10-K

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 10-K

(Mark One)
☒	ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
	EXCHANGE ACT OF 1934
	For the fiscal year ended December 31, 2017
☐	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 000-20827

CASS INFORMATION SYSTEMS, INC.

(Exact name of registrant as specified in its charter)

Missouri	43-1265338
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
12444 Powerscourt Drive, Suite 550, St. Louis, Missouri 63131	(314) 506-5500
(Address of principal executive offices)               (Zip Code)	(Telephone Number, incl. area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each Class	Name of each exchange on which registered
Common Stock, par value $.50	The Nasdaq Global Select Market
Securities registered pursuant to Section 12(g) of the Act:
Title of each Class
None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.

Yes ☐     No ☒

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.

Yes ☐     No ☒

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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).

Yes ☒     No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☒ 

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 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 ☒

The aggregate market value of the common stock held by non-affiliates of the Registrant was approximately $708,000,000 based on the closing price of the common stock of $59.67 on June 30, 2017, as reported by The Nasdaq Global Select Market. As of February 19, 2018, the Registrant had 12,286,628 shares outstanding of common stock.

DOCUMENTS INCORPORATED BY REFERENCE

Certain information required for Part III of this report is incorporated by reference to the Registrant’s Proxy Statement for the 2018 Annual Meeting of Shareholders.

CASS INFORMATION SYSTEMS, INC.
FORM 10-K ANNUAL REPORT
TABLE OF CONTENTS

PART I.
Item 1.	BUSINESS	1
Item 1A.	RISK FACTORS	8
Item 1B.	UNRESOLVED STAFF COMMENTS	12
Item 2.	PROPERTIES	12
Item 3.	LEGAL PROCEEDINGS	13
Item 4.	MINE SAFETY DISCLOSURES	13
PART II.
Item 5.	MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES	14
Item 6.	SELECTED FINANCIAL DATA	16
Item 7.	MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	16
Item 7A.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	31
Item 8.	FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA	33
Item 9.	CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE	62
Item 9A.	CONTROLS AND PROCEDURES	62
Item 9B.	OTHER INFORMATION	64
PART III.
Item 10.	DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE	64
Item 11.	EXECUTIVE COMPENSATION	64
Item 12.	SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS	64
Item 13.	CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE	65
Item 14.	PRINCIPAL ACCOUNTANT FEES AND SERVICES	65
PART IV.
Item 15.	EXHIBITS AND FINANCIAL STATEMENT SCHEDULES	66
	SIGNATURES	67

Forward-looking Statements - Factors That May Affect Future Results

This report may contain or incorporate by reference forward-looking statements made pursuant to the safe harbor provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Although we believe that, in making any such statements, our expectations are based on reasonable assumptions, forward-looking statements are not guarantees of future performance and involve risks, uncertainties, and other factors beyond our control, which may cause future performance to be materially different from expected performance summarized in the forward-looking statements. These risks, uncertainties and other factors are discussed in the section Part I, Item 1A, “Risk Factors.” We undertake no obligation to publicly update or revise any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, or changes to future results over time.

PART I.

ITEM 1. BUSINESS

Description of Business

Cass Information Systems, Inc. (“Cass” or the “Company”) is a leading provider of payment and information processing services to large manufacturing, distribution and retail enterprises across the United States. The Company provides transportation invoice rating, payment processing, auditing, accounting and transportation information to many of the nation’s largest companies. It is also a processor and payer of energy invoices, including electricity, gas, waste, and other facility related expenses. Additionally, Cass competes in the telecommunications expense management market which includes bill processing, audit and payment services for telephone, data line, wireless and communication equipment expense. The Company, through its wholly owned bank subsidiary, Cass Commercial Bank (the “Bank”), also provides commercial banking services. The Bank’s primary focus is to support the Company’s payment operations and provide banking services to its target markets, which include privately-owned businesses and churches and church-related ministries. Services include commercial and commercial real estate loans, checking, savings and time deposit accounts and other cash management services.

Company Strategy and Core Competencies

Cass is an information services company with a primary focus on processing payables and payables-related transactions for large corporations located in the United States. Cass possesses four core competencies that encompass most of its processing services.

Data acquisition – This refers to the gathering of data elements from diverse, heterogeneous sources and the building of complete databases for our customers. Data is the raw material of the information economy. Cass gathers vital data from complex and diverse input documents, electronic media, proprietary databases and data feeds, including data acquired from vendor invoices as well as customer procurement and sales systems. Through its numerous methods of obtaining streams and pieces of raw data, Cass is able to assemble vital data into centralized data management systems and warehouses, thus producing an engine to create the power of information for managing critical corporate functions and processing systems.

Data management – Once data is assembled, Cass is able to utilize the power from derived information to produce significant savings and benefits for its clients. This information is integrated into customers’ unique financial and accounting systems, eliminating the need for internal accounting processing and providing internal and external support for these critical systems. Information is also used to produce management and exception reporting for operational control, feedback, planning assistance and performance measurement.

Business Intelligence – Receiving information in the right place at the right time and in the required format is paramount for business survival. Cass’ information delivery solutions provide reports, digital images, data files and retrieval capabilities through the Internet or directly into customer internal systems. Cass’ proprietary Internet management delivery system is the foundation for driving these critical functions. Transaction, operational, control, status and processing exception information are all delivered through this system creating an efficient, accessible and highly reliable asset for Cass customers.

Financial exchange – Since Cass is unique among its competition in that it owns a commercial bank, it is also able to manage the movement of funds from its customers to their suppliers. This is a distinguishing factor, which clearly requires the processing capability, operating systems and financial integrity of a banking organization. Cass provides immediate, accurate, controlled and protected funds management and transfer system capabilities for all of its customers. Old and costly check processing and delivery mechanisms are replaced with more efficient electronic cash management and funds transfer systems.

Cass’ core competencies allow it to perform the highest volumes of transaction processing in an integrated, efficient and systematic approach. Not only is Cass able to process the transaction, it is also able to collect the data defining the transaction and effect the financial payment governing its terms.

These core competencies, enhanced through shared business processes, drive Cass’ strategic business units. Building upon these foundations, Cass continues to explore new business opportunities that leverage these competencies and processes.

Marketing, Customers and Competition

The Company, through its Transportation Information Services business unit, is one of the largest firms in the transportation bill processing and payment industry in the United States based on the total dollars of transportation bills paid and items processed. Competition consists of a few primary competitors and numerous small transportation bill audit firms located throughout the United States. While offering transportation payment services, few of these audit firms compete on a national basis. These competitors compete mainly on price, functionality and service levels. The Company, through its Expense Management business unit, also competes with other companies, located throughout the United States, that pay energy and waste bills and provide management reporting. Available data indicates that the Company is one of the largest providers of energy information processing and payment services. Cass is unique among these competitors in that it is not exclusively affiliated with any one energy service provider (“ESP”). The ESPs market the Company’s services adding value with their unique auditing, consulting and technological capabilities. Many of Cass’ services are customized for the ESPs, providing a full-featured solution without any development costs to the ESP. Also the Company, through its Telecom Information Services business unit, is a leader in the growing telecom expense management market and competes with other companies located throughout the United States in this market.

1

The Bank is organized as a Missouri trust company with banking powers and was founded in 1906. The Company is classified as a bank holding corporation due to its ownership of a federally-insured commercial bank and was originally organized in 1982 as Cass Commercial Corporation under the laws of Missouri. Approval by the Board of Governors of the Federal Reserve System was received in February 1983. The Company changed its name to Cass Information Systems, Inc. in January 2001. In December 2011, the Federal Reserve Bank (“FRB”) of St. Louis approved the election of Cass Information Systems, Inc. to become a financial holding company. As a financial holding company, Cass may engage in activities that are financial in nature or incidental to a financial activity. The Bank encounters competition from numerous banks and financial institutions located throughout the St. Louis, Missouri metropolitan area and other areas in which the Bank competes. The Bank’s principal competitors, however, are large bank holding companies that are able to offer a wide range of banking and related services through extensive branch networks. The Bank targets its services to privately held businesses located in the St. Louis, Missouri area and church and church-related institutions located in St. Louis, Missouri, Orange County, California, Colorado Springs, Colorado, and other selected cities located throughout the United States.

The Company holds several trademarks for the payment and rating services it provides. These include: FreightPay®, Transdata®, Ratemaker®, Best Rate®, Rate Exchange®, CassPort®, Expense$mart®, ExpenseSmart®, WasteVision™ and Direct2Carrier Payments™. The Company and its subsidiaries are not dependent on any one customer for a significant portion of their businesses. The Company and its subsidiaries have a varied client base with no individual client exceeding 10% of total revenue.

Employees

The Company and its subsidiaries had 840 full-time and 276 part-time employees as of February 19, 2018. Of these employees, the Bank had 50 full-time and one part-time employees.

Supervision and Regulation

The Company and its bank subsidiary are extensively regulated under federal and state law. These laws and regulations are intended to primarily protect depositors, not shareholders. The Bank is subject to regulation and supervision by the Missouri Division of Finance, the FRB and the Federal Deposit Insurance Corporation (the “FDIC”). The Company is a financial holding company within the meaning of the Bank Holding Company Act of 1956, as amended (the “BHC Act”), and as such, it is subject to regulation, supervision and examination by the FRB. Significant elements of the laws and regulations applicable to the Company and the Bank are described below. The description is qualified in its entirety by reference to the full text of the statutes, regulations and policies that are described. Also, such statutes, regulations and policies are continually under review by Congress and state legislatures and federal and state regulatory agencies. A change in statutes, regulations or regulatory policies applicable to the Company and its subsidiaries could have a material effect on the business, financial condition and results of operations of the Company.

