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Estimated Fair Value of Financial Instruments and Fair Value Measurements

12 Months Ended

Dec. 31, 2023

Estimated Fair Value of Financial Instruments and Fair Value Measurements

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. There are three levels of inputs that may be used to measure fair values:

•Level 1 – Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as of the measurement date.

•Level 2 – Significant other 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.

•Level 3 – Significant unobservable inputs that reflect a company’s own assumptions about the assumptions that market participants would use in pricing an asset or liability.

The Company uses fair value to measure certain assets and liabilities on a recurring basis, primarily available for sale debt securities, derivatives and mortgage servicing rights. For assets measured at the lower of cost or fair value, the fair value measurement criteria may or may not be met during a reporting period, and such measurements are therefore considered "nonrecurring" for purposes of disclosing the Company's fair value measurements. Fair value is used on a nonrecurring basis to adjust carrying values for collateral dependent individually analyzed loans and foreclosed assets.

Recurring Basis

The Company used the following methods and significant assumptions to estimate the fair value of each type of financial instrument:

Investment Securities - The fair value for investment securities are determined by quoted market prices, if available (Level 1). The Company utilizes an independent pricing service to obtain the fair value of debt securities. Debt securities issued by the U.S. Treasury and other U.S. Government agencies and corporations, mortgage-backed securities, collateralized loan obligations, and collateralized mortgage obligations are priced utilizing industry-standard models that consider various assumptions, including time value, yield curves, volatility factors, prepayment speeds, default rates, loss severity, current market and contractual prices for the underlying financial instruments, as well as other relevant economic measures. Substantially all of these assumptions are observable in the marketplace, can be derived from observable data, or are supported by observable levels at which transactions are executed in the marketplace (Level 2). Municipal securities are valued using a type of matrix, or grid, pricing in which securities are benchmarked against the treasury rate based on credit rating (Level 2).

Derivatives - Interest rate swaps are valued by using cash flow valuation techniques with observable market data inputs (Level 2). The Company has entered into collateral agreements with its swap dealers which entitle it to receive collateral to cover market values on derivatives which are in asset position, thus a credit risk adjustment on interest rate swaps is not warranted. RPAs are entered into by the Company with institutional counterparties, under which the Company assumes its pro-rata share of the credit exposure associated with a borrower’s performance related to interest rate derivative contracts. The fair value of

RPAs is calculated by determining the total expected asset or liability exposure using observable inputs, such as yield curves and volatilities, of the derivatives to the borrowers and applying the borrowers’ credit spread to that exposure (Level 2). The fair values of the interest rate lock commitments and interest rate forward loan sales contracts are estimated using quoted or published market prices for similar instruments, adjusted for factors such as pull-through rate assumptions based on historical information, where appropriate. The pull-through rate assumptions are considered Level 3 valuation inputs and are significant to the interest rate lock commitments valuation; as such, the interest rate lock commitments are classified as Level 3.

Mortgage Servicing Rights (MSR) - MSRs are recorded at fair value based on assumptions through a third-party valuation service. The valuation model incorporates assumptions that are observable in the marketplace and that market participants would use in estimating future net servicing income, such as servicing cost per loan, the discount rate, the escrow float rate, an inflation rate, ancillary income, prepayment speeds and default rates and losses (Level 2).

The following table summarizes assets measured at fair value on a recurring basis as of December 31, 2023 and December 31, 2022 by level within the fair value hierarchy:


	Fair Value Measurement at December 31, 2023 Using
(in thousands)	Total		Level 1		Level 2		Level 3
Assets:
Available for sale debt securities:

State and political subdivisions	$	130,139	$	—	$	130,139	$	—
Mortgage-backed securities	5,311		—		5,311		—
Collateralized loan obligations	50,437		—		50,437		—
Collateralized mortgage obligations	169,196		—		169,196		—
Corporate debt securities	440,051		—		440,051		—
Derivative assets	25,093		—		25,043		50
Mortgage servicing rights	13,333		—		13,333		—

