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, 2021

☐	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 001-38412

BRIDGEWATER BANCSHARES, INC.

(Exact name of registrant as specified in its charter)


Minnesota (State or other jurisdiction of incorporation or organization)		26-0113412 (I.R.S. Employer Identification No.)

4450 Excelsior Boulevard, Suite 100 St. Louis Park, Minnesota (Address of principal executive offices)		55416 (Zip Code)

(952) 893-6868

(Registrant’s telephone number, including area code)

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, 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 Exchange Act). Yes ☐ No ☒

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


Title of each class:	Trading Symbol	Name of each exchange on which registered:
Common Stock, $0.01 Par Value	BWB	The Nasdaq Stock Market LLC

The number of shares of the Common Stock outstanding as of May 3, 2021 was 28,142,929.

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PART I FINANCIAL INFORMATION	3

Item 1. Consolidated Financial Statements (unaudited)	3
Consolidated Balance Sheets	3
Consolidated Statements of Income	4
Consolidated Statements of Comprehensive Income	5
Consolidated Statements of Shareholders’ Equity	6
Consolidated Statements of Cash Flows	7
Notes to Consolidated Financial Statements	8
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	29
Item 3. Quantitative and Qualitative Disclosures About Market Risk	58
Item 4. Controls and Procedures	60

PART II OTHER INFORMATION	60

Item 1. Legal Proceedings	60
Item 1A. Risk Factors	60
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	60
Item 3. Defaults Upon Senior Securities	61
Item 4. Mine Safety Disclosures	61
Item 5. Other Information	61
Item 6. Exhibits	62

SIGNATURES	63

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PART 1 – FINANCIAL INFORMATION

Item 1. Consolidated Financial Statements

Bridgewater Bancshares, Inc. and Subsidiaries

Consolidated Balance Sheets

(dollars in thousands, except share data)


	March 31,		December 31,
	2021		2020
	(Unaudited)
ASSETS
Cash and Cash Equivalents	$	200,896	$	160,675
Bank-Owned Certificates of Deposit		2,369		2,860
Securities Available for Sale, at Fair Value		397,326		390,629
Loans, Net of Allowance for Loan Losses of $35,987 at March 31, 2021 (unaudited) and $34,841 at December 31, 2020		2,378,863		2,282,436
Federal Home Loan Bank (FHLB) Stock, at Cost		5,820		5,027
Premises and Equipment, Net		51,297		50,987
Accrued Interest		8,718		9,172
Goodwill		2,626		2,626
Other Intangible Assets, Net		622		670
Other Assets		23,822		22,263
Total Assets	$	3,072,359	$	2,927,345

LIABILITIES AND EQUITY
LIABILITIES
Deposits:
Noninterest Bearing	$	712,999	$	671,903
Interest Bearing		1,925,655		1,829,733
Total Deposits		2,638,654		2,501,636
Notes Payable		—		11,000
FHLB Advances		57,500		57,500
Subordinated Debentures, Net of Issuance Costs		73,826		73,739
Accrued Interest Payable		1,736		1,615
Other Liabilities		21,472		16,450
Total Liabilities		2,793,188		2,661,940

SHAREHOLDERS' EQUITY
Preferred Stock- $0.01 par value
Authorized 10,000,000; None Issued and Outstanding at March 31, 2021 (unaudited) and December 31, 2020		—		—
Common Stock- $0.01 par value
Common Stock - Authorized 75,000,000; Issued and Outstanding 28,132,929 at March 31, 2021 (unaudited) and 28,143,493 at December 31, 2020		281		281
Additional Paid-In Capital		104,087		103,714
Retained Earnings		165,502		154,831
Accumulated Other Comprehensive Income		9,301		6,579
Total Shareholders' Equity		279,171		265,405
Total Liabilities and Equity	$	3,072,359	$	2,927,345

See accompanying notes to consolidated financial statements.

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Bridgewater Bancshares, Inc. and Subsidiaries

Consolidated Statements of Income

(dollars in thousands, except per share data)

(Unaudited)


	Three Months Ended
	March 31,		March 31,
	2021		2020
INTEREST INCOME
Loans, Including Fees	$	27,908	$	25,113
Investment Securities		2,420		2,196
Other		112		159
Total Interest Income		30,440		27,468

INTEREST EXPENSE
Deposits		3,671		5,724
Notes Payable		61		115
FHLB Advances		228		1,027
Subordinated Debentures		1,085		393
Federal Funds Purchased		—		107
Total Interest Expense		5,045		7,366

