Fair Value

The Company utilizes fair value measurements to record fair value adjustments for certain assets and liabilities and to determine fair value disclosures. Available-for-sale securities, interest rate swaps, mortgage servicing rights, interest rate lock commitments and forward sale loan commitments are recorded at fair value on a recurring basis. Additionally, from time to time, the Company may be required to record other assets at fair value, such as loans held-for-investment and certain other assets. These nonrecurring fair value adjustments usually involve writing the asset down to fair value or the lower of cost or market value.

Following is a description of valuation methodologies used for assets and liabilities recorded at fair value.

Available-for-Sale Investment Securities

Available-for-sale investment securities are recorded at fair value on a recurring basis. Fair value measurement is based upon quoted prices, if available. If quoted prices are not available, fair values are measured using independent pricing models or other model-based valuation techniques such as the present value of future cash flows, adjusted for the security's credit rating, prepayment assumptions and other factors such as credit loss assumptions. Level 1 securities include those traded on an active exchange, such as the New York Stock Exchange, U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets and money market funds. Level 2 securities include mortgage-backed securities issued by government sponsored entities and private label entities, municipal bonds and corporate debt securities. There have been no changes in valuation techniques for the three and six months ended June 30, 2014. Valuation techniques are consistent with techniques used in prior periods.

Interest Rate Swaps

Interest rate swaps are recorded at fair value on a recurring basis. Fair value measurement is based on discounted cash flow models run by a third-party on a monthly basis. All future floating cash flows are projected and both floating and fixed cash flows are discounted to the valuation date. As a result, the Company classifies interest rate swaps as Level 3.

The following table presents a rollforward of interest rate swaps from March 31, 2013 to June 30, 2014 and from March 31, 2014 to June 30, 2014,



	Level 3
	Fair Value- Assets			Fair Value- Liabilities
	(Amounts in thousands)
Balance, March 31, 2013	$	180		$	180
Purchases, sales, issuances and settlements	—			—
Gains (losses) included in other income	(26		)	(26		)
Balance, June 30, 2013	$	154		$	154

Balance, March 31, 2014	$	119		$	119
Purchases, sales, issuances and settlements	—			—
Gains (losses) included in other income	(13		)	(13		)
Balance, June 30, 2014	$	106		$	106

The following table presents a rollforward of interest rate swaps from December 31, 2012 to June 30, 2013, and from
December 31, 2013 to June 30, 2014.
	Level 3
	Fair Value- Assets			Fair Value- Liabilities
	(Amounts in thousands)
Balance, December 31, 2012	$	196		$	196
Purchases, sales, issuances and settlements	—			—
Gains (losses) included in other income	(42		)	(42		)
Balance, June 30, 2013	$	154		$	154

Balance, December 31, 2013	$	132		$	132
Purchases, sales, issuances and settlements	—			—
Gains (losses) included in other income	(26		)	(26		)
Balance, June 30, 2014	$	106		$	106

Interest Rate Locks and Forward Loan Sale Commitments

The Bank enters into interest rate lock commitments and commitments to sell mortgages. At June 30, 2014, the amount of fair value associated with these interest rate lock commitments and sale commitments was $231,000 and $(100,000), respectively. At December 31, 2013, the amount of fair value associated with these interest rate lock commitments and sale commitments was $(23,000) and $147,000, respectively. The fair value of interest rate lock commitments is based on servicing rate premium, origination income net of origination costs, fall out rates and changes in loan pricing between the commitment date and period end, typically month end.

The Company classifies interest rate lock commitments as Level 3. The fair value of forward sales commitments is based on changes in loan pricing between the commitment date and period end. The Company classified forward sale commitments as Level 2. There have been no changes in valuation techniques for the three and six months ended June 30, 2014. Valuation techniques are consistent with techniques used in prior periods.

The following table presents a rollforward of interest rate lock commitments for the three and six months ended June 30, 2014 and 2013, respectively.



	Interest Rate Lock Commitments
	Level 3
	Fair Value			Fair Value
	(In thousands)
Balance, March 31, 2014 and 2013	$	178		$	807
Gains (losses) included in other income	53			(1,119		)
Transfer in and out	—			—
Balance, June 30, 2014 and 2013	$	231		$	(312	)


	Interest Rate Lock Commitments
	Level 3
	Fair Value			Fair Value
	(In thousands)
Balance, December 31, 2013 and 2012	$	(23	)	$	873
Gains (losses) included in other income	254			(1,185		)
Transfer in and out	—			—
Balance, June 30, 2014 and 2013	$	231		$	(312	)

Mortgage Servicing Rights

A valuation of mortgage servicing rights is performed using a pooling methodology. Similar loans are pooled together and evaluated on a discounted earnings basis to determine the present value of future earnings. The present value of the future earnings is the estimated market value for the pool, calculated by a third party at least semi-annually, using assumptions that a third party purchaser would utilize in evaluating a potential acquisition of the servicing. As such, the Company classifies loan servicing rights as a Level 3 asset. There have been no changes in valuation techniques for the three and six months ended June 30, 2014. Valuation techniques are consistent with techniques used in prior periods.

