except only the right of the holder hereof to receive the amount payable on such redemption, without interest. For purposes of clarity, any redemption made pursuant to the terms of this Subordinated Note shall be made on a pro rata basis, and, for purposes of a redemption processed through DTC, on a “Pro Rata Pass-Through Distribution of Principal” basis, among all of the Subordinated Notes outstanding at the time thereof.

(f)Regulatory Approvals. Any redemption by the Company pursuant to this Section 4 shall be subject to receipt of any and all required federal and state regulatory approvals or non-objections, including, but not limited to, the consent of the Federal Reserve. In the case of any redemption of this Subordinated Note pursuant to paragraph (b) of this Section 4 (Redemption), the Company will give the holder hereof notice of redemption, which notice shall indicate the aggregate principal amount of Subordinated Notes to be redeemed, not less than thirty (30) nor more than forty-five (45) calendar days prior to the redemption date.

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(g)Purchase and Resale of the Subordinated Notes. Subject to the receipt of any required federal and state regulatory approvals and the provisions of this Subordinated Note, the Company shall have the right to purchase any of the Subordinated Notes at any time in the open market, private transactions or otherwise. If the Company purchases any Subordinated Notes, it may, in its discretion, hold, resell or cancel any of the purchased Subordinated Notes.

5.Global Subordinated Notes.

(a)Provided that applicable depository eligibility requirements are met, upon the written election of any Noteholder that is either (i) a Qualified Institutional Buyer, as defined in Rule 144A under the Securities Act, or (ii) an institutional “accredited investor,” as defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act, the Company shall use its commercially reasonable efforts to cause the Subordinated Notes owned by such Noteholders to be issued in the form of one or more Global Subordinated Notes (each a “Global Subordinated Note”) registered in the name of The Depository Trust Company or another organization registered as a clearing agency under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and designated as Depositary by the Company or any successor thereto (the “Depositary”) or a nominee thereof and delivered to such Depositary or a nominee thereof.

(b)Notwithstanding any other provision herein, no Global Subordinated Note may be exchanged in whole or in part for Subordinated Notes registered, and no transfer of a Global Subordinated Note in whole or in part may be registered, in the name of any person other than the Depositary for such Global Subordinated Note or a nominee thereof unless (i) such Depositary advises the Company in writing that such Depositary is no longer willing or able to properly discharge its responsibilities as Depositary with respect to such Global Subordinated Note, and no qualified successor is appointed by the Company within ninety (90) days of receipt by the Company of such notice, (ii) such Depositary ceases to be a clearing agency registered under the Exchange Act and no successor is appointed by the Company within ninety (90) days after obtaining knowledge of such event, (iii) the Company elects to terminate the book-entry system through the Depositary or (iv) an Event of Default (as defined in Section 6 (Events of Default; Acceleration)) shall have occurred and be continuing. Upon the occurrence of any event specified in clause (i), (ii), (iii) or (iv) of this Section 5(b), the Company or its agent shall notify the Depositary and instruct the Depositary to notify all owners of beneficial interests in such Global Subordinated Note of the occurrence of such event and of the availability of Subordinated Notes to such owners of beneficial interests requesting the same.

(c)If any Global Subordinated Note is to be exchanged for other Subordinated Notes or canceled in part, or if another Subordinated Note is to be exchanged in whole or in part for a beneficial interest in any Global Subordinated Note, then either (i) such Global Subordinated Note shall be so surrendered for exchange or cancellation as provided in this Section 5 or (ii) the principal amount thereof shall be reduced or increased by an amount equal to the portion thereof to be so exchanged or canceled, or equal to the principal amount of such other Subordinated Note to be so exchanged for a beneficial interest therein, as the case may be, by means of an appropriate adjustment made on the records of the Company or, if applicable, the Company’s registrar and transfer agent (“Registrar”), whereupon the Company or, if applicable, the Registrar, in accordance with the applicable rules and procedures of the Depositary (“Applicable Depositary Procedures”), shall instruct the Depositary or its authorized representative to make a corresponding adjustment to its records. Upon any such surrender or adjustment of a Global Subordinated Note by the Depositary, accompanied by registration instructions, the Company shall execute and deliver any Subordinated Notes issuable in exchange for such Global Subordinated Note (or any portion thereof) in accordance with the instructions of the Depositary.

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(d)Every Subordinated Note executed and delivered upon registration of transfer of, or in exchange for or in lieu of, a Global Subordinated Note or any portion thereof shall be executed and delivered in the form of, and shall be, a Global Subordinated Note, unless such Subordinated Note is registered in the name of a person other than the Depositary for such Global Subordinated Note or a nominee thereof.

(e)The Depositary or its nominee, as the registered owner of a Global Subordinated Note, shall be the holder of such Global Subordinated Note for all purposes under this Subordinated Note, and owners of beneficial interests in a Global Subordinated Note shall hold such interests pursuant to Applicable Depositary Procedures. Accordingly, any such owner’s beneficial interest in a Global Subordinated Note shall be shown only on, and the transfer of such interest shall be effected only through, records maintained by the Depositary or its nominee or its Depositary participants. If applicable, the Registrar shall be entitled to deal with the Depositary for all purposes relating to a Global Subordinated Note (including the payment of principal and interest thereon and the giving of instructions or directions by owners of beneficial interests therein and the giving of notices) as the sole holder of the Subordinated Note and shall have no obligations to the owners of beneficial interests therein. The Registrar shall have no liability in respect of any transfers undertaken by the Depositary.

(f)The rights of owners of beneficial interests in a Global Subordinated Note shall be exercised only through the Depositary and shall be limited to those established by law and agreements between such owners and the Depositary and/or its participants.

(g)No holder of any beneficial interest in any Global Subordinated Note held on its behalf by a Depositary shall have any rights with respect to such Global Subordinated Note, and such Depositary may be treated by the Company and any agent of the Company as the owner of such Global Subordinated Note for all purposes whatsoever. Neither the Company nor any agent of the Company will have any responsibility or liability for any aspect of the records relating to or payments made on account of beneficial ownership interests of a Global Subordinated Note or maintaining, supervising or reviewing any records relating to such beneficial ownership interests. Notwithstanding the foregoing, nothing herein shall prevent the Company or any agent of the Company from giving effect to any written certification, proxy or other authorization furnished by a Depositary or impair, as between a Depositary and such holders of beneficial interests, the operation of customary practices governing the exercise of the rights of the Depositary (or its nominee) as holder of any Subordinated Note.

(h)The Company, within thirty (30) calendar days after the receipt of written notice from the Noteholder or any other holder of the Subordinated Notes of the occurrence of an Event of Default with respect to this Subordinated Note, shall mail to all the Noteholders, at their addresses shown on the Security Register (as defined in Section 14 (Registration of Transfer, Security Register) below), such written notice of Event of Default, unless such Event of Default shall have been cured or waived before the giving of such notice as certified by Company in writing.

6.Events of Default; Acceleration.

Each of the following events shall constitute an “Event of Default”:

(a)the entry of a decree or order for relief in respect of the Company by a court having jurisdiction in the premises in an involuntary case or proceeding under any applicable bankruptcy, insolvency, or reorganization law, now or hereafter in effect in the United States or any political subdivision thereof, and such decree or order will have continued unstayed and in effect for a period of sixty (60) consecutive days;

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(b)the commencement by the Company of a voluntary case under any applicable bankruptcy, insolvency or reorganization law, now or hereafter in effect of the United States or any political subdivision thereof, or the consent by the Company to the entry of a decree or order for relief in an involuntary case or proceeding under any such law;

(c)the Company (i) becomes insolvent or is unable to pay its debts as they mature, (ii) makes an assignment for the benefit of creditors, (iii) admits in writing its inability to pay its debts as they mature or (iv) ceases to be a bank holding company or financial holding company under the Bank Holding Company Act of 1956, as amended;

(d)the failure of the Company to pay any installment of interest on any of the Subordinated Notes as and when the same will become due and payable, and the continuation of such failure for a period of fifteen (15) days;

(e)the failure of the Company to pay all or any part of the principal of any of the Subordinated Notes as and when the same will become due and payable;

(f)the liquidation of the Company (for avoidance of doubt, “liquidation” does not include any merger, consolidation, sale of equity or assets or reorganization (exclusive of a reorganization in bankruptcy) of the Company or any of its subsidiaries);

(g)the failure of the Company to perform any other covenant or agreement on the part of the Company contained in the Subordinated Notes, and the continuation of such failure for a period of thirty (30) days after the date on which notice specifying such failure, stating that such notice is a “Notice of Default” hereunder and demanding that the Company remedy the same, will have been given, in the manner set forth in Section 22 (Notices), to the Company by a Noteholder;

(h)the default by the Company under any bond, debenture, note or other evidence of indebtedness for money borrowed by the Company having an aggregate principal amount outstanding of at least $5,000,000, whether such indebtedness now exists or is created or incurred in the future, which default (i) constitutes a failure to pay any portion of the principal of such indebtedness when due and payable after the expiration of any applicable grace period or (ii) results in such indebtedness becoming due or being declared due and payable prior to the date on which it otherwise would have become due and payable without, in the case of clause (i), such indebtedness having been discharged or, in the case of clause (ii), without such indebtedness having been discharged or such acceleration having been rescinded or annulled; or

(i)any certification made to any Noteholder pursuant to the Purchase Agreement by the Company or otherwise made in writing to any Noteholder in connection with or as contemplated by the Purchase Agreement or this Subordinated Note by the Company shall be materially false as of the delivery date of such certification, or any representation to any Noteholder by the Company as to the financial condition or credit standing of the Company is or proves to be materially false or misleading as of the delivery date.

Unless the principal amount of this Subordinated Note already shall have become due and payable, if an Event of Default set forth in Section 6(a) or Section 6(b) above shall have occurred and be continuing, the Noteholder, by notice in writing to the Company, may declare the principal amount, and any accrued and unpaid interest thereon, of this Subordinated Note to be due and payable immediately and, upon any such declaration, the same shall become and shall be immediately due and payable, and the Company waives demand, presentment for payment, notice of nonpayment, notice of protest, and all other notices. Notwithstanding the foregoing, because the Company will treat the Subordinated Notes as Tier 2 Capital, upon the occurrence of an Event of Default other than an Event of Default described in Section 6(a) or Section 6(b), no

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Noteholder may accelerate the Stated Maturity of the Subordinated Notes and make the principal of, and any accrued and unpaid interest on, the Subordinated Notes, immediately due and payable.The Company, within forty-five (45) calendar days after the receipt of written notice from any Noteholder of the occurrence of an Event of Default with respect to this Subordinated Note, shall mail to all Noteholders, at their addresses shown on the Security Register (as defined in Section 14 (Registration of Transfer, Security Register) below), such written notice of Event of Default, unless such Event of Default shall have been cured or waived before the giving of such notice as certified by the Company in writing.

7.Failure to Make Payments. In the event of an Event of Default under Section 6(c), Section 6(d) or Section 6(e) above, the Company will, upon demand of the Noteholder, pay to the Noteholder the amount then due and payable on this Subordinated Note for principal and interest (without acceleration of the Subordinated Note in any manner), with interest on the overdue principal and interest at the per annum rate borne by this Subordinated Note, to the extent permitted by applicable law. If the Company fails to pay such amount upon such demand, the holder of this Subordinated Note may, among other things, institute a judicial proceeding for the collection of the sums so due and unpaid and such amount as shall be sufficient to cover the reasonable and documented costs and expenses of collection, may prosecute such proceeding to judgment or final decree and may enforce the same against the Company and collect the amounts adjudged or decreed to be payable in the manner provided by law out of the property of the Company.

Upon the occurrence of an Event of Default, until such Event of Default is cured by the Company or waived by the Noteholders in accordance with Section 18 (Waiver and Consent) hereof, except as may be required by any federal or state bank regulatory agency, the Company shall not: (a) declare or pay any dividends or distributions on, or redeem, purchase, acquire, or make a liquidation payment with respect to, any of the Company’s capital stock; (b) make any payment of principal or interest or premium, if any, on or repay, repurchase or redeem any indebtedness of the Company that ranks equal with or junior to the Subordinated Notes; or (c) make any payments under any guarantee that ranks equal with or junior to the Subordinated Notes, other than: (i) any dividends or distributions in shares of, or options, warrants or rights to subscribe for or purchase shares of, any class of the Company’s common stock; (ii) any declaration of a non-cash dividend in connection with the implementation of a shareholders’ rights plan, or the issuance of stock under any such plan in the future, or the redemption or repurchase of any such rights pursuant thereto; (iii) as a result of a reclassification of the Company’s capital stock or the exchange or conversion of one class or series of the Company’s capital stock for another class or series of the Company’s capital stock; (iv) the purchase of fractional interests in shares of the Company’s capital stock pursuant to the conversion or exchange provisions of such capital stock or the security being converted or exchanged; or (v) purchases of any class of the Company’s common stock related to the issuance of common stock or rights under any benefit plans for the Company’s directors, officers or employees or any of the Company’s dividend reinvestment plans (the foregoing clauses (i) through (v) are collectively referred to as the “Permitted Dividends”).

8.Affirmative Covenants of the Company.

(a)Notice of Certain Events. To the extent permitted by applicable statute, rule or regulation, the Company shall provide written notice to the Noteholders of the occurrence of any of the following events as soon as practicable, but in no event later than fifteen (15) Business Days following the date the Company becomes aware of the occurrence of such event:

(i)The Company or any of its banking subsidiaries become less than “well-capitalized” as defined under the then applicable regulatory capital standards or the total risk-based capital ratio, Tier 1 risk-based capital ratio, common equity Tier 1 risk-based capital

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ratio or leverage ratio of the Company (but only to the extent the Company is required to measure and report such ratios on a consolidated basis under applicable law) or any of the Company’s banking subsidiaries becomes less than ten percent (10.0%), eight percent (8.0%) six and one-half percent (6.5%), or five percent (5.0%), respectively, as of the end of any calendar quarter;

(ii)The Company, BankPlus (the “Bank”) or any officer of the Company or the Bank (in such capacity), becomes subject to any formal, written regulatory enforcement action (as defined by the applicable state or federal bank regulatory authority);

(iii)The dollar amount of any nonperforming assets of the Company on a consolidated basis as of the end of a given fiscal quarter as a percentage of the Company’s total loan portfolio exceeds two percent (2.0%);

(iv)The appointment, resignation, removal or termination of the chief executive officer, president, chief operating officer, chief financial officer, chief credit officer, chief lending officer or any director of the Company or the Bank; or

(v)There is a change in ownership of 25% or more of the outstanding securities of the Company entitled to vote for the election of directors.

(b)Payment of Principal and Interest. The Company covenants and agrees for the benefit of the Noteholders that it will duly and punctually pay the principal of, and interest on, this Subordinated Note, in accordance with the terms hereof.

(c)Maintenance of Office. The Company will maintain an office or agency in the State of Mississippi where Subordinated Notes may be surrendered for registration of transfer or for exchange and where notices and demands to or upon the Company in respect of the Subordinated Notes may be served.

The Company may also from time to time designate one or more other offices or agencies where the Subordinated Notes may be presented or surrendered for any or all such purposes and may from time to time rescind such designations; provided that no such designation or rescission will in any manner relieve the Company of its obligation to maintain an office or agency in the State of Mississippi. The Company will give prompt written notice to the Noteholders of any such designation or rescission and of any change in the location of any such other office or agency.

(d)Corporate Existence. The Company will do or cause to be done all things necessary to preserve and keep in full force and effect: (i) the corporate existence of the Company; (ii) the existence (corporate or other) of each subsidiary; and (iii) the rights (constituent governing documents and statutory), licenses and franchises of the Company and each of its subsidiaries; provided, however, that the Company will not be required to preserve the existence (corporate or other) of any of its subsidiaries or any such right, license or franchise of the Company or any of its subsidiaries if the Board of Directors of the Company determines that the preservation thereof is no longer desirable in the conduct of the business of the Company and its subsidiaries taken as a whole and that the loss thereof will not be disadvantageous in any material respect to the Noteholders.

(e)Maintenance of Properties. The Company will, and will cause each subsidiary to, cause all its properties used or useful in the conduct of its business to be maintained and kept in good condition, repair and working order and supplied with all necessary equipment and will cause to be made all necessary repairs, renewals, replacements, betterments and improvements thereof, all as in the judgment of the Company may be necessary so that the

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business carried on in connection therewith may be properly and advantageously conducted at all times; provided, however, that nothing in this Section 8(e) will prevent the Company or any subsidiary from discontinuing the operation and maintenance of any of their respective properties if such discontinuance is, in the reasonable judgment of the Board of Directors of the Company or of any subsidiary, as the case may be, desirable in the conduct of its business.

(f)Transfer of Voting Stock. The Company will not, nor will it permit the Bank to, directly or indirectly, sell, assign, transfer or otherwise dispose of any shares of, securities convertible into, or options, warrants or rights to subscribe for or purchase shares of, Voting Stock (as defined below) of the Bank or any successor thereof or any subsidiary of the Company that is a depository institution and that has consolidated assets equal to 30% or more of the Company’s consolidated assets (“Material Subsidiary”), nor will the Company permit the Material Subsidiary to issue any shares of, or securities convertible into, or options, warrants or rights to subscribe for or purchase shares of, Voting Stock of the Material Subsidiary if, in each case, after giving effect to any such transaction and to the issuance of the maximum number of shares of Voting Stock of the Material Subsidiary issuable upon the exercise of all such convertible securities, options, warrants or rights, the Company would cease to own, directly or indirectly, at least 80% of the issued and outstanding Voting Stock of the Material Subsidiary. “Voting Stock” means outstanding shares of capital stock having voting power for the election of directors, whether at all times or only so long as no senior class of stock has such voting power because of default in dividends or other default.

(g)Waiver of Certain Covenants. The Company may choose in any particular instance not to comply with any term, provision or condition set forth in Section 8(c) (Maintenance of Office), Section 8(d) (Corporate Existence), Section 8(e) (Maintenance of Properties), or Section 8(f) (Transfer of Voting Stock) above, with respect to this Subordinated Note if before the time for such compliance the Noteholders of at least a majority in aggregate principal amount of the outstanding Subordinated Notes (excluding any Subordinated Notes held by the Company or any of its Affiliates), by act of such Noteholders, either waive such compliance in such instance or generally have waived compliance with such term, provision or condition, but no such waiver will extend to or affect such term, provision or condition except to the extent so expressly waived, and, until such waiver will become effective, the obligations of the Company in respect of any such term, provision or condition will remain in full force and effect.

(h)Tier 2 Capital. Whether or not the Company is subject to consolidated capital requirements under applicable regulations of the Federal Reserve, if all or any portion of the Subordinated Notes ceases to be deemed Tier 2 Capital, other than due to the limitation imposed on the capital treatment of subordinated debt during the five (5) years immediately preceding the Stated Maturity of the Subordinated Notes, the Company will promptly notify the Noteholders and thereafter, the Company and the Noteholders will work together in good faith to execute and deliver all agreements as reasonably necessary in order to restructure the applicable portions of the obligations evidenced by the Subordinated Notes to qualify as Tier 2 Capital; provided, however, that nothing contained in this Section 8(h) (Tier 2 Capital) shall limit the Company’s right to redeem the Subordinated Notes upon the occurrence of a Tier 2 Capital Event pursuant to Section 4(a) (Redemption Prior to Fifth Anniversary) or Section 4(b) (Redemption on or after Fifth Anniversary).

(i)Compliance with Laws. The Company shall comply with the requirements of all laws, regulations, orders and decrees applicable to it or its properties, except for such noncompliance that would not reasonably be expected to have a Material Adverse Effect (as such term is defined in the Purchase Agreement) on the Company and its subsidiaries taken as a whole.

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(j)Taxes and Assessments. The Company shall punctually pay and discharge all material taxes, assessments, and other governmental charges or levies imposed upon it or upon its income or upon any of its properties; provided, that no such taxes, assessments or other governmental charges need be paid if they are being contested in good faith by the Company.

(k)Financial Statements; Access to Records.

(i)Not later than forty-five (45) days following the end of each semi-annual or quarterly period, as applicable, for which the Company has not submitted a Consolidated Financial Statements for Holding Companies Reporting Form FR Y-9C to the Federal Reserve, upon request, the Company shall provide the Noteholder with a copy of the Company’s unaudited parent company only balance sheet and statement of income (loss) for and as of the end of such immediately preceding fiscal quarter, prepared in accordance with past practice. Quarterly financial statements, if required herein, shall be unaudited and need not comply with the generally accepted accounting principles in effect from time to time in the United States of America (“GAAP”).

(ii)Not later than ninety (90) days from the end of each fiscal year, upon request the Company shall provide the Noteholder with copies of the Company’s audited financial statements consisting of the consolidated balance sheet of the Company as of the fiscal year end and the related statements of income (loss) and retained earnings, stockholders’ equity and cash flows for the fiscal year then ended. Such financial statements shall be prepared in accordance with GAAP applied on a consistent basis throughout the period involved.

(iii)In addition to the foregoing Sections 8(k)(i) and (ii), if a Noteholder holds at least twenty five percent (25%) in aggregate principal amount (excluding any Subordinated Notes held by Company or any of its Affiliates) of the Subordinated Notes at the time outstanding, the Company agrees to furnish to such Noteholder, upon request, with such financial and business information of the Company and the Bank as such Noteholder may reasonably request as may be reasonably necessary or advisable to allow such Noteholder to confirm compliance by the Company with this Note.

(l)Company Statement as to Compliance. The Company will deliver to the Noteholders, within (i) forty-five (45) days after the end of each of the first three fiscal quarters and (ii) one hundred twenty (120) days after the end of each fiscal year, an Officer’s Certificate covering the preceding fiscal quarter or fiscal year, as applicable, stating whether or not, to the best of his or her knowledge, the Company is in default in the performance and observance of any of the terms, provisions and conditions of this Subordinated Note (without regard to notice requirements or periods of grace) and if the Company will be in default, specifying all such defaults and the nature and status thereof of which he or she may have knowledge.

9.Negative Covenants of the Company.

(a)Limitation on Dividends. The Company shall not declare or pay any dividend or make any distribution on capital stock or other equity securities of any kind of the Company if the Company is not “well capitalized” for regulatory purposes immediately prior to the declaration of such dividend or distribution, except for Permitted Dividends.

(b)Merger or Sale of Assets. The Company shall not merge into another entity, effect a Change in Bank Control (as defined below) or convey, transfer or lease substantially all of its properties and assets to any person, unless:

(i)the continuing entity into which the Company is merged or the person which acquires by conveyance or transfer or which leases substantially all of the

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properties and assets of the Company shall be a corporation, association or other legal entity organized and existing under the laws of the United States of America, any State thereof or the District of Columbia and expressly assumes the due and punctual payment of the principal of and any premium and interest on the Subordinated Notes according to their terms, and the due and punctual performance of all covenants and conditions hereof on the part of the Company to be performed or observed; and

(ii)immediately after giving effect to such transaction, no Event of Default, and no event which, after notice or lapse of time or both, would become an Event of Default, shall have occurred and be continuing.

“Change in Bank Control” means the sale, transfer, lease or conveyance by the Company, or an issuance of equity securities by the Bank other than to the Company, in either case resulting in ownership by the Company of less than 50% of the Bank.

10.Denominations. The Subordinated Notes are issuable only in registered form without interest coupons in minimum denominations of $100,000 and integral multiples of $1,000 in excess thereof.

11.Charges and Transfer Taxes. No service charge will be made for any registration of transfer or exchange of this Subordinated Note, or any redemption or repayment of this Subordinated Note, or any conversion or exchange of this Subordinated Note for other types of securities or property, but the Company may require payment of a sum sufficient to pay all taxes, assessments or other governmental charges that may be imposed in connection with the transfer or exchange of this Subordinated Note from the Noteholder requesting such transfer or exchange.