Bank Holding Company Activities – In general, the BHC Act limits the business of bank holding companies to banking, managing or controlling banks and other related activities. In addition, bank holding companies that qualify and elect to be financial holding companies such as the Company, may engage in any activity, or acquire and retain the shares of a company engaged in any activity, that is either (i) financial in nature or incidental to such financial activity or (ii) complementary to a financial activity and does not pose a substantial risk to the safety and soundness of depository institutions or the financial system generally. Such permitted activities include securities underwriting and dealing, insurance underwriting and making merchant banking investments.

To maintain financial holding company status, a financial holding company and all of its depository institution subsidiaries must be “well capitalized” and “well managed.” A depository institution subsidiary is considered to be “well capitalized” if it satisfies the requirements for this status discussed in the section “Prompt Corrective Action” below. A depository institution subsidiary is considered “well managed” if it received a composite rating and management rating of at least “satisfactory” in its most recent examination. A financial holding company’s status will also depend upon it maintaining its status as “well capitalized” and “well managed’ under applicable FRB regulations. If a financial holding company ceases to meet these capital and management requirements, the FRB may impose limitations or conditions on the conduct of its activities during the non-compliance period, and the company may not commence any of the broader financial activities permissible for financial holding companies or acquire a company engaged in such financial activities without prior approval of the FRB. If the company does not return to compliance within 180 days, the FRB may require divestiture of the holding company’s depository institutions.

2

In order for a financial holding company to commence any new activity permitted by the BHC Act or to acquire a company engaged in any new activity permitted by the BHC Act, each insured depository institution subsidiary of the financial holding company must have received a rating of at least “satisfactory” in its most recent examination under the Community Reinvestment Act. See “Community Reinvestment Act” below.

The FRB has the power to order any bank holding company or its subsidiaries to terminate any activity or to terminate its ownership or control of any subsidiary when the FRB has reasonable grounds to believe that continuation of such activity or such ownership or control constitutes a serious risk to the financial soundness, safety or stability of any bank subsidiary of the bank holding company.

The BHC Act, the Bank Merger Act, and other federal and state statutes regulate acquisitions of banks and banking companies. The BHC Act requires the prior approval of the FRB for the direct or indirect acquisition by the Company of more than 5% of the voting shares or substantially all of the assets of a bank or bank holding company. Under the Bank Merger Act, the prior approval of the FRB or other appropriate bank regulatory authority is required for the Bank to merge with another bank or purchase the assets or assume the deposits of another bank. In reviewing acquisition applications, the bank regulatory authorities will consider, among other things, the competitive effect and public benefits of the transactions, the capital position of the combined organization, the risks to the stability of the U.S. banking or financial system, the applicant’s performance record under the Community Reinvestment Act and its compliance with fair housing laws.

The Dodd-Frank Act – The Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”), enacted in July 2010, significantly restructured the financial regulatory environment in the United States, affecting all bank holding companies and banks, including the Company and the Bank, some of which are described in more detail below. The scope and impact of many of the Dodd-Frank Act’s provisions will be determined over time as regulations are issued and become effective. As a result, the Company cannot predict the ultimate impact of the Dodd-Frank Act on the Company or the Bank at this time, including the extent to which it could increase costs or restrict the ability to pursue business opportunities, or otherwise adversely affect the Company’s business, financial condition and results of operations. However, at a minimum, the Company expects that the regulations enacted under the Dodd-Frank Act will increase operating and compliance costs.

Dividends –Both the Company and the Bank are subject to various regulations that restrict their ability to pay dividends and the amount of dividends that they may pay. Under the Federal Deposit Insurance Corporation Improvement Act of 1991 (“FDICIA”), a depository institution, such as the Bank, may not pay dividends if payment would cause it to become undercapitalized or if it is already undercapitalized. The payment of dividends by the Company and the Bank may also be affected or limited by other factors, such as the requirement to maintain adequate capital and, under certain circumstances, the ability of federal regulators to prohibit dividend payments as an unsound or unsafe practice.

Capital Requirements – As a bank holding company, the Company and the Bank are subject to capital requirements pursuant to the FRB’s capital guidelines which include (i) risk-based capital guidelines, which are designed to make capital requirements more sensitive to various risk profiles and account for off-balance sheet exposure; (ii) guidelines that consider market risk, which is the risk of loss due to change in value of assets and liabilities due to changes in interest rates; and (iii) guidelines that use a leverage ratio which places a constraint on the maximum degree of risk to which a financial holding company may leverage its equity capital base.

Effective July 2, 2013, the FRB approved final rules known as the “Basel III Capital Rules” that substantially revised the risk-based capital and leverage capital requirements applicable to bank holding companies and depository institutions, including the Company and the Bank. The Basel III Capital Rules implement aspects of the Basel III capital framework agreed upon by the Basel Committee and incorporate changes required by the Dodd-Frank Act. The Basel III Capital Rules came into effect for the Company and the Bank on January 1, 2015 (subject to a phase-in period).

The Basel III Capital Rules require FDIC insured depository institutions to meet and maintain several minimum capital standards: a common equity Tier 1 capital to risk-based assets ratio of 4.5%, a Tier 1 capital to risk-based assets ratio of 6.0%, a total capital to risk-based assets of 8.0%, and a 4.0% Tier 1 capital to total assets leverage ratio.

Common equity Tier 1 capital is generally defined as common stockholders’ equity and retained earnings. Tier 1 capital is generally defined as common equity Tier 1 and Additional Tier 1 capital. Additional Tier 1 capital generally includes certain noncumulative perpetual preferred stock and related surplus and minority interests in equity accounts of consolidated subsidiaries. Total capital includes Tier 1 capital (common equity Tier 1 capital plus Additional Tier 1 capital) and Tier 2 capital. Tier 2 capital is comprised of capital instruments and related surplus meeting specified requirements. Also included in Tier 2 capital is the allowance for loan losses limited to a maximum of 1.25% of risk-weighted assets and, for non-advanced approaches institutions like Cass that have exercised a one-time opt-out election regarding the treatment of Accumulated Other Comprehensive Income (“AOCI”), up to 45% of net unrealized gains on available-for-sale equity securities with readily determinable fair market values. The calculation of all types of regulatory capital is subject to deductions and adjustments specified in the regulations.

3

In determining the amount of risk-weighted assets for purposes of calculating risk-based capital ratios, all assets, including certain off-balance sheet assets are multiplied by a risk weight factor assigned by the regulations based on the risks believed inherent in the type of asset. Higher levels of capital are required for asset categories believed to present greater risk. For example, a risk weight of 0% is assigned to cash and U.S. government securities, a risk weight of 50% is generally assigned to prudently underwritten first lien one to four-family residential mortgages, a risk weight of 100% is assigned to commercial and consumer loans, a risk weight of 150% is assigned to certain past due loans, and a risk weight of between 0% to 600% is assigned to permissible equity interests, depending on certain specified factors.

In addition to establishing the minimum regulatory capital requirements, the Basel III Capital Rules limit capital distributions and certain discretionary bonus payments to management if the institution does not hold a “capital conservation buffer” consisting of 2.5% of common equity Tier 1 capital to risk-weighted assets above the amount necessary to meet its minimum risk-based capital requirements. The capital conservation buffer requirement is being phased in beginning January 1, 2016 at 0.625% of risk-weighted assets and increasing by that amount each subsequent January 1 until fully implemented at 2.5% on January 1, 2019.

The FRB has authority to establish individual minimum capital requirements in appropriate cases upon a determination that an institution’s capital level is or may become inadequate in light of the particular risks or circumstances. As of December 31, 2017, the Company and the Bank met all capital adequacy requirements under the Basel III Capital Rules.

In September 2017, the federal bank regulators proposed to revise and simplify the capital treatment for certain deferred tax assets, mortgage servicing assets, investments in non-consolidated financial entities and minority interests for banking organizations, such as Cass, that are not subject to the advanced approaches capital framework that applies to large, internationally active banking organizations with at least $250 billion in total consolidated assets or at least $10 billion in total on-balance sheet foreign exposure. In November 2017, the federal banking regulators revised the Basel III Capital Rules to extend the current transitional treatment of these items for non-advanced approaches banking organizations until the September 2017 proposal is finalized. The September 2017 proposal would also change the capital treatment of certain commercial real estate loans under the standardized approach, which the Company uses to calculate its capital ratios.

In December 2017, the Basel Committee published standards that it described as the finalization of the Basel III post-crisis regulatory reforms (commonly referred to as “Basel IV”). Among other things, these standards revise the Basel Committee's standardized approach for credit risk (including by recalibrating risk weights and introducing new capital requirements for certain “unconditionally cancellable commitments,” such as unused credit card lines of credit) and provides a new standardized approach for operational risk capital. Under the Basel framework, these standards will generally be effective on January 1, 2022, with an aggregate output floor phasing in through January 1, 2027. Under the current U.S. capital rules, operational risk capital requirements and a capital floor apply only to advanced approaches institutions, and not to the Company or the Bank. The impact of Basel IV on the Company will depend on the manner in which it is implemented by the federal bank regulators.