Liabilities:
Derivative liabilities	$	24,057	$	—	$	24,057	$	—


	Fair Value Measurement at December 31, 2022 Using
(in thousands)	Total		Level 1		Level 2		Level 3
Assets:
Available for sale debt securities:
U.S. Government agencies and corporations	$	7,345	$	—	$	7,345	$	—
State and political subdivisions	285,356		—		285,356		—
Mortgage-backed securities	5,944		—		5,944		—
Collateralized mortgage obligations	147,193		—		147,193		—
Corporate debt securities	707,709		—		707,709		—
Derivative assets	23,655		—		23,648		7
Mortgage servicing rights	13,421		—		13,421		—

Liabilities:
Derivative liabilities	$	21,087	$	—	$	21,087	$	—

There were no transfers of assets between Level 3 and other levels of the fair value hierarchy during the years ended December 31, 2023 or December 31, 2022. Changes in the fair value of available for sale debt securities, including the changes attributable to the hedged risk, are included in other comprehensive income.

The following table presents the valuation technique, significant unobservable inputs, and quantitative information about the unobservable inputs used for fair value measurements of the financial instruments held by the Company and categorized within Level 3 of the fair value hierarchy as of the dates indicated:


	Fair Value at
(dollars in thousands)	December 31, 2023		December 31, 2022		Valuation Techniques(s)	Unobservable Input	Range of Inputs					Weighted Average
Interest rate lock commitments	$	50	$	7	Quoted or published market prices of similar instruments, adjusted for factors such as pull-through rate assumptions	Pull-through rate	70	%	-	100	%	88	%

Nonrecurring Basis

The Company used the following methods and significant assumptions to estimate the fair value of each type of financial instrument:

Collateral Dependent Individually Analyzed Loans - Collateral dependent individually analyzed loans are valued based on the fair value of the collateral less estimated costs to sell. These estimates are based on the most recently available appraisals by qualified licensed appraisers with certain adjustment made based on the type of property, age of appraisal, current status of the property, and other related factors to estimate the current value of the collateral (Level 3).

Foreclosed Assets, Net - Foreclosed assets are measured at fair value less costs to sell. These estimates are based on the most recently available appraisals by qualified licensed appraisers with certain adjustment made based on the type of property, age of appraisal, current status of the property, and other related factors to estimate the current value of the collateral (Level 3).

The following table presents assets measured at fair value on a nonrecurring basis as of the dates indicated:


	Fair Value Measurement at December 31, 2023 Using
(in thousands)	Total		Level 1		Level 2		Level 3
Collateral dependent individually analyzed loans	$	6,524	$	—	$	—	$	6,524














Foreclosed assets, net	3,929		—		—		3,929


	Fair Value Measurement at December 31, 2022 Using
(in thousands)	Total		Level 1		Level 2		Level 3
Collateral dependent individually analyzed loans	$	3,159	$	—	$	—	$	3,159














Foreclosed assets, net	103		—		—		103

The following presents the valuation technique(s), unobservable inputs, and quantitative information about the unobservable inputs used for fair value measurements of the financial instruments held by the Company and categorized within Level 3 of the fair value hierarchy as of the date indicated:


	Fair Value at
(dollars in thousands)	December 31, 2023		December 31, 2022		Valuation Techniques(s)	Unobservable Input	Range of Inputs				Weighted Average
Collateral dependent individually analyzed loans	$	6,524	$	3,159	Fair value of collateral	Valuation adjustments	—	%	33	%	11	%
Foreclosed assets, net	3,929		103		Fair value of collateral	Valuation adjustments	4	%	4	%	4	%

Changes in assumptions or estimation methodologies may have a material effect on these estimated fair values.

Other Fair Value Methods

Cash and Cash Equivalents, Interest Receivable, Short-term Borrowings, Finance Lease Payable, and Other Long-Term Debt - The carrying amounts of these financial instruments approximate their fair values.

Loans Held for Sale - Loans held for sale are carried at the lower of cost or fair value, with fair value being based on binding contracts from third party investors (Level 2). The portfolio has historically consisted primarily of residential real estate loans.

Loans Held for Investment, Net - The estimated fair value of loans, net, was performed using the income approach, with the market approach used for certain nonperforming loans, resulting in a Level 3 fair value classification.