12.Payment Procedures. Payment of the principal and interest payable on the Maturity Date will be made by check, by wire transfer or by Automated Clearing House (ACH) transfer in immediately available funds to a bank account in the United States designated by the registered Noteholder if such Noteholder shall have previously provided wire instructions to the Company, upon presentation and surrender of this Subordinated Note at the Payment Office (as defined in Section 22 (Notices) below) or at such other place or places as the Company shall designate by notice to the registered Noteholders as the Payment Office, provided that this Subordinated Note is presented to the Company in time for the Company to make such payments in such funds in accordance with its normal procedures. Payments of interest (other than interest payable on the Maturity Date) shall be made on each Interest Payment Date by wire transfer in immediately available funds or check mailed to the registered Noteholder, as such person’s address appears on the Security Register. Interest payable on any Interest Payment Date shall be payable to the Noteholder in whose name this Subordinated Note is registered at the close of business on the fifteenth (15th) calendar day prior to the applicable Interest Payment Date, without regard to whether such date is a Business Day, except that interest not paid on the Interest Payment Date, if any, will be paid to the holder in whose name this Subordinated Note is registered at the close of business on a special record date fixed by the Company (a “Special Record Date”), notice of which shall be given to the Noteholder not less than ten (10) calendar days prior to such Special Record Date. To the extent permitted by applicable law, interest shall accrue, at the rate at which interest accrues on the principal of this Subordinated Note, on any amount of principal or interest on this Subordinated Note not paid when due. All payments on this Subordinated Note shall be applied first against interest due hereunder; and then against principal due hereunder. The Noteholder acknowledges and agrees that the payment of all or any portion of the outstanding principal amount of this Subordinated Note and all interest hereon shall be pari passu in right of payment and in all other respects to the other Subordinated Notes. In the event that the Noteholder receives payments in excess of its pro rata share of the Company’s payments to the holders of all of the Subordinated Notes, then the Noteholder shall

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hold in trust all such excess payments for the benefit of the other Noteholders and shall pay such amounts held in trust to such other holders upon demand by such holders.

13.Form of Payment. Payments of principal of and interest on this Subordinated Note shall be made in such coin or currency of the United States of America as at the time of payment shall be legal tender for the payment of public and private debts.

14.Registration of Transfer, Security Register. Except as otherwise provided herein, this Subordinated Note is transferable in whole or in part, and may be exchanged for a like aggregate principal amount of Subordinated Notes of other authorized denominations, by the Noteholder in person, or by its attorney duly authorized in writing, at the Payment Office or the offices of the Registrar. The Company or its agent (the “Registrar”) shall maintain a register providing for the registration of the Subordinated Notes and any exchange or transfer thereof (the “Security Register”). Upon surrender or presentation of this Subordinated Note for exchange or registration of transfer, the Company or the Registrar shall execute and deliver in exchange therefor a Subordinated Note or Subordinated Notes of like aggregate principal amount, each in a minimum denomination of $100,000 or any amount in excess thereof which is an integral multiple of $1,000 (and, in the absence of an opinion of counsel satisfactory to the Company to the contrary, bearing the restrictive legend(s) set forth hereinabove) and that is or are registered in such name or names requested by the Noteholder. Any Subordinated Note presented or surrendered for registration of transfer or for exchange shall be duly endorsed and accompanied by a written instrument of transfer in such form as is attached hereto and incorporated herein, duly executed by the Noteholder or its attorney duly authorized in writing, with such tax identification number or other information for each person in whose name a Subordinated Note is to be issued, and accompanied by evidence of compliance with any restrictive legend(s) appearing on such Subordinated Note or Subordinated Notes as the Company may reasonably request to comply with applicable law. No exchange or registration of transfer of this Subordinated Note shall be made on or after (i) the fifteenth (15th) day immediately preceding the Maturity Date or (ii) the due delivery of notice of redemption.

15.Successors and Assigns. This Subordinated Note shall be binding upon the Company and inure to the benefit of the Noteholder and its respective successors and permitted assigns. The Noteholder may assign all, or any part of, or any interest in, the Noteholder’s rights and benefits hereunder only to the extent and in the manner permitted by the terms of this Subordinated Note. To the extent of any such assignment, such assignee shall have the same rights and benefits against the Company and shall agree to be bound by and to comply with the terms and conditions of the Purchase Agreement as it would have had if it were the Noteholder hereunder.

16.Priority. The Subordinated Notes rank pari passu among themselves and pari passu, in the event of any insolvency proceeding, dissolution, assignment for the benefit of creditors, reorganization, restructuring of debt, marshaling of assets and liabilities or similar proceeding or any liquidation or winding up of the Company, with all other present or future unsecured subordinated debt obligations of the Company, except any unsecured subordinated debt that, pursuant to its express terms, is senior or subordinate in right of payment to the Subordinated Notes.

17.Ownership. Prior to due presentment of this Subordinated Note for registration of transfer, the Company may treat the holder in whose name this Subordinated Note is registered in the Security Register as the absolute owner of this Subordinated Note for receiving payments of principal and interest on this Subordinated Note and for all other purposes whatsoever, whether or not this Subordinated Note be overdue, and the Company shall not be affected by any notice to the contrary.

21

18.Waiver and Consent.

(a)This Subordinated Note may be amended or waived pursuant to, and in accordance with, the provisions set forth herein and as set forth in Section 7.3 of the Purchase Agreement. Any such consent or waiver given by the Noteholder shall be conclusive and binding upon such Noteholder and upon all subsequent holders of this Subordinated Note and of any Subordinated Note issued upon the registration of transfer hereof or in exchange therefor or in lieu hereof, whether or not notation of such consent or waiver is made upon this Subordinated Note. No delay or omission of the Noteholder to exercise any right or remedy accruing upon any Event of Default shall impair such right or remedy or constitute a waiver of any such Event of Default or an acquiescence therein.

(b)No waiver or amendment of any term, provision, condition, covenant or agreement in the Subordinated Notes shall be effective except with the consent of the Noteholders holding not less than more than fifty percent (50%) in aggregate principal amount (excluding any Subordinated Notes held by the Company or any of its Affiliates) of the Subordinated Notes at the time outstanding; provided, however, that without the consent of each Noteholder of an affected Subordinated Note, no such amendment or waiver may: (i) reduce the principal amount of any Subordinated Note; (ii) reduce the rate of or change the time for payment of interest on any Subordinated Note; (iii) extend the maturity of any Subordinated Note; (iv) change the currency in which payment of the obligations of the Company under the Subordinated Notes are to be made; (v) lower the percentage of aggregate principal amount of outstanding Subordinated Notes required to approve any amendment of the Subordinated Notes; (vi) make any changes to Section 4(c) (Partial Redemption), Section 6 (Events of Default; Acceleration), Section 7 (Failure to Make Payments), Section 16 (Priority), or Section 18 (Waiver and Consent) of the Subordinated Notes that adversely affects the rights of any Noteholder; or (vii) disproportionately affect the rights of any of the holders of the then outstanding Subordinated Notes. Notwithstanding the foregoing, the Company may amend or supplement the Subordinated Notes without the consent of the Noteholders to cure any ambiguity, defect or inconsistency or to provide for uncertificated Subordinated Notes in addition to or in place of certificated Subordinated Notes, or to make any change that does not materially adversely affect the rights of any Noteholder of any of the Subordinated Notes. No failure to exercise or delay in exercising, by any Noteholder of the Subordinated Notes, of any right, power or privilege hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right, power or privilege preclude any other or further exercise thereof, or the exercise of any other right or remedy provided by law, except as restricted hereby. The rights and remedies provided in this Subordinated Note are cumulative and not exclusive of any right or remedy provided by law or equity. No notice or demand on the Company in any case shall, in itself, entitle the Company to any other or further notice or demand in similar or other circumstances or constitute a waiver of the rights of the Noteholders to any other or further action in any circumstances without notice or demand. No consent or waiver, expressed or implied, by the Noteholders to or of any breach or default by the Company in the performance of its obligations hereunder shall be deemed or construed to be a consent or waiver to or of any other breach or default in the performance of the same or any other obligations of the Company hereunder. Failure on the part of the Noteholders to complain of any acts or failure to act or to declare an Event of Default, irrespective of how long such failure continues, shall not constitute a waiver by the Noteholders of their rights hereunder or impair any rights, powers or remedies on account of any breach or default by the Company.

19.Absolute and Unconditional Obligation of the Company.

22

(a)No provisions of this Subordinated Note shall alter or impair the obligation of the Company, which is absolute and unconditional, to pay the principal and interest on this Subordinated Note at the times, places and rate, and in the coin or currency, herein prescribed.

(b)No delay or omission of the Noteholder to exercise any right or remedy accruing upon any Event of Default shall impair such right or remedy or constitute a waiver of any such Event of Default or an acquiescence therein.

(c)Any insured depository institution which shall be a Noteholder or which otherwise shall have any beneficial ownership interest in this Subordinated Note shall, by its acceptance of such Note (or beneficial interest therein), be deemed to have waived any right of offset with respect to the indebtedness evidenced thereby.

20.No Sinking Fund; Convertibility. This Subordinated Note is not entitled to the benefit of any sinking fund. This Subordinated Note is not convertible into or exchangeable for any of the equity securities, other securities or assets of the Company or any subsidiary of the Company.

21.No Recourse Against Others. No recourse under or upon any obligation, covenant or agreement contained in this Subordinated Note, or for any claim based thereon or otherwise in respect thereof, will be had against any past, present or future shareholder, employee, officer, or director, as such, of the Company or of any predecessor or successor, either directly or through the Company or any predecessor or successor, under any rule of law, statute or constitutional provision or by the enforcement of any assessment or by any legal or equitable proceeding or otherwise, all such liability being expressly waived and released by the acceptance of this Subordinated Note by the Noteholder and as part of the consideration for the issuance of this Subordinated Note.

22.Notices. All notices to the Company under this Subordinated Note shall be in writing and addressed to the Company at 1068 Highland Colony Parkway, Ridgeland, MS 39157, Attention: President & CEO, or to such other address as the Company may notify to the Noteholder (the “Payment Office”). All notices to the Noteholders shall be in writing and sent by first-class mail to each Noteholder at his or its address as set forth in the Security Register.

23.Further Issues. The Company may, without the consent of the Noteholders, create and issue additional notes having the same terms and conditions of the Subordinated Notes (except for the Issue Date and issue price) so that such further notes shall be consolidated and form a single series with the Subordinated Notes.

24.Governing Law; Interpretation. THIS SUBORDINATED NOTE WILL BE DEEMED TO BE A CONTRACT MADE UNDER THE LAWS OF THE STATE OF NEW YORK AND WILL BE GOVERNED BY, AND CONSTRUED IN ACCORDANCE WITH, THE LAWS OF THE STATE OF NEW YORK WITHOUT REGARD TO CONFLICT OF LAW PRINCIPLES THEREOF. THIS SUBORDINATED NOTE IS INTENDED TO MEET THE CRITERIA FOR QUALIFICATION OF THE OUTSTANDING PRINCIPAL AS TIER 2 CAPITAL UNDER THE REGULATORY GUIDELINES OF THE FEDERAL RESERVE, AND THE TERMS HEREOF SHALL BE INTERPRETED IN A MANNER TO SATISFY SUCH INTENT.

[Signature Page Follows]

23

IN WITNESS WHEREOF, the undersigned has caused this Subordinated Note to be duly executed and attested.

BANCPLUS CORPORATION

By:_______________________________________
Name: [●]
Title: [●]

ATTEST:

__________________________________
Name:    [●]
Title:    [●]

[Signature Page to Subordinated Note]

{N4540252.3}

24

ASSIGNMENT FORM

To assign this Subordinated Note, fill in the form below:

(I) or (we) assign and transfer this Subordinated Note to:

(Print or type assignee’s name, address and zip code)

(Insert assignee’s social security or tax I.D. No.)

and irrevocably appoint      agent to transfer this Subordinated Note on the books of the Company. The agent may substitute another to act for him.

Date:     Your signature:    

(Sign exactly as your name appears on the face of this Subordinated Note)

Tax Identification No:    

Signature Guarantee:    

(Signatures must be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program), pursuant to Rule 17Ad-15 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)).

The undersigned certifies that it [is / is not] an Affiliate of the Company and that, to its knowledge, the proposed transferee [is / is not] an Affiliate of the Company. In connection with any transfer or exchange of this Subordinated Note occurring prior to the date that is one year after the later of the date of original issuance of this Subordinated Note and the last date, if any, on which this Subordinated Note was owned by the Company or any Affiliate of the Company, the undersigned confirms that this Subordinated Note is being:

CHECK ONE BOX BELOW:

25

□	(1)	acquired for the undersigned’s own account, without transfer;
□	(2)	transferred to the Company;
□	(3)	transferred in accordance and in compliance with Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”);
□	(4)	transferred under an effective registration statement under the Securities Act;
□	(5)	transferred in accordance with and in compliance with Regulation S under the Securities Act;
□	(6)	transferred to an institutional “accredited investor” (as defined in Rule 501(a)(1), (2), (3) or (7) under the Securities Act);
□	(7)	transferred to an “accredited investor” (as defined in Rule 501(a)(4) under the Securities Act), not referred to in item (6) that has been provided with the information designated under Section 4(d) of the Securities Act; or
□	(8)	transferred in accordance with another available exemption from the registration requirements of the Securities Act.

Unless one of the boxes is checked, the Company will refuse to register this Subordinated Note in the name of any person other than the registered holder thereof; provided, however, that if box (5), (6), (7) or (8) is checked, the Company may require, prior to registering any such transfer of this Subordinated Note, in its sole discretion, such legal opinions, certifications and other information as the Company may reasonably request to confirm that such transfer is being made pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act such as the exemption provided by Rule 144 under such Act.

Signature:    

Signature Guarantee:    

(Signatures must be guaranteed by an eligible guarantor institution (banks, stockbrokers, savings and loan associations and credit unions with membership in an approved signature guarantee medallion program), pursuant to Exchange Act Rule 17Ad-l5).

TO BE COMPLETED BY PURCHASER IF BOX (1) OR (3) ABOVE IS CHECKED.

The undersigned represents and warrants that it is purchasing this Subordinated Note for its own account or an account with respect to which it exercises sole investment discretion and that it and any such account is a “qualified institutional buyer” within the meaning of Rule 144A under the Securities Act and is aware that the sale to it is being made in reliance on Rule 144A and acknowledges that it has received such information regarding the Company as the undersigned has requested pursuant to Rule 144A or has determined not to request such information and that it is aware that the transferor is relying upon the undersigned's foregoing representations in order to claim the exemption from registration provided by Rule 144A.

VP/#40904406.3

26

EX-31.1

EXHIBIT 31.1

Certification Pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934,

As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, William A. Ray, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of BancPlus Corporation and Subsidiaries;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	May 13, 2022
		/s/ William A. Ray
		William A. Ray
		President and Chief Executive Officer

EX-31.2

EXHIBIT 31.2

Certification Pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Securities Exchange Act of 1934,

As Adopted Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002

I, M. Ann Southerland, certify that:

1.I have reviewed this Quarterly Report on Form 10-Q of BancPlus Corporation and Subsidiaries;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:	May 13, 2022
		/s/ M. Ann Southerland
		M. Ann Southerland
		Senior Executive Vice President and Chief Financial Officer

EX-32.1

EXHIBIT 32.1

Certifications Pursuant to 18 U.S.C §1350,

As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q of BancPlus Corporation and Subsidiaries (the “Company”) for the period ended March 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, William A. Ray, President and Chief Executive Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	May 13, 2022
		/s/ William A. Ray
		William A. Ray
		President and Chief Executive Officer

EX-32.2

EXHIBIT 32.2

Certifications Pursuant to 18 U.S.C §1350,

As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

In connection with the Quarterly Report on Form 10-Q of BancPlus Corporation and Subsidiaries (the “Company”) for the period ended March 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, M. Ann Southerland, Senior Executive Vice President and Chief Financial Officer of the Company, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

1.The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and

2.The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:	May 13, 2022
		/s/ M. Ann Southerland
		M. Ann Southerland
		Senior Executive Vice President and Chief Financial Officer

XML

Cover - shares	3 Months Ended
	Mar. 31, 2022	May 06, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2022
Document Transition Report	false
Entity File Number	333-236022
Entity Registrant Name	BANCPLUS CORPORATION
Entity Incorporation, State or Country Code	MS
Entity Tax Identification Number	64-0655312
Entity Address, Address Line One	1068 Highland Colony Parkway
Entity Address, City or Town	Ridgeland
Entity Address, State or Province	MS
Entity Address, Postal Zip Code	39157
City Area Code	601
Local Phone Number	898-8300
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		11,644,407
Entity Central Index Key	0001118004
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2022

XML

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Assets:
Cash and due from banks	$ 74,563	$ 55,603
Interest bearing deposits with banks	620,789	608,562
Total cash and cash equivalents	695,352	664,165
Securities available for sale	645,196	576,614
Securities held to maturity - fair value: $68,858 - 2022; $72,084 - 2021	68,873	71,648
Loans held for sale	11,744	10,621
Loans	4,740,406	3,619,172
Less: Allowance for loan losses	44,238	45,000
Net loans	4,696,168	3,574,172
Premises and equipment	117,342	101,965
Operating lease right-of-use assets	35,351	34,561
Accrued interest receivable	17,756	14,329
Goodwill	63,836	2,616
Other assets	163,640	145,587
Total assets	6,515,258	5,196,278
Liabilities:
Deposits	5,853,097	4,622,116
Advances from Federal Home Loan Bank and other borrowings	40,453	20,501
Subordinated debentures	133,338	111,509
Operating lease liabilities	36,615	35,793
Accrued interest payable	2,945	1,425
Other liabilities	13,993	14,515
Total liabilities	6,080,441	4,805,859
Common Stock, par value $1.00 per share.
40,000,000 authorized at March 31, 2022 and December 31, 2021; 11,580,880 and 10,115,945 issued and outstanding at March 31, 2022 and December 31, 2021, respectively	11,581	10,116
Unearned Employee Stock Ownership Plan compensation	0	(1,401)
Additional paid-in capital	123,005	67,380
Retained earnings	319,898	314,357
Accumulated other comprehensive loss, net	(19,667)	(33)
Stockholders' equity before redeemable common stock owned by employee stock ownership plan	434,817	390,419
Total shareholders' equity	332,392	289,932
Liabilities and equity	6,515,258	5,196,278
Employee Stock Ownership Plan
Liabilities:
Redeemable common stock owned by the ESOP	102,425	100,487
Common Stock, par value $1.00 per share.
Less: Redeemable common stock owned by the ESOP	$ (102,425)	$ (100,487)

XML

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Securities, held to maturity, fair value	$ 68,858	$ 72,084
Common stock, par value per share (in USD per share)	$ 1.00	$ 1.00
Common stock, shares authorized (in shares)	40,000,000	40,000,000
Common stock, shares, issued (in shares)	11,580,880	10,115,945
Common stock outstanding (in shares)	11,580,880	10,115,945

XML

Consolidated Statements of Income - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Interest income:
Interest and fees on loans	$ 42,987	$ 43,142
Taxable securities	2,307	1,833
Tax-exempt securities	420	539
Interest bearing bank balances and other	231	138
Total interest income	45,945	45,652
Interest expense:
Deposits	1,677	2,164
Advances from Federal Home Loan Bank	76	77
Other borrowings	1,425	1,369
Total interest expense	3,178	3,610
Net interest income	42,767	42,042
Provision for loan losses	217	3,889
Net interest income after provision for loan losses	42,550	38,153
Other operating income:
Service charges on deposit accounts	6,792	5,737
Mortgage origination income	2,238	2,714
Debit card interchange	2,428	2,640
Other income	6,507	9,186
Total other operating income	17,965	20,277
Other operating expenses:
Salaries and employee benefits expenses	25,845	23,025
Net occupancy expenses	4,116	3,345
Furniture, equipment and data processing expenses	6,616	5,932
Other expenses	11,493	5,835
Total other operating expenses	48,070	38,137
Income before income taxes	12,445	20,293
Income tax expense	2,756	3,021
Net income	$ 9,689	$ 17,272
Earnings per common share - basic (in USD per share)	$ 0.93	$ 1.74
Earnings per common share - diluted (in USD per share)	$ 0.92	$ 1.73

XML

Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Statement of Comprehensive Income [Abstract]
Net income	$ 9,689	$ 17,272
Other comprehensive income (loss), net of tax:
Unrealized losses on securities available for sale	(26,144)	(4,936)
Tax effect	6,510	1,229
Total other comprehensive loss, net of tax	(19,634)	(3,707)
Comprehensive income (loss)	$ (9,945)	$ 13,565

XML

Consolidated Statements of Shareholders’ Equity - USD ($) $ in Thousands	Total	Common Stock	Unearned ESOP Compensation	Additional Paid-In Capital	Retained Earnings	Accumulated Other Comprehensive Income (Loss)	Less: Redeemable Common Stock Owned by the ESOP
Shares outstanding, beginning balance (in shares) at Dec. 31, 2020		10,079,277
Shareholders' equity, beginning balance at Dec. 31, 2020	$ 280,972	$ 10,079	$ (2,650)	$ 67,742	$ 273,204	$ 6,875	$ (74,278)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	17,272				17,272
Other comprehensive loss, net	(3,707)					(3,707)
Purchase of Company stock (in shares)		(36,449)
Purchase of Company stock	(1,868)	$ (36)		(1,832)
Shares withheld to satisfy withholding obligation in the vesting of restricted stock (in shares)		(1,500)
Shares withheld to satisfy withholding obligation in the vesting of restricted stock	(77)	$ (2)		(75)
Stock based compensation	487			487
Net change fair value of ESOP shares	(13,125)						(13,125)
Common stock released by ESOP	346		346
Dividends declared	(3,811)				(3,811)
Shares outstanding, ending balance (in shares) at Mar. 31, 2021		10,041,328
Shareholders' equity, ending balance at Mar. 31, 2021	276,489	$ 10,041	(2,304)	66,322	286,665	3,168	(87,403)
Shares outstanding, beginning balance (in shares) at Dec. 31, 2021		10,115,945
Shareholders' equity, beginning balance at Dec. 31, 2021	289,932	$ 10,116	(1,401)	67,380	314,357	(33)	(100,487)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income	9,689				9,689
Issuance of common stock for acquisition of First Trust Corporations (in shares)		1,444,732
Issuance of common stock for acquisition of First Trust Corporations	56,489	$ 1,445		55,044
Other comprehensive loss, net	(19,634)					(19,634)
Issuance of restricted stock (in shares)		21,367
Issuance of restricted stock	0	$ 21		(21)
Shares withheld to satisfy withholding obligation in the vesting of restricted stock (in shares)		(1,164)
Shares withheld to satisfy withholding obligation in the vesting of restricted stock	(79)	$ (1)		(78)
Stock based compensation	680			680
Net change fair value of ESOP shares	(1,938)						(1,938)
Common stock released by ESOP	1,401		1,401
Dividends declared	(4,148)				(4,148)
Shares outstanding, ending balance (in shares) at Mar. 31, 2022		11,580,880
Shareholders' equity, ending balance at Mar. 31, 2022	$ 332,392	$ 11,581	$ 0	$ 123,005	$ 319,898	$ (19,667)	$ (102,425)

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Consolidated Statements of Shareholders’ Equity (Parenthetical) - $ / shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Statement of Stockholders' Equity [Abstract]
Dividends declared (in USD per share)	$ 0.41	$ 0.38

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Consolidated Statements of Cash Flows - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Cash flows from operating activities:
Net income per consolidated statements of income	$ 9,689	$ 17,272
Adjustments to reconcile net income to net cash from operating activities:
Provision for loan losses	217	3,889
Depreciation and amortization	2,362	1,903
Net loss on sales of premises and equipment	1	85
Net gain on sales of other real estate owned	(19)	(171)
Write-downs of other real estate-owned	555	20
Deferred income tax expense (benefit)	(162)	433
Federal Home Loan Bank stock dividends	(3)	(3)
Common stock released by ESOP	1,401	346
Stock based compensation expense	680	487
Origination of loans held for sale	(72,280)	(105,569)
Proceeds from loans held for sale	77,357	114,794
Earnings on bank-owned life insurance	(626)	(3,492)
Net change in:
Accrued interest receivable and other assets	(3,374)	(1,365)
Accrued interest payable and other liabilities	(2,570)	(6,903)
Net cash from operating activities	13,228	21,726
Cash flows from investing activities:
Purchases of securities available for sale	(82,822)	(296,923)
Maturities and calls of securities available for sale	20,801	29,822
Purchases of securities held to maturity	0	(19,103)
Maturities, prepayments and calls of securities held to maturity	2,745	22,005
Net increase in loans	(122,286)	(30,982)
Purchases of premises and equipment	(2,336)	(1,343)
Proceeds from sales of premises and equipment	0	26
Proceeds from sales of other real estate owned	181	1,539
Investment in unconsolidated entities, net	1,709	(122)
Proceeds from bank-owned life insurance	0	4,336
Cash received in excess of cash paid for acquisition	165,974	0
Net cash used in investing activities	(16,034)	(290,745)
Net increase (decrease) in:
Noninterest-bearing deposits	42,746	82,692
Money market, negotiable order of withdrawal, and savings deposits	1,250	183,510
Certificates of deposit	(25,727)	(26,055)
Payments on Federal Home Loan Bank advances	(24)	(59)
Proceeds from other borrowings	20,000	0
Payments on other borrowings	0	(875)
Payment of debt issuance costs on other borrowings	(25)	0
Cash dividends paid on common stock	(4,148)	(3,811)
Purchase of Company stock	0	(1,868)
Shares withheld to pay taxes on restricted stock vesting	(79)	(77)
Net cash from financing activities	33,993	233,457
Net change in cash and cash equivalents	31,187	(35,562)
Cash and cash equivalents at beginning of period	664,165	637,545
Cash and cash equivalents at end of period	695,352	601,983
Supplemental cash flow information:
Interest paid	1,658	2,910
Acquisition of real estate in non-cash foreclosures	455	2,272
Fair value of assets acquired net of liabilities assumed	$ 58,508	$ 0

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Basis of Presentation

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

BancPlus Corporation (the “Company”) is a bank holding company headquartered in Ridgeland, Mississippi operating in one reportable segment. BankPlus (the “Bank”), the principal operating subsidiary and sole banking subsidiary of the Company, is a commercial bank primarily engaged in the business of commercial and consumer banking. In addition to general and consumer banking, other products and services offered though the Bank’s subsidiaries include certain insurance and annuity services, asset and investment management and financial planning services. Oakhurst Development, Inc. (“Oakhurst”) is a real estate subsidiary originally formed by the Company to liquidate a real estate development that was acquired by the Bank through foreclosure in 2002. Oakhurst became active again in March 2009 and holds loans and other real estate.