The following table presents a rollforward of mortgage servicing rights for the three and six months ended June 30, 2014 and 2013 and shows that the mortgage servicing rights are classified as Level 3 as discussed above.



	Level 3
	Fair Value			Fair Value
	(In thousands)
Balance, March 31, 2014 and 2013	$	4,782		$	3,045
Capitalized	149			269
Gains (losses) included in other income	(160		)	511
Balance, June 30, 2014 and 2013	$	4,771		$	3,825

	Level 3
	Fair Value			Fair Value
	(In thousands)
Balance, December 31, 2013 and 2012	$	4,536		$	2,525
Capitalized	285			687
Gains (losses) included in other income	(50		)	613
Balance, June 30, 2014 and 2013	$	4,771		$	3,825

Mortgage Loans Held-for-Sale

Loans held-for-sale are carried at lower of cost or market value. The fair value of loans held-for-sale is based on what secondary markets are currently offering for portfolios with similar characteristics. The changes in fair value of the assets are largely driven by changes in interest rates subsequent to loan funding and changes in the fair value of servicing associated with the mortgage loan held for sale. As such, the Company classifies loans measured at fair value on a nonrecurring basis as a Level 2 asset. At June 30, 2014, the cost of the Company's mortgage loans held-for-sale was less than the market value. Accordingly, the Company's loans held-for-sale are carried at cost. There have been no changes in valuation techniques for the three and six months ended June 30, 2014. Valuation techniques are consistent with techniques used in prior periods.

Impaired Loans

The Company does not record loans held-for-investment at fair value on a recurring basis. However, from time to time, a loan is considered impaired and an allowance for loan losses is established. Loans for which it is probable that payment of interest and principal will not be made in accordance with the contractual terms of the loan agreement are considered impaired. Once a loan is identified as individually impaired, management measures impairment in accordance with the Receivables topic of the FASB Accounting Standards Codification. The fair value of impaired loans is estimated using one of several methods, including collateral value (through appraisal processes and applying liquidity discounts and deducting expected selling costs), market value of similar debt, enterprise value, liquidation value and discounted cash flows. Those impaired loans not requiring an allowance represent loans for which the fair value of the expected repayments or collateral exceed the recorded investments in such loans. At June 30, 2014, the majority of impaired loans were evaluated based on the fair value of the collateral by obtaining third-party appraisals and applying liquidity discounts. Third party appraisals are obtained at least annually for all impaired loans greater than $250,000. The Company records impaired loans as nonrecurring Level 3. There have been no changes in valuation techniques for the three and six months ended June 30, 2014. Valuation techniques are consistent with techniques used in prior periods.

Other Real Estate Owned

Other real estate owned (“OREO”) is adjusted to fair value upon transfer of the loans to OREO. Subsequently, OREO is carried at the lower of carrying value or fair value. Fair value is based upon independent market prices, appraised values of the collateral or management's estimation of the value of the collateral (through appraisal processes and applying liquidity discounts and deducting expected selling costs). When the fair value of the collateral is measured due to further deterioration in the value of the OREO since initial recognition, the Company records the foreclosed asset as nonrecurring Level 3. The current carrying value of OREO at June 30, 2014 is $2.3 million. At December 31, 2013 the carrying value of OREO was $3.3 million. There have been no changes in valuation techniques for the three and six months ended June 30, 2014. Valuation techniques are consistent with techniques used in prior periods.

The following table presents assets and (liabilities) measured at fair value on a recurring basis:



June 30, 2014 (in thousands)	Fair Value			Level 1		Level 2			Level 3
Available-for-sale securities:
U.S. government agencies	$	16,313		$	—	$	16,313		$	—
Government sponsored agencies:
Residential mortgage-backed securities	100,257			—		100,257			—
Collateralized mortgage obligations	44,685			—		44,685			—
Private label collateralized mortgage obligations	12,719			—		12,719			—
State and municipal securities	82,136			—		82,136			—
Common and preferred stocks	3,033			3,033		—			—
Interest rate swap agreements	106			—		—			106
Interest rate swap agreements	(106		)	—		—			(106		)
Interest rate lock commitments	231			—		—			231
Forward loan sale commitments	(100		)	—		(100		)	—
Mortgage servicing rights	4,771			—		—			4,771