Source of Strength Doctrine – FRB and other regulations require bank holding companies to act as a source of financial and managerial strength to their subsidiary banks. Under this requirement, the Company is expected to commit resources to support the Bank. Any capital loans by a bank holding company to any of its subsidiary banks are subordinate in right of payment to depositors and to certain other indebtedness of such subsidiary banks. In the event of a bank holding company’s bankruptcy, any commitment by the bank holding company to a federal bank regulatory agency to maintain the capital of a subsidiary bank will be assumed by the bankruptcy trustee and entitled to priority of payment.

Deposit Insurance – Substantially all of the deposits of the Bank are insured up to applicable limits by the Deposit Insurance Fund (“DIF”) of the FDIC, and the Bank is subject to deposit insurance assessments to maintain the DIF. Deposit insurance assessments are based on average consolidated total assets minus average tangible equity. Under the FDIC’s risk-based assessment system, insured institutions with less than $10 billion in assets, such as the Bank, are assigned to one of four risk categories based on supervisory evaluations, regulatory capital level, and certain other factors, with less risky institutions paying lower assessments. An institution’s assessment rate depends upon the category to which it is assigned and certain other factors.

In October 2010, the FDIC adopted a new DIF restoration plan to ensure that the DIF reserve ratio reaches 1.35% by September 30, 2020, as required by the Dodd-Frank Act. At least semi-annually, the FDIC will update its loss and income projections for the fund and, if needed, will increase or decrease assessment rates, following notice-and-comment rulemaking if required. FDIC insurance expense totaled approximately $220,100, $309,700 and $349,200 for the years ended December 31, 2017, 2016 and 2015, respectively.

The FDIC may terminate deposit insurance upon a finding that the institution has engaged in unsafe and unsound practices, is in an unsafe or unsound condition to continue operations, or has violated any applicable law, regulation, rule, order or condition imposed by the FDIC.

4

Prompt Corrective Action – The Basel III Capital Rules incorporate new requirements into the prompt correction action framework, described above. The Federal Deposit Insurance Act (“FDIA”) requires that federal banking agencies take “prompt corrective action” against depository institutions that do not meet minimum capital requirements and includes the following five capital tiers: “well-capitalized,” “adequately capitalized,” “undercapitalized,” “significantly undercapitalized” and “critically undercapitalized.” A depository institution’s capital tier will depend upon how its capital levels compare with various relevant capital measures and certain other factors, as established by regulation.

A depository institution is deemed to be (i) “well-capitalized” if the institution has a total risk-based capital ratio of 10% or greater, a Tier 1 risk-based capital ratio of 8% or greater, a leverage ratio of 5% or greater, a common equity Tier 1 ratio of 6.5% or greater and is not subject to any regulatory order agreement or written directive to meet and maintain a specific capital level for any capital measure; (ii) “adequately capitalized” if the institution has a total risk-based capital ratio of 8% or greater, a Tier 1 risk-based capital ratio of 6% or greater, a leverage ratio of 4% or greater, a common equity Tier 1 ratio of 4.5% or greater and does not meet the definition of “well capitalized”; (iii) “undercapitalized” if the institution has a total risk-based capital ratio that is less than 8%, a Tier 1 risk-based capital ratio of less than 6%, a leverage ratio of less than 4% or a common equity Tier 1 ratio of less than 4.5%; (iv) “significantly undercapitalized” if the institution has a total risk-based capital ratio of less than 6%, a Tier 1 risk-based capital ratio of less than 4%, a leverage ratio of less than 3% or a common equity Tier 1 ratio of less than 3%; and (v) “critically undercapitalized” if the institution has a ratio of tangible equity (as defined in the regulations) to total assets that is equal to or less than 2%. An institution may be deemed to be in a capital category that is lower than indicated by its capital ratios if it is determined to be in an unsafe or unsound condition or if it receives an unsatisfactory examination rating with respect to certain matters. A bank’s capital category is determined solely for the purpose of applying prompt corrective action regulations, and the capital category may not constitute an accurate representation of the bank’s overall financial condition or prospects for other purposes.

Subject to a narrow exception, a receiver or conservator is required to be appointed for an institution that is “critically undercapitalized” within specified time frames. The regulations also provide that a capital restoration plan must be filed with the FRB within 45 days of the date an institution is deemed to have received notice that it is “undercapitalized,” “significantly undercapitalized” or “critically undercapitalized.” Compliance with the plan must be guaranteed by any parent holding company up to the lesser of 5% of the institution’s total assets when it was deemed to be undercapitalized or the amount necessary to achieve compliance with applicable capital requirements. In addition, numerous mandatory supervisory actions become immediately applicable to an undercapitalized institution including, but not limited to, increased monitoring by regulators and restrictions on growth, capital distributions and expansion. The FRB could also take any one of a number of discretionary supervisory actions, including the issuance of a capital directive and the replacement of senior executive officers and directors. Significantly and critically undercapitalized institutions are subject to additional mandatory and discretionary measures.

As of December 31, 2017, the most recent notification from the regulatory agencies categorized the Company and the Bank as well-capitalized. For further information regarding the capital ratios and leverage ratio of the Company and the Bank, see Item 8, Note 2 of this report.

Safety and Soundness Regulations – In accordance with the FDIA, the federal banking agencies adopted guidelines establishing general standards relating to internal controls, information systems, internal audit systems, loan documentation, credit underwriting, interest rate risk exposure, asset growth, asset quality, earnings, compensation, fees and benefits. In general, the guidelines require that institutions maintain appropriate systems and practices to identify and manage the risks and exposures specified in the guidelines. The guidelines prohibit excessive compensation as an unsafe and unsound practice and describe compensation as excessive when the amounts paid are unreasonable or disproportionate to the services performed by an executive officer, employee, director or principal shareholder. In addition, regulations adopted by the federal banking agencies authorize the agencies to require that an institution that has been given notice that it is not satisfying any of such safety and soundness standards to submit a compliance plan. If the institution fails to submit an acceptable compliance plan or fails in any material respect to implement an accepted compliance plan, the agency must issue an order directing corrective actions and may issue an order directing other actions of the types to which an undercapitalized institution is subject under the “prompt corrective action” provisions of FDIA. If the institution fails to comply with such an order, the agency may seek to enforce such order in judicial proceedings and to impose civil money penalties.

Loans-to-One-Borrower – The Bank generally may not make loans or extend credit to a single or related group of borrowers in excess of 15% of unimpaired capital and surplus. An additional amount may be loaned, up to 10% of unimpaired capital and surplus, if the loan is secured by readily marketable collateral, which generally does not include real estate. As of December 31, 2017, the Bank was in compliance with the loans-to-one-borrower limitations.

Depositor Preference – The FDIA provides that, in the event of the “liquidation or other resolution” of an insured depository institution, the claims of depositors of the institution, including the claims of the FDIC as subrogee of insured depositors, and certain claims for administrative expenses of the FDIC as a receiver, will have priority over other general unsecured claims against the institution. If an insured depository institution fails, insured and uninsured depositors, along with the FDIC, will have priority in payment ahead of unsecured, non-deposit creditors, including depositors whose deposits are payable only outside of the United States and the parent bank holding company, with respect to any extensions of credit they have made to such insured depository institution.

5

Community Reinvestment Act – The Community Reinvestment Act of 1977 (“CRA”) requires depository institutions to assist in meeting the credit needs of their market areas consistent with safe and sound banking practice. Under the CRA, each depository institution is required to help meet the credit needs of its market areas by, among other things, providing credit to low- and moderate-income individuals and communities. Depository institutions are periodically examined for compliance with the CRA and are assigned ratings that must be publicly disclosed. In order for a financial holding company to commence any new activity permitted by the BHC Act, or to acquire any company engaged in any new activity permitted by the BHC Act, each insured depository institution subsidiary of the financial holding company must have received a rating of at least “satisfactory” in its most recent examination under the CRA. The Bank received a rating of “satisfactory” in its most recent CRA exam.

Financial Privacy – Banks and other financial institutions are subject to regulations that limit their ability to disclose non-public information about consumers to nonaffiliated third parties. These limitations require disclosure of privacy policies to consumers and affect how consumer information is transmitted through diversified financial companies and conveyed to outside vendors.

The Bank is also subject to regulatory guidelines establishing standards for safeguarding customer information and maintaining information security programs. The standards set forth in the guidelines are intended to ensure the security and confidentiality of customer records and information, protect against any anticipated threats or hazards to the security or integrity of such records and protect against unauthorized access to or use of such records or information that could result in substantial harm or inconvenience to any customer.

Transactions with Affiliates – Transactions between the Bank and its affiliates are subject to regulations that limit the types and amounts of covered transactions engaged in by the Bank and generally require those transactions to be on an arm’s-length basis. The term “affiliate” is defined to mean any company that controls or is under common control with the Bank and includes the Company and its non-bank subsidiaries. “Covered transactions” include a loan or extension of credit, as well as a purchase of securities issued by an affiliate, certain purchases of assets from the affiliate, certain derivative transactions that create a credit exposure to an affiliate, the acceptance of securities issued by the affiliate as collateral for a loan, and the issuance of a guarantee, acceptance or letter of credit on behalf of an affiliate. In general, these regulations require that any such transaction by the Bank (or its subsidiaries) with an affiliate must be secured by designated amounts of specified collateral and must be limited to certain thresholds on an individual and aggregate basis.

