19. Disclosures about Fair Value Measurements and Financial Instruments

The following disclosures establish a hierarchal disclosure framework associated with the level of pricing observability utilized in measuring assets and liabilities at fair value. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The three broad levels defined within this hierarchy are as follows:

Level I: Quoted prices are available in active markets for identical assets or liabilities as of the reported date.

Level II: Pricing inputs are other than the quoted prices in active markets, which are either directly or indirectly observable as of the reported date. The nature of these assets and liabilities includes items for which quoted prices are available but traded less frequently and items that are fair-valued using other financial instruments, the parameters of which can be directly observed.

Level III: Assets and liabilities that have little to no pricing observability as of the reported date. These items do not have two-way markets and are measured using management’s best estimate of fair value, where the inputs into the determination of fair value require significant management judgment or estimation.

Assets and Liability Measured and Recorded on a Recurring Basis

Equity securities are reported at fair value utilizing Level 1 inputs. These securities are mutual funds held within a rabbi trust for the Company's executive deferred compensation plan. The mutual funds held are open-end funds that are registered with the Securities and Exchange Commission. These funds are required to publish their daily net asset value and to transact at that price.

Securities classified as available for sale are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quoted market spreads, cash flows, the US Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the bond’s terms and conditions, among other things.

The fair values of the fair value swaps used for interest rate risk management represents the amount the Company would expect to receive or pay to terminate such agreements. These fair values are based on an external derivative valuation model using data inputs as of the valuation date and classified Level 2.

The following table presents the assets and liability measured and reported on the Consolidated Balance Sheets on a recurring basis at their fair value as of March 31, 2020 and December 31, 2019, by level within the fair value hierarchy (in thousands).


	Fair Value Measurements at March 31, 2020
	Total		(Level 1)		(Level 2)		(Level 3)
Equity securities	$	386	$	386	$	—	$	—
Available for sale securities:
US Agency		3,967		—		3,967		—
US Agency mortgage-backed securities		82,084		—		82,084		—
Municipal		15,824		—		15,824		—
Corporate bonds		40,841		—		40,841		—
Fair value swap asset		3,520		—		3,520		—
Fair value swap liability		(3,520)		—		(3,520)		—


	Fair Value Measurements at December 31, 2019
	Total		(Level 1)		(Level 2)		(Level 3)
Equity securities	$	366	$	366	$	—	$	—
Available for sale securities:
US Agency		5,116		—		5,116		—
US Agency mortgage-backed securities		81,633		—		81,633		—
Municipal		15,170		—		15,170		—
Corporate bonds		39,830		—		39,830		—
Fair value swap asset		959		—		959		—
Fair value swap liability		(959)		—		(959)		—

Assets Measured and Recorded on a Non-Recurring Basis

Loans considered impaired are loans for which, based on current information and events, it is probable that the creditor will be unable to collect all amounts due according to the contractual terms of the loan agreement. Impaired loans are reported at the fair value of the underlying collateral if the repayment is expected solely from the collateral. Collateral values are estimated using Level 3 inputs based on observable market data which at times are discounted using unobservable inputs. At March 31, 2020, impaired loans with a carrying value of $266,000 were reduced by a specific valuation allowance totaling $8,000 resulting in a net fair value of $258,000. At December 31, 2019, impaired loans with a carrying value of $263,000 were reduced by a specific valuation allowance totaling $8,000 resulting in a net fair value of $255,000.

Other real estate owned is measured at fair value based on appraisals, less estimated costs to sell at the date of foreclosure. Valuations are periodically performed by management and the assets are carried at the lower of carrying amount or fair value, less cost to sell. Income and expenses from operations and changes in valuation allowance are included in the net expenses from OREO.