The unaudited interim consolidated financial statements include the accounts of the Company and all other entities in which the Company has a controlling financial interest, and reflect all adjustments (consisting of normal recurring adjustments) that are necessary in the opinion of the Company’s management to fairly present the financial position, results of operations and cash flows of the Company. They have been derived from the audited consolidated financial statements for the fiscal year ended December 31, 2021; however, certain notes and information have been omitted from the interim periods. Therefore, these unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2021. All significant intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications have been made to prior period amounts to conform to the current period presentation. The accounting and financial reporting policies followed by the Company conform, in all material respects, to the accounting principles generally accepted in the United States (“GAAP”) and to general practices within the financial services industry. The results of operations for the interim periods are not necessarily indicative of the results to be expected for future interim periods or for the entire year.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Particularly given the effects of the COVID-19 pandemic, the allowance/provision for loan losses, the fair value of financial instruments and the status of contingencies are particularly subject to change. Material estimates that are subject to significant change in the near term are the allowance for loan losses, provision for loan losses, valuation of other real estate owned and fair values of financial instruments. Actual results could differ from these estimates.

Recently Issued But Not Yet Effective Accounting Standards

Accounting Standards Update 2016-13 (“ASU 2016-13”), “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, which requires earlier measurement of credit losses and enhances disclosures. The main objective of ASU 2016-13 is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses over the life of the loan. ASU 2016-13 was originally effective for the Company for annual and interim periods beginning on January 1, 2021. Subsequently, FASB approved a deferral of the effective date. ASU 2016-13 will now be effective for the Company for annual and interim periods beginning on January 1, 2023. The Company has formed a cross functional team that is assessing data and system needs and evaluating the impact of adopting the new guidance. The Company expects to recognize a one-time cumulative effect adjustment to the allowance for loan losses as of the beginning of the first reporting period in which the Company adopts the new standard, but has not yet determined the magnitude of the one-time adjustment or the overall impact on the Company’s consolidated financial statements.

Accounting Standards Update 2020-04 (“ASU 2020-04”), “Reference Rate Reform - Topic 848.” In March 2020, the FASB issued ASU 2020-04, which provides temporary optional expedients and exceptions to the GAAP guidance on contract modifications, hedge accounting, and other transactions affected that reference the London Inter-Bank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. ASU 2020-04 is effective upon issuance and can be applied through December 31, 2022. The company is still evaluating the impact of ASU 2020-04, but does not expect it to have a material impact on the Company’s consolidated financial statements.

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Earnings Per Share

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Earnings Per Share

Earnings Per Share

Basic earnings per share is computed by dividing net income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income available to common shareholders by the weighted number of common shares outstanding during the period and the number of common shares that would have been outstanding assuming the issuance of common shares for all dilutive potential common shares outstanding during the reporting period.

	Three Months Ended March 31,
(In thousands except per share data)	2022		2021
Net income	$	9,689	$	17,272
Weighted average common shares outstanding	10,451		9,919
Diluted effect of unallocated stock	75		73
Diluted common shares	10,526		9,992
Basic earnings per common share	$	0.93	$	1.74
Diluted earnings per common share	$	0.92	$	1.73

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Business Combinations

3 Months Ended

Mar. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Business Combinations

Business Combinations

First Trust Corporation

Effective March 1, 2022, the Company completed its previously announced merger with First Trust Corporation (“FTC”), the holding company of First Bank and Trust (“FBT”). Pursuant to the terms of the Agreement and Plan of Share Exchange and Merger, dated September 28, 2021, as amended on February 9, 2022, by and among the Company, BankPlus, FTC, and FBT (the “FTC Merger Agreement”), following the Company’s acquisition of FTC by statutory share exchange, FTC was merged with and into BancPlus, with BancPlus surviving the merger (the “FTC Holding Company Merger”). Immediately thereafter FBT was merged with and into BankPlus, with BankPlus surviving the merger (together with the FTC Holding Company Merger, the “FTC Merger”). The FTC Merger expands the Company’s geographic footprint into Florida and adds additional locations in Louisiana and Mississippi, providing access to new markets and deposits.

Pursuant to the FTC Merger Agreement, holders of FTC stock received, in the aggregate, 1,444,764 shares of BancPlus common stock, with cash paid in lieu of fractional shares, and $52.7 million in cash, plus up to $10.0 million, less certain fees, costs, and expenses, that is being held in escrow pursuant to the terms of a previously disclosed Indemnity and Escrow Agreement that was entered into immediately prior to the completion of the FTC Merger pending a final determination from the Internal Revenue Service as to whether FTC’s subchapter S election will be reinstated retroactively to September 23, 2020. The fair value of the common shares issued was determined based on a third-party appraisal at the date of the acquisition, as there is no active market for the Company’s stock. At the time of this filing, final valuations of the stock consideration, assets acquired and liabilities assumed were not complete. The Company expects to finalize its analysis of the acquired assets and assumed liabilities in this transaction within one year of the completion of the FTC Merger. Therefore, adjustments to the estimated amounts and carrying values may occur.

During the three months ended March 31, 2022, the Company incurred approximately $4.2 million of acquisition expenses in connection with the FTC Merger. These expenses are recorded in other expenses in the Company’s Consolidated Statement of Income for the three months ended March 31, 2022.

The excess cost paid over the fair value of net assets acquired was recorded as goodwill during 2022. Goodwill, which reflects an enhanced presence in the Louisiana and Southern Mississippi market areas and expansion in to the Florida panhandle market as well as synergies expected as a result of the combined operations, is not deductible for tax purposes.

The following table reflects the consideration paid and the preliminary fair value allocation of assets acquired and liabilities assumed as of the acquisition date:

(In thousands)
Purchase price allocation:
Common stock issued			$	56,489
Cash paid			63,239
Total purchase price			$	119,728
Assets acquired:
Cash and due from banks	$	229,213
Securities	33,407
Loans held for sale	6,200
Loans, net	1,000,382
Premises and equipment	15,152
Accrued interest receivable	1,441
Core deposit intangible	7,825
Other assets	3,063
Total assets acquired	$	1,296,683
Liabilities assumed:
Deposits	$	1,212,712
Subordinated debentures	21,733
Other liabilities	3,730
Total liabilities assumed	$	1,238,175
Net assets acquired			58,508
Goodwill			$	61,220

In connection with the FTC Merger, the Company recorded a $7.8 million core deposit intangible, which will be amortized over 10 years. The Company also acquired loans with a fair value of $1.000 billion. The fair value of acquired loans at the time of acquisition is recorded as a premium or discount to the unpaid balance of each acquired loan. The net premium or discount is accreted or amortized into interest income over the remaining life of the loan. The Company recorded a net discount of $6.6 million on the acquired FTC loans, which included a credit mark discount of $15.7 million. Purchase credit impaired loans were insignificant.

Revenues and earnings of the acquired company since the FTC Merger date have not been disclosed as it is not practicable as FTC was merged into BancPlus and separate financial information for FTC is not available. The following table presents unaudited pro forma information as if the FTC Merger had occurred on January 1, 2021. This pro forma information combines the historic consolidated results of operations of BancPlus and FTC after giving effect to certain adjustments, including purchase accounting fair value adjustments and amortization of intangibles, as well as the related income tax effects of those adjustments. The pro forma information does not necessarily reflect the results of operations that would have occurred had the FTC Merger occurred on January 1, 2021.

	Three Months Ended March 31,
(In thousands, except per share data)	2022		2021
Net interest income	$	53,873	$	53,148
Other operating income	20,542		22,854
Net income available to common shareholders	13,924		21,507
Earnings per common share:
Basic	$	1.22	$	1.89
Diluted	1.21		1.87

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Investment Securities

3 Months Ended

Mar. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Investment Securities

Investment Securities

The following is a summary of the amortized cost and fair value of securities available for sale.

	Amortized		Gross Unrealized				Fair
(In thousands)	Cost		Gains		Losses		Value
March 31, 2022:
U.S. Treasuries	$	40,768	$	—	$	619	$	40,149
U.S. Government agency obligations	387,931		174		21,018		367,087
Residential mortgage-backed securities	123,989		221		2,896		121,314
Commercial mortgage-backed securities	14,137		—		883		13,254
Asset-backed securities	12,173		272		91		12,354
Corporate investments	46,000		324		932		45,392
State and political subdivisions	46,386		264		1,004		45,646
Total available for sale	$	671,384	$	1,255	$	27,443	$	645,196
December 31, 2021:
U.S. Government agency obligations	$	354,774	$	256	$	4,780	$	350,250
Residential mortgage-backed securities	107,772		2,312		297		109,787
Commercial mortgage-backed securities	14,286		41		51		14,276
Asset backed securities	12,730		421		44		13,107
Corporate investments	43,500		1,138		128		44,510
State and political subdivisions	43,596		1,200		112		44,684
Total available for sale	$	576,658	$	5,368	$	5,412	$	576,614

Gains and losses on the sale of securities are recorded on the trade date and are determined using the specific identification method.

The following is a summary of the amortized cost and fair value of securities held to maturity.

	Amortized		Gross Unrealized				Fair
(In thousands)	Cost		Gains		Losses		Value
March 31, 2022:
States and political subdivisions	$	68,873	$	46	$	61	$	68,858
Total held to maturity	$	68,873	$	46	$	61	$	68,858
December 31, 2021:
States and political subdivisions	$	71,648	$	436	$	—	$	72,084
Total held to maturity	$	71,648	$	436	$	—	$	72,084

All mortgage-backed securities in the above tables were issued or guaranteed by U.S. government agencies or sponsored agencies.

Provided below is a summary of investment securities that were in an unrealized loss position and the length of time that individual securities have been in a continuous loss position.

	Less Than 12 Months				12 Months or More				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value	Unrealized Losses
(In thousands)
March 31, 2022:
Available for sale:
U.S. Treasuries	$	30,150	$	619	$	—	$	—	30,150	$	619
U.S. Government agencies	236,649		13,035		124,827		7,983		361,476	21,018
Residential mortgage-backed securities	87,476		2,896		—		—		87,476	2,896
Commercial mortgage-backed securities	13,254		883		—		—		13,254	883
Asset backed securities	2,144		40		2,068		51		4,212	91
Corporate investments	30,159		841		1,909		91		32,068	932
States and political subdivisions	16,165		541		4,851		463		21,016	1,004
	$	415,997	$	18,855	$	133,655	$	8,588	549,652	$	27,443
December 31, 2021:
Available for sale:
U.S. Government agencies	$	314,614	$	4,780	$	—	$	—	314,614	$	4,780
Residential mortgage-backed securities	15,216		297		—		—		15,216	297
Commercial mortgage-backed securities	8,376		51		—		—		8,376	51
Asset backed securities	2,272		8		2,192		36		4,464	44
Corporate investments	6,117		112		—		—		6,117	112
States and political subdivisions	11,372		128		—		—		11,372	128
	$	357,967	$	5,376	$	2,192	$	36	360,159	$	5,412

The number of debt securities in an unrealized loss position increased from 82 at December 31, 2021 to 232 at March 31, 2022. The unrealized losses shown above are due to increases in market rates over the yields available at the time of purchase of the underlying securities and not credit quality. Because the Company does not intend to sell these securities and it is more likely than not that the Company will not be required to sell the investments before recovery of their amortized cost bases, which may be at maturity, the Company does not consider these investments to be impaired on an other-than-temporary basis at March 31, 2022.

The amortized cost and fair value of debt securities, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because borrowers have the right to call or prepay certain obligations with, or without, call or prepayment penalties.

	Available for Sale				Held to Maturity
	Amortized		Fair		Amortized		Fair
(In thousands)	Cost		Value		Cost		Value
March 31, 2022:
One year or less	$	12,048	$	12,050	$	7,529	$	7,530
After one through five years	328,003		313,889		47,762		47,745
After five through ten years	184,927		175,390		11,372		11,373
After ten years	146,406		143,867		2,210		2,210
	$	671,384	$	645,196	$	68,873	$	68,858

The following is a summary of the amortized cost and fair value for investment securities which were pledged to secure public deposits and for other purposes required or permitted by law.

	Available for Sale				Held to Maturity
	Amortized		Fair		Amortized		Fair
(In thousands)	Cost		Value		Cost		Value
March 31, 2022	$	580,152	$	555,294	$	38,645	$	38,644
December 31, 2021	$	451,402	$	450,480	$	38,704	$	39,102

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Loans

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

Loans

Loans

The following is a summary of the Company’s loan portfolio by loan class.

(In thousands)	March 31, 2022		December 31, 2021
Secured by real estate:
Residential properties	$	1,142,726	$	774,699
Construction and land development	676,562		543,763
Farmland	221,706		211,503
Other commercial	1,953,941		1,396,085
Total real estate	3,994,935		2,926,050
Commercial and industrial loans	584,565		527,102
Agricultural production and other loans to farmers	70,276		86,520
Consumer and other loans	90,630		79,500
Total loans before allowance for loan losses	$	4,740,406	$	3,619,172

Loans are stated at the amount of unpaid principal, before allowance for loan losses. Interest on loans is calculated using the simple interest method on daily balances of the principal amount outstanding.

Loan Origination/Risk Management/Credit Concentration - The Company has certain lending policies and procedures in place that are designed to maximize loan income within an acceptable level of risk. The Company’s Board of Directors reviews and approves these policies and procedures on a regular basis. Although the Company has a diversified loan portfolio, the Company has concentrations of credit risks related to the real estate market, including residential, commercial, and construction and land development lending. Most of the Company’s lending activity occurs within Mississippi, Louisiana, Alabama, and Florida.

The risk characteristics of the Company’s material portfolio segments are as follows:

Residential Real Estate Loans - The residential real estate loan portfolio consists of residential loans for single and multifamily properties. Residential loans are generally secured by owner occupied 1-4 family residences. Repayment of these loans is primarily dependent on the personal income and credit rating of the borrowers and can be impacted by economic conditions within their market area. Risk is mitigated by the fact that the loans are of smaller individual amounts and spread over a large number of borrowers.

Commercial Real Estate Loans - Commercial real estate loans include construction and land development loans, loans secured by farmland and other commercial real estate loans.

Construction and land development loans are usually based upon estimates of costs and estimated value of the completed project and include independent appraisal reviews and a financial analysis of the developers and property owners. Sources of repayment of these loans may include permanent loans, sales of developed property or an interim loan commitment from the Company until permanent financing is obtained. These loans are considered to be higher risk than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, general economic conditions and the availability of long-term financing.

Farmland loans are generally made for the purpose of acquiring land devoted to crop production or livestock, the propagation of timber or the operation of a similar type of business on the secured property. Sources of repayment for these loans generally include income generated from operations of a business on the property, rental income, or sales of timber. Repayment may be impacted by changes in economic conditions which affect underlying collateral values.

Commercial real estate loans typically involve larger principal amounts and repayment of these loans is generally dependent on the successful operations of the property securing the loan or the business conducted on the property securing the loan. These loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate. Management monitors and evaluates commercial real estate loans based on collateral and risk grade criteria.

Commercial and Industrial Loans - The commercial and industrial loan portfolio consists of loans to commercial customers for use in normal business operations to finance working capital needs, equipment purchase or other expansion projects. Commercial loan underwriting standards are designed to promote relationship banking rather than transactional banking and are underwritten based on the borrower’s expected ability to profitably operate its business. The cash flows of borrowers, however, may not be as expected and collateral securing these loans may fluctuate in value. Most commercial loans are secured by assets being financed or other business assets such as accounts receivable or inventory and may incorporate a personal guarantee. In the case of loans secured by accounts receivable, the availability of funds for repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers.

Consumer and Other Loans - The consumer and other loan portfolio consists of various term and line of credit loans such as automobile loans and loans for other personal purposes.  Repayment for these types of loans will come from a borrower’s income sources that are typically independent of the loan purpose.  Credit risk is driven by consumer economic factors (such as unemployment and general economic conditions in the Company’s market area) and the creditworthiness of a borrower.

Loans that are 30 days or more past due based on payments received and applied to the loan are considered delinquent. Accrual of interest is discontinued on a loan when management believes, after considering economic and business conditions and collection efforts, that a borrower's financial condition is such that collection of interest, but not necessarily principal, is doubtful. A loan is typically placed on non-accrual when the contractual payment of principal or interest becomes 90 days past due unless the loan is well-secured and in the process of collection. Loans may be placed on non-accrual status regardless of whether or not such loans are considered past due. Current year interest previously recorded, but deemed not collectible, is reversed and charged against current year income. Prior year interest previously recorded, but deemed not collectible, is charged against the allowance.

Payments subsequently received on non-accrual loans are applied to principal. Interest income is recognized to the extent that cash payments are received in excess of principal due. A loan may return to accrual status when principal and interest payments are no longer past due and collectability is reasonably assured.

The following table presents the recorded investment in nonaccrual loans, segregated by class.

(In thousands)	March 31, 2022		December 31, 2021
Secured by real estate:
Residential properties	$	3,373	$	3,154
Construction and land development	169		51
Farmland	1,445		1,327
Other commercial	2,486		1,176
Total real estate	7,473		5,708
Commercial and industrial loans	85		20
Agricultural production and other loans to farmers	14		3
Consumer and other loans	26		166
Total nonaccrual loans	$	7,598	$	5,897

An age analysis of past due loans (including both accruing and non-accruing loans) segregated by class of loans is as follows:

(In thousands)	Past Due 30-89 Days		Past Due 90 Days or More		Total Past Due		Current		Total Loans		Past Due 90 Days or More and Accruing
March 31, 2022
Secured by real estate:
Residential properties	$	6,845	$	2,039	$	8,884	$	1,133,842	$	1,142,726	$	732
Construction and land development	674		1,759		2,433		674,129		676,562		1,635
Farmland	794		1,328		2,122		219,584		221,706		58
Other commercial	3,914		1,397		5,311		1,948,630		1,953,941		145
Total real estate	12,227		6,523		18,750		3,976,185		3,994,935		2,570
Commercial and industrial loans	1,698		200		1,898		582,667		584,565		118
Agricultural production and other loans to farmers	189		—		189		70,087		70,276		—
Consumer loans	612		485		1,097		89,533		90,630		459
Total	$	14,726	$	7,208	$	21,934	$	4,718,472	$	4,740,406	$	3,147

(In thousands)	Past Due 30-89 Days		Past Due 90 Days or More		Total Past Due		Current		Total Loans		Past Due 90 Days or More and Accruing
December 31, 2021
Secured by real estate:
Residential properties	$	4,537	$	2,032	$	6,569	$	768,130	$	774,699	$	865
Construction and land development	367		1,085		1,452		542,311		543,763		1,085
Farmland	600		425		1,025		210,478		211,503		30
Other commercial	1,589		1,118		2,707		1,393,378		1,396,085		212
Total real estate	7,093		4,660		11,753		2,914,297		2,926,050		2,192
Commercial and industrial loans	824		623		1,447		525,655		527,102		606
Agricultural production and other loans to farmers	311		32		343		86,177		86,520		32
Consumer loans	374		250		624		78,876		79,500		84
Total	$	8,602	$	5,565	$	14,167	$	3,605,005	$	3,619,172	$	2,914

Impaired Loans - Impaired loans include nonperforming loans, loans modified in troubled debt restructurings (“TDRs”) where concessions have been granted to borrowers experiencing financial difficulties, and certain other loans identified by management. Certain other loans identified by management consist of performing loans with specific allocations of the allowance for loan loss. Impaired loans, or portions thereof, are charged-off when deemed uncollectible.

Impaired loans, segregated by class were as follows:

	March 31, 2022
	Principal		Recorded		Related
(In thousands)	Balance		Balance (1)		Allowance
Impaired loans with no related allowance:
Secured by real estate:
Residential properties	$	7,328	$	5,373	$	—
Construction and land development	3,724		1,767		—
Farmland	3,161		2,738		—
Other commercial	5,081		3,685		—
Total real estate	19,294		13,563		—
Commercial and industrial	9,730		9,464		—
Agricultural production and other loans to farmers	40		14		—
Consumer and other loans	247		26		—
Total	$	29,311	$	23,067	$	—
Impaired loans with related allowance:
Secured by real estate:
Residential properties	$	809	$	809	$	7
Construction and land development	—		—		—
Farmland	—		—		—
Other commercial	1,865		1,865		308
Total real estate	2,674		2,674		315
Commercial and industrial	4,548		4,548		1,723
Agricultural production and other loans to farmers	—		—		—
Consumer and other loans	—		—		—
Total	7,222		7,222		2,038
Total impaired loans	$	36,533	$	30,289	$	2,038

(1) Recorded balance represents the carrying value – the contractual principal obligation due from the customer less charge offs and payments applied.    