Federal law also limits the Bank’s authority to extend credit to its directors, executive officers and 10% shareholders, as well as to entities controlled by such persons. Among other things, extensions of credit to insiders are required to be made on terms that are substantially the same as, and follow credit underwriting procedures that are not less stringent than, those prevailing for comparable transactions with unaffiliated persons. Also, the terms of such extensions of credit may not involve more than the normal risk of repayment or present other unfavorable features and may not exceed certain limitations on the amount of credit extended to such persons, individually and in the aggregate, which limits are based, in part, on the amount of the Bank’s capital.

Federal Reserve System – FRB regulations require depository institutions to maintain cash reserves against their transaction accounts (primarily NOW and demand deposit accounts). A reserve of 3% is to be maintained against aggregate transaction accounts between $15.2 million and $110.2 million (subject to adjustment by the FRB) plus a reserve of 10% (subject to adjustment by the FRB between 8% and 14%) against that portion of total transaction accounts in excess of $110.2 million. The first $15.2 million of otherwise reservable balances (subject to adjustment by the FRB) is exempt from the reserve requirements. The Bank is in compliance with the foregoing requirements.

Cybersecurity – In March 2015, federal regulators issued two related statements regarding cybersecurity. One statement indicates that financial institutions should design multiple layers of security controls to establish lines of defense and to ensure that their risk management processes address the risk posed by compromised customer credentials, including security measures to reliably authenticate customers accessing internet-based services of the financial institution. The other statement indicates that a financial institution’s management is expected to maintain sufficient business continuity planning processes to ensure the rapid recovery, resumption and maintenance of the institution’s operations after a cyber-attack involving destructive malware. A financial institution is expected to develop appropriate processes to enable recovery of data and business operations and address rebuilding network capabilities and restoring data if the institution or its critical service providers fall victim to this type of cyber-attack. If the Company fails to observe the regulatory guidance, it could be subject to various regulatory sanctions, including financial penalties.

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In the ordinary course of business, the Company relies on electronic communications and information systems to conduct operations and store sensitive data. The Company employs an in-depth, layered, defensive approach that leverages people, processes and technology to manage and maintain cybersecurity controls. The Company also employs a variety of preventative and detective tools to monitor, block, and provide alerts regarding suspicious activity, as well as to report on any suspected advanced persistent threats. Notwithstanding the strength of the Company’s defensive measures, the threat from cyber attacks is severe, attacks are sophisticated and increasing in volume, and attackers respond rapidly to changes in defensive measures. While the Company has not experienced a significant compromise to date, significant data loss or any material financial losses related to cybersecurity attacks, the Company’s systems and those of its customers and third-party service providers are under constant threat and it is possible that the Company could experience a significant event in the future. Risks and exposures related to cybersecurity attacks are expected to remain high for the foreseeable future due to the rapidly evolving nature and sophistication of these threats, as well as due to the expanding use of internet banking, mobile banking and other technology-based products and services by the Company and its customers. See Item 1A, “Risk Factors” for a further discussion of risks related to cybersecurity.

Other Regulations – The operations of the Company and the Bank are also subject to:

● Truth-In-Lending Act, governing disclosures of credit terms to consumer borrowers;

● Fair Credit Reporting Act, governing the provision of consumer information to credit reporting agencies and the use of consumer information;

● Fair Debt Collection Act, governing the manner in which consumer debts may be collected by collection agencies;

● Electronic Funds Transfer Act, governing automatic deposits to and withdrawals from deposit accounts and customers’ rights and liabilities arising from the use of automated teller machines and other electronic banking services.

● Real Estate Settlement Procedures Act, requiring that borrowers for mortgage loans for one- to four-family residential real estate receive various disclosures, including good faith estimates of settlement costs, lender servicing and escrow account practices, and prohibiting certain practices that increase the cost of settlement services;

● Equal Credit Opportunity Act, prohibiting discrimination on the basis of race, creed or other prohibited factors in extending credit;

● Check Clearing for the 21st Century Act (also known as “Check 21”), which gives “substitute checks,” such as digital check images and copies made from that image, the same legal standing as the original paper check;

● The USA PATRIOT Act, which requires banks and savings institutions to establish broadened anti-money laundering compliance programs and due diligence policies and controls to ensure the detection and reporting of money laundering; and

● The Bank Secrecy Act, which requires U.S. financial institutions to collaborate with the U.S. government in cases of suspected money laundering and fraud.

Certain of these laws are consumer protection laws that extensively govern the Company’s relationship with its customers. Violations of applicable consumer protection laws can result in significant potential liability from litigation brought by customers, including actual damages, restitution and attorneys’ fees. Federal bank regulators, state attorneys general and state and local consumer protection agencies may also seek to enforce consumer protection requirements and obtain these and other remedies, including regulatory sanctions, customer rescission rights, action by the state and local attorneys general in each jurisdiction in which the Company operates and civil money penalties. Failure to comply with consumer protection requirements may also result in the Company’s inability to pursue merger or acquisition transactions.

Website Availability of SEC Reports

Cass files annual, quarterly and current reports with the Securities and Exchange Commission (the “SEC”). Cass will, as soon as reasonably practicable after they are electronically filed with or furnished to the SEC, make available free of charge on its website each of its Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K, all amendments to those reports, and its definitive proxy statements. The address of Cass’ website is: www.cassinfo.com. All reports filed with the SEC are available for reading and copying at the SEC’s Public Reference Room at 100 F Street, NE, Washington, DC 20549-2736 or for more information call the Public Reference Room at 1-800-SEC-0330. The SEC also makes all filed reports, proxy statements and information statements available on its website at www.sec.gov.

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The reference to the Company’s website address does not constitute incorporation by reference of the information contained on the website and should not be considered part of this report.

Financial Information about Segments

The services provided by the Company are classified in two reportable segments: Information Services and Banking Services. The revenues from external customers, net income and total assets by segment as of and for each of the years in the three-year period ended December 31, 2017, are set forth in Item 8, Note 16 of this report.

Statistical Disclosure by Bank Holding Companies

For the statistical disclosure by bank holding companies, refer to Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

ITEM 1A. RISK FACTORS

This section highlights specific risks that could affect the Company’s business. Although this section attempts to highlight key factors, please be aware that other risks may prove to be important in the future. New risks may emerge at any time, and Cass cannot predict such risks or estimate the extent to which they may affect the Company’s financial performance. In addition to the factors discussed elsewhere or incorporated by reference in this report, the identified risks that could cause actual results to differ materially include the following:

General political, economic or industry conditions may be less favorable than expected.

Local, domestic, and international economic, political and industry-specific conditions and governmental monetary and fiscal policies affect the industries in which the Company competes, directly and indirectly. Conditions such as inflation, recession, unemployment, volatile interest rates, tight money supply, real estate values, international conflicts and other factors outside of Cass’ control may adversely affect the Company. Economic downturns could result in the delinquency of outstanding loans, which could have a material adverse impact on Cass’ earnings.

Unfavorable developments concerning customer credit quality could affect Cass’ financial results.

Although the Company regularly reviews credit exposure related to its customers and various industry sectors in which it has business relationships, default risk may arise from events or circumstances that are difficult to detect or foresee. Under such circumstances, the Company could experience an increase in the level of provision for credit losses, delinquencies, nonperforming assets, net charge-offs and allowance for credit losses.

The Company has lending concentrations, including, but not limited to, churches and church-related entities located in selected cities and privately-held businesses located in or near St. Louis, Missouri, that could suffer a significant decline which could adversely affect the Company.

Cass’ customer base consists, in part, of lending concentrations in several segments and geographical areas. If any of these segments or areas is significantly affected by weak economic conditions, the Company could experience increased credit losses, and its business could be adversely affected.

Fluctuations in interest rates could affect Cass’ net interest income and balance sheet.

The operations of financial institutions such as the Company are dependent to a large degree on net interest income, which is the difference between interest income from loans and investments and interest expense on deposits and borrowings. Prevailing economic conditions, the fiscal and monetary policies of the federal government and the policies of various regulatory agencies all affect market rates of interest, which in turn significantly affect financial institutions’ net interest income. Fluctuations in interest rates affect Cass’ financial statements, as they do for all financial institutions. Volatility in interest rates can also result in disintermediation, which is the flow of funds away from financial institutions into direct investments, such as federal government and corporate securities and other investment vehicles, which, because of the absence of federal insurance premiums and reserve requirements, generally pay higher rates of return than financial institutions. As discussed in greater detail in Item 7A, “Quantitative and Qualitative Disclosures about Market Risk,” a continuation of the current low level of interest rates would have a negative impact on the Company’s net interest income.

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Operational difficulties or cyber-security problems could damage Cass’ reputation and business.

In the ordinary course of business, the Company depends on the reliable operation of its computer operations and network connections from its clients to its systems. Any failure, interruption, or breach in security of these systems would cause Cass to be unable to process transactions for its clients, resulting in decreased revenues. Additionally, any failure, interruption, breach in security or loss of data, whatever the cause, could reduce client satisfaction with the Company’s products and services and harm Cass’ financial results. These types of threats may derive from human error, fraud or malice on the part of external or internal parties, or may result from accidental technological failure. Further, to access the Company’s products and services, Cass’ customers may use computers and mobile devices that are beyond the Company’s security control systems. The Company’s technologies, systems, networks and software, and those of other financial institutions have been, and are likely to continue to be, the target of cybersecurity threats and attacks, which may range from uncoordinated individual attempts to sophisticated and targeted measures directed at Cass. The risk of a security breach or disruption, particularly through cyber-attack or cyber intrusion, has increased as the number, intensity and sophistication of attempted attacks and intrusions from around the world have increased. A material security problem affecting Cass could damage its reputation, deter prospects from purchasing its products and services, deter customers from using its products and services or result in liability to Cass.