NET INTEREST INCOME		25,395		20,102
Provision for Loan Losses		1,100		2,100

NET INTEREST INCOME AFTER
PROVISION FOR LOAN LOSSES		24,295		18,002

NONINTEREST INCOME
Customer Service Fees		234		240
Net Gain on Sales of Available for Sale Securities		—		3
Other Income		774		1,476
Total Noninterest Income		1,008		1,719

NONINTEREST EXPENSE
Salaries and Employee Benefits		7,102		6,454
Occupancy and Equipment		1,055		713
Other Expense		2,766		2,579
Total Noninterest Expense		10,923		9,746

INCOME BEFORE INCOME TAXES		14,380		9,975
Provision for Income Taxes		3,709		2,532
NET INCOME	$	10,671	$	7,443

EARNINGS PER SHARE
Basic	$	0.38	$	0.26
Diluted		0.37		0.25
Dividends Paid Per Share		—		—

See accompanying notes to consolidated financial statements.

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Bridgewater Bancshares, Inc. and Subsidiaries

Consolidated Statements of Comprehensive Income

(dollars in thousands)

(Unaudited)


	Three Months Ended
	March 31,
	2021		2020
Net Income	$	10,671	$	7,443
Other Comprehensive Income (Loss):
Unrealized Losses on Available for Sale Securities		(2,516)		(178)
Unrealized Gains (Losses) on Cash Flow Hedges		5,605		(2,932)
Reclassification Adjustment for Losses Realized in Income		328		15
Income Tax Impact		(695)		650
Total Other Comprehensive Income (Loss), Net of Tax		2,722		(2,445)
Comprehensive Income	$	13,393	$	4,998

See accompanying notes to consolidated financial statements.

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Bridgewater Bancshares, Inc. and Subsidiaries

Consolidated Statements of Shareholders’ Equity

Three Months Ended March 31, 2021 and 2020

(dollars in thousands, except share data)

(Unaudited)


								Accumulated
				Additional				Other
				Paid-In		Retained		Comprehensive
Three Months Ended	Shares	Common Stock		Capital		Earnings		Income (Loss)		Total

BALANCE December 31, 2019	28,973,572	$	290	$	112,093	$	127,637	$	4,774	$	244,794
Stock-based Compensation	7,721		—		401		—		—		401
Comprehensive Income (Loss)	—		—		—		7,443		(2,445)		4,998
Stock Repurchases	(177,864)		(2)		(2,048)		—		—		(2,050)
Issuance of Restricted Stock Awards	3,946		—		—		—		—		—
BALANCE March 31, 2020	28,807,375	$	288	$	110,446	$	135,080	$	2,329	$	248,143

BALANCE December 31, 2020	28,143,493	$	281	$	103,714	$	154,831	$	6,579	$	265,405
Stock-based Compensation	5,008		—		574		—		—		574
Comprehensive Income	—		—		—		10,671		2,722		13,393
Stock Options Exercised	1,400		—		12		—		—		12
Stock Repurchases	(16,618)		—		(208)		—		—		(208)
Issuance of Restricted Stock Awards	—		—		—		—		—		—
Restricted Shares Withheld for Taxes	(354)		—		(5)		—		—		(5)
BALANCE March 31, 2021	28,132,929	$	281	$	104,087	$	165,502	$	9,301	$	279,171

See accompanying notes to consolidated financial statements.

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Bridgewater Bancshares, Inc. and Subsidiaries

Consolidated Statements of Cash Flows

(dollars in thousands)

(Unaudited)


	Three Months Ended
	March 31,
	2021		2020
CASH FLOWS FROM OPERATING ACTIVITIES
Net Income	$	10,671	$	7,443
Adjustments to Reconcile Net Income to Net Cash
Provided by (Used for) Operating Activities:
Net Amortization on Securities Available for Sale		814		580
Net Gain on Sales of Securities Available for Sale		—		(3)
Provision for Loan Losses		1,100		2,100
Depreciation of Premises and Equipment		554		187
Amortization of Other Intangible Assets		48		48
Amortization of Subordinated Debt Issuance Costs		87		26
Stock-based Compensation		574		401
Changes in Operating Assets and Liabilities:
Accrued Interest Receivable and Other Assets		1,141		(5,207)
Accrued Interest Payable and Other Liabilities		6,295		(7,736)
Net Cash Provided (Used) by Operating Activities		21,284		(2,161)

CASH FLOWS FROM INVESTING ACTIVITIES
(Increase) Decrease in Bank-owned Certificates of Deposit		491		(241)
Proceeds from Sales of Securities Available for Sale		1,650		2,102
Proceeds from Maturities, Paydowns, Payups and Calls of Securities Available for Sale		8,838		10,545
Purchases of Securities Available for Sale		(18,674)		(23,902)
Net Increase in Loans		(97,527)		(91,130)
Net Increase in FHLB Stock		(793)		(3,193)
Purchases of Premises and Equipment		(864)		(7,830)
Proceeds from Sales of Foreclosed Assets		—		134
Net Cash Used in Investing Activities		(106,879)		(113,515)