Assets measured and recorded at fair value on a non-recurring basis are summarized below (in thousands, except range data):


	Fair Value Measurements at March 31, 2020
	Total		(Level 1)		(Level 2)		(Level 3)
Impaired loans	$	258	$	—	$	—	$	258


	Fair Value Measurements at December 31, 2019
	Total		(Level 1)		(Level 2)		(Level 3)
Impaired loans	$	255	$	—	$	—	$	255
Other real estate owned		37		—		—		37


	Quantitative Information About Level 3 Fair Value Measurements
	Fair Value		Valuation	Unobservable	Range
March 31, 2020	Estimate		Techniques	Input	(Wgtd Avg)
Impaired loans	$	258	Appraisal of collateral (1)	Appraisal adjustments(2)	0% to 100% (3%)


	Quantitative Information About Level 3 Fair Value Measurements
	Fair Value		Valuation	Unobservable	Range
December 31, 2019	Estimate		Techniques	Input	(Wgtd Avg)
Impaired loans	$	255	Appraisal of collateral(1)	Appraisal adjustments(2)	0% to 100% (3%)

Other real estate owned		37	Appraisal of collateral (1)	Appraisal adjustments (2) Liquidation expenses	0% to 57% (38%) 21% to 134% (30%)

(1)

Fair Value is generally determined through independent appraisals of the underlying collateral, which generally include various level 3 inputs which are not identifiable. Also includes qualitative adjustments by management and estimated liquidation expenses.

(2)

Appraisals may be adjusted by management for qualitative factors such as economic conditions.

FAIR VALUE OF FINANCIAL INSTRUMENTS

For the Company, as for most financial institutions, approximately 90% of its assets and liabilities are considered financial instruments. Many of the Company’s financial instruments, however, lack an available trading market characterized by a willing buyer and willing seller engaging in an exchange transaction. Therefore, significant estimates and present value calculations were used by the Company for the purpose of this disclosure.

Fair values have been determined by the Company using independent third party valuations that use the best available data (Level 2) and an estimation methodology (Level 3) the Company believes is suitable for each category of financial instruments. Management believes that cash and cash equivalents, bank owned life insurance, regulatory stock, accrued interest receivable and payable, and short-term borrowings have fair values which approximate the recorded carrying values. The fair value measurements for all of these financial instruments are Level 1 measurements.

The estimated fair values based on US GAAP measurements and recorded carrying values at March 31, 2020 and December 31, 2019, for the remaining financial instruments not required to be measured or reported at fair value were as follows (in thousands):


	March 31, 2020
	Carrying		Fair
	Value		Value		(Level 1)		(Level 2)		(Level 3)
FINANCIAL ASSETS:
Investment securities – HTM	$	42,068	$	44,236	$	—	$	41,242	$	2,994
Loans held for sale		4,750		4,889		4,889		—		—
Loans, net of allowance for loan loss and unearned income		863,315		867,308		—		—		867,308
FINANCIAL LIABILITIES:
Deposits with no stated maturities	$	646,074	$	642,965	$	—	$	—	$	642,965
Deposits with stated maturities		311,519		315,616		—		—		315,616
All other borrowings (1)		78,694		85,321		—		—		85,321


	December 31, 2019
	Carrying		Fair
	Value		Value		(Level 1)		(Level 2)		(Level 3)
FINANCIAL ASSETS:
Investment securities – HTM	$	39,936	$	41,082	$	—	$	38,129	$	2,953
Loans held for sale		4,868		4,970		4,970		—		—
Loans, net of allowance for loan loss and unearned income		873,427		873,908		—		—		873,908
FINANCIAL LIABILITIES:
Deposits with no stated maturities	$	651,469	$	631,023	$	—	$	—	$	631,023
Deposits with stated maturities		309,044		310,734		—		—		310,734
All other borrowings (1)		74,134		76,323		—		—		76,323

⁽¹⁾

All other borrowings include advances from Federal Home Loan Bank, guaranteed junior subordinated deferrable interest debentures, and subordinated debt.

Changes in assumptions or estimation methodologies may have a material effect on these estimated fair values. The Company’s remaining assets and liabilities which are not considered financial instruments have not been valued differently than has been customary under historical cost accounting.