Although the Company makes significant efforts to maintain the security and integrity of Cass’ information systems and have implemented various measures to manage the risk of a security breach or disruption, there can be no assurance that Cass’ security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging. Even the most well protected information, networks, systems and facilities remain potentially vulnerable because attempted security breaches, particularly cyber-attacks and intrusions, or disruptions will occur in the future, and because the techniques used in such attempts are constantly evolving and generally are not recognized until launched against a target, and in some cases are designed not to be detected and, in fact, may not be detected. Accordingly, the Company may be unable to anticipate these techniques or to implement adequate security barriers or other preventative measures, and thus it is virtually impossible to entirely mitigate this risk. While specific “cyber” insurance coverage is maintained, which would apply in the event of various breach scenarios, the amount of coverage may not be adequate in any particular case. Furthermore, because cyber threat scenarios are inherently difficult to predict and can take many forms, some breaches may not be covered under Cass’ cyber insurance coverage. A security breach or other significant disruption of Cass’ information systems or those related to customers, merchants and third party vendors, including as a result of cyber-attacks, could 1) disrupt the proper functioning of Cass’ networks and systems and therefore operations and/or those of certain customers; 2) result in the unauthorized access to, and destruction, loss, theft, misappropriation or release of confidential, sensitive or otherwise valuable information of the Company or its customers; 3) result in a violation of applicable privacy, data breach and other laws, subjecting the Company to additional regulatory scrutiny and expose Cass to civil litigation, governmental fines and possible financial liability; 4) require significant management attention and resources to remedy the damages that result; or 5) harm Cass’ reputation or cause a decrease in the number of customers that choose to do business with the Company. The occurrence of any of the foregoing could have a material adverse effect on Cass’ business, financial condition and results of operations.

Cass must respond to rapid technological changes and these changes may be more difficult or expensive than anticipated.

If competitors introduce new products and services embodying new technologies, or if new industry standards and practices emerge, the Company’s existing product and service offerings, technology and systems may become obsolete. Further, if Cass fails to adopt or develop new technologies or to adapt its products and services to emerging industry standards, Cass may lose current and future customers. Finally, Cass’ ability to adopt these technologies can also be inhibited by intellectual property rights of third parties. Any of these could have a material adverse effect on its business, financial condition and results of operations. The payment processing and financial services industries are changing rapidly and in order to remain competitive, Cass must continue to enhance and improve the functionality and features of its products, services and technologies. These changes may be more difficult or expensive than the Company anticipates.

Operations of the Company’s customer base are impacted by macro-economic factors such as a strong dollar and/or volatility in commodity prices. A reduction in its customers’ operations could have a material adverse effect on Cass’ results of operations.

A decline in the cost of oil worldwide can have a negative effect on both the number of freight transactions processed and the dollar amount of invoices processed. For example, lower oil prices can cause a significant drop in drilling supplies being transported to fracking operations by domestic railroads and trucks. Lower oil prices can also result in lower gas and fuel prices, negatively affecting the dollar amounts of the invoices that Cass processes for its freight and shipping customers. A decline in oil prices could have an adverse effect on the Company’s revenues and could significantly impact its results of operations.

Methods of reducing risk exposures might not be effective.

Instruments, systems and strategies used to hedge or otherwise manage exposure to various types of credit, interest rate, market and liquidity, operational, regulatory/compliance, business risks and enterprise-wide risks could be less effective than anticipated. As a result, the Company may not be able to effectively mitigate its risk exposures in particular market environments or against particular types of risk.

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Customer borrowing, repayment, investment, deposit, and payable processing practices may be different than anticipated.

The Company uses a variety of financial tools, models and other methods to anticipate customer behavior as part of its strategic and financial planning and to meet certain regulatory requirements. Individual, economic, political and industry-specific conditions and other factors outside of Cass’ control could alter predicted customer borrowing, repayment, investment, deposit, and payable processing practices. Such a change in these practices could adversely affect Cass’ ability to anticipate business needs, including cash flow and its impact on liquidity, and to meet regulatory requirements.

Cass’ stock price can become volatile and fluctuate widely in response to a variety of factors.

The Company’s stock price can fluctuate based on factors that can include actual or anticipated variations in Cass’ quarterly results; new technology or services by competitors; unanticipated losses or gains due to unexpected events, including losses or gains on securities held for investment purposes; significant acquisitions or business combinations, strategic partnerships, joint ventures or capital commitments by or involving the Company or its competitors; changes in accounting policies or practices; failure to integrate acquisitions or realize anticipated benefits from acquisitions; or changes in government regulations.

General market fluctuations, industry factors and general economic and political conditions, such as economic slowdowns or recessions, governmental intervention, interest rate changes, credit loss trends, low trading volume or currency fluctuations also could cause Cass’ stock price to decrease regardless of the Company’s operating results.

Competitive product and pricing pressure within Cass’ markets may change.

The Company operates in a very competitive environment, which is characterized by competition from a number of other vendors and financial institutions in each market in which it operates. The Company competes with large payment processors and national and regional financial institutions and also smaller auditing companies and banks in terms of products and pricing. If the Company is unable to compete effectively in products and pricing in its markets, business could decline.

Management’s ability to maintain and expand customer relationships may differ from expectations.

The industries in which the Company operates are very competitive. The Company not only competes for business opportunities with new customers, but also competes to maintain and expand the relationships it has with its existing customers. The Company continues to experience pressures to maintain these relationships as its competitors attempt to capture its customers.

The introduction, withdrawal, success and timing of business initiatives and strategies, including, but not limited to, the expansion of payment and processing activities to new markets, the expansion of products and services to existing markets and opening of new bank branches, may be less successful or may be different than anticipated. Such a result could adversely affect Cass’ business.

The Company makes certain projections as a basis for developing plans and strategies for its payment processing and banking products. If the Company does not accurately determine demand for its products and services, it could result in the Company incurring significant expenses without the anticipated increases in revenue, which could result in an adverse effect on its earnings.

Management’s ability to retain key officers and employees may change.

Cass’ future operating results depend substantially upon the continued service of Cass’ executive officers and key personnel. Cass’ future operating results also depend in significant part upon Cass’ ability to attract and retain qualified management, financial, technical, marketing, sales, and support personnel. Competition for qualified personnel is intense, and the Company cannot ensure success in attracting or retaining qualified personnel. There may be only a limited number of persons with the requisite skills to serve in these positions, and it may be increasingly difficult for the Company to hire personnel over time. Cass’ business, financial condition and results of operations could be materially adversely affected by the loss of any of its key employees, by the failure of any key employee to perform in his or her current position, or by Cass’ inability to attract and retain skilled employees.

The Company and the Bank are subject to extensive government regulation and supervision and possible enforcement or other legal actions that could detrimentally affect Cass’ business.

The Company and the Bank are subject to extensive federal and state regulation and supervision, the primary focus of which is to protect customers, depositors, the deposit insurance fund and the safety and soundness of the banking system as a whole, and not shareholders. In addition, since the global financial crisis, financial institutions generally have been subject to increased scrutiny from regulatory authorities, with an increased focus on risk management and consumer compliance. This regulatory structure and heightened focus gives the regulatory authorities extensive discretion in connection with their supervisory and enforcement activities and examination policies, including policies with respect to capital levels, the timing and amount of dividend payments, the classification of assets and the establishment of adequate loan loss reserves for regulatory purposes. Failure to comply with applicable laws, regulations, policies or guidance could result in enforcement and other legal actions by federal and state authorities, including criminal and civil penalties, the loss of FDIC insurance, revocation of a banking charter, and other regulatory sanctions, as well as reputational damage, any of which could have a material adverse effect on the Company’s business, financial condition and results of operations.

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Congress and federal regulatory agencies continually review banking laws, regulations and policies for possible changes. The substance and impact of pending or future legislation or regulation, or the application thereof, cannot be predicted, although any change could impact the regulatory structure under which the Company or its competitors operate and may significantly increase costs, impede the efficiency of internal business processes, require an increase in regulatory capital, require modifications to the Company’s business strategy, and/or limit its ability to pursue business opportunities in an efficient manner. A change in statutes, regulations or regulatory policies applicable to the Company or any of its subsidiaries could have a material, adverse effect on the Company’s business, financial condition and results of operations.

See Item 1, “Business—Supervision and Regulation,” and Item 8, Note 2 to the consolidated financial statements included elsewhere in this report for additional information.

New capital rules generally require insured depository institutions and their holding companies to hold more capital.

The Dodd-Frank Act required the federal banking agencies to establish stricter risk-based capital requirements and leverage limits to apply to banks and bank and savings and loan holding companies. In July 2013, the federal banking agencies published the final Basel III Capital Rules that revised their risk-based and leverage capital requirements and their method for calculating risk-weighted assets. The Basel III Capital Rules apply to banking organizations, including the Company and the Bank, and are to be phased in through 2019.