CASH FLOWS FROM FINANCING ACTIVITIES
Net Increase in Deposits		137,017		76,817
Principal Payments on Notes Payable		(11,000)		(500)
Proceeds from FHLB Advances		—		76,000
Principal Payments on FHLB Advances		—		(5,000)
Stock Options Exercised		12		—
Stock Repurchases		(208)		(2,050)
Shares Repurchased for Tax Withholdings Upon Vesting of Restricted Stock-Based Awards		(5)		—
Net Cash Provided by Financing Activities		125,816		145,267

NET CHANGE IN CASH AND CASH EQUIVALENTS		40,221		29,591
Cash and Cash Equivalents Beginning		160,675		31,935
Cash and Cash Equivalents Ending	$	200,896	$	61,526

SUPPLEMENTAL CASH FLOW DISCLOSURE
Cash Paid for Interest	$	4,837	$	7,633
Cash Paid for Income Taxes		295		430
Loans Transferred to Foreclosed Assets		—		134
Net Investment Securities Purchased but Not Settled		1,840		6,944

See accompanying notes to consolidated financial statements.

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Bridgewater Bancshares, Inc. and Subsidiaries

Notes to Consolidated Financial Statements

(dollars in thousands, except share data)

(Unaudited)

Note 1: Description of the Business and Summary of Significant Accounting Policies

Organization

Bridgewater Bancshares, Inc. (the “Company”) is a financial holding company whose operations consist of the ownership of its wholly-owned subsidiaries, Bridgewater Bank (the “Bank”) and Bridgewater Risk Management, Inc. The Bank commenced operations in 2005 and provides retail and commercial loan and deposit services, principally to customers within the Minneapolis-St. Paul-Bloomington, MN-WI Metropolitan Statistical Area. In 2008, the Bank formed BWB Holdings, LLC, a wholly owned subsidiary of the Bank, for the purpose of holding repossessed property. In 2018, the Bank formed Bridgewater Investment Management, Inc., a wholly owned subsidiary of the Bank, for the purpose of holding certain municipal securities and to engage in municipal lending activities.

Bridgewater Risk Management, a subsidiary of the Company, was incorporated in 2016 as a wholly owned insurance company. It insures the Company and its subsidiaries against certain risks unique to the operations of the Company and for which insurance may not be currently available or economically feasible in today’s insurance marketplace. Bridgewater Risk Management pools resources with several other insurance company subsidiaries of financial institutions to spread a limited amount of risk among themselves.

Basis of Presentation

The accompanying unaudited consolidated financial statements were prepared in accordance with instructions for Form 10-Q and, therefore, do not include all disclosures necessary for a complete presentation of the consolidated balance sheets, consolidated statements of income, consolidated statements of comprehensive income, consolidated statements of shareholders’ equity and consolidated statements of cash flows in conformity with U.S. generally accepted accounting principles (“GAAP”). However, all normal recurring adjustments which are, in the opinion of management, necessary for the fair presentation of the interim financial statements have been included. The results of operations for the three-month period ended March 31, 2021 are not necessarily indicative of the results which may be expected for the entire year. For further information, refer to the consolidated financial statements and footnotes included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 11, 2021.

Principles of Consolidation

These consolidated financial statements include the amounts of the Company, the Bank, with locations in Bloomington, Greenwood, Minneapolis (2), St. Louis Park, Orono, and St. Paul, Minnesota, BWB Holdings, LLC, Bridgewater Investment Management, Inc., and Bridgewater Risk Management, Inc. All significant intercompany balances and transactions have been eliminated in consolidation.

Use of Estimates in Preparation of Financial Statements

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Information available which could affect judgements includes, but is not limited to, changes in interest rates, changes in the performance of the economy, including COVID-19 pandemic related changes, and changes in the financial condition of borrowers.

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Material estimates that are particularly susceptible to significant change in the near term include the determination of the allowance for loan losses, calculation of deferred tax assets, fair value of financial instruments, and investment securities impairment.