	December 31, 2021
	Principal		Recorded		Related
(In thousands)	Balance		Balance (1)		Allowance
Impaired loans with no related allowance:
Secured by real estate:
Residential properties	$	7,667	$	5,034	$	—
Construction and land development	3,615		1,649		—
Farmland	3,413		2,859		—
Other commercial	2,671		1,300		—
Total real estate	17,366		10,842		—
Commercial and industrial	17,528		17,300		—
Agricultural production and other loans to farmers	105		15		—
Consumer and other loans	249		166		—
Total	$	35,248	$	28,323	$	—
Impaired loans with related allowance:
Secured by real estate:
Residential properties	$	813	$	813	$	9
Construction and land development	—		—		—
Farmland	—		—		—
Other commercial	1,906		1,906		304
Total real estate	2,719		2,719		313
Commercial and industrial	4,542		4,542		1,701
Agricultural production and other loans to farmers	—		—		—
Consumer and other loans	—		—		—
Total	7,261		7,261		2,014
Total impaired loans	$	42,509	$	35,584	$	2,014

(1)Recorded balance represents the carrying value – the contractual principal obligation due from the customer less charge-offs and payments applied.

The average recorded investment and interest recognized for impaired loans for the three months ended March 31, 2022 and 2021 are presented below.

	Three Months Ended March 31,
	2022				2021
	Average		Interest		Average		Interest
(In thousands)	Investment		Recognized		Investment		Recognized
Secured by real estate:
Residential properties	$	5,704	$	9	$	6,657	$	37
Construction and land development	1,661		28		2,997		29
Farmland	2,743		20		10,432		124
Other commercial	4,128		22		9,311		57
Total real estate	14,236		79		29,397		247
Commercial and industrial	18,912		112		16,798		210
Agricultural production and other loans to farmers	7		—		81		—
Consumer loans	119		—		177		—
Total	$	33,274	$	191	$	46,453	$	457

There were no modifications classified as TDRs for the three months ended March 31, 2022 or 2021. Although there were additional modifications of terms on some loans, the prevailing modifications during the reported periods were related to converting the loans to interest only for a period of time, reductions in the interest rates, and/or extensions of payment dates or maturity dates. Because the majority of these loans were classified as impaired loans before restructuring, the modifications did not materially impact the Company’s determination of the allowance for loan losses. The allowance for loan losses attributable to restructured loans was $139,000 at March 31, 2022 and December 31, 2021.

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Allowance for Loan Losses

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

Allowance for Loan Losses

Allowance for Loan Losses

As management evaluates the allowance for loan losses, it is categorized as follows: (1) specific allocations; (2) allocations for classified assets with no specific allowance, based on historical loan experience for similar loans with similar characteristics, adjusted as necessary, to reflect the impact of current conditions; and (3) general allocations for each major loan category for loans not deemed impaired or classified, segmented by loan class based on historical loss experience and other risk factors. In assessing general economic conditions, management monitors several factors, including regional and national economic conditions, real estate market conditions and recently enacted regulations with potential economic effects.

Credit Quality Indicators – The Company utilizes a risk grading matrix to assign a grade to each of its commercial and real estate loans. Loans are rated on a scale of 1 to 10. A description of the general characteristics of the 10 risk ratings is as follows:

•Risk Grades 1, 2, 3, 4 and 5 – These grades include loans to borrowers of solid credit quality with no higher than normal risk of loss. Borrowers in these categories have satisfactory financial strength and adequate cash flow coverage to service debt requirements. Collateral type and quality, as well as protection, are adequate. The borrower’s management is strong and capable, financial information is timely and accurate, and guarantor support is strong.

•Risk Grade 6 – Pass and Watch – Loans in this category are currently protected, but risks are emerging that warrant more than normal attention and have above average risk of loss. These factors require a higher level of monitoring and may include emerging balance sheet weaknesses, strained liquidity, increased leverage ratio, and weakening management. Collateral support is less marketable or limited use and, although the protection is sufficient, the loan-to-value ratio may not meet policy guidelines. Guarantors may have a limited ability and willingness to provide intermediate support. Also, considerations surrounding industry deterioration, increased competition and minor policy exceptions concerning structure or amortization may affect the rating of these loans.

•Risk Grade 7 – Special Mention – The Company’s special mention rating is intended to closely align with the regulatory definition. A special mention asset has potential weaknesses that deserve management’s close attention. If left uncorrected, these weaknesses may result in deterioration of repayment prospects. These weaknesses may include deteriorating balance sheets, strained liquidity and elevated leverage ratios. Cash flow and profitability are marginally sufficient to service debt and collateral is exhibiting signs of decline in value; however, protection is currently sufficient.

Limited management experience or weaknesses have emerged requiring more than normal supervision and uncertainties regarding the quality of the financials are not explained. Guarantor has very limited ability and willingness to provide short-term support. Moderate policy exceptions concerning structure or amortization may be considered in order to provide relief to the borrower. Special mention assets are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification.

•Risk Grade 8 – Substandard – A loan in this category is inadequately protected by the current net worth and paying capacity of the borrower or of the collateral pledged. Assets so classified have a well-defined weakness that jeopardizes the liquidation of the debt. Factors affecting these loans may include balance sheet deterioration that has resulted in illiquid, highly leveraged or deficit net worth, cash flow that is not able to service debts as structured, collateral protection that may be inadequate, guarantor support that may be virtually non-existent, and management that is poor. Loans may require a major policy exception concerning structure or amortization. They are characterized by the distinct possibility that the Company will incur some loss if the deficiencies are not corrected.

•Risk Grade 9 – Doubtful – Loans classified doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions and values, highly questionable and improbable.

•Risk Grade 10 – Loss – Loans are considered uncollectible and of such little value that continuing to carry them as an active asset is not warranted. It does not mean that there will be no recovery, but, rather, it is not practical or desirable to defer writing off these assets even though a partial recovery may be possible in the future.

Classified loans for the Company include loans in Risk Grades 8, 9 and 10. Loans may be classified but not considered impaired, due to one of the following reasons: (i) the loan falls below the established minimum dollar thresholds for loan impairment testing or (ii) the loan was tested for impairment, but not deemed to be impaired.

The following table summarizes the credit quality of the Company’s loan portfolio by loan class for the period indicated:

	Risk Grades		Risk Grade		Risk Grade		Risk Grade
(In thousands)	1-6		7		8		9		Total
March 31, 2022
Secured by real estate:
Residential properties	$	1,130,830	$	202	$	11,694	$	—	$	1,142,726
Construction and land development	670,156		4,107		2,299		—		676,562
Farmland	218,673		—		3,033		—		221,706
Other commercial	1,939,140		948		13,853		—		1,953,941
Total real estate	3,958,799		5,257		30,879		—		3,994,935
Commercial and industrial	567,923		—		16,642		—		584,565
Agricultural production and other loans to farmers	70,080		—		196		—		70,276
Consumer and other loans	90,501		—		129		—		90,630
Total	$	4,687,303	$	5,257	$	47,846	$	—	$	4,740,406

	Risk Grades		Risk Grade		Risk Grade		Risk Grade
(In thousands)	1-6		7		8		9		Total
December 31, 2021
Secured by real estate:
Residential properties	$	763,116	$	—	$	11,583	$	—	$	774,699
Construction and land development	537,573		4,097		2,093		—		543,763
Farmland	208,318		—		3,185		—		211,503
Other commercial	1,386,240		—		9,845		—		1,396,085
Total real estate	2,895,247		4,097		26,706		—		2,926,050
Commercial and industrial	503,603		—		23,496		3		527,102
Agricultural production and other loans to farmers	86,292		—		228		—		86,520
Consumer and other loans	79,176		—		306		18		79,500
Total	$	3,564,318	$	4,097	$	50,736	$	21	$	3,619,172

Transactions in the allowance for loan losses and balances in the loan portfolio by loan segment are as follows:

(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
Three Months Ended March 31, 2022
Allowance for loan losses:
Beginning balance	$	6,556	$	27,133	$	9,488	$	1,823	$	45,000
Provision for loan losses	(468)		75		311		299		217
Recoveries on loans	22		141		54		791		1,008
Loans charged off	(58)		(437)		(250)		(1,242)		(1,987)
Ending balance	$	6,052	$	26,912	$	9,603	$	1,671	$	44,238
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	$	1,723	$	308	$	7	$	—	$	2,038
Collectively evaluated for impairment	4,329		26,604		9,596		1,671		42,200
Ending balance	$	6,052	$	26,912	$	9,603	$	1,671	$	44,238

(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
Three Months Ended March 31, 2021
Allowance for loan losses:
Beginning balance	$	6,337	$	20,163	$	7,900	$	1,600	$	36,000
Provision for loan losses	(290)		2,355		1,581		243		3,889
Recoveries on loans	107		413		84		882		1,486
Loans charged off	(19)		(315)		(126)		(874)		(1,334)
Balance, end of year	$	6,135	$	22,616	$	9,439	$	1,851	$	40,041
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	$	1,725	$	254	$	9	$	—	$	1,988
Collectively evaluated for impairment	4,410		22,362		9,430		1,851		38,053
Ending balance	$	6,135	$	22,616	$	9,439	$	1,851	$	40,041

The following table provides the recorded investment in loans, net of unearned income, based on the Company’s impairment methodology as of the dates presented:

(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
March 31, 2022
Individually evaluated for impairment	$	13,928	$	4,235	$	1,629	$	—	$	19,792
Collectively evaluated for impairment	570,637		2,847,974		1,141,097		160,906		4,720,614
Ending balance	$	584,565	$	2,852,209	$	1,142,726	$	160,906	$	4,740,406
December 31, 2021
Individually evaluated for impairment	$	21,822	$	3,434	$	1,640	$	166	$	27,062
Collectively evaluated for impairment	505,280		2,147,917		773,059		165,854		3,592,110
Ending balance	$	527,102	$	2,151,351	$	774,699	$	166,020	$	3,619,172

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Regulatory Matters

3 Months Ended

Mar. 31, 2022

Regulatory Matters [Abstract]

Regulatory Matters

Regulatory Matters

The Company (on a consolidated basis) and the Bank are subject to various regulatory capital requirements administered by state and federal banking agencies. Failure to meet minimum capital requirements triggers certain mandatory, and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and the Bank must meet specific capital guidelines that involve quantitative measures of assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

The U.S. capital rules, which in substance adopted the international Basel III Capital Rules and accordingly are referred to as the Basel III rules, became effective for both the Company and the Bank on January 1, 2015, with full compliance with all of the requirements being phased in over a multi-year schedule and fully phased in by January 1, 2019. The Basel III rules require banking institutions to comply with three minimum risk-based capital ratios for common equity Tier 1 (“CET1”) capital, Tier 1 capital, and total capital, as well as a minimum leverage ratio based on Tier 1 capital.

Under the Basel III rules, the Company must maintain a capital conservation buffer of CET1 capital above the minimum risk-based capital ratios. The capital conservation buffer is designed to absorb losses during periods of economic stress and effectively increases the minimum required risk-weighted capital ratios. If, after deducting the buffer amount from its CET1 capital, Tier 1 capital, and total capital, any of these amounts results in a risk-based capital ratio below the minimum, a banking institution will face constraints on dividends, equity repurchases and compensation based on the amount of the shortfall. The capital conservation buffer, which is 2.50%, is included in the minimum capital requirements relative to risk-weighted assets in the following table. Management believes as of March 31, 2022 and December 31, 2021, the Company and the Bank met Basel III minimum capital requirements to which they are subject.

The Bank is also subject to capital requirements under the prompt corrective action regime. As of March 31, 2022, the Bank maintained each of the capital ratios required to be categorized as well capitalized under the regulatory framework for prompt corrective action. The prompt corrective action framework applies only to insured depository institutions, such as the Bank, and not to their holding companies, such as the Company. To be categorized as well capitalized, an insured depository institution must maintain certain ratios of CET1 capital, Tier 1 capital and total capital to risk-weighted assets, and of Tier 1 capital to adjusted quarterly average assets. There are no conditions or events since March 31, 2022 that management believes have changed the Bank’s category. The amounts of the Bank’s capital relative to the standards for well capitalized status are set forth in the following table.

The Company’s and the Bank’s CET1 capital includes total common equity reduced by goodwill and other intangible assets, net of associated deferred tax liabilities. In connection with the adoption of Basel III, the Company elected to opt out of the requirement to include most components of accumulated other comprehensive income (loss) in CET1 capital.

Tier 1 capital includes CET1 capital and additional Tier 1 capital. For the Company, additional Tier 1 capital at March 31, 2022 and December 31, 2021 included $51.1 million and $51.0 million of trust preferred securities issued by the trusts (net of

investment in the trusts), respectively. The Bank did not have any additional Tier 1 capital beyond CET1 capital as of March 31, 2022 and December 31, 2021.

Total capital includes Tier 1 capital and Tier 2 capital. Tier 2 capital for both the Company and the Bank includes a permissible portion of the allowance for loan losses. In addition, Tier 2 capital at March 31, 2022 and December 31, 2021 for the Company includes $80.6 million and $58.8 million, respectively, of subordinated debentures. Capital levels required to be considered well capitalized are based upon prompt corrective action regulations.

The following table presents actual and required capital ratios for the Company and the Bank under the Basel III rules.

	Actual				Minimum Requirement				Required to be  Well Capitalized
(In thousands)	Capital Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio
March 31, 2022:
Company:
CET1 Capital to Risk-Weighted Assets	$	381,074	7.52	%	$	354,634	7.00	%	N/A		N/A
Tier 1 Capital to Risk-Weighted Assets	432,154		8.53	%	430,626		8.50	%	N/A		N/A
Total Capital to Risk-Weighted Assets	556,947		10.99	%	531,950		10.50	%	N/A		N/A
Tier 1 Capital to Average Assets	432,154		7.73	%	223,690		4.00	%	N/A		N/A
Bank:
CET1 Capital to Risk-Weighted Assets	$	510,266	10.23	%	$	349,248	7.00	%	$	324,301	6.50	%
Tier 1 Capital to Risk-Weighted Assets	510,266		10.23	%	424,087		8.50	%	399,140		8.00	%
Total Capital to Risk-Weighted Assets	554,504		11.11	%	523,872		10.50	%	198,925		10.00	%
Tier 1 Capital to Average Assets	510,266		9.14	%	223,200		4.00	%	279,000		5.00	%
December 31, 2021:
Company:
CET1 Capital to Risk-Weighted Assets	$	382,736	9.40	%	$	285,078	7.00	%	N/A		N/A
Tier 1 Capital to Risk-Weighted Assets	433,754		10.65	%	346,166		8.50	%	N/A		N/A
Total Capital to Risk-Weighted Assets	537,541		13.20	%	427,617		10.50	%	N/A		N/A
Tier 1 Capital to Average Assets	433,754		8.46	%	205,072		4.00	%	N/A		N/A
Bank:
CET1 Capital to Risk-Weighted Assets	$	428,602	10.55	%	$	284,509	7.00	%	$	264,187	6.50	%
Tier 1 Capital to Risk-Weighted Assets	428,602		10.55	%	345,475		8.50	%	325,153		8.00	%
Total Capital to Risk-Weighted Assets	473,602		11.65	%	426,763		10.50	%	406,441		10.00	%
Tier 1 Capital to Average Assets	428,602		8.37	%	204,714		4.00	%	255,893		5.00	%

The ability of the Company to pay future dividends, pay its expenses and retire its debt is dependent upon future income tax benefits and dividends paid to the Company by the Bank. The Bank is subject to dividend restrictions as imposed by Federal and state regulatory authorities.

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Fair Value

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Fair Value

Fair Value

Financial Instruments Measured at Fair Value

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company groups its assets and liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. Valuations within these levels are based upon:

Level 1

Unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access as of the measurement date

Level 2

Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities

Level 3

Unobservable inputs that are significant to the fair value of the assets or liabilities that reflect a company’s own assumptions about the assumptions that market participants would use in pricing assets or liabilities

Management monitors the availability of observable market data to assess the appropriate classification of assets and liabilities within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments from one fair value level to another. In such instances, the transfer is reported at the beginning of the reporting period. There were no transfers of financial instruments between fair value levels for any period presented.

The Company used the following methods and significant assumptions to estimate fair value.

Securities - The Company utilizes an independent pricing service to advise it on the value of the securities portfolio. Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. For these investments, the inputs used by the pricing service to determine fair value may include one, or a combination of several, observable inputs such as benchmark yields, reported trades, benchmark securities, bids, offers and reference data market research publications and are classified within Level 2 of the valuation hierarchy. In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy. For Level 3 securities, in addition to the inputs noted above, inputs used by the pricing service to determine fair value may also include estimated duration, municipal bond interest rate curve, and tax effected yield. There were no Level 3 securities as of March 31, 2022 or December 31, 2021. The Company’s treasury department and Asset Liability Management Committee review the aggregate fair values of the securities portfolio.

Impaired loans - Loans for which it is probable that the Company will not collect all principal and interest due according to contractual terms are measured for impairment on a non-recurring basis. Allowable methods for determining the amount of impairment include estimating fair value using the fair value of the collateral for collateral-dependent loans. Specific allowances for impaired loans are based on comparisons of the recorded carrying values of the loans to the present value of the estimated cash flows of these loans at each loan’s effective interest rate or the fair value of the collateral net of selling costs if the loan is collateral dependent. Impaired loans are primarily collateral dependent loans and are assessed using a fair value approach. Fair value estimates for collateral dependent loans are derived from appraised values based on the current market value or as-is value of the property being appraised. Appraisals are based on certain assumptions, which may include construction or development status and the highest and best use of the property. The appraisals are reviewed by the Company’s appraisal department to ensure they are acceptable. Impaired loans are classified within Level 3 of the fair value hierarchy. Impaired loans are evaluated on a quarterly basis for additional impairment and adjusted in accordance with the allowance policy.

Other Real Estate Owned - Other real estate owned is initially recorded at fair value less cost to sell at the date of foreclosure, establishing a new cost basis. These assets are subsequently accounted for at lower of cost or fair value less estimated cost to sell. Fair value estimates begin with obtaining a current independent appraisal or internal evaluation of the collateral value. Subsequent

to foreclosure, valuations are performed periodically by the Company’s appraisal department and any subsequent reduction in value is recognized by a charge to income.

Appraisals for both collateral-dependent impaired loans and other real estate owned are performed by certified appraisers whose qualifications and licenses have been reviewed by the Company. These appraisals are reviewed by a member of the Company’s appraisal department to ensure they are acceptable. Appraised values are adjusted down for costs associated with asset disposal. The significant unobservable inputs (Level 3) used in the fair value measurement of collateral for collateral impaired loans and other real estate owned are primarily based on appraisals, observable market conditions, and other factors which may affect collectability. The appraisals use marketability and comparability discounts, which generally range from 5% to 15%. Assessment of the significance of a specific input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset. It is reasonably possible that a change in the estimated fair value for assets measured using Level 3 inputs could occur in the future.

Assets and liabilities measured at fair value on a recurring basis are summarized below:

	Fair		Fair Value Measurements Using
(In thousands)	Value		Level 1		Level 2		Level 3
March 31, 2022
U.S. Treasuries	$	40,149	$	—	$	40,149	$	—
U.S. Government agency obligations	367,087		—		367,087		—
Residential mortgage-backed securities	121,314		—		121,314		—
Commercial mortgage-backed securities	13,254		—		13,254		—
Asset-backed securities	12,354		—		12,354		—
Corporate investments	45,392		—		45,392		—
State and political subdivisions	45,646		—		45,646		—
Total securities available for sale	$	645,196	$	—	$	645,196	$	—

December 31, 2021
U.S. Government agency obligations	$	350,250	$	—	$	350,250	$	—
Residential mortgage-backed securities	109,787		—		109,787		—
Commercial mortgage-backed securities	14,276		—		14,276		—
Asset backed securities	13,107		—		13,107		—
Corporate investments	44,510		—		44,510		—
State and political subdivisions	44,684		—		44,684		—
Total securities available for sale	$	576,614	$	—	$	576,614	$	—

Assets measured at fair value on a non-recurring basis are summarized below.

	Fair		Fair Value Measurements Using
(In thousands)	Value		Level 1		Level 2		Level 3
Impaired loans, net of allowance for loan losses:
March 31, 2022	$	28,251	$	—	$	—	$	28,251
December 31, 2021	$	33,570	$	—	$	—	$	33,570
Other real estate owned:
March 31, 2022	$	7,363	$	—	$	—	$	7,363
December 31, 2021	$	5,815	$	—	$	—	$	5,815

The following table presents quantitative information about Level 3 fair value measurements for assets measured at fair value on a non-recurring basis.

	Qualitative Information about Level 3 Fair Value Measurements
(In thousands)	Carrying Value		Valuation Methods	Unobservable Inputs	Range	Weighted Average
March 31, 2022
Impaired loans, net of specific allowance	$	28,251	Third-party appraisals	Selling costs	5% - 10%	6%
Other real estate owned	$	7,363	Third-party appraisals and internal evaluations	Selling costs	5% - 10%	6%

	Qualitative Information about Level 3 Fair Value Measurements
(In thousands)	Carrying Value		Valuation Methods	Unobservable Inputs	Range	Weighted Average
December 31, 2021
Impaired loans, net of specific allowance	$	33,570	Third-party appraisals	Selling costs	5% - 10%	6%
Other real estate owned	$	5,815	Third-party appraisals and internal evaluations	Selling costs	5% - 10%	6%

Fair Value of Financial Instruments

GAAP requires disclosure of fair value information about financial instruments, whether or not recognized on the balance sheet, that are not measured and reported at fair value on a recurring or non-recurring basis. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and, therefore, cannot be determined with precision. Changes in assumptions significantly affect the estimates and, as such, the derived fair value may not be indicative of the value negotiated in an actual sale and may not be comparable to that reported by other financial institutions. In addition, the fair value estimates are based on existing financial instruments without attempting to estimate the value of anticipated business and the value of assets and liabilities that are not considered financial instruments. In addition, the tax ramifications related to the realization of unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates.

The following table presents estimated fair values of the Company’s financial instruments not previously disclosed:

	March 31, 2022				December 31, 2021
(In thousands)	Carrying Value		Fair Value		Carrying Value		Fair Value
Financial assets:
Level 1 inputs:
Cash and cash equivalents	$	695,352	$	695,352	$	664,165	$	664,165
Level 2 inputs:
Securities held to maturity	68,873		68,858		71,648		72,084
FHLB stock	4,529		4,529		2,731		2,731
Accrued interest receivable	17,756		17,756		14,329		14,329
Level 3 inputs:
Loans held for sale	11,744		11,744		10,621		10,621
Loans, net	4,696,168		4,663,400		3,574,172		3,548,595
Financial liabilities:
Level 2 inputs:
Deposits	5,853,097		5,514,119		4,622,116		4,493,657
FHLB and other borrowings	40,453		40,584		20,501		21,024
Subordinated debentures	133,338		133,338		111,509		111,509
Accrued interest payable	2,945		2,945		1,425		1,425

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Subordinated Debentures and Trust Preferred Securities

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

Subordinated Debentures and Trust Preferred Securities

Subordinated Debentures and Trust Preferred Securities

Subordinated Debentures

On June 4, 2020, the Company entered into a Subordinated Note Purchase Agreement with certain qualified institutional buyers and institutional accredited investors pursuant to which the Company issued and sold $60.0 million in aggregate principal amount of its 6.000% Fixed-to-Floating Rate Subordinated Notes due June 15, 2030 (the “Notes”). The Company incurred issuance costs of $1.4 million in conjunction with the issuance of the Notes. These issuance costs are netted with the balance of the Notes on the Company’s Consolidated Balance Sheets and will be amortized over the life of the Notes. At both March 31, 2022 and December 31, 2021, the remaining unamortized balance of these issuance costs was $1.2 million. The Notes initially bear interest at a rate of 6.000% per annum from and including June 4, 2020, to but excluding June 15, 2025 or the early redemption date, with interest during this period payable semiannually in arrears. From and including June 15, 2025, to but excluding the maturity date or early redemption date, the interest rate will reset quarterly to an annual floating rate equal to Three-Month Term Secured Overnight Financing Rate plus 586 basis points, with interest during this period payable quarterly in arrears. The Company used the proceeds of the private placement for general corporate purposes, including improving the Company’s liquidity and capital position.