Among other things, the rules will require that the Company maintain a common equity Tier 1 capital ratio of 4.5%, a Tier 1 capital ratio of 6%, a total capital ratio of 8%, and a leverage ratio of 4%. Beginning in 2016, a capital conservation buffer is being phased in over three years, ultimately resulting in a requirement of 2.5% on top of the common equity Tier 1, Tier 1 and total capital requirements, resulting in a required common equity Tier 1 capital ratio of 7%, a Tier 1 capital ratio of 8.5%, and a total capital ratio of 10.5%. Failure to satisfy any of these capital requirements will result in limits on paying dividends, engaging in share repurchases and paying discretionary bonuses. These limitations will establish a maximum percentage of eligible retained income that could be utilized for such actions.

In addition to the higher required capital ratios and the new deductions and adjustments relevant to the capital calculations, the final rules increase the risk weights for certain assets, meaning that the Company will have to hold more capital against these assets. Implementation of these more stringent capital requirements could result in management modifying its business strategy and could limit the ability to make distributions, including paying dividends, or buying back shares.

Legal and regulatory proceedings and related matters with respect to the financial services industry, including those directly involving the Company and its subsidiaries, could adversely affect Cass or the financial services industry in general.

The Company is subject to various legal and regulatory proceedings. It is inherently difficult to assess the outcome of these matters, and there can be no assurance that the Company will prevail in any proceeding or litigation. Any such matter could result in substantial cost and diversion of Cass’ efforts, which by itself could have a material adverse effect on Cass’ financial condition and operating results. Further, adverse determinations in such matters could result in actions by Cass’ regulators that could materially adversely affect Cass’ business, financial condition or results of operations. Please refer to Item 3, “Legal Proceedings.”

The Company’s accounting policies and methods are the basis of how Cass reports its financial condition and results of operations, and they require management to make estimates about matters that are inherently uncertain. In addition, changes in accounting policies and practices, as may be adopted by the regulatory agencies, the Financial Accounting Standards Board, or other authoritative bodies, could materially impact Cass’ financial statements.

The Company’s accounting policies and methods are fundamental to how Cass records and reports its financial condition and results of operations. Management must exercise judgment in selecting and applying many of these accounting policies and methods in order to ensure that they comply with generally accepted accounting principles and reflect management’s judgment as to the most appropriate manner in which to record and report Cass’ financial condition and results of operations. In some cases, management must select the accounting policy or method to apply from two or more alternatives, any of which might be reasonable under the circumstances yet might result in the Company reporting materially different amounts than would have been reported under a different alternative.

Cass has identified three accounting policies as being “critical” to the presentation of its financial condition and results of operations because they require management to make particularly subjective and/or complex judgments about matters that are inherently uncertain and because of the likelihood that materially different amounts would be reported under different conditions or using different assumptions. More information on Cass’ critical accounting policies is contained in Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

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From time to time, the regulatory agencies, the Financial Accounting Standards Board (“FASB”), and other authoritative bodies change the financial accounting and reporting standards that govern the preparation of the Company’s financial statements. These changes can be hard to predict and can materially impact how management records and reports the Company’s financial condition and results of operations.

Cass is subject to examinations and challenges by tax authorities, which, if not resolved in the Company’s favor, could adversely affect the Company’s financial condition and results of operations.

In the normal course of business, Cass and its affiliates are routinely subject to examinations and challenges from federal and state tax authorities regarding the amount of taxes due in connection with investments it has made and the businesses in which it is engaged. Recently, federal and state taxing authorities have become increasingly aggressive in challenging tax positions taken by financial institutions. These tax positions may relate to tax compliance, sales and use, franchise, gross receipts, payroll, property and income tax issues, including tax base, apportionment and tax credit planning. The challenges made by tax authorities may result in adjustments to the timing or amount of taxable income or deductions or the allocation of income among tax jurisdictions. If any such challenges are made and are not resolved in the Company’s favor, they could have an adverse effect on Cass’ financial condition and results of operations.

Certain events beyond the Company’s control, such as severe weather, natural disasters, terrorist activities or other hostilities, may adversely affect the general economy, financial and capital markets, specific industries, and the Company.

Severe weather, natural disasters, acts of terrorism or other hostilities, and other adverse external events beyond the Company’s control, could have a significant impact on the Company’s ability to conduct business. Such events could disrupt Cass’ operations or those of its customers, affect the stability of the Bank’s deposit base, impair the ability of borrowers to repay outstanding loans, impair the value of collateral securing loans, cause significant property damage, result in loss of revenue and/or cause the Company to incur additional expenses. The occurrence of any such event in the future could have a material adverse effect on the Company’s business, which, in turn, could have a material adverse effect on the Company’s financial condition and results of operations.

ITEM 1B. UNRESOLVED STAFF COMMENTS

None.

ITEM 2. PROPERTIES

In September 2012, the Company entered into a 10-year lease for office space in St. Louis County, Missouri, to house the headquarters of the Company and the Bank. The Company’s headquarters occupy 13,991 square feet in an office center at 12444 Powerscourt Drive along with 3,563 square feet in the same center at 12412 Powerscourt Drive. The Bank’s headquarters occupy 10,564 square feet in the same center at 12412 Powerscourt Drive.

The Company owns approximately 61,500 square feet of office space at 13001 Hollenberg Drive in Bridgeton, Missouri where the Company’s transportation processing activities are performed.

The Company owns a production facility of approximately 45,500 square feet located at 2675 Corporate Exchange Drive, Columbus, Ohio. Additional facilities are located in Lowell, Massachusetts, Greenville, South Carolina, Wellington, Kansas, Jacksonville, Florida and Columbus, Ohio. The Company has offices in Breda, Netherlands, Basingstoke, United Kingdom, and Singapore to service its multinational customers.

In addition, the Bank owns a banking facility near downtown St. Louis, Missouri, has an operating branch in the Bridgeton, Missouri location, and has additional leased facilities in Fenton, Missouri, Santa Ana, California and Colorado Springs, Colorado.

Management believes that these facilities are suitable and adequate for the Company’s operations.

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ITEM 3. LEGAL PROCEEDINGS

The Company and its subsidiaries are not involved in any pending proceedings other than ordinary routine litigation incidental to their businesses. Management believes none of these proceedings, if determined adversely, would have a material effect on the business or financial conditions of the Company or its subsidiaries.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

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PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES

The Company’s common stock is quoted on The Nasdaq Global Select Market® under the symbol “CASS.” As of February 16, 2018, there were approximately 3,747 holders of record of the Company’s common stock. High and low sale prices, as reported by The Nasdaq Global Select Market for each quarter of 2017 and 2016, restated for the stock dividend that occurred on December 15, 2017, were as follows:

	2017				2016
	High		Low		High		Low
1st Quarter	$	67.88	$	56.12	$	48.78	$	43.31
2nd Quarter		62.15		54.39		47.96		40.95
3rd Quarter		62.65		53.23		53.31		45.04
4th Quarter		65.00		56.50		68.03		47.90

The Company has continuously paid regularly scheduled cash dividends since 1934 and expects to continue to pay quarterly cash dividends in the future. Cash dividends paid per share by the Company during the two most recent fiscal years, restated for the stock dividend that occurred on December 15, 2017, were as follows:

	2017		2016
March	$	.209	$	.200
June		.209		.200
September		.209		.200
December		.240		.209

Subsidiary dividends can be a significant source of funds for payment of dividends by the Company to its shareholders. Both the Company and the Bank are subject to various regulations that restrict their ability to pay dividends and the amount of dividends that they may pay. Under the FDICIA, a depository institution, such as the Bank, may not pay dividends if payment would cause it to become undercapitalized or if it is already undercapitalized. The payment of dividends by the Company and the Bank may also be affected or limited by other factors, such as the requirement to maintain adequate capital and, under certain circumstances, the ability of federal regulators to prohibit dividend payments as an unsound or unsafe practice. For further information regarding capital ratios and leverage ratio requirements of the Company and the Bank and the effect on payment of dividends, see Item 8, Note 2 of this report.

Adjusted for the stock dividend that occurred on December 15, 2017, the Company repurchased a total of 41,846 shares at an aggregate cost of $2,270,000 during the year ended December 31, 2017 and 205,835 shares at an aggregate cost of $9,215,000 during the year ended December 31, 2016. A portion of the repurchased shares may be used for the Company’s employee benefit plans, and the balance will be available for other general corporate purposes. The stock repurchase authorization does not have an expiration date and the pace of repurchase activity will depend on factors such as levels of cash generation from operations, cash requirements for investments, repayment of debt, current stock price, and other factors. The Company may repurchase shares from time to time on the open market or in private transactions, including structured transactions. The stock repurchase program may be modified or discontinued at any time.

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Performance Quoted on The Nasdaq Stock Market for the Last Five Fiscal Years

The following graph compares the cumulative total returns over the last five fiscal years of a hypothetical investment of $100 in shares of common stock of the Company with a hypothetical investment of $100 in The Nasdaq Stock Market (“Nasdaq”) and in the index of Nasdaq computer and data processing stocks. The graph assumes $100 was invested on December 31, 2012, with dividends reinvested. Returns are based on period end prices.

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ITEM 6. SELECTED FINANCIAL DATA

The following table presents selected financial information for each of the five years ended December 31. The selected financial data should be read in conjunction with the Company’s consolidated financial statements and accompanying notes included in Item 8 of this report.