December 31, 2013 (in thousands)	Fair Value			Level 1		Level 2		Level 3
Available-for-sale securities:
U.S. government agencies	$	16,392		$	—	$	16,392	$	—
Government sponsored agencies:
Residential mortgage-backed securities	103,441			—		103,441		—
Collateralized mortgage obligations	52,743			—		52,743		—
Private label collateralized mortgage obligations	14,491			—		14,491		—
State and municipal securities	98,704			—		98,704		—
Common and preferred stocks	3,151			3,151		—		—
Interest rate swap agreements	132			—		—		132
Interest rate swap agreements	(132		)	—		—		(132		)
Interest rate lock commitments	(23		)	—		—		(23		)
Forward loan sale commitments	147			—		147		—
Mortgage servicing rights	4,536			—		—		4,536

Quantitative Information about Level 3 Fair Value Measurements



	Fair Value at June 30, 2014 (in thousands)		Valuation Technique	Unobservable Input	Range (Weighted Avg)
Recurring measurements:
Interest Rate Swaps	$	106	Discounted cash flow	Discount rate	0.35%
Interest Rate Lock Commitments	231		Pricing model	Pull through rates	77.22%
Mortgage Servicing Rights	4,771		Discounted cash flow	Constant prepayment rate	9.50%
				Cost of service	$50
				Discount rate	8%
Nonrecurring measurements:
Impaired loans	$	8,469	Discounted appraisals	Collateral discounts	15%
Other real estate owned	289		Discounted appraisals	Collateral discounts	15%



	Fair Value at December 31, 2013 (in thousands)			Valuation Technique	Unobservable Input	Range (Weighted Avg)
Recurring measurements:
Interest Rate Swaps	$	132		Discounted cash flow	Discount rate	0.50%
Interest Rate Lock Commitments	(23		)	Pricing model	Pull through rates	86.40%
Mortgage Servicing Rights	4,536			Discounted cash flow	Constant prepayment rate	9.72%
					Cost of service	$50
					Discount rate	8%
Nonrecurring measurements:
Impaired loans	$	6,058		Discounted appraisals	Collateral discounts	10-15%
Other real estate owned	1,034			Discounted appraisals	Collateral discounts	15%

The unobservable input used in the fair value measurement of the Company's interest rate swap agreements is the discount rate. A significant increase (decrease) in the discount rate could result in a significantly lower (higher) fair value measurement. The discount rate is determined by the third-party by obtaining third party market quotes from Reuters, which handle up to 30 year swap maturities. The Company's asset liability management team periodically reviews the discount rates utilized in determining the fair value of the interest rate swap agreements.

The significant unobservable input used in the fair value measurement of the Company's interest rate lock commitments is the pull through ratio, which represents the percentage of loans currently in a lock position which management estimates will ultimately close. Generally, the fair value of an interest rate lock commitment is positive (negative) if the prevailing interest rate is lower (higher) than the interest rate lock commitment rate. Therefore, an increase in the pull through rates (i.e., higher percentage of loans are estimated to close) will result in the fair value of the interest rate lock commitments to increase if in a gain position, or decrease if in a loss position. The pull through ratio is largely dependent on the loan processing stage that a loan is currently in and the change in prevailing interest rates from the time of the rate lock. The pull through rate is computed by our secondary marketing system using historical data and the ratio is periodically reviewed by the Company's mortgage banking division.

The significant unobservable inputs used in the fair value measurement of the Company's mortgage servicing rights are the weighted average constant prepayment rate and weighted average discount rate. Significant increases (decreases) in any of those inputs in isolation could result in a significantly lower (higher) fair value measurement. Although the constant prepayment rate and the discount rate are not directly interrelated, they will generally move in opposite directions. The Company utilizes an independent third-party to estimate the fair value of mortgage servicing rights through use of a discounted cash flow model to calculate the present value of estimated future net servicing income based on observable and unobservable inputs into the model to arrive at an estimated fair value. To assess the reasonableness of the fair value measurement, the fair value and constant prepayment rates are compared to forward-looking estimates by the Company.

The following table presents assets measured at fair value on a nonrecurring basis:



	Fair Value		Level 1		Level 2		Level 3
June 30, 2014	(Amounts in thousands)
Other real estate owned	$	289	$	—	$	—	$	289
Impaired loans:
Construction	635		—		—		635
Commercial real estate:
Owner occupied	5,448		—		—		5,448
Non-owner occupied	599		—		—		599
Commercial	709		—		—		709
Mortgages:
Secured 1-4 family real estate	1,078		—		—		1,078



	Fair Value		Level 1		Level 2		Level 3
December 31, 2013	(Amounts in thousands)
Other real estate owned	$	1,034	$	—	$	—	$	1,034
Impaired loans:
Construction	160		—		—		160
Commercial real estate:
Owner occupied	4,930		—		—		4,930
Non-owner occupied	595		—		—		595
Commercial	203		—		—		203
Mortgages:
Secured 1-4 family real estate	170		—		—		170

There were no transfers between valuation levels for any assets during the three and six months ended June 30, 2014 or 2013. If different valuation techniques are deemed necessary, we would consider those transfers to occur at the end of the period when the assets are valued.