FHLB stock - Investments in FHLB stock are recorded at cost and measured for impairment quarterly. Ownership of FHLB stock is restricted to member banks and the securities do not have a readily determinable market value. Purchases and sales of these securities are at par value with the issuer. The fair value of investments in FHLB stock is equal to the carrying amount.

Deposits - Deposits are carried at historical cost. The fair values of deposits with no stated maturity (defined as noninterest-bearing demand, interest checking, money market, and savings accounts) are equal to the amount payable on demand as of the balance sheet date and considered Level 1. The fair value of time deposits is based on the discounted value of contractual cash flows and considered Level 2. The discount rate is estimated using the rates currently offered for deposits of similar remaining maturities.

FHLB Borrowings - Borrowings are carried at amortized cost. The fair value of FHLB borrowings is calculated by discounting scheduled cash flows through the maturity dates or call dates, if applicable, using estimated market discount rates that reflect current rates offered for borrowings with similar remaining maturities and characteristics and are considered Level 2.

Junior Subordinated Notes Issued to Capital Trusts - Junior subordinated notes issued to capital trusts are carried at amortized cost. The fair value of these junior subordinated notes with variable rates is determined using a market discount rate on the expected cash flows and are considered Level 2.

Subordinated Debentures - Subordinated debentures are carried at amortized cost. The fair value of subordinated debentures is based on discounted cash flows on current borrowing rates being offered for similar subordinated debenture deals and considered Level 2.

The carrying amount and estimated fair value of financial instruments at December 31, 2023 and December 31, 2022 were as follows:


	December 31, 2023
(in thousands)	Carrying Amount		Estimated Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	81,727	$	81,727	$	81,727	$	—	$	—
Debt securities available for sale	795,134		795,134		—		795,134		—
Debt securities held to maturity	1,075,190		895,263		—		895,263		—
Loans held for sale	1,045		1,083		—		1,083		—
Loans held for investment, net	4,075,447		3,953,368		—		—		3,953,368
Interest receivable	29,768		29,768		—		29,768		—
FHLB stock	5,806		5,806		—		5,806		—
Derivative assets	25,093		25,093		—		25,043		50
Financial liabilities:
Noninterest bearing deposits	897,053		897,053		897,053		—		—
Interest bearing deposits	4,498,620		4,489,322		3,076,582		1,412,740		—
Short-term borrowings	300,264		300,264		300,264		—		—
Finance leases payable	604		604		—		604		—
FHLB borrowings	6,262		6,199		—		6,199		—
Junior subordinated notes issued to capital trusts	42,293		37,938		—		37,938		—
Subordinated debentures	64,137		61,940		—		61,940		—
Other long-term debt	10,000		10,000		—		10,000		—
Derivative liabilities	24,057		24,057		—		24,057		—


	December 31, 2022
(in thousands)	Carrying Amount		Estimated Fair Value		Level 1		Level 2		Level 3
Financial assets:
Cash and cash equivalents	$	86,435	$	86,435	$	86,435	$	—	$	—
Debt securities available for sale	1,153,547		1,153,547		—		1,153,547		—
Debt securities held to maturity	1,129,421		924,894		—		924,894		—
Loans held for sale	612		622		—		622		—
Loans held for investment, net	3,791,324		3,702,527		—		—		3,702,527
Interest receivable	27,090		27,090		—		27,090		—
FHLB stock	19,248		19,248		—		19,248		—
Derivative assets	23,655		23,655		—		23,648		7
Financial liabilities:
Noninterest bearing deposits	1,053,450		1,053,450		1,053,450		—		—
Interest bearing deposits	4,415,492		4,393,315		3,225,787		1,167,528		—
Short-term borrowings	391,873		391,873		391,873		—		—
Finance leases payable	787		787		—		787		—
FHLB borrowings	17,301		17,032		—		17,032		—
Junior subordinated notes issued to capital trusts	42,116		39,023		—		39,023		—
Subordinated debentures	64,006		64,004		—		64,004		—
Other long-term debt	15,000		15,000		—		15,000		—
Derivative liabilities	21,087		21,087		—		21,087		—

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

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