(Dollars in thousands except per share data)	2017			2016			2015			2014			2013
Fee revenue and other income	$	95,512		$	86,136		$	83,368		$	79,907		$	76,572
Interest income on loans		28,641			29,063			28,669			29,726			32,110
Interest income on debt and equity securities		10,993			9,801			9,498			9,441			8,915
Other interest income		2,343			1,066			543			592			552
Total interest income		41,977			39,930			38,710			39,759			41,577
Interest expense on deposits		2,187			2,029			2,111			2,460			2,832
Provision for loan losses		—			(1,500	)		(850	)		—			500
Net interest income after provision		39,790			39,401			37,449			37,299			38,245
Operating expense		100,403			93,473			89,783			85,414			84,086
Income before income tax expense		34,899			32,064			31,034			31,792			30,731
Income tax expense		9,885	(1)		7,716			7,978			7,759			7,234
Net income	$	25,014		$	24,348		$	23,056		$	24,033		$	23,497
Diluted earnings per share (2)	$	2.01		$	1.96		$	1.82		$	1.88		$	1.84
Dividends per share (2)		.87			.81			.77			.74			.67
Dividend payout ratio		42.68	%		40.98	%		42.06	%		38.85	%		36.21	%
Average total assets	$	1,568,112		$	1,504,474		$	1,439,511		$	1,424,967		$	1,351,782
Average net loans		653,459			667,158			659,109			651,984			647,827
Average investment securities		426,657			352,129			330,095			321,836			294,846
Average total deposits		602,490			614,975			579,752			571,039			550,110
Average total shareholders’ equity		216,548			207,060			197,853			200,149			175,441
Return on average total assets		1.60	%		1.62	%		1.60	%		1.69	%		1.74	%
Return on average equity		11.55			11.76			11.65			12.01			13.39
Average equity to assets ratio		13.81			13.76			13.74			14.05			12.98
Equity to assets ratio at year-end		14.04			13.82			14.25			13.36			14.36
Tangible common equity to tangible assets		13.25			13.04			13.42			12.52			13.39
Tangible common equity to risk-weighted assets		20.23			20.13			21.19			19.65			20.37
Net interest margin		3.34			3.32			3.38			3.43			3.63
Allowance for loan losses to loans at year-end		1.49			1.53			1.77			1.78			1.79
Nonperforming assets to loans and foreclosed assets		—			.04			.48	(3)		.07			.27
Net loan (recoveries) charge-offs to average loans outstanding		—			(.01	)		(.09	)		(.03	)		.18

(1)	Includes one-time, non-cash Tax Cuts and Jobs Act (TCJA) charge of $1,824,000
(2)	Diluted earnings per share and dividends per share were adjusted for the stock dividend that occurred on December 15, 2017
(3)	In February 2016, one nonaccrual loan with a balance of $2,727,000 was paid in full. The percentage, as adjusted, would have been .06%.

ITEM 7.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis provides information about the financial condition and results of operations of the Company for the years ended December 31, 2017, 2016 and 2015. All share and per share data have been restated to give effect to the 10% stock dividend issued on December 15, 2017. This discussion and analysis should be read in conjunction with the Company’s consolidated financial statements and accompanying notes and other selected financial data presented elsewhere in this report.

16

Executive Overview

Cass provides payment and information processing services to large manufacturing, distribution and retail enterprises from its offices/locations in St. Louis, Missouri, Columbus, Ohio, Boston, Massachusetts, Greenville, South Carolina, Wellington, Kansas, Jacksonville, Florida, Breda, Netherlands, Basingstoke, United Kingdom, and Singapore. The Company’s services include freight invoice rating, payment processing, auditing, and the generation of accounting and transportation information. Cass also processes and pays energy invoices, which include electricity and gas as well as waste and telecommunications expenses, and is a provider of telecom expense management solutions. The Company also, through Cass Commercial Bank, its St. Louis, Missouri-based bank subsidiary, provides banking services in the St. Louis metropolitan area, Orange County, California, Colorado Springs, Colorado, and other selected cities in the United States. In addition to supporting the Company’s payment operations, the Bank provides banking services to its target markets, which include privately-owned businesses and faith-based ministries.

The specific payment and information processing services provided to each customer are developed individually to meet each customer’s requirements, which can vary greatly. In addition, the degree of automation such as electronic data interchange, imaging, work flow, and web-based solutions varies greatly among customers and industries. These factors combine so that pricing varies greatly among the customer base. In general, however, Cass is compensated for its processing services through service fees and investment of account balances generated during the payment process. The amount, type, and calculation of service fees vary greatly by service offering, but generally follow the volume of transactions processed. Interest income from the balances generated during the payment processing cycle is affected by the amount of time Cass holds the funds prior to payment and the dollar volume processed. Both the number of transactions processed and the dollar volume processed are therefore key metrics followed by management. Other factors will also influence revenue and profitability, such as changes in the general level of interest rates, which have a significant effect on net interest income. The funds generated by these processing activities are invested in overnight investments, investment grade securities, and loans generated by the Bank. The Bank earns most of its revenue from net interest income, or the difference between the interest earned on its loans and investments and the interest paid on its deposits and other borrowings. The Bank also assesses fees on other services such as cash management services.

Industry-wide factors that impact the Company include the willingness of large corporations to outsource key business functions such as freight, energy, telecommunication and environmental payment and audit. The benefits that can be achieved by outsourcing transaction processing, and the management information generated by Cass’ systems can be influenced by factors such as the competitive pressures within industries to improve profitability, the general level of transportation costs, deregulation of energy costs, and consolidation of telecommunication providers. Economic factors that impact the Company include the general level of economic activity that can affect the volume and size of invoices processed, the ability to hire and retain qualified staff, and the growth and quality of the loan portfolio. The general level of interest rates also has a significant effect on the revenue of the Company. As discussed in greater detail in Item 7A, “Quantitative and Qualitative Disclosures about Market Risk,” a decline in the general level of interest rates can have a negative impact on net interest income and conversely, a rise in the general level of interest rates can have a positive impact on net interest income. The cost of fuel is another factor that has a significant impact on the transportation sector. As the price of fuel goes up or down, the Company’s earnings increase or decrease with the dollar amount of transportation invoices. Another negative impact of low fuel prices could be a drop in the number of invoices related to drilling supplies carried by domestic railroads and trucks that move pipes, sand and water for fracking operations.

In 2017, total fee revenue and other income increased $9,376,000, or 11%, net interest income after provision for loan losses increased $389,000, or 1%, total operating expenses increased $6,930,000, or 7%, and net income increased $666,000, or 3%. This positive performance in 2017 was attributable to continued growth in the customer base, expanded new revenue-generating services, and an improving rate environment. The increase in total operating expense was due mainly to on-going strategic investment in technology and staff required to win and support new business. The asset quality of the Company’s loans and investments as of December 31, 2017 remained strong.

On December 22, 2017, the Tax Cuts and Jobs Act (“TCJA”) was enacted. As more fully described in this Item 7 and Note 13, the Company’s 2017 results of operations are skewed by a one-time, non-cash charge to income tax expense of $1,824,000, triggered by the passage of the TCJA. Excluding this charge, net income increased $2,490,000, or 10%. While the reduction in the federal corporate tax rate negatively impacted 2017 earnings, the rate reduction is projected to significantly boost after-tax earnings in the future.

Currently, management views Cass’ major opportunity as the continued expansion of its payment and information processing service offerings and customer base. Management intends to accomplish this by maintaining the Company’s leadership position in applied technology, which when combined with the security and processing controls of the Bank, makes Cass unique in the industry.

Impact of New and Not Yet Adopted Accounting Pronouncements

In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09 – Revenue from Contracts with Customers. The ASU supersedes revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific revenue recognition guidance in the FASB Accounting Standards Codification (“ASC”). The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance identifies specific steps that entities should apply in order to achieve this principle. Under the ASU, the amendments are effective for interim and annual periods beginning January 1, 2018 and must be applied retrospectively. The Company’s revenue is comprised of net interest income on financial assets and liabilities, which is explicitly excluded from the scope, and non-interest income. The Company will use the modified retrospective transition approach and there will not be a significant impact on the Company’s consolidated financial statements or results of operations.

17

In January 2016, the FASB issued ASU No. 2016-01 – Financial Instruments – Overall (ASC Subtopic 825-10). The ASU requires an entity to: (i) measure equity investments at fair value through net income, with certain exceptions; (ii) present in OCI the changes in instrument-specific credit risk for financial liabilities measured using the fair value option; (iii) present financial assets and financial liabilities by measurement category and form of financial asset; (iv) calculate the fair value of financial instruments for disclosure purposes based on an exit price and; (v) assess a valuation allowance on deferred tax assets related to unrealized losses of AFS debt securities in combination with other deferred tax assets. The standard is effective for fiscal periods beginning January 1, 2018 and will not have a significant impact on the Company’s consolidated financial statements or results of operations.

In February 2016, the FASB issued ASU No. 2016-02 – Leases (ASC Topic 842). The ASU improves financial reporting about leasing transactions. The ASU affects all companies and other organizations that lease assets such as real estate, airplanes, and manufacturing equipment. Consistent with current generally accepted accounting principles (GAAP), the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP—which requires only capital leases to be recognized on the balance sheet—the new ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The ASU on leases will take effect for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. A third-party vendor solution has been selected to assist in the application of ASU 2016-02. The impact of the adoption of this ASU is currently being evaluated but is not expected to have a material impact on the Company’s consolidated financial statements or results of operations.