The Notes are not redeemable by the Company, in whole or in part, prior to the fifth anniversary of the original date of issue, except that the Notes may be redeemed at any time in whole but not in part in the event of a Tier 2 Capital Event, a Tax Event, or an Investment Company Event, each as defined and described in the Notes. On or after the fifth anniversary of the original date of issue, the Notes are redeemable on any interest payment date at the option of the Company, in whole or in part in integral multiples of $1,000, at an amount equal to 100% of the outstanding principal amount redeemed plus accrued but unpaid interest thereon. Any partial redemption will be made on a pro rata basis as to the holders of the Notes. Any redemption of the Notes is subject to any applicable regulatory requirements and approvals.

Effective March 1, 2022, in conjunction with the FTC Merger, the Company assumed FTC’s obligations under its Subordinated Note Purchase Agreement, dated as of December 23, 2020, and the several purchasers of the $21.0 million aggregate principal amount of 5.50% Fixed-to-Floating Rate Subordinated Notes due 2030 issued thereunder (the “Subordinated Notes”). The Subordinated Notes will mature on December 30, 2030 and bear interest at an initial fixed rate of 5.50% per annum, payable semi-annually in arrears. From and including December 30, 2025, to but excluding the maturity date or early redemption date, the interest rate will reset quarterly to a Three-Month Term Secured Overnight Financing Rate plus 527 basis points, payable

quarterly in arrears. BancPlus will be entitled to redeem the Subordinated Notes, in whole or in part, on any interest payment date on or after December 30, 2025, and to redeem the Subordinated Notes in whole upon certain other events. The Subordinated Notes are not subject to redemption at the option of the holder. The Subordinated Notes are unsecured, subordinated obligations of BancPlus only and are not obligations of, and are not guaranteed by, any subsidiary of BancPlus. The Subordinated Notes rank junior in right to payment to BancPlus’ current and future senior indebtedness. The Subordinated Notes have been structured to qualify as Tier 2 capital for regulatory capital purposes. The Subordinated Notes vary from the amount carried on the Consolidated Balance Sheets at March 31, 2022 due to the remaining purchase premium of $733,000, which was established upon closing of the FTC Merger and is being amortized over the remaining life of the debentures.

Trust Preferred Securities

The Company also owns the outstanding common stock of business trusts that have issued preferred capital securities to third parties. Under a grandfathering provision in the Basel III capital rules that applies to bank holding companies with less than $15 billion in total consolidated assets, these preferred capital securities have qualified as Tier 1 capital for the Company, subject to regulatory rules and limits. These trusts used the proceeds from the issuance of the common stock and the preferred capital securities to purchase subordinated debentures issued by the Company. These subordinated debentures are these trusts’ only assets, and quarterly interest payments on these subordinated debentures are the sole source of cash for these trusts to pay quarterly distributions on the common stock and preferred capital securities. The Company has fully and unconditionally guaranteed the trusts’ obligations with respect to the preferred capital securities.

The Company has the right to defer the payment of interest on the subordinated debentures at any time, or from time to time, for periods not exceeding five years. If interest payments on the subordinated debentures are deferred, the distributions on the trust preferred securities are also deferred. Interest on the subordinated debentures and distributions on the trust preferred securities are cumulative.

The following is a summary of subordinated debentures payable to statutory trusts.

(In thousands)	Year of Maturity	Interest Rate	March 31, 2022		December 31, 2021
First Bancshares of Baton Rouge Statutory Trust I	2034	3 month LIBOR, plus 2.50%	$	4,124	$	4,124
State Capital Statutory Trust IV	2035	3 month LIBOR, plus 1.99%	5,155		5,155
BancPlus Statutory Trust II	2036	3 month LIBOR, plus 1.50%	20,619		20,619
BancPlus Statutory Trust III	2037	3 month LIBOR, plus 1.35%	20,619		20,619
State Capital Master Trust	2037	3 month LIBOR, plus 1.46%	6,186		6,186
			$	56,703	$	56,703

The subordinated debentures payable to statutory trusts vary from the amount carried on the Consolidated Balance Sheets at March 31, 2022 due to the remaining purchase discount of $3.9 million, which was established upon the merger with State Capital Corp. (“SCC”), in which BancPlus acquired SCC, the holding company of State Bank & Trust Company (“State Bank”) by a statutory share exchange and SCC was merged with and into BancPlus and State Bank was merged with and into BankPlus, with BancPlus and BankPlus surviving the mergers, which closed on April 1, 2020, and is being amortized over the remaining life of the debentures.

Interest rates adjust quarterly for the subordinated debentures with rates that are indexed with LIBOR. On March 15, 2022 the Adjustable Interest Rate (LIBOR) Act was signed into law as part of the Consolidated Appropriations Act, 2022. The Adjustable Interest Rate (LIBOR) Act establishes a nationwide process for replacing LIBOR in financial contracts that mature after the cessation of the overnight, one-, three-, six- and 12-month U.S. dollar LIBOR tenors on June 30, 2023 and that do not provide for an effective means to replace LIBOR upon its cessation. For contracts in which a party has the discretion to identify a replacement rate, the Act also provides a safe harbor to parties if they choose the Secured Overnight Financing Rate (“SOFR”)-based benchmark replacement rate to be identified by the Board of Governors of the Federal Reserve System. We are currently monitoring these developments to determine any potential impact on the subordinated debentures.

The Company has the right to redeem the subordinated debentures prior to maturity. Upon redemption of the subordinated debentures payable to a statutory trust, the trust will also liquidate its common stock and preferred capital securities.

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Employee Benefits

3 Months Ended

Mar. 31, 2022

Postemployment Benefits [Abstract]

Employee Benefits

Employee Benefits

The Company has an Employee Stock Ownership Plan (“ESOP”) that covers all employees of the Bank who are at least 21 years of age and work in a position requiring at least one thousand hours of service annually. The plan also has 401(k) provisions that allow for employee tax deferred contributions. Participants may make contributions to the ESOP in accordance with applicable regulations and the ESOP’s provisions. The Company makes a 3% “safe harbor” matching contribution, plus an additional matching contribution equal to 50% of the next 2% of an employee’s salary deferral contributions in excess of 3%. Additional contributions are made to the ESOP at the discretion of the Company’s Board of Directors.

The ESOP owned 1,500,732 shares of the Company's common stock at both March 31, 2022 and December 31, 2021. The ESOP entered into loans, collateralized by ESOP shares, with the Company in connection with the repurchase of shares of Company stock that were sold by participants in accordance with diversification provisions of the ESOP. A total of 176,786 shares were repurchased through 2011, an additional 77,000 shares were repurchased under this program in 2012, and 27,594 shares were repurchased under this program in 2019. These unallocated shares are released to participants proportionately as the loan is repaid. Dividends on allocated shares are recorded as dividends and charged to retained earnings. Dividends on unallocated shares that are used to repay the loan are treated as compensation expense. As of March 31, 2022, the ESOP had zero outstanding loans with the Company.

The following table presents information related to the Company’s ESOP-owned shares.

(In thousands, except share data)	March 31, 2022		December 31, 2021
Allocated shares	1,500,732		1,472,334
Unearned shares	—		28,398
Total ESOP shares	1,500,732		1,500,732
Fair value of unearned shares	$	—	$	1,938

Distributions of the ESOP may be either in cash or Company common stock. The allocated shares are subject to a put option, whereby the Company will provide a market for a specified period of time for shares distributed to participants. The put price is the appraised value of the stock. The fair value of allocated shares of common stock held by the ESOP are deducted from permanent shareholders’ equity in the Consolidated Balance Sheets and reflected in a line item below liabilities and above shareholders’ equity. This presentation is necessary in order to recognize the put option within the ESOP-owned shares, consistent with U.S. Securities and Exchange Commission guidelines, that is present as long as the Company is not publicly traded. The Company uses a valuation by an external third party to determine the maximum possible cash obligation related to these securities. Increases or decreases in the value of the cash obligation are included in a separate line item in the Consolidated Statements of Shareholders’ Equity. The fair value of allocated shares held by the ESOP at March 31, 2022 was $102.4 million, based on the Company’s previously disclosed appraised value of $68.25 per share of common stock. The fair value at December 31, 2021 was $100.5 million, based on the Company’s previously disclosed appraised value of $68.25 per share of common stock. As previously disclosed, these appraised values were determined solely for purposes of the ESOP’s administration and are therefore subject to certain limitations, qualifications and assumptions and may not reflect the fair value of the Company’s common stock and should not be relied on for any reason. In particular, the COVID-19 pandemic has had a significant impact on the trading markets for equity securities, including the value of equity securities of banking institutions. Neither the Company nor the ESOP has any obligation to seek an adjusted valuation, to use these appraised values for any other purpose or, if the Company or the ESOP obtains a new appraised value, to disclose such new appraised value.

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Equity	3 Months Ended
	Mar. 31, 2022
Equity [Abstract]
Equity	EquityThe Company’s Articles of Incorporation authorize 10,000,000 shares of preferred stock with no par value, which may be issued from time to time and in one or more classes or series upon authorization of the Board of Directors. At March 31, 2022 and December 31, 2021, there were zero shares of preferred stock issued and outstanding.

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Stock Based Compensation

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Stock Based Compensation

Stock Based CompensationUnder the Company’s long-term incentive program, certain officers, employees and directors are eligible to receive equity-based awards under the 2018 Long-Term Incentive Plan (“LTIP”). Restricted stock awards (“RSAs”) granted under the LTIP generally vest over one to five years. Unvested RSAs are included in the Company’s common stock outstanding. Compensation expense

for RSAs granted under the LTIP is recognized over the vesting period of the awards based on the fair value of the stock at the grant date, with forfeitures recognized as they occur.

Stock based compensation that has been charged against income was $680,000 for the three months ended March 31, 2022 and $487,000 for same period of 2021. There were zero shares forfeited during the three months ended March 31, 2022 and 2021. As of March 31, 2022, there was $6.4 million of total unrecognized compensation cost related to unvested RSAs. The cost is expected to be recognized over a remaining weighted average period of 3.0 years.

A summary of the Company’s equity-based award activity and related information for the Company’s RSAs is as follows:

	Three Months Ended
	March 31, 2022			March 31, 2021
	Number of Shares	Weighted Average Grant Date Fair Value		Number of Shares	Weighted Average Grant Date Fair Value
Beginning of period	144,572	$	51.56	91,109	$	50.60
Granted	21,367	68.25		—	—
Vested	(6,077)	50.00		(9,878)	50.91
Forfeited	—	—		—	—
End of period	159,862	$	53.85	81,231	$	50.56

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Contingencies

3 Months Ended

Mar. 31, 2022

Commitments and Contingencies Disclosure [Abstract]

Contingencies

Contingencies

On March 20, 2019, a complaint (the “Complaint”), Mills v. BankPlus, et al., Case #3:19-cv-00196-CWR-FKB, was filed in the United States District Court for the Southern District of Mississippi, Northern Division, by Alysson Mills, in her capacity as Court-appointed Receiver for Arthur Lamar Adams (“Adams”) and Madison Timber Properties, LLC (“Madison Timber”), naming the Bank, three former Bank employees, one one then-current BankPlus employee and other defendants, including defendants affiliated and unaffiliated with BankPlus (“Defendants”). The Complaint seeks to recover damages from the Defendants for the benefit of the receivership estate related to certain investors who were allegedly defrauded by Adams and Madison Timber, whose actions were allegedly attributable to the actions of the Defendants that allegedly enabled negligent, illegal or fraudulent activities engaged in by Adams and Madison Timber. A brief description of the cause of action on the cover sheet filed with the Complaint includes securities, civil conspiracy, aiding and abetting, negligence, and other possible causes of action. The amount of damages (including punitive damages) requested against the Defendants in the Complaint is unspecified. On January 4, 2021, the plaintiff, Mills, filed an Amended Complaint. Answers and/or Motions to Dismiss the Amended complaint were filed by the Defendants. On July 8, 2021, the Court denied the Motion to Dismiss filed by BankPlus. A related motion for reconsideration was filed by BankPlus on August 9, 2021. On September 30, 2021, an order was entered to consolidate for purposes of discovery this case (No. 3:19-cv-00196-CWR-FKB) with three other related cases filed by Mills, the Receiver. A Case Management Order (No.: 3:22-cv-36-CWRFKB) was entered on January 31, 2022 for the sole purpose of managing consolidated discovery in the four related cases.

In addition to the above, the Company, including subsidiaries, is party to various legal proceedings arising in the ordinary course of business. We do not believe that loss contingencies, if any, arising from pending litigation and regulatory matters will have a material adverse effect on our consolidated financial position or liquidity.

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Basis of Presentation (Policies)

3 Months Ended

Mar. 31, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Consolidation

The unaudited interim consolidated financial statements include the accounts of the Company and all other entities in which the Company has a controlling financial interest, and reflect all adjustments (consisting of normal recurring adjustments) that are necessary in the opinion of the Company’s management to fairly present the financial position, results of operations and cash flows of the Company. They have been derived from the audited consolidated financial statements for the fiscal year ended December 31, 2021; however, certain notes and information have been omitted from the interim periods. Therefore, these unaudited interim consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended December 31, 2021. All significant intercompany balances and transactions have been eliminated in consolidation. Certain reclassifications have been made to prior period amounts to conform to the current period presentation. The accounting and financial reporting policies followed by the Company conform, in all material respects, to the accounting principles generally accepted in the United States (“GAAP”) and to general practices within the financial services industry. The results of operations for the interim periods are not necessarily indicative of the results to be expected for future interim periods or for the entire year.

Basis of accounting

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Particularly given the effects of the COVID-19 pandemic, the allowance/provision for loan losses, the fair value of financial instruments and the status of contingencies are particularly subject to change. Material estimates that are subject to significant change in the near term are the allowance for loan losses, provision for loan losses, valuation of other real estate owned and fair values of financial instruments. Actual results could differ from these estimates.

Recently Issued But Not Yet Effective Accounting Standards

Recently Issued But Not Yet Effective Accounting Standards

Accounting Standards Update 2016-13 (“ASU 2016-13”), “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments.” In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, which requires earlier measurement of credit losses and enhances disclosures. The main objective of ASU 2016-13 is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses over the life of the loan. ASU 2016-13 was originally effective for the Company for annual and interim periods beginning on January 1, 2021. Subsequently, FASB approved a deferral of the effective date. ASU 2016-13 will now be effective for the Company for annual and interim periods beginning on January 1, 2023. The Company has formed a cross functional team that is assessing data and system needs and evaluating the impact of adopting the new guidance. The Company expects to recognize a one-time cumulative effect adjustment to the allowance for loan losses as of the beginning of the first reporting period in which the Company adopts the new standard, but has not yet determined the magnitude of the one-time adjustment or the overall impact on the Company’s consolidated financial statements.

Accounting Standards Update 2020-04 (“ASU 2020-04”), “Reference Rate Reform - Topic 848.” In March 2020, the FASB issued ASU 2020-04, which provides temporary optional expedients and exceptions to the GAAP guidance on contract modifications, hedge accounting, and other transactions affected that reference the London Inter-Bank Offered Rate (“LIBOR”) or another reference rate expected to be discontinued. ASU 2020-04 is effective upon issuance and can be applied through December 31, 2022. The company is still evaluating the impact of ASU 2020-04, but does not expect it to have a material impact on the Company’s consolidated financial statements.

Allowance for Loan Losses

Loans are stated at the amount of unpaid principal, before allowance for loan losses. Interest on loans is calculated using the simple interest method on daily balances of the principal amount outstanding.

Loan Origination/Risk Management/Credit Concentration - The Company has certain lending policies and procedures in place that are designed to maximize loan income within an acceptable level of risk. The Company’s Board of Directors reviews and approves these policies and procedures on a regular basis. Although the Company has a diversified loan portfolio, the Company has concentrations of credit risks related to the real estate market, including residential, commercial, and construction and land development lending. Most of the Company’s lending activity occurs within Mississippi, Louisiana, Alabama, and Florida.

The risk characteristics of the Company’s material portfolio segments are as follows:

Residential Real Estate Loans - The residential real estate loan portfolio consists of residential loans for single and multifamily properties. Residential loans are generally secured by owner occupied 1-4 family residences. Repayment of these loans is primarily dependent on the personal income and credit rating of the borrowers and can be impacted by economic conditions within their market area. Risk is mitigated by the fact that the loans are of smaller individual amounts and spread over a large number of borrowers.

Commercial Real Estate Loans - Commercial real estate loans include construction and land development loans, loans secured by farmland and other commercial real estate loans.

Construction and land development loans are usually based upon estimates of costs and estimated value of the completed project and include independent appraisal reviews and a financial analysis of the developers and property owners. Sources of repayment of these loans may include permanent loans, sales of developed property or an interim loan commitment from the Company until permanent financing is obtained. These loans are considered to be higher risk than other real estate loans due to their ultimate repayment being sensitive to interest rate changes, general economic conditions and the availability of long-term financing.

Farmland loans are generally made for the purpose of acquiring land devoted to crop production or livestock, the propagation of timber or the operation of a similar type of business on the secured property. Sources of repayment for these loans generally include income generated from operations of a business on the property, rental income, or sales of timber. Repayment may be impacted by changes in economic conditions which affect underlying collateral values.

Commercial real estate loans typically involve larger principal amounts and repayment of these loans is generally dependent on the successful operations of the property securing the loan or the business conducted on the property securing the loan. These loans are viewed primarily as cash flow loans and secondarily as loans secured by real estate. Management monitors and evaluates commercial real estate loans based on collateral and risk grade criteria.

Commercial and Industrial Loans - The commercial and industrial loan portfolio consists of loans to commercial customers for use in normal business operations to finance working capital needs, equipment purchase or other expansion projects. Commercial loan underwriting standards are designed to promote relationship banking rather than transactional banking and are underwritten based on the borrower’s expected ability to profitably operate its business. The cash flows of borrowers, however, may not be as expected and collateral securing these loans may fluctuate in value. Most commercial loans are secured by assets being financed or other business assets such as accounts receivable or inventory and may incorporate a personal guarantee. In the case of loans secured by accounts receivable, the availability of funds for repayment of these loans may be substantially dependent on the ability of the borrower to collect amounts due from its customers.

Consumer and Other Loans - The consumer and other loan portfolio consists of various term and line of credit loans such as automobile loans and loans for other personal purposes.  Repayment for these types of loans will come from a borrower’s income sources that are typically independent of the loan purpose.  Credit risk is driven by consumer economic factors (such as unemployment and general economic conditions in the Company’s market area) and the creditworthiness of a borrower.

Loans that are 30 days or more past due based on payments received and applied to the loan are considered delinquent. Accrual of interest is discontinued on a loan when management believes, after considering economic and business conditions and collection efforts, that a borrower's financial condition is such that collection of interest, but not necessarily principal, is doubtful. A loan is typically placed on non-accrual when the contractual payment of principal or interest becomes 90 days past due unless the loan is well-secured and in the process of collection. Loans may be placed on non-accrual status regardless of whether or not such loans are considered past due. Current year interest previously recorded, but deemed not collectible, is reversed and charged against current year income. Prior year interest previously recorded, but deemed not collectible, is charged against the allowance.

Payments subsequently received on non-accrual loans are applied to principal. Interest income is recognized to the extent that cash payments are received in excess of principal due. A loan may return to accrual status when principal and interest payments are no longer past due and collectability is reasonably assured.

Impaired Loans - Impaired loans include nonperforming loans, loans modified in troubled debt restructurings (“TDRs”) where concessions have been granted to borrowers experiencing financial difficulties, and certain other loans identified by management. Certain other loans identified by management consist of performing loans with specific allocations of the allowance for loan loss. Impaired loans, or portions thereof, are charged-off when deemed uncollectible.Allowance for Loan Losses

As management evaluates the allowance for loan losses, it is categorized as follows: (1) specific allocations; (2) allocations for classified assets with no specific allowance, based on historical loan experience for similar loans with similar characteristics, adjusted as necessary, to reflect the impact of current conditions; and (3) general allocations for each major loan category for loans not deemed impaired or classified, segmented by loan class based on historical loss experience and other risk factors. In assessing general economic conditions, management monitors several factors, including regional and national economic conditions, real estate market conditions and recently enacted regulations with potential economic effects.

Credit Quality Indicators – The Company utilizes a risk grading matrix to assign a grade to each of its commercial and real estate loans. Loans are rated on a scale of 1 to 10. A description of the general characteristics of the 10 risk ratings is as follows:

•Risk Grades 1, 2, 3, 4 and 5 – These grades include loans to borrowers of solid credit quality with no higher than normal risk of loss. Borrowers in these categories have satisfactory financial strength and adequate cash flow coverage to service debt requirements. Collateral type and quality, as well as protection, are adequate. The borrower’s management is strong and capable, financial information is timely and accurate, and guarantor support is strong.

•Risk Grade 6 – Pass and Watch – Loans in this category are currently protected, but risks are emerging that warrant more than normal attention and have above average risk of loss. These factors require a higher level of monitoring and may include emerging balance sheet weaknesses, strained liquidity, increased leverage ratio, and weakening management. Collateral support is less marketable or limited use and, although the protection is sufficient, the loan-to-value ratio may not meet policy guidelines. Guarantors may have a limited ability and willingness to provide intermediate support. Also, considerations surrounding industry deterioration, increased competition and minor policy exceptions concerning structure or amortization may affect the rating of these loans.

•Risk Grade 7 – Special Mention – The Company’s special mention rating is intended to closely align with the regulatory definition. A special mention asset has potential weaknesses that deserve management’s close attention. If left uncorrected, these weaknesses may result in deterioration of repayment prospects. These weaknesses may include deteriorating balance sheets, strained liquidity and elevated leverage ratios. Cash flow and profitability are marginally sufficient to service debt and collateral is exhibiting signs of decline in value; however, protection is currently sufficient.

Limited management experience or weaknesses have emerged requiring more than normal supervision and uncertainties regarding the quality of the financials are not explained. Guarantor has very limited ability and willingness to provide short-term support. Moderate policy exceptions concerning structure or amortization may be considered in order to provide relief to the borrower. Special mention assets are not adversely classified and do not expose an institution to sufficient risk to warrant adverse classification.

•Risk Grade 8 – Substandard – A loan in this category is inadequately protected by the current net worth and paying capacity of the borrower or of the collateral pledged. Assets so classified have a well-defined weakness that jeopardizes the liquidation of the debt. Factors affecting these loans may include balance sheet deterioration that has resulted in illiquid, highly leveraged or deficit net worth, cash flow that is not able to service debts as structured, collateral protection that may be inadequate, guarantor support that may be virtually non-existent, and management that is poor. Loans may require a major policy exception concerning structure or amortization. They are characterized by the distinct possibility that the Company will incur some loss if the deficiencies are not corrected.

•Risk Grade 9 – Doubtful – Loans classified doubtful have all the weaknesses inherent in those classified substandard with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently known facts, conditions and values, highly questionable and improbable.