Emerging Growth Company

The Company qualifies as an “emerging growth company” under the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and may take advantage of certain exemptions from various reporting requirements that are applicable to public companies that are not emerging growth companies, including, but not limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and shareholder approval of any golden parachute payments not previously approved. In addition, even if the Company complies with the greater obligations of public companies that are not emerging growth companies, the Company may avail itself of the reduced requirements applicable to emerging growth companies from time to time in the future, so long as the Company is an emerging growth company. The Company will continue to be an emerging growth company until the earliest to occur of: (1) the end of the fiscal year following the fifth anniversary of the date of the first sale of common equity securities under the Company’s Registration Statement on Form S-1, which was declared effective by the SEC on March 13, 2018; (2) the last day of the fiscal year in which the Company has $1.07 billion or more in annual revenues; (3) the date on which the Company is deemed to be a “large accelerated filer” under the Securities Exchange Act of 1934, as amended (the “Exchange Act”); or (4) the date on which the Company has, during the previous three-year period, issued publicly or privately, more than $1.0 billion in non-convertible debt securities.

Section 107 of the JOBS Act provides that an emerging growth company can take advantage of the extended transition period provided in Section 7(a)(2)(B) of the Securities Act of 1933 for complying with new or revised accounting standards. As an emerging growth company, the Company can delay the adoption of certain accounting standards until those standards would otherwise apply to private companies. The Company elected to take advantage of the benefits of this extended transition period.

Impact of Recently Adopted Accounting Guidance

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes. This ASU aims to simplify the accounting for income taxes by removing certain exceptions to the general principles and also simplification of areas such as franchise taxes, step-up in tax basis goodwill, separate entity financial statements and interim recognition of enactment of tax laws or rate changes. The Company adopted this standard during the first quarter of 2021 and the adoption of this standard did not have a material impact on the Company’s consolidated financial statements.

In January 2020, the FASB issued ASU 2020-01, Investments – Equity Securities (Topic 321), Investments – Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815): Clarifying the Interactions between Topic 321, Topic 323 and Topic 815. This ASU clarifies that an entity should consider observable transactions that require it to either apply or discontinue the equity method of accounting for the purposes of applying the fair value measurement alternative. The Company adopted this standard during the first quarter of 2021 and the adoption of this standard did not have a material impact on the Company’s consolidated financial statements.

Subsequent Events

Subsequent events have been evaluated through May 6, 2021, which is the date the consolidated financial statements were available to be issued.

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Note 2: Earnings Per Share

Basic earnings per common share are computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per common share are computed by dividing net income by the weighted average number of shares adjusted for the dilutive effect of stock compensation. For the three months ended March 31, 2021 and 2020, 314,800 and 306,946, respectively, of stock options, restricted stock awards and restricted stock units were excluded from the calculation because they were deemed to be antidilutive.

The following table presents the numerators and denominators for basic and diluted earnings per share computations for the three months ended March 31, 2021 and 2020:


	Three Months Ended
	March 31,
	2021		2020
Net Income Available to Common Shareholders	$	10,671	$	7,443
Weighted Average Common Stock Outstanding:
Weighted Average Common Stock Outstanding (Basic)		28,017,366		28,791,494
Dilutive Effect of Stock Compensation		927,846		710,751
Weighted Average Common Stock Outstanding (Dilutive)		28,945,212		29,502,245

Basic Earnings per Common Share	$	0.38	$	0.26
Diluted Earnings per Common Share		0.37		0.25

Note 3: Securities

The following tables present the amortized cost and estimated fair value of securities with gross unrealized gains and losses at March 31, 2021 and December 31, 2020:


	March 31, 2021
			Gross		Gross
	Amortized		Unrealized		Unrealized
	Cost		Gains		Losses		Fair Value
Securities Available for Sale:
U.S. Treasury Securities	$	1,010	$	1	$	—	$	1,011
Municipal Bonds		115,544		7,773		(1,195)		122,122
Mortgage-Backed Securities		123,913		1,566		(2,213)		123,266
Corporate Securities		72,038		2,155		(122)		74,071
SBA Securities		38,327		42		(318)		38,051
Asset-Backed Securities		37,456		1,349		—		38,805
Total Securities Available for Sale	$	388,288	$	12,886	$	(3,848)	$	397,326


	December 31, 2020
			Gross		Gross
	Amortized		Unrealized		Unrealized
	Cost		Gains		Losses		Fair Value
Securities Available for Sale:
Municipal Bonds	$	105,975	$	9,373	$	(336)	$	115,012
Mortgage-Backed Securities		123,395		2,029		(1,164)		124,260
Corporate Securities		71,116		1,240		(201)		72,155
SBA Securities		40,455		32		(380)		40,107
Asset-Backed Securities		38,135		976		(16)		39,095
Total Securities Available for Sale	$	379,076	$	13,650	$	(2,097)	$	390,629

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The following tables present the fair value and gross unrealized losses of securities with unrealized losses, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position at March 31, 2021 and December 31, 2020:


	Less Than 12 Months				12 Months or Greater				Total
			Unrealized				Unrealized				Unrealized
	Fair Value		Losses		Fair Value		Losses		Fair Value		Losses
March 31, 2021
Municipal Bonds	$	27,707	$	(903)	$	6,830	$	(292)	$	34,537	$	(1,195)
Mortgage-Backed Securities		60,731		(2,212)		1,648		(1)		62,379		(2,213)
Corporate Securities		12,422		(90)		968		(32)		13,390		(122)
SBA Securities		409		—		25,417		(318)		25,826		(318)
Total Securities Available for Sale	$	101,269	$	(3,205)	$	34,863	$	(643)	$	136,132	$	(3,848)


	Less Than 12 Months				12 Months or Greater				Total
			Unrealized				Unrealized				Unrealized
	Fair Value		Losses		Fair Value		Losses		Fair Value		Losses
December 31, 2020
Municipal Bonds	$	12,023	$	(329)	$	223	$	(7)	$	12,246	$	(336)
Mortgage-Backed Securities		45,120		(1,163)		1,699		(1)		46,819		(1,164)
Corporate Securities		23,643		(131)		2,430		(70)		26,073		(201)
SBA Securities		3,288		(3)		28,193		(377)		31,481		(380)
Asset-Backed Securities		2,471		(16)		—		—		2,471		(16)
Total Securities Available for Sale	$	86,545	$	(1,642)	$	32,545	$	(455)	$	119,090	$	(2,097)

At March 31, 2021, 172 debt securities had unrealized losses with aggregate depreciation of approximately 2.7% from the Company’s amortized cost basis. At December 31, 2020, 150 debt securities had unrealized losses with aggregate depreciation of approximately 1.7% from the Company’s amortized cost basis. These unrealized losses related principally to changes in interest rates and were not due to changes in the financial condition of the issuer, the quality of any underlying assets, or applicable credit enhancements. In analyzing whether unrealized losses on debt securities are other than temporary, management considers whether the securities are issued by a government body or agency, whether a rating agency has downgraded the securities, industry analysts’ reports, the financial condition and performance of the issuer, and the quality of any underlying assets or credit enhancements. Since management has the ability and intent to hold these debt securities for the foreseeable future, no declines were deemed to be other than temporary as of March 31, 2021.

The following table presents a summary of amortized cost and estimated fair value of debt securities by the lesser of expected call date or contractual maturity as of March 31, 2021. Call date is used when a call of the debt security is expected, determined by the Company when the security has a market value above its amortized cost. Contractual maturities will differ from expected maturities for mortgage-backed, SBA securities and asset-backed securities because borrowers may have the right to call or prepay obligations without penalties.


March 31, 2021	Amortized Cost		Fair Value
Due in One Year or Less	$	7,226	$	7,291
Due After One Year Through Five Years		73,840		76,850
Due After Five Years Through 10 Years		68,205		72,435
Due After 10 Years		39,321		40,628
Subtotal		188,592		197,204
Mortgage-Backed Securities		123,913		123,266
SBA Securities		38,327		38,051
Asset-Backed Securities		37,456		38,805
Totals	$	388,288	$	397,326

As of March 31, 2021 and December 31, 2020, the securities portfolio was unencumbered.

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The following table presents a summary of the proceeds from sales of securities available for sale, as well as gross gains and losses, for the three months ended March 31, 2021 and 2020:


	Three Months Ended
	March 31,
	2021		2020
Proceeds From Sales of Securities	$	1,650	$	2,102
Gross Gains on Sales		—		3
Gross Losses on Sales		—		—

Note 4: Loans

The following table presents the components of the loan portfolio at March 31, 2021 and December 31, 2020:


	March 31,		December 31,
	2021		2020
Commercial	$	301,023	$	304,220
Paycheck Protection Program		163,258		138,454
Construction and Land Development		193,372		170,217
Real Estate Mortgage:
1-4 Family Mortgage		294,964		294,479
Multifamily		665,415		626,465
CRE Owner Occupied		79,665		75,604
CRE Non-owner Occupied		720,396		709,300
Total Real Estate Mortgage Loans		1,760,440		1,705,848
Consumer and Other		8,030		7,689
Total Loans, Gross		2,426,123		2,326,428
Allowance for Loan Losses		(35,987)		(34,841)
Net Deferred Loan Fees		(11,273)		(9,151)
Total Loans, Net	$	2,378,863	$	2,282,436

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The following table presents the activity in the allowance for loan losses, by segment, for the three months ended March 31, 2021 and 2020:

Paycheck