•Risk Grade 10 – Loss – Loans are considered uncollectible and of such little value that continuing to carry them as an active asset is not warranted. It does not mean that there will be no recovery, but, rather, it is not practical or desirable to defer writing off these assets even though a partial recovery may be possible in the future.

Classified loans for the Company include loans in Risk Grades 8, 9 and 10. Loans may be classified but not considered impaired, due to one of the following reasons: (i) the loan falls below the established minimum dollar thresholds for loan impairment testing or (ii) the loan was tested for impairment, but not deemed to be impaired.

Financial Instruments Measured at Fair Value

Financial Instruments Measured at Fair Value

Fair value is the exchange price that would be received for an asset or paid to transfer a liability (exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company groups its assets and liabilities measured at fair value in three levels, based on the markets in which the assets and liabilities are traded and the reliability of the assumptions used to determine fair value. Valuations within these levels are based upon:

Level 1

Unadjusted quoted prices in active markets for identical assets or liabilities that the entity has the ability to access as of the measurement date

Level 2

Observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities

Level 3

Unobservable inputs that are significant to the fair value of the assets or liabilities that reflect a company’s own assumptions about the assumptions that market participants would use in pricing assets or liabilities

Management monitors the availability of observable market data to assess the appropriate classification of assets and liabilities within the fair value hierarchy. Changes in economic conditions or model-based valuation techniques may require the transfer of financial instruments from one fair value level to another. In such instances, the transfer is reported at the beginning of the reporting period. There were no transfers of financial instruments between fair value levels for any period presented.

The Company used the following methods and significant assumptions to estimate fair value.

Securities - The Company utilizes an independent pricing service to advise it on the value of the securities portfolio. Where quoted market prices are available in an active market, securities are classified within Level 1 of the valuation hierarchy. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics or discounted cash flows. For these investments, the inputs used by the pricing service to determine fair value may include one, or a combination of several, observable inputs such as benchmark yields, reported trades, benchmark securities, bids, offers and reference data market research publications and are classified within Level 2 of the valuation hierarchy. In certain cases where Level 1 or Level 2 inputs are not available, securities are classified within Level 3 of the hierarchy. For Level 3 securities, in addition to the inputs noted above, inputs used by the pricing service to determine fair value may also include estimated duration, municipal bond interest rate curve, and tax effected yield. There were no Level 3 securities as of March 31, 2022 or December 31, 2021. The Company’s treasury department and Asset Liability Management Committee review the aggregate fair values of the securities portfolio.

Impaired loans - Loans for which it is probable that the Company will not collect all principal and interest due according to contractual terms are measured for impairment on a non-recurring basis. Allowable methods for determining the amount of impairment include estimating fair value using the fair value of the collateral for collateral-dependent loans. Specific allowances for impaired loans are based on comparisons of the recorded carrying values of the loans to the present value of the estimated cash flows of these loans at each loan’s effective interest rate or the fair value of the collateral net of selling costs if the loan is collateral dependent. Impaired loans are primarily collateral dependent loans and are assessed using a fair value approach. Fair value estimates for collateral dependent loans are derived from appraised values based on the current market value or as-is value of the property being appraised. Appraisals are based on certain assumptions, which may include construction or development status and the highest and best use of the property. The appraisals are reviewed by the Company’s appraisal department to ensure they are acceptable. Impaired loans are classified within Level 3 of the fair value hierarchy. Impaired loans are evaluated on a quarterly basis for additional impairment and adjusted in accordance with the allowance policy.

Other Real Estate Owned - Other real estate owned is initially recorded at fair value less cost to sell at the date of foreclosure, establishing a new cost basis. These assets are subsequently accounted for at lower of cost or fair value less estimated cost to sell. Fair value estimates begin with obtaining a current independent appraisal or internal evaluation of the collateral value. Subsequent

to foreclosure, valuations are performed periodically by the Company’s appraisal department and any subsequent reduction in value is recognized by a charge to income.

Appraisals for both collateral-dependent impaired loans and other real estate owned are performed by certified appraisers whose qualifications and licenses have been reviewed by the Company. These appraisals are reviewed by a member of the Company’s appraisal department to ensure they are acceptable. Appraised values are adjusted down for costs associated with asset disposal. The significant unobservable inputs (Level 3) used in the fair value measurement of collateral for collateral impaired loans and other real estate owned are primarily based on appraisals, observable market conditions, and other factors which may affect collectability. The appraisals use marketability and comparability discounts, which generally range from 5% to 15%. Assessment of the significance of a specific input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset. It is reasonably possible that a change in the estimated fair value for assets measured using Level 3 inputs could occur in the future.

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Earnings Per Share (Tables)

3 Months Ended

Mar. 31, 2022

Earnings Per Share [Abstract]

Schedule of earnings per share

	Three Months Ended March 31,
(In thousands except per share data)	2022		2021
Net income	$	9,689	$	17,272
Weighted average common shares outstanding	10,451		9,919
Diluted effect of unallocated stock	75		73
Diluted common shares	10,526		9,992
Basic earnings per common share	$	0.93	$	1.74
Diluted earnings per common share	$	0.92	$	1.73

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Business Combinations (Tables)

3 Months Ended

Mar. 31, 2022

Business Combination and Asset Acquisition [Abstract]

Consideration paid and preliminary fair value allocation

The following table reflects the consideration paid and the preliminary fair value allocation of assets acquired and liabilities assumed as of the acquisition date:

(In thousands)
Purchase price allocation:
Common stock issued			$	56,489
Cash paid			63,239
Total purchase price			$	119,728
Assets acquired:
Cash and due from banks	$	229,213
Securities	33,407
Loans held for sale	6,200
Loans, net	1,000,382
Premises and equipment	15,152
Accrued interest receivable	1,441
Core deposit intangible	7,825
Other assets	3,063
Total assets acquired	$	1,296,683
Liabilities assumed:
Deposits	$	1,212,712
Subordinated debentures	21,733
Other liabilities	3,730
Total liabilities assumed	$	1,238,175
Net assets acquired			58,508
Goodwill			$	61,220

Unaudited pro forma information

The following table presents unaudited pro forma information as if the FTC Merger had occurred on January 1, 2021. This pro forma information combines the historic consolidated results of operations of BancPlus and FTC after giving effect to certain adjustments, including purchase accounting fair value adjustments and amortization of intangibles, as well as the related income tax effects of those adjustments. The pro forma information does not necessarily reflect the results of operations that would have occurred had the FTC Merger occurred on January 1, 2021.

	Three Months Ended March 31,
(In thousands, except per share data)	2022		2021
Net interest income	$	53,873	$	53,148
Other operating income	20,542		22,854
Net income available to common shareholders	13,924		21,507
Earnings per common share:
Basic	$	1.22	$	1.89
Diluted	1.21		1.87

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Investment Securities (Tables)

3 Months Ended

Mar. 31, 2022

Investments, Debt and Equity Securities [Abstract]

Summary of the amortized cost and fair value of securities available for sale

The following is a summary of the amortized cost and fair value of securities available for sale.

	Amortized		Gross Unrealized				Fair
(In thousands)	Cost		Gains		Losses		Value
March 31, 2022:
U.S. Treasuries	$	40,768	$	—	$	619	$	40,149
U.S. Government agency obligations	387,931		174		21,018		367,087
Residential mortgage-backed securities	123,989		221		2,896		121,314
Commercial mortgage-backed securities	14,137		—		883		13,254
Asset-backed securities	12,173		272		91		12,354
Corporate investments	46,000		324		932		45,392
State and political subdivisions	46,386		264		1,004		45,646
Total available for sale	$	671,384	$	1,255	$	27,443	$	645,196
December 31, 2021:
U.S. Government agency obligations	$	354,774	$	256	$	4,780	$	350,250
Residential mortgage-backed securities	107,772		2,312		297		109,787
Commercial mortgage-backed securities	14,286		41		51		14,276
Asset backed securities	12,730		421		44		13,107
Corporate investments	43,500		1,138		128		44,510
State and political subdivisions	43,596		1,200		112		44,684
Total available for sale	$	576,658	$	5,368	$	5,412	$	576,614

Summary of the amortized cost and fair value of securities held to maturity

The following is a summary of the amortized cost and fair value of securities held to maturity.

	Amortized		Gross Unrealized				Fair
(In thousands)	Cost		Gains		Losses		Value
March 31, 2022:
States and political subdivisions	$	68,873	$	46	$	61	$	68,858
Total held to maturity	$	68,873	$	46	$	61	$	68,858
December 31, 2021:
States and political subdivisions	$	71,648	$	436	$	—	$	72,084
Total held to maturity	$	71,648	$	436	$	—	$	72,084

Summary of investment securities that were in an unrealized loss position

Provided below is a summary of investment securities that were in an unrealized loss position and the length of time that individual securities have been in a continuous loss position.

	Less Than 12 Months				12 Months or More				Total
	Fair Value		Unrealized Losses		Fair Value		Unrealized Losses		Fair Value	Unrealized Losses
(In thousands)
March 31, 2022:
Available for sale:
U.S. Treasuries	$	30,150	$	619	$	—	$	—	30,150	$	619
U.S. Government agencies	236,649		13,035		124,827		7,983		361,476	21,018
Residential mortgage-backed securities	87,476		2,896		—		—		87,476	2,896
Commercial mortgage-backed securities	13,254		883		—		—		13,254	883
Asset backed securities	2,144		40		2,068		51		4,212	91
Corporate investments	30,159		841		1,909		91		32,068	932
States and political subdivisions	16,165		541		4,851		463		21,016	1,004
	$	415,997	$	18,855	$	133,655	$	8,588	549,652	$	27,443
December 31, 2021:
Available for sale:
U.S. Government agencies	$	314,614	$	4,780	$	—	$	—	314,614	$	4,780
Residential mortgage-backed securities	15,216		297		—		—		15,216	297
Commercial mortgage-backed securities	8,376		51		—		—		8,376	51
Asset backed securities	2,272		8		2,192		36		4,464	44
Corporate investments	6,117		112		—		—		6,117	112
States and political subdivisions	11,372		128		—		—		11,372	128
	$	357,967	$	5,376	$	2,192	$	36	360,159	$	5,412

Schedule of investments classified by contractual maturity date

The amortized cost and fair value of debt securities, by contractual maturity, are shown below. Actual maturities may differ from contractual maturities because borrowers have the right to call or prepay certain obligations with, or without, call or prepayment penalties.

	Available for Sale				Held to Maturity
	Amortized		Fair		Amortized		Fair
(In thousands)	Cost		Value		Cost		Value
March 31, 2022:
One year or less	$	12,048	$	12,050	$	7,529	$	7,530
After one through five years	328,003		313,889		47,762		47,745
After five through ten years	184,927		175,390		11,372		11,373
After ten years	146,406		143,867		2,210		2,210
	$	671,384	$	645,196	$	68,873	$	68,858

Summary of the amortized cost and fair value for investment securities which were pledged to secure public deposits and for other purposes

The following is a summary of the amortized cost and fair value for investment securities which were pledged to secure public deposits and for other purposes required or permitted by law.

	Available for Sale				Held to Maturity
	Amortized		Fair		Amortized		Fair
(In thousands)	Cost		Value		Cost		Value
March 31, 2022	$	580,152	$	555,294	$	38,645	$	38,644
December 31, 2021	$	451,402	$	450,480	$	38,704	$	39,102

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Loans (Tables)

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

Summary of the Company’s loan portfolio by loan class

The following is a summary of the Company’s loan portfolio by loan class.

(In thousands)	March 31, 2022		December 31, 2021
Secured by real estate:
Residential properties	$	1,142,726	$	774,699
Construction and land development	676,562		543,763
Farmland	221,706		211,503
Other commercial	1,953,941		1,396,085
Total real estate	3,994,935		2,926,050
Commercial and industrial loans	584,565		527,102
Agricultural production and other loans to farmers	70,276		86,520
Consumer and other loans	90,630		79,500
Total loans before allowance for loan losses	$	4,740,406	$	3,619,172

Summary of the recorded investment in non-accrual loans, segregated by class

The following table presents the recorded investment in nonaccrual loans, segregated by class.

(In thousands)	March 31, 2022		December 31, 2021
Secured by real estate:
Residential properties	$	3,373	$	3,154
Construction and land development	169		51
Farmland	1,445		1,327
Other commercial	2,486		1,176
Total real estate	7,473		5,708
Commercial and industrial loans	85		20
Agricultural production and other loans to farmers	14		3
Consumer and other loans	26		166
Total nonaccrual loans	$	7,598	$	5,897

Summary of age analysis of past due loans

An age analysis of past due loans (including both accruing and non-accruing loans) segregated by class of loans is as follows:

(In thousands)	Past Due 30-89 Days		Past Due 90 Days or More		Total Past Due		Current		Total Loans		Past Due 90 Days or More and Accruing
March 31, 2022
Secured by real estate:
Residential properties	$	6,845	$	2,039	$	8,884	$	1,133,842	$	1,142,726	$	732
Construction and land development	674		1,759		2,433		674,129		676,562		1,635
Farmland	794		1,328		2,122		219,584		221,706		58
Other commercial	3,914		1,397		5,311		1,948,630		1,953,941		145
Total real estate	12,227		6,523		18,750		3,976,185		3,994,935		2,570
Commercial and industrial loans	1,698		200		1,898		582,667		584,565		118
Agricultural production and other loans to farmers	189		—		189		70,087		70,276		—
Consumer loans	612		485		1,097		89,533		90,630		459
Total	$	14,726	$	7,208	$	21,934	$	4,718,472	$	4,740,406	$	3,147

(In thousands)	Past Due 30-89 Days		Past Due 90 Days or More		Total Past Due		Current		Total Loans		Past Due 90 Days or More and Accruing
December 31, 2021
Secured by real estate:
Residential properties	$	4,537	$	2,032	$	6,569	$	768,130	$	774,699	$	865
Construction and land development	367		1,085		1,452		542,311		543,763		1,085
Farmland	600		425		1,025		210,478		211,503		30
Other commercial	1,589		1,118		2,707		1,393,378		1,396,085		212
Total real estate	7,093		4,660		11,753		2,914,297		2,926,050		2,192
Commercial and industrial loans	824		623		1,447		525,655		527,102		606
Agricultural production and other loans to farmers	311		32		343		86,177		86,520		32
Consumer loans	374		250		624		78,876		79,500		84
Total	$	8,602	$	5,565	$	14,167	$	3,605,005	$	3,619,172	$	2,914

Summary of impaired loans

Impaired loans, segregated by class were as follows:

	March 31, 2022
	Principal		Recorded		Related
(In thousands)	Balance		Balance (1)		Allowance
Impaired loans with no related allowance:
Secured by real estate:
Residential properties	$	7,328	$	5,373	$	—
Construction and land development	3,724		1,767		—
Farmland	3,161		2,738		—
Other commercial	5,081		3,685		—
Total real estate	19,294		13,563		—
Commercial and industrial	9,730		9,464		—
Agricultural production and other loans to farmers	40		14		—
Consumer and other loans	247		26		—
Total	$	29,311	$	23,067	$	—
Impaired loans with related allowance:
Secured by real estate:
Residential properties	$	809	$	809	$	7
Construction and land development	—		—		—
Farmland	—		—		—
Other commercial	1,865		1,865		308
Total real estate	2,674		2,674		315
Commercial and industrial	4,548		4,548		1,723
Agricultural production and other loans to farmers	—		—		—
Consumer and other loans	—		—		—
Total	7,222		7,222		2,038
Total impaired loans	$	36,533	$	30,289	$	2,038

(1) Recorded balance represents the carrying value – the contractual principal obligation due from the customer less charge offs and payments applied.    

	December 31, 2021
	Principal		Recorded		Related
(In thousands)	Balance		Balance (1)		Allowance
Impaired loans with no related allowance:
Secured by real estate:
Residential properties	$	7,667	$	5,034	$	—
Construction and land development	3,615		1,649		—
Farmland	3,413		2,859		—
Other commercial	2,671		1,300		—
Total real estate	17,366		10,842		—
Commercial and industrial	17,528		17,300		—
Agricultural production and other loans to farmers	105		15		—
Consumer and other loans	249		166		—
Total	$	35,248	$	28,323	$	—
Impaired loans with related allowance:
Secured by real estate:
Residential properties	$	813	$	813	$	9
Construction and land development	—		—		—
Farmland	—		—		—
Other commercial	1,906		1,906		304
Total real estate	2,719		2,719		313
Commercial and industrial	4,542		4,542		1,701
Agricultural production and other loans to farmers	—		—		—
Consumer and other loans	—		—		—
Total	7,261		7,261		2,014
Total impaired loans	$	42,509	$	35,584	$	2,014

(1)Recorded balance represents the carrying value – the contractual principal obligation due from the customer less charge-offs and payments applied.

The average recorded investment and interest recognized for impaired loans for the three months ended March 31, 2022 and 2021 are presented below.

	Three Months Ended March 31,
	2022				2021
	Average		Interest		Average		Interest
(In thousands)	Investment		Recognized		Investment		Recognized
Secured by real estate:
Residential properties	$	5,704	$	9	$	6,657	$	37
Construction and land development	1,661		28		2,997		29
Farmland	2,743		20		10,432		124
Other commercial	4,128		22		9,311		57
Total real estate	14,236		79		29,397		247
Commercial and industrial	18,912		112		16,798		210
Agricultural production and other loans to farmers	7		—		81		—
Consumer loans	119		—		177		—
Total	$	33,274	$	191	$	46,453	$	457

The following table provides the recorded investment in loans, net of unearned income, based on the Company’s impairment methodology as of the dates presented:

(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
March 31, 2022
Individually evaluated for impairment	$	13,928	$	4,235	$	1,629	$	—	$	19,792
Collectively evaluated for impairment	570,637		2,847,974		1,141,097		160,906		4,720,614
Ending balance	$	584,565	$	2,852,209	$	1,142,726	$	160,906	$	4,740,406
December 31, 2021
Individually evaluated for impairment	$	21,822	$	3,434	$	1,640	$	166	$	27,062
Collectively evaluated for impairment	505,280		2,147,917		773,059		165,854		3,592,110
Ending balance	$	527,102	$	2,151,351	$	774,699	$	166,020	$	3,619,172

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Allowance for Loan Losses (Tables)

3 Months Ended

Mar. 31, 2022

Receivables [Abstract]

Summary of the credit quality of the Company’s loan portfolio by loan class

The following table summarizes the credit quality of the Company’s loan portfolio by loan class for the period indicated:

	Risk Grades		Risk Grade		Risk Grade		Risk Grade
(In thousands)	1-6		7		8		9		Total
March 31, 2022
Secured by real estate:
Residential properties	$	1,130,830	$	202	$	11,694	$	—	$	1,142,726
Construction and land development	670,156		4,107		2,299		—		676,562
Farmland	218,673		—		3,033		—		221,706
Other commercial	1,939,140		948		13,853		—		1,953,941
Total real estate	3,958,799		5,257		30,879		—		3,994,935
Commercial and industrial	567,923		—		16,642		—		584,565
Agricultural production and other loans to farmers	70,080		—		196		—		70,276
Consumer and other loans	90,501		—		129		—		90,630
Total	$	4,687,303	$	5,257	$	47,846	$	—	$	4,740,406

	Risk Grades		Risk Grade		Risk Grade		Risk Grade
(In thousands)	1-6		7		8		9		Total
December 31, 2021
Secured by real estate:
Residential properties	$	763,116	$	—	$	11,583	$	—	$	774,699
Construction and land development	537,573		4,097		2,093		—		543,763
Farmland	208,318		—		3,185		—		211,503
Other commercial	1,386,240		—		9,845		—		1,396,085
Total real estate	2,895,247		4,097		26,706		—		2,926,050
Commercial and industrial	503,603		—		23,496		3		527,102
Agricultural production and other loans to farmers	86,292		—		228		—		86,520
Consumer and other loans	79,176		—		306		18		79,500
Total	$	3,564,318	$	4,097	$	50,736	$	21	$	3,619,172

Summary of allowance for loan losses and balances in the loan portfolio by loan segment

Transactions in the allowance for loan losses and balances in the loan portfolio by loan segment are as follows:

(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
Three Months Ended March 31, 2022
Allowance for loan losses:
Beginning balance	$	6,556	$	27,133	$	9,488	$	1,823	$	45,000
Provision for loan losses	(468)		75		311		299		217
Recoveries on loans	22		141		54		791		1,008
Loans charged off	(58)		(437)		(250)		(1,242)		(1,987)
Ending balance	$	6,052	$	26,912	$	9,603	$	1,671	$	44,238
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	$	1,723	$	308	$	7	$	—	$	2,038
Collectively evaluated for impairment	4,329		26,604		9,596		1,671		42,200
Ending balance	$	6,052	$	26,912	$	9,603	$	1,671	$	44,238

(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
Three Months Ended March 31, 2021
Allowance for loan losses:
Beginning balance	$	6,337	$	20,163	$	7,900	$	1,600	$	36,000
Provision for loan losses	(290)		2,355		1,581		243		3,889
Recoveries on loans	107		413		84		882		1,486
Loans charged off	(19)		(315)		(126)		(874)		(1,334)
Balance, end of year	$	6,135	$	22,616	$	9,439	$	1,851	$	40,041
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	$	1,725	$	254	$	9	$	—	$	1,988
Collectively evaluated for impairment	4,410		22,362		9,430		1,851		38,053
Ending balance	$	6,135	$	22,616	$	9,439	$	1,851	$	40,041

Summary of impaired loans

Impaired loans, segregated by class were as follows:

	March 31, 2022
	Principal		Recorded		Related
(In thousands)	Balance		Balance (1)		Allowance
Impaired loans with no related allowance:
Secured by real estate:
Residential properties	$	7,328	$	5,373	$	—
Construction and land development	3,724		1,767		—
Farmland	3,161		2,738		—
Other commercial	5,081		3,685		—
Total real estate	19,294		13,563		—
Commercial and industrial	9,730		9,464		—
Agricultural production and other loans to farmers	40		14		—
Consumer and other loans	247		26		—
Total	$	29,311	$	23,067	$	—
Impaired loans with related allowance:
Secured by real estate:
Residential properties	$	809	$	809	$	7
Construction and land development	—		—		—
Farmland	—		—		—
Other commercial	1,865		1,865		308
Total real estate	2,674		2,674		315
Commercial and industrial	4,548		4,548		1,723
Agricultural production and other loans to farmers	—		—		—
Consumer and other loans	—		—		—
Total	7,222		7,222		2,038
Total impaired loans	$	36,533	$	30,289	$	2,038

(1) Recorded balance represents the carrying value – the contractual principal obligation due from the customer less charge offs and payments applied.    

	December 31, 2021
	Principal		Recorded		Related
(In thousands)	Balance		Balance (1)		Allowance
Impaired loans with no related allowance:
Secured by real estate:
Residential properties	$	7,667	$	5,034	$	—
Construction and land development	3,615		1,649		—
Farmland	3,413		2,859		—
Other commercial	2,671		1,300		—
Total real estate	17,366		10,842		—
Commercial and industrial	17,528		17,300		—
Agricultural production and other loans to farmers	105		15		—
Consumer and other loans	249		166		—
Total	$	35,248	$	28,323	$	—
Impaired loans with related allowance:
Secured by real estate:
Residential properties	$	813	$	813	$	9
Construction and land development	—		—		—
Farmland	—		—		—
Other commercial	1,906		1,906		304
Total real estate	2,719		2,719		313
Commercial and industrial	4,542		4,542		1,701
Agricultural production and other loans to farmers	—		—		—
Consumer and other loans	—		—		—
Total	7,261		7,261		2,014
Total impaired loans	$	42,509	$	35,584	$	2,014

(1)Recorded balance represents the carrying value – the contractual principal obligation due from the customer less charge-offs and payments applied.

The average recorded investment and interest recognized for impaired loans for the three months ended March 31, 2022 and 2021 are presented below.

	Three Months Ended March 31,
	2022				2021
	Average		Interest		Average		Interest
(In thousands)	Investment		Recognized		Investment		Recognized
Secured by real estate:
Residential properties	$	5,704	$	9	$	6,657	$	37
Construction and land development	1,661		28		2,997		29
Farmland	2,743		20		10,432		124
Other commercial	4,128		22		9,311		57
Total real estate	14,236		79		29,397		247
Commercial and industrial	18,912		112		16,798		210
Agricultural production and other loans to farmers	7		—		81		—
Consumer loans	119		—		177		—
Total	$	33,274	$	191	$	46,453	$	457

The following table provides the recorded investment in loans, net of unearned income, based on the Company’s impairment methodology as of the dates presented:

(In thousands)	Commercial and Industrial		Commercial Real Estate		Residential		Consumer and other		Total
March 31, 2022
Individually evaluated for impairment	$	13,928	$	4,235	$	1,629	$	—	$	19,792
Collectively evaluated for impairment	570,637		2,847,974		1,141,097		160,906		4,720,614
Ending balance	$	584,565	$	2,852,209	$	1,142,726	$	160,906	$	4,740,406
December 31, 2021
Individually evaluated for impairment	$	21,822	$	3,434	$	1,640	$	166	$	27,062
Collectively evaluated for impairment	505,280		2,147,917		773,059		165,854		3,592,110
Ending balance	$	527,102	$	2,151,351	$	774,699	$	166,020	$	3,619,172

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Regulatory Matters (Tables)

3 Months Ended

Mar. 31, 2022

Regulatory Matters [Abstract]

Schedule of actual and required capital ratios

The following table presents actual and required capital ratios for the Company and the Bank under the Basel III rules.

	Actual				Minimum Requirement				Required to be  Well Capitalized
(In thousands)	Capital Amount		Ratio		Capital Amount		Ratio		Capital Amount		Ratio
March 31, 2022:
Company:
CET1 Capital to Risk-Weighted Assets	$	381,074	7.52	%	$	354,634	7.00	%	N/A		N/A
Tier 1 Capital to Risk-Weighted Assets	432,154		8.53	%	430,626		8.50	%	N/A		N/A
Total Capital to Risk-Weighted Assets	556,947		10.99	%	531,950		10.50	%	N/A		N/A
Tier 1 Capital to Average Assets	432,154		7.73	%	223,690		4.00	%	N/A		N/A
Bank:
CET1 Capital to Risk-Weighted Assets	$	510,266	10.23	%	$	349,248	7.00	%	$	324,301	6.50	%
Tier 1 Capital to Risk-Weighted Assets	510,266		10.23	%	424,087		8.50	%	399,140		8.00	%
Total Capital to Risk-Weighted Assets	554,504		11.11	%	523,872		10.50	%	198,925		10.00	%
Tier 1 Capital to Average Assets	510,266		9.14	%	223,200		4.00	%	279,000		5.00	%
December 31, 2021:
Company:
CET1 Capital to Risk-Weighted Assets	$	382,736	9.40	%	$	285,078	7.00	%	N/A		N/A
Tier 1 Capital to Risk-Weighted Assets	433,754		10.65	%	346,166		8.50	%	N/A		N/A
Total Capital to Risk-Weighted Assets	537,541		13.20	%	427,617		10.50	%	N/A		N/A
Tier 1 Capital to Average Assets	433,754		8.46	%	205,072		4.00	%	N/A		N/A
Bank:
CET1 Capital to Risk-Weighted Assets	$	428,602	10.55	%	$	284,509	7.00	%	$	264,187	6.50	%
Tier 1 Capital to Risk-Weighted Assets	428,602		10.55	%	345,475		8.50	%	325,153		8.00	%
Total Capital to Risk-Weighted Assets	473,602		11.65	%	426,763		10.50	%	406,441		10.00	%
Tier 1 Capital to Average Assets	428,602		8.37	%	204,714		4.00	%	255,893		5.00	%

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Fair Value (Tables)

3 Months Ended

Mar. 31, 2022

Fair Value Disclosures [Abstract]

Schedule assets and liabilities measured on recurring basis

Assets and liabilities measured at fair value on a recurring basis are summarized below:

	Fair		Fair Value Measurements Using
(In thousands)	Value		Level 1		Level 2		Level 3
March 31, 2022
U.S. Treasuries	$	40,149	$	—	$	40,149	$	—
U.S. Government agency obligations	367,087		—		367,087		—
Residential mortgage-backed securities	121,314		—		121,314		—
Commercial mortgage-backed securities	13,254		—		13,254		—
Asset-backed securities	12,354		—		12,354		—
Corporate investments	45,392		—		45,392		—
State and political subdivisions	45,646		—		45,646		—
Total securities available for sale	$	645,196	$	—	$	645,196	$	—

December 31, 2021
U.S. Government agency obligations	$	350,250	$	—	$	350,250	$	—
Residential mortgage-backed securities	109,787		—		109,787		—
Commercial mortgage-backed securities	14,276		—		14,276		—
Asset backed securities	13,107		—		13,107		—
Corporate investments	44,510		—		44,510		—
State and political subdivisions	44,684		—		44,684		—
Total securities available for sale	$	576,614	$	—	$	576,614	$	—

Schedule of assets measured at fair value on a non-recurring basis

Assets measured at fair value on a non-recurring basis are summarized below.

	Fair		Fair Value Measurements Using
(In thousands)	Value		Level 1		Level 2		Level 3
Impaired loans, net of allowance for loan losses:
March 31, 2022	$	28,251	$	—	$	—	$	28,251
December 31, 2021	$	33,570	$	—	$	—	$	33,570
Other real estate owned:
March 31, 2022	$	7,363	$	—	$	—	$	7,363
December 31, 2021	$	5,815	$	—	$	—	$	5,815

Schedule of quantitative information about Level 3 fair value measurements for assets measured at fair value on a non-recurring basis

The following table presents quantitative information about Level 3 fair value measurements for assets measured at fair value on a non-recurring basis.

	Qualitative Information about Level 3 Fair Value Measurements
(In thousands)	Carrying Value		Valuation Methods	Unobservable Inputs	Range	Weighted Average
March 31, 2022
Impaired loans, net of specific allowance	$	28,251	Third-party appraisals	Selling costs	5% - 10%	6%
Other real estate owned	$	7,363	Third-party appraisals and internal evaluations	Selling costs	5% - 10%	6%

	Qualitative Information about Level 3 Fair Value Measurements
(In thousands)	Carrying Value		Valuation Methods	Unobservable Inputs	Range	Weighted Average
December 31, 2021
Impaired loans, net of specific allowance	$	33,570	Third-party appraisals	Selling costs	5% - 10%	6%
Other real estate owned	$	5,815	Third-party appraisals and internal evaluations	Selling costs	5% - 10%	6%

Schedule of estimated fair values of the Company’s financial instruments not previously disclosed

The following table presents estimated fair values of the Company’s financial instruments not previously disclosed:

	March 31, 2022				December 31, 2021
(In thousands)	Carrying Value		Fair Value		Carrying Value		Fair Value
Financial assets:
Level 1 inputs:
Cash and cash equivalents	$	695,352	$	695,352	$	664,165	$	664,165
Level 2 inputs:
Securities held to maturity	68,873		68,858		71,648		72,084
FHLB stock	4,529		4,529		2,731		2,731
Accrued interest receivable	17,756		17,756		14,329		14,329
Level 3 inputs:
Loans held for sale	11,744		11,744		10,621		10,621
Loans, net	4,696,168		4,663,400		3,574,172		3,548,595
Financial liabilities:
Level 2 inputs:
Deposits	5,853,097		5,514,119		4,622,116		4,493,657
FHLB and other borrowings	40,453		40,584		20,501		21,024
Subordinated debentures	133,338		133,338		111,509		111,509
Accrued interest payable	2,945		2,945		1,425		1,425

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Subordinated Debentures and Trust Preferred Securities (Tables)

3 Months Ended

Mar. 31, 2022

Debt Disclosure [Abstract]

Summary of debentures payable to statutory trusts

The following is a summary of subordinated debentures payable to statutory trusts.

(In thousands)	Year of Maturity	Interest Rate	March 31, 2022		December 31, 2021
First Bancshares of Baton Rouge Statutory Trust I	2034	3 month LIBOR, plus 2.50%	$	4,124	$	4,124
State Capital Statutory Trust IV	2035	3 month LIBOR, plus 1.99%	5,155		5,155
BancPlus Statutory Trust II	2036	3 month LIBOR, plus 1.50%	20,619		20,619
BancPlus Statutory Trust III	2037	3 month LIBOR, plus 1.35%	20,619		20,619
State Capital Master Trust	2037	3 month LIBOR, plus 1.46%	6,186		6,186
			$	56,703	$	56,703

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Employee Benefits (Tables)

3 Months Ended

Mar. 31, 2022

Postemployment Benefits [Abstract]

Schedule of ESOP-owned shares

The following table presents information related to the Company’s ESOP-owned shares.

(In thousands, except share data)	March 31, 2022		December 31, 2021
Allocated shares	1,500,732		1,472,334
Unearned shares	—		28,398
Total ESOP shares	1,500,732		1,500,732
Fair value of unearned shares	$	—	$	1,938

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Stock Based Compensation (Tables)

3 Months Ended

Mar. 31, 2022

Share-based Payment Arrangement [Abstract]

Summary of restricted stock activity

A summary of the Company’s equity-based award activity and related information for the Company’s RSAs is as follows:

	Three Months Ended
	March 31, 2022			March 31, 2021
	Number of Shares	Weighted Average Grant Date Fair Value		Number of Shares	Weighted Average Grant Date Fair Value
Beginning of period	144,572	$	51.56	91,109	$	50.60
Granted	21,367	68.25		—	—
Vested	(6,077)	50.00		(9,878)	50.91
Forfeited	—	—		—	—
End of period	159,862	$	53.85	81,231	$	50.56

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Basis of Presentation (Details)	3 Months Ended
	Mar. 31, 2022 segment
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Number of reportable segments	1

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Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Earnings Per Share [Abstract]
Net income	$ 9,689	$ 17,272
Weighted average common shares outstanding (in shares)	10,451	9,919
Diluted effect of unallocated stock (in shares)	75	73
Diluted common shares (in shares)	10,526	9,992
Basic earnings per common share (in USD per share)	$ 0.93	$ 1.74
Diluted earnings per common share (in USD per share)	$ 0.92	$ 1.73

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Business Combinations - Narrative (Details) - First Trust Corporation ("FTC") Merger Agreement - USD ($) $ in Thousands		3 Months Ended
	Mar. 01, 2022	Mar. 31, 2022
Business Acquisition [Line Items]
Number of shares issued with cash in lieu of fractional shares (in shares)	1,444,764
Cash consideration paid	$ 52,700
Escrow deposit	10,000
Acquisition expenses		$ 4,200
Acquired core deposit intangible	$ 7,800
Acquired core deposit intangible, amortization period	10 years
Loans acquired	$ 1,000,382
Discount on loans acquired	6,600
Contractual cash flows not expected to be collected	$ 15,700

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Business Combinations - Consideration Paid and Preliminary Fair Value Allocation (Details) - USD ($) $ in Thousands	Mar. 01, 2022	Mar. 31, 2022	Dec. 31, 2021
Liabilities assumed:
Goodwill		$ 63,836	$ 2,616
First Trust Corporation ("FTC") Merger Agreement
Purchase price allocation:
Common stock issued	$ 56,489
Cash paid	63,239
Total purchase price	119,728
Assets acquired:
Cash and due from banks	229,213
Securities	33,407
Loans held for sale	6,200
Loans, net	1,000,382
Premises and equipment	15,152
Accrued interest receivable	1,441
Core deposit intangible	7,825
Other assets	3,063
Total assets acquired	1,296,683
Liabilities assumed:
Deposits	1,212,712
Subordinated debentures	21,733
Other liabilities	3,730
Total liabilities assumed	1,238,175
Net assets acquired	58,508
Goodwill	$ 61,220

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Business Combinations - Unaudited Pro Forma Information (Details) - First Trust Corporation ("FTC") Merger Agreement - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Business Acquisition [Line Items]
Net interest income	$ 53,873	$ 53,148
Other operating income	20,542	22,854
Net income available to common shareholders	$ 13,924	$ 21,507
Earnings per common share:
Basic (in dollars per share)	$ 1.22	$ 1.89
Diluted (in dollars per share)	$ 1.21	$ 1.87

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Investment Securities - Summary of Amortized Cost and Fair Value of the Securities Available for Sale (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Amortized cost	$ 671,384	$ 576,658
Gross unrealized gains	1,255	5,368
Gross unrealized losses	27,443	5,412
Fair value	645,196	576,614
U.S. Treasuries
Debt Securities, Available-for-sale [Line Items]
Amortized cost	40,768
Gross unrealized gains	0
Gross unrealized losses	619
Fair value	40,149
U.S. Government agency obligations
Debt Securities, Available-for-sale [Line Items]
Amortized cost	387,931	354,774
Gross unrealized gains	174	256
Gross unrealized losses	21,018	4,780
Fair value	367,087	350,250
Residential mortgage-backed securities
Debt Securities, Available-for-sale [Line Items]
Amortized cost	123,989	107,772
Gross unrealized gains	221	2,312
Gross unrealized losses	2,896	297
Fair value	121,314	109,787
Commercial mortgage-backed securities
Debt Securities, Available-for-sale [Line Items]
Amortized cost	14,137	14,286
Gross unrealized gains	0	41
Gross unrealized losses	883	51
Fair value	13,254	14,276
Asset-backed securities
Debt Securities, Available-for-sale [Line Items]
Amortized cost	12,173	12,730
Gross unrealized gains	272	421
Gross unrealized losses	91	44
Fair value	12,354	13,107
Corporate investments
Debt Securities, Available-for-sale [Line Items]
Amortized cost	46,000	43,500
Gross unrealized gains	324	1,138
Gross unrealized losses	932	128
Fair value	45,392	44,510
State and political subdivisions
Debt Securities, Available-for-sale [Line Items]
Amortized cost	46,386	43,596
Gross unrealized gains	264	1,200
Gross unrealized losses	1,004	112
Fair value	$ 45,646	$ 44,684

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Investment Securities - Summary of Amortized Cost and Fair Value of Securities Held to Maturity (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Schedule of Held-to-maturity Securities [Line Items]
Amortized cost	$ 68,873	$ 71,648
Gross unrealized gains	46	436
Gross unrealized losses	61	0
Fair value	68,858	72,084
State and political subdivisions
Schedule of Held-to-maturity Securities [Line Items]
Amortized cost	68,873	71,648
Gross unrealized gains	46	436
Gross unrealized losses	61	0
Fair value	$ 68,858	$ 72,084

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Investment Securities - Summary of Investment Securities that were in an Unrealized Loss Position (Details) $ in Thousands	Mar. 31, 2022 USD ($) debtPosition	Dec. 31, 2021 USD ($) debtPosition
Available for Sale
Fair value, less than 12 months	$ 415,997	$ 357,967
Unrealized losses, less than 12 months	18,855	5,376
Fair value, 12 months or more	133,655	2,192
Unrealized losses, 12 months or more	8,588	36
Fair value, total	549,652	360,159
Unrealized losses, total	$ 27,443	$ 5,412
Unrealized loss position, number of positions | debtPosition	232	82
U.S. Government agencies
Available for Sale
Fair value, less than 12 months	$ 236,649	$ 314,614
Unrealized losses, less than 12 months	13,035	4,780
Fair value, 12 months or more	124,827	0
Unrealized losses, 12 months or more	7,983	0
Fair value, total	361,476	314,614
Unrealized losses, total	21,018	4,780
Residential mortgage-backed securities
Available for Sale
Fair value, less than 12 months	87,476	15,216
Unrealized losses, less than 12 months	2,896	297
Fair value, 12 months or more	0	0
Unrealized losses, 12 months or more	0	0
Fair value, total	87,476	15,216
Unrealized losses, total	2,896	297
Commercial mortgage-backed securities
Available for Sale
Fair value, less than 12 months	13,254	8,376
Unrealized losses, less than 12 months	883	51
Fair value, 12 months or more	0	0
Unrealized losses, 12 months or more	0	0
Fair value, total	13,254	8,376
Unrealized losses, total	883	51
Asset-backed securities
Available for Sale
Fair value, less than 12 months	2,144	2,272
Unrealized losses, less than 12 months	40	8
Fair value, 12 months or more	2,068	2,192
Unrealized losses, 12 months or more	51	36
Fair value, total	4,212	4,464
Unrealized losses, total	91	44
Corporate investments
Available for Sale
Fair value, less than 12 months	30,159	6,117
Unrealized losses, less than 12 months	841	112
Fair value, 12 months or more	1,909	0
Unrealized losses, 12 months or more	91	0
Fair value, total	32,068	6,117
Unrealized losses, total	932	112
State and political subdivisions
Available for Sale
Fair value, less than 12 months	16,165	11,372
Unrealized losses, less than 12 months	541	128
Fair value, 12 months or more	4,851	0
Unrealized losses, 12 months or more	463	0
Fair value, total	21,016	11,372
Unrealized losses, total	1,004	$ 128
U.S. Treasuries
Available for Sale
Fair value, less than 12 months	30,150
Unrealized losses, less than 12 months	619
Fair value, 12 months or more	0
Unrealized losses, 12 months or more	0
Fair value, total	30,150
Unrealized losses, total	$ 619

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Investment Securities - Summary of Amortized Cost and Fair Value of Debt Securities by Contractual Maturity (Details) $ in Thousands	Mar. 31, 2022 USD ($)
Amortized cost
One year or less	$ 12,048
After one through five years	328,003
After five through ten years	184,927
After ten years	146,406
Allocated and single maturity date, total	671,384
Fair value
One year or less	12,050
After one through five years	313,889
After five through ten years	175,390
After ten years	143,867
Allocated and single maturity date, total	645,196
Amortized Cost
One year or less	7,529
After one through five years	47,762
After five through ten years	11,372
After ten years	2,210
Allocated and single maturity date, total	68,873
Fair Value
One year or less	7,530
After one through five years	47,745
After five through ten years	11,373
After ten years	2,210
Allocated and single maturity date, total	$ 68,858

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Investment Securities - Summary of the Amortized Cost and Fair Value for Investment Securities (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Available for Sale
Amortized cost	$ 671,384	$ 576,658
Fair value	645,196	576,614
Held to Maturity
Amortized cost	68,873	71,648
Fair value	68,858	72,084
Pledged to secure public deposits and for other purposes required or permitted by law
Available for Sale
Amortized cost	580,152	451,402
Fair value	555,294	450,480
Held to Maturity
Amortized cost	38,645	38,704
Fair value	$ 38,644	$ 39,102

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Loans - Summary of the Company's Loan Portfolio by Loan Class (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	$ 4,740,406	$ 3,619,172
Real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	3,994,935	2,926,050
Real estate | Residential properties
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,142,726	774,699
Real estate | Construction and land development
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	676,562	543,763
Real estate | Farmland
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	221,706	211,503
Real estate | Other commercial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,953,941	1,396,085
Commercial and industrial loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	584,565	527,102
Agricultural production and other loans to farmers
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	70,276	86,520
Consumer and other loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	$ 90,630	$ 79,500

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Loans - Summary of Non-accrual Loans (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Non-accrual loans	$ 7,598	$ 5,897
Real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Non-accrual loans	7,473	5,708
Real estate | Residential properties
Accounts, Notes, Loans and Financing Receivable [Line Items]
Non-accrual loans	3,373	3,154
Real estate | Construction and land development
Accounts, Notes, Loans and Financing Receivable [Line Items]
Non-accrual loans	169	51
Real estate | Farmland
Accounts, Notes, Loans and Financing Receivable [Line Items]
Non-accrual loans	1,445	1,327
Real estate | Other commercial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Non-accrual loans	2,486	1,176
Commercial and industrial loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Non-accrual loans	85	20
Agricultural production and other loans to farmers
Accounts, Notes, Loans and Financing Receivable [Line Items]
Non-accrual loans	14	3
Consumer and other loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Non-accrual loans	$ 26	$ 166

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Loans - Summary of Past Due Loans (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	$ 4,740,406	$ 3,619,172
Past Due 90 Days or More and Accruing	3,147	2,914
Financial Asset, Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	21,934	14,167
Past Due 30-89 Days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	14,726	8,602
Past Due 90 Days or More
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	7,208	5,565
Current
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	4,718,472	3,605,005
Real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	3,994,935	2,926,050
Past Due 90 Days or More and Accruing	2,570	2,192
Real estate | Financial Asset, Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	18,750	11,753
Real estate | Past Due 30-89 Days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	12,227	7,093
Real estate | Past Due 90 Days or More
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	6,523	4,660
Real estate | Current
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	3,976,185	2,914,297
Real estate | Residential properties
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,142,726	774,699
Past Due 90 Days or More and Accruing	732	865
Real estate | Residential properties | Financial Asset, Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	8,884	6,569
Real estate | Residential properties | Past Due 30-89 Days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	6,845	4,537
Real estate | Residential properties | Past Due 90 Days or More
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	2,039	2,032
Real estate | Residential properties | Current
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,133,842	768,130
Real estate | Construction and land development
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	676,562	543,763
Past Due 90 Days or More and Accruing	1,635	1,085
Real estate | Construction and land development | Financial Asset, Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	2,433	1,452
Real estate | Construction and land development | Past Due 30-89 Days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	674	367
Real estate | Construction and land development | Past Due 90 Days or More
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,759	1,085
Real estate | Construction and land development | Current
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	674,129	542,311
Real estate | Farmland
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	221,706	211,503
Past Due 90 Days or More and Accruing	58	30
Real estate | Farmland | Financial Asset, Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	2,122	1,025
Real estate | Farmland | Past Due 30-89 Days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	794	600
Real estate | Farmland | Past Due 90 Days or More
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,328	425
Real estate | Farmland | Current
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	219,584	210,478
Real estate | Other commercial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,953,941	1,396,085
Past Due 90 Days or More and Accruing	145	212
Real estate | Other commercial | Financial Asset, Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	5,311	2,707
Real estate | Other commercial | Past Due 30-89 Days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	3,914	1,589
Real estate | Other commercial | Past Due 90 Days or More
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,397	1,118
Real estate | Other commercial | Current
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,948,630	1,393,378
Commercial and industrial loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	584,565	527,102
Past Due 90 Days or More and Accruing	118	606
Commercial and industrial loans | Financial Asset, Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,898	1,447
Commercial and industrial loans | Past Due 30-89 Days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,698	824
Commercial and industrial loans | Past Due 90 Days or More
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	200	623
Commercial and industrial loans | Current
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	582,667	525,655
Agricultural production and other loans to farmers
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	70,276	86,520
Past Due 90 Days or More and Accruing	0	32
Agricultural production and other loans to farmers | Financial Asset, Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	189	343
Agricultural production and other loans to farmers | Past Due 30-89 Days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	189	311
Agricultural production and other loans to farmers | Past Due 90 Days or More
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	32
Agricultural production and other loans to farmers | Current
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	70,087	86,177
Consumer and other loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	90,630	79,500
Past Due 90 Days or More and Accruing	459	84
Consumer and other loans | Financial Asset, Past Due
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,097	624
Consumer and other loans | Past Due 30-89 Days
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	612	374
Consumer and other loans | Past Due 90 Days or More
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	485	250
Consumer and other loans | Current
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	$ 89,533	$ 78,876

XML

Loans - Summary of Impaired Loans (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Impaired loans with no related allowance:
Principal balance	$ 29,311	$ 35,248
Recorded balance	23,067	28,323
Impaired loans with related allowance:
Principal balance	7,222	7,261
Recorded investment	7,222	7,261
Related allowance	2,038	2,014
Principal balance, total impaired loans	36,533	42,509
Recorded balance, total impaired loans	30,289	35,584
Real estate
Impaired loans with no related allowance:
Principal balance	19,294	17,366
Recorded balance	13,563	10,842
Impaired loans with related allowance:
Principal balance	2,674	2,719
Recorded investment	2,674	2,719
Related allowance	315	313
Real estate | Residential properties
Impaired loans with no related allowance:
Principal balance	7,328	7,667
Recorded balance	5,373	5,034
Impaired loans with related allowance:
Principal balance	809	813
Recorded investment	809	813
Related allowance	7	9
Real estate | Construction and land development
Impaired loans with no related allowance:
Principal balance	3,724	3,615
Recorded balance	1,767	1,649
Impaired loans with related allowance:
Principal balance	0	0
Recorded investment	0	0
Related allowance	0	0
Real estate | Farmland
Impaired loans with no related allowance:
Principal balance	3,161	3,413
Recorded balance	2,738	2,859
Impaired loans with related allowance:
Principal balance	0	0
Recorded investment	0	0
Related allowance	0	0
Real estate | Other commercial
Impaired loans with no related allowance:
Principal balance	5,081	2,671
Recorded balance	3,685	1,300
Impaired loans with related allowance:
Principal balance	1,865	1,906
Recorded investment	1,865	1,906
Related allowance	308	304
Commercial and industrial loans
Impaired loans with no related allowance:
Principal balance	9,730	17,528
Recorded balance	9,464	17,300
Impaired loans with related allowance:
Principal balance	4,548	4,542
Recorded investment	4,548	4,542
Related allowance	1,723	1,701
Agricultural production and other loans to farmers
Impaired loans with no related allowance:
Principal balance	40	105
Recorded balance	14	15
Impaired loans with related allowance:
Principal balance	0	0
Recorded investment	0	0
Related allowance	0	0
Consumer and other loans
Impaired loans with no related allowance:
Principal balance	247	249
Recorded balance	26	166
Impaired loans with related allowance:
Principal balance	0	0
Recorded investment	0	0
Related allowance	$ 0	$ 0

XML

Loans - Summary of Average Recorded Investment and Interest Recognized for Impaired Loans (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average investment	$ 33,274	$ 46,453
Interest recognized	191	457
Real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average investment	14,236	29,397
Interest recognized	79	247
Real estate | Residential properties
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average investment	5,704	6,657
Interest recognized	9	37
Real estate | Construction and land development
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average investment	1,661	2,997
Interest recognized	28	29
Real estate | Farmland
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average investment	2,743	10,432
Interest recognized	20	124
Real estate | Other commercial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average investment	4,128	9,311
Interest recognized	22	57
Commercial and industrial loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average investment	18,912	16,798
Interest recognized	112	210
Agricultural production and other loans to farmers
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average investment	7	81
Interest recognized	0	0
Consumer and other loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Average investment	119	177
Interest recognized	$ 0	$ 0

XML

Loans - Narrative (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021	Dec. 31, 2020
Accounts, Notes, Loans and Financing Receivable [Line Items]
Allowance for loan losses attributable to restructured loans	$ 44,238	$ 45,000	$ 40,041	$ 36,000
Restructured loan
Accounts, Notes, Loans and Financing Receivable [Line Items]
Allowance for loan losses attributable to restructured loans	$ 139	$ 139

XML

Allowance for Loan Losses - Schedule of the Credit Quality of the Company's Loan Portfolio by Loan Class (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	$ 4,740,406	$ 3,619,172
Risk Grades 1-6
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	4,687,303	3,564,318
Risk Grade 7
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	5,257	4,097
Rick Grade 8
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	47,846	50,736
Risk Grade 9
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	21
Real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	3,994,935	2,926,050
Real estate | Risk Grades 1-6
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	3,958,799	2,895,247
Real estate | Risk Grade 7
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	5,257	4,097
Real estate | Rick Grade 8
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	30,879	26,706
Real estate | Risk Grade 9
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Real estate | Residential properties
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,142,726	774,699
Real estate | Residential properties | Risk Grades 1-6
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,130,830	763,116
Real estate | Residential properties | Risk Grade 7
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	202	0
Real estate | Residential properties | Rick Grade 8
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	11,694	11,583
Real estate | Residential properties | Risk Grade 9
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Real estate | Construction and land development
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	676,562	543,763
Real estate | Construction and land development | Risk Grades 1-6
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	670,156	537,573
Real estate | Construction and land development | Risk Grade 7
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	4,107	4,097
Real estate | Construction and land development | Rick Grade 8
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	2,299	2,093
Real estate | Construction and land development | Risk Grade 9
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Real estate | Farmland
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	221,706	211,503
Real estate | Farmland | Risk Grades 1-6
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	218,673	208,318
Real estate | Farmland | Risk Grade 7
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Real estate | Farmland | Rick Grade 8
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	3,033	3,185
Real estate | Farmland | Risk Grade 9
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Real estate | Other commercial
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,953,941	1,396,085
Real estate | Other commercial | Risk Grades 1-6
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	1,939,140	1,386,240
Real estate | Other commercial | Risk Grade 7
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	948	0
Real estate | Other commercial | Rick Grade 8
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	13,853	9,845
Real estate | Other commercial | Risk Grade 9
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Commercial and industrial loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	584,565	527,102
Commercial and industrial loans | Risk Grades 1-6
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	567,923	503,603
Commercial and industrial loans | Risk Grade 7
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Commercial and industrial loans | Rick Grade 8
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	16,642	23,496
Commercial and industrial loans | Risk Grade 9
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	3
Agricultural production and other loans to farmers
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	70,276	86,520
Agricultural production and other loans to farmers | Risk Grades 1-6
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	70,080	86,292
Agricultural production and other loans to farmers | Risk Grade 7
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Agricultural production and other loans to farmers | Rick Grade 8
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	196	228
Agricultural production and other loans to farmers | Risk Grade 9
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Consumer and other loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	90,630	79,500
Consumer and other loans | Risk Grades 1-6
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	90,501	79,176
Consumer and other loans | Risk Grade 7
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	0	0
Consumer and other loans | Rick Grade 8
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	129	306
Consumer and other loans | Risk Grade 9
Accounts, Notes, Loans and Financing Receivable [Line Items]
Loans before allowance for loan losses	$ 0	$ 18

XML

Allowance for Loan Losses - Schedule of Allowance for Loan Losses (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 45,000	$ 36,000
Provision for loan losses	217	3,889
Recoveries on loans	1,008	1,486
Loans charged off	(1,987)	(1,334)
Ending balance	44,238	40,041
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	2,038	1,988
Collectively evaluated for impairment	42,200	38,053
Commercial and industrial loans
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	6,556	6,337
Provision for loan losses	(468)	(290)
Recoveries on loans	22	107
Loans charged off	(58)	(19)
Ending balance	6,052	6,135
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	1,723	1,725
Collectively evaluated for impairment	4,329	4,410
Commercial real estate
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	27,133	20,163
Provision for loan losses	75	2,355
Recoveries on loans	141	413
Loans charged off	(437)	(315)
Ending balance	26,912	22,616
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	308	254
Collectively evaluated for impairment	26,604	22,362
Residential
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	9,488	7,900
Provision for loan losses	311	1,581
Recoveries on loans	54	84
Loans charged off	(250)	(126)
Ending balance	9,603	9,439
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	7	9
Collectively evaluated for impairment	9,596	9,430
Consumer and other loans
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	1,823	1,600
Provision for loan losses	299	243
Recoveries on loans	791	882
Loans charged off	(1,242)	(874)
Ending balance	1,671	1,851
Period End Allowance Balance Allocated To:
Individually evaluated for impairment	0	0
Collectively evaluated for impairment	$ 1,671	$ 1,851

XML

Allowance for Loan Losses - Schedule of the Impairment Methodology (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Individually evaluated for impairment	$ 19,792	$ 27,062
Collectively evaluated for impairment	4,720,614	3,592,110
Total Loans	4,740,406	3,619,172
Commercial and industrial loans
Accounts, Notes, Loans and Financing Receivable [Line Items]
Individually evaluated for impairment	13,928	21,822
Collectively evaluated for impairment	570,637	505,280
Total Loans	584,565	527,102
Commercial real estate
Accounts, Notes, Loans and Financing Receivable [Line Items]
Individually evaluated for impairment	4,235	3,434
Collectively evaluated for impairment	2,847,974	2,147,917
Total Loans	2,852,209	2,151,351
Residential
Accounts, Notes, Loans and Financing Receivable [Line Items]
Individually evaluated for impairment	1,629	1,640
Collectively evaluated for impairment	1,141,097	773,059
Total Loans	1,142,726	774,699
Consumer and other
Accounts, Notes, Loans and Financing Receivable [Line Items]
Individually evaluated for impairment	0	166
Collectively evaluated for impairment	160,906	165,854
Total Loans	$ 160,906	$ 166,020

XML

Regulatory Matters - Narrative (Details)	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Regulatory Matters [Abstract]
CET1 capital to risk-weighted assets (as a percentage)	0.0250	0.0250
Tier one additional capital, trust preferred securities	$ 51,100,000	$ 51,000,000
Banking regulation, tier one additional capital, trust preferred securities	0	0
Tier 2 capital, subordinated debentures	$ 80,600,000	$ 58,800,000

XML

Regulatory Matters - Summary of Capital Requirements (Details) $ in Thousands	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Minimum Requirement
CET1 capital to risk-weighted assets (as a percentage)	0.0250	0.0250
BancPlus Corporation
Actual
CET1 Capital to Risk-Weighted Assets	$ 381,074	$ 382,736
CET1 Capital to Risk-Weighted Assets, ratio (as a percentage)	0.0752	0.0940
Tier 1 Capital to Risk-Weighted Assets	$ 432,154	$ 433,754
Tier 1 Capital to Risk-Weighted Assets, ratio (as a percentage)	0.0853	0.1065
Total Capital to Risk-Weighted Assets	$ 556,947	$ 537,541
Total Capital to Risk-Weighted Assets, ratio (as a percentage)	0.1099	0.1320
Tier 1 Capital to Average Assets	$ 432,154	$ 433,754
Tier 1 Capital to Average Assets, ratio (as a percentage)	0.0773	0.0846
Minimum Requirement
CET1 Capital to Risk-Weighted Assets	$ 354,634	$ 285,078
CET1 capital to risk-weighted assets (as a percentage)	0.0700	0.0700
Tier 1 Capital to Risk-Weighted Assets	$ 430,626	$ 346,166
Tier 1 Capital to Risk-Weighted Assets, ratio (as a percentage)	0.0850	0.0850
Total Capital to Risk-Weighted Assets	$ 531,950	$ 427,617
Total Capital to Risk-Weighted Assets, ratio (as a percentage)	0.1050	0.1050
Tier 1 Capital to Average Assets	$ 223,690	$ 205,072
Tier 1 Capital to Average Assets, ratio (as a percentage)	0.0400	0.0400
Subsidiaries
Actual
CET1 Capital to Risk-Weighted Assets	$ 510,266	$ 428,602
CET1 Capital to Risk-Weighted Assets, ratio (as a percentage)	0.1023	0.1055
Tier 1 Capital to Risk-Weighted Assets	$ 510,266	$ 428,602
Tier 1 Capital to Risk-Weighted Assets, ratio (as a percentage)	0.1023	0.1055
Total Capital to Risk-Weighted Assets	$ 554,504	$ 473,602
Total Capital to Risk-Weighted Assets, ratio (as a percentage)	0.1111	0.1165
Tier 1 Capital to Average Assets	$ 510,266	$ 428,602
Tier 1 Capital to Average Assets, ratio (as a percentage)	0.0914	0.0837
Minimum Requirement
CET1 Capital to Risk-Weighted Assets	$ 349,248	$ 284,509
CET1 capital to risk-weighted assets (as a percentage)	0.0700	0.0700
Tier 1 Capital to Risk-Weighted Assets	$ 424,087	$ 345,475
Tier 1 Capital to Risk-Weighted Assets, ratio (as a percentage)	0.0850	0.0850
Total Capital to Risk-Weighted Assets	$ 523,872	$ 426,763
Total Capital to Risk-Weighted Assets, ratio (as a percentage)	0.1050	0.1050
Tier 1 Capital to Average Assets	$ 223,200	$ 204,714
Tier 1 Capital to Average Assets, ratio (as a percentage)	0.0400	0.0400
Required to be Well Capitalized
CET1 Capital to Risk-Weighted Assets	$ 324,301	$ 264,187
CET1 Capital to Risk-Weighted Assets, ratio (as a percentage)	0.0650	0.0650
Tier 1 Capital to Risk-Weighted Assets	$ 399,140	$ 325,153
Tier 1 Capital to Risk-Weighted Assets, ratio (as a percentage)	0.0800	0.0800
Total Capital to Risk-Weighted Assets	$ 198,925	$ 406,441
Total Capital to Risk-Weighted Assets, ratio (as a percentage)	0.1000	0.1000
Tier 1 Capital to Average Assets	$ 279,000	$ 255,893
Tier 1 Capital to Average Assets, ratio (as a percentage)	0.0500	0.0500

XML

Fair Value - Schedule of Assets and Liabilities Measured on Recurring Basis (Details) $ in Thousands	Mar. 31, 2022 USD ($)	Dec. 31, 2021 USD ($)
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	$ 645,196	$ 576,614
Minimum | Marketability and comparability discounts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Measurement input (as a percent)	0.05
Maximum | Marketability and comparability discounts
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Measurement input (as a percent)	0.15
Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	$ 0	0
Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	645,196	576,614
Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
U.S. Treasuries
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	40,149
U.S. Treasuries | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0
U.S. Treasuries | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	40,149
U.S. Treasuries | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0
U.S. Government agency obligations
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	367,087	350,250
U.S. Government agency obligations | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
U.S. Government agency obligations | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	367,087	350,250
U.S. Government agency obligations | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
Residential mortgage-backed securities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	121,314	109,787
Residential mortgage-backed securities | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
Residential mortgage-backed securities | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	121,314	109,787
Residential mortgage-backed securities | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
Commercial mortgage-backed securities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	13,254	14,276
Commercial mortgage-backed securities | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
Commercial mortgage-backed securities | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	13,254	14,276
Commercial mortgage-backed securities | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
Asset-backed securities
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	12,354	13,107
Asset-backed securities | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
Asset-backed securities | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	12,354	13,107
Asset-backed securities | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
Corporate investments
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	45,392	44,510
Corporate investments | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
Corporate investments | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	45,392	44,510
Corporate investments | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
State and political subdivisions
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	45,646	44,684
State and political subdivisions | Level 1
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	0	0
State and political subdivisions | Level 2
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	45,646	44,684
State and political subdivisions | Level 3
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Securities available for sale	$ 0	$ 0

XML

Fair Value - Schedule of Assets Measured at Fair Value on a Non-recurring Basis (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impaired loans, net of allowance for loan losses	$ 28,251	$ 33,570
Other real estate owned	7,363	5,815
Nonrecurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impaired loans, net of allowance for loan losses	28,251	33,570
Other real estate owned	7,363	5,815
Nonrecurring | Level 1
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impaired loans, net of allowance for loan losses	0	0
Other real estate owned	0	0
Nonrecurring | Level 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impaired loans, net of allowance for loan losses	0	0
Other real estate owned	0	0
Nonrecurring | Level 3
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Impaired loans, net of allowance for loan losses	28,251	33,570
Other real estate owned	$ 7,363	$ 5,815

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Fair Value - Qualitative Information About Level 3 Fair Value Measurement (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Impaired loans, net of specific allowance	$ 28,251	$ 33,570
Other real estate owned	$ 7,363	$ 5,815
Selling costs | Third-party appraisals
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Impaired loans, measurement input weighted average (as a percentage)	6.00%	6.00%
Other real estate owned, weighted average measurement input (as a percentage)	6.00%	6.00%
Minimum | Selling costs | Third-party appraisals
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Impaired loans, net of allowance for loan losses, selling costs (as a percentage)	5.00%	5.00%
Other real estate owned, measurement input (as a percentage)	0.05	0.05
Maximum | Selling costs | Third-party appraisals
Fair Value Measurement Inputs and Valuation Techniques [Line Items]
Impaired loans, net of allowance for loan losses, selling costs (as a percentage)	10.00%	10.00%
Other real estate owned, measurement input (as a percentage)	0.10	0.10

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Fair Value - Summary of Estimated Fair Values of the Company’s Financial Instruments Not Previously Disclosed (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Level 2 inputs:
Amortized cost	$ 68,873	$ 71,648
Accrued interest receivable	17,756	14,329
Carrying Value
Level 2 inputs:
Deposits	5,853,097	4,622,116
FHLB and other borrowings	40,453	20,501
Subordinated debentures	133,338	111,509
Accrued interest payable	2,945	1,425
Carrying Value | Level 1
Level 1 inputs:
Cash and cash equivalents	695,352	664,165
Carrying Value | Level 2
Level 2 inputs:
Amortized cost	68,873	71,648
FHLB stock	4,529	2,731
Accrued interest receivable	17,756	14,329
Carrying Value | Level 3
Level 3 inputs:
Loans held for sale	11,744	10,621
Loans, net	4,696,168	3,574,172
Fair Value
Level 2 inputs:
Deposits	5,514,119	4,493,657
FHLB and other borrowings	40,584	21,024
Subordinated debentures	133,338	111,509
Accrued interest payable	2,945	1,425
Fair Value | Level 1
Level 1 inputs:
Cash and cash equivalents	695,352	664,165
Fair Value | Level 2
Level 2 inputs:
Amortized cost	68,858	72,084
FHLB stock	4,529	2,731
Accrued interest receivable	17,756	14,329
Fair Value | Level 3
Level 3 inputs:
Loans held for sale	11,744	10,621
Loans, net	$ 4,663,400	$ 3,548,595

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Subordinated Debentures and Trust Preferred Securities - Narrative (Details) - USD ($)	Jun. 04, 2025	Mar. 01, 2022	Jun. 04, 2020	Mar. 31, 2022	Dec. 31, 2021
Subordinated Debt | The Notes
Debt Instrument [Line Items]
Face amount of debt issued and sold			$ 60,000,000
Issuance costs			$ 1,400,000
Period to defer payment of interest (not exceeding)			5 years
Remaining purchase discount				$ 3,900,000
Debt Issuance Costs, Net				1,200,000	$ 1,200,000
Subordinated Debt | The Notes | Forecast
Debt Instrument [Line Items]
Multiples allowed to be redeemed	$ 1,000
Redemption price (as a percent)	100.00%
Subordinated Debt | The Notes | From and including June 4, 2020, to but excluding June 15, 2025 or early redemption date
Debt Instrument [Line Items]
Fixed interest rate			6.00%
Subordinated Debt | The Notes | From and including June 15, 2025, to but excluding the maturity date or early redemption date | SOFR
Debt Instrument [Line Items]
Basis spread on variable rate			5.86%
Junior Subordinated Debt | Five Point Five Zero Percent Fixed to Floating Rate Subordinated Notes Due 2030
Debt Instrument [Line Items]
Fixed interest rate		5.50%
Junior Subordinated Debt | Five Point Five Zero Percent Fixed to Floating Rate Subordinated Notes Due 2030 | First Trust Corporation ("FTC") Merger Agreement
Debt Instrument [Line Items]
Aggregate obligation assumed in conjunction with FTC merger		$ 21,000,000
Debt Instrument, Unamortized Premium				$ 733,000
Junior Subordinated Debt | Five Point Five Zero Percent Fixed to Floating Rate Subordinated Notes Due 2030 | SOFR
Debt Instrument [Line Items]
Basis spread on variable rate		5.27%

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Subordinated Debentures and Trust Preferred Securities - Summary of Debentures Payable to Statutory Trusts (Details) - Subordinated Debt - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Debt Instrument [Line Items]
Debentures payable	$ 56,703	$ 56,703
First Bancshares of Baton Rouge Statutory Trust I
Debt Instrument [Line Items]
Debentures payable	4,124	4,124
State Capital Statutory Trust IV
Debt Instrument [Line Items]
Debentures payable	5,155	5,155
BancPlus Statutory Trust II
Debt Instrument [Line Items]
Debentures payable	20,619	20,619
BancPlus Statutory Trust III
Debt Instrument [Line Items]
Debentures payable	20,619	20,619
State Capital Master Trust
Debt Instrument [Line Items]
Debentures payable	$ 6,186	$ 6,186
LIBOR | First Bancshares of Baton Rouge Statutory Trust I
Debt Instrument [Line Items]
Basis spread on variable rate	2.50%
LIBOR | State Capital Statutory Trust IV
Debt Instrument [Line Items]
Basis spread on variable rate	1.99%
LIBOR | BancPlus Statutory Trust II
Debt Instrument [Line Items]
Basis spread on variable rate	1.50%
LIBOR | BancPlus Statutory Trust III
Debt Instrument [Line Items]
Basis spread on variable rate	1.35%
LIBOR | State Capital Master Trust
Debt Instrument [Line Items]
Basis spread on variable rate	1.46%

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Employee Benefits - Narrative (Details) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2022 USD ($) h $ / shares shares	Dec. 31, 2019 shares	Dec. 31, 2012 shares	Dec. 31, 2011 shares	Dec. 31, 2021 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Required annual hours of service for participation in ESOP (in hours) | h	1,000
Employers matching contribution, annual vesting percentage (as a percentage)	3.00%
Employer matching contribution, percent of match (as a percentage)	50.00%
Employer matching contribution, percent of employees' gross pay (as a percentage)	2.00%
ESOP owned shares (in shares)	1,500,732				1,500,732
Stock repurchased during period (in shares)		27,594	77,000	176,786
Employee Stock Ownership Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Redeemable common stock owned by the ESOP | $	$ 102,425				$ 100,487
Temporary equity (in USD per share) | $ / shares	$ 68.25				$ 68.25

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Employee Benefits - Schedule of ESOP (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Postemployment Benefits [Abstract]
Allocated shares (in shares)	1,500,732	1,472,334
Unearned shares (in shares)	0	28,398
Total ESOP (in shares)	1,500,732	1,500,732
Fair value of unearned shares (in USD)	$ 0	$ 1,938

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Equity (Details) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
Equity [Abstract]
Preferred stock, shares authorized (in shares)	10,000,000
Preferred stock, par value (in dollars per share)	$ 0
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0

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Stock Based Compensation - Narrative (Details) - Restricted stock awards - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock based compensation expense	$ 680	$ 487
Forfeited (in shares)	0	0
Unrecognized compensation cost related to nonvested RSAs	$ 6,400
Unrecognized compensation cost related to nonvested RSAs, period for recognition	3 years
Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	1 year
Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period (in years)	5 years

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Stock Based Compensation - Summary of Restricted Stock Activity (Details) - Restricted stock awards - $ / shares	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Number of Shares
Beginning of period (in shares)	144,572	91,109
Granted (in shares)	21,367	0
Vested (in shares)	(6,077)	(9,878)
Forfeited (in shares)	0	0
End of period (in shares)	159,862	81,231
Weighted Average Grant Date Fair Value
Beginning balance (in dollars per share)	$ 51.56	$ 50.60
Granted (in dollars per share)	68.25	0
Vested (in dollars per share)	50.00	50.91
Forfeited (in dollars per share)	0	0
Ending balance (in dollars per share)	$ 53.85	$ 50.56

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Contingencies (Details)	Mar. 20, 2019 defendant
Commitments and Contingencies Disclosure [Abstract]
Number of former employees named as defendants	3
Number of current employees named as defendants	1