In June 2016, the FASB issued ASU No. 2016-13 - Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The ASU requires measurement and recognition of expected credit losses for financial assets held. Under this standard, it will be required to hold an allowance equal to the expected life-of-loan losses on the loan portfolio. The standard is effective for fiscal periods beginning after December 15, 2019. The impact of the adoption of this ASU is currently being evaluated.

In February 2018, the FASB issued ASU No. 2018-02 – Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The ASU provides for the reclassification of the effect of remeasuring deferred tax balances related to items within AOCI to retained earnings resulting from the TCJA. The Company early adopted, and as a result, reclassified $2,286,000 from AOCI to retained earnings.

Critical Accounting Policies

The Company has prepared the consolidated financial statements in this report in accordance with the FASB ASC. In preparing the consolidated financial statements, management makes estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. These estimates have been generally accurate in the past, have been consistent and have not required any material changes. There can be no assurances that actual results will not differ from those estimates. Certain accounting policies that require significant management estimates and are deemed critical to the Company’s results of operations or financial position have been discussed with the Audit Committee of the Board of Directors and are described below.

Allowance for Loan Losses. The Company performs periodic and systematic detailed reviews of its loan portfolio to assess overall collectability. The level of the allowance for loan losses reflects management’s estimate of the collectability of the loan portfolio. Although these estimates are based on established methodologies for determining allowance requirements, actual results can differ significantly from estimated results. These policies affect both segments of the Company. The impact and associated risks related to these policies on the Company’s business operations are discussed in the “Provision and Allowance for Loan Losses” section of this report. The Company’s estimates have been materially accurate in the past, and accordingly, the Company expects to continue to utilize the present processes.

18

Summary of Results

	For the Years Ended December 31,									% Change
(In thousands except per share data)	2017			2016			2015			2017 v. 2016		2016 v. 2015
Total processing volume		63,207			57,897			54,521		9.2	%	6.2	%
Total processing dollars	$	37,597,035		$	34,689,268		$	36,264,188		8.4		(4.3	)
Payment and processing fees	$	93,322		$	83,713		$	78,622		11.5		6.5
Net interest income after provision for loan losses	$	39,790		$	39,401		$	37,449		1.0		5.2
Total net revenue	$	135,302		$	125,537		$	120,817		7.8		3.9
Average earning assets	$	1,362,660		$	1,308,914		$	1,244,797		4.1		5.2
Net interest margin (1)		3.34	%		3.32	%		3.38	%	—		—
Net income	$	25,014		$	24,348		$	23,056		2.7		5.6
Diluted earnings per share (2)	$	2.01		$	1.96		$	1.82		2.6		7.7
Return on average assets		1.60	%		1.62	%		1.60	%	—		—
Return on average equity		11.55	%		11.76	%		11.65	%	—		—

(1)	Presented on a tax-equivalent basis
(2)	Diluted earnings per share was restated for the stock dividend that occurred on December 15, 2017

The results of 2017 compared to 2016 include the following significant items:

Overall, the Company’s performance improved as a result of continued growth in the customer base and new revenue-generating services. Payment and processing fees and total processing volume increased 12% and 9%, respectively. Against the backdrop of a strengthening global economy, increased carrier and fuel prices combined with higher volume from current accounts to produce an increase in processing dollars of 8%. Net income in 2017 increased 3% despite a onetime, non-cash charge to income tax expense of $1,824,000 triggered by the passage of the TCJA on December 22, 2017.

Average earning assets increased 4% and net interest income after provision for loan losses increased 1% year over year. The increase in net interest income after provision for loan losses was primarily due to higher average earning assets but was largely offset by a negative provision for loan losses of $1,500,000 in 2016 compared to none in 2017.

There were no gains from the sale of securities in 2017 and $387,000 in 2016. Bank service fees increased $73,000, or 6%, and other income increased $81,000. Operating expenses increased $6,930,000, or 7%, as the Company continued to invest in staff and technology to win and support new business.

The results of 2016 compared to 2015 include the following significant items:

Overall, the Company’s performance was boosted as a result of adding new accounts and expanding service lines as payment and processing fees and total processing volume increased 7% and 6%, respectively. Lingering adverse economic factors including low interest rates and low energy prices continued to impact total processing dollars, which decreased 4%, and net interest margin. The decrease in processing dollars generated smaller investable balances that lowered investment income and fees from carrier services.

Average earning assets and net interest income after provision for loan losses both increased 5% year over year. The increase in net interest income after provision for loan losses was primarily due to higher average earning assets and a negative provision for loan losses of $1,500,000 in 2016 compared to $850,000 in 2015.

Gains from the sale of securities were $387,000 in 2016 and $2,910,000 in 2015. Bank service fees increased $53,000, or 4%, and other income increased $147,000. Operating expenses increased $3,690,000, or 4%, as the Company invested in staff and technology to win and support new business and the Company received a one-time litigation settlement of $1.4 million ($800,000 reduction in other operating expenses and $600,000 loan loss recovery) in the prior year.

19

Fee Revenue and Other Income

The Company’s fee revenue is derived mainly from transportation and facility payment and processing fees. As the Company provides its processing and payment services, it is compensated by service fees which are typically calculated on a per-item basis, discounts received for services provided to carriers and by the accounts and drafts payable balances generated in the payment process which can be used to generate interest income. Processing volumes, fee revenue and other income were as follows:

	December 31,						% Change
(In thousands)	2017		2016		2015		2017 v. 2016		2016 v. 2015
Transportation invoice transaction volume		35,546		34,352		33,958	3.5	%	1.2	%
Transportation invoice dollar volume	$	24,801,733	$	22,774,909	$	24,534,285	8.9		(7.2	)
Expense management transaction volume(1)		27,661		23,545		20,563	17.5		14.5
Expense management dollar volume(1)	$	12,795,302	$	11,914,359	$	11,729,903	7.4		1.6
Payment and processing revenue	$	93,322	$	83,713	$	78,622	11.5		6.5
Bank service fees	$	1,349	$	1,276	$	1,223	5.7		4.3
Gains on sales of investment securities		—	$	387	$	2,910	—		(86.7	)
Other	$	841	$	760	$	613	10.7		24.0

⁽¹⁾ Includes energy, telecom and environmental

Fee revenue and other income in 2017 compared to 2016 include the following significant pre-tax components:

In the transportation sector, new business and a growing customer base increased invoice volume 4%. The strong global economy combined with increased carrier and fuel prices produced a 9% increase in dollar volume. The increase in dollar volume generated larger investable balances that improved investment income and raised fees from carrier services. Expense management transaction volume increased 18% and dollar volume increased 7% as a result of new customer wins and increased volumes from current accounts. There were no gains on sales of investment securities.

Fee revenue and other income in 2016 compared to 2015 include the following significant pre-tax components:

In the transportation sector, new business and a growing customer base boosted invoice volume, though lingering negative factors continued to hinder dollar volume growth. Reduced average invoice amounts caused by low fuel and carrier prices as well as shifts in modal activity impacted dollar volume. The decrease in dollar volume also generated smaller investable balances that reduced investment income and more significantly lowered fees from carrier services. Expense management transaction volume increased 15% and dollar volume increased 2% as new customer wins, including several large accounts that migrated from competitors, fueled the increase. Gains on sales of investment securities decreased as market conditions were not as favorable in the current year.

Net Interest Income

Net interest income is the difference between interest earned on loans, investments, and other earning assets and interest expense on deposits and other interest-bearing liabilities. Net interest income is a significant source of the Company’s revenues. The following table summarizes the changes in tax-equivalent net interest income and related factors:

	December 31,									% Change
(In thousands)	2017			2016			2015			2017 v. 2016		2016 v. 2015
Average earning assets	$	1,362,660		$	1,308,914		$	1,244,797		4.1	%	5.2	%
Net interest income (1)	$	45,480		$	43,402		$	42,025		4.8	%	3.3	%
Net interest margin (1)		3.34	%		3.32	%		3.38	%
Yield on earning assets (1)		3.50	%		3.47	%		3.55	%
Rate on interest bearing liabilities		.56	%		.48	%		.51	%

⁽¹⁾ Presented on a tax-equivalent basis using a tax rate of 35% in all years.

Net interest income in 2017 compared to 2016:

The increase in net interest income was primarily due to an increase in average earning assets combined with a slight improvement in the net interest margin as a result of an improving interest rate environment. More information is contained in the tables below and in Item 7A of this report.

Total average investment in securities and certificates of deposit increased $73,697,000, or 20%. The investment portfolio will expand and contract over time as the Company manages its liquidity and interest rate position. All purchases were made in accordance with the Company’s investment policy. Total average federal funds sold and other short-term investments increased $19,047,000, or 13%. Interest bearing deposits in other financial institutions decreased $24,590,000, or 20%.

20

Total average loans decreased $14,408,000, or 2%, to $663,653,000. Loans have a positive effect on interest income and the net interest margin due to the fact that loans are one of the Company’s highest yielding earning assets for any given maturity.

The Bank’s total average interest-bearing deposits decreased $29,184,000, or 7%, compared to the prior year. Average rates paid on interest-bearing liabilities increased from .48% to .56%.

Net interest income in 2016 compared to 2015:

The increase in net interest income was primarily due to an increase in average earning assets. This was partially offset by a decrease in the net interest margin due to the difficulty finding acceptable investment alternatives in the current low interest rate environment. More information is contained in the tables below and in Item 7A of this report.

Total average investment in securities and certificates of deposit increased $25,537,000, or 8%. The investment portfolio will expand and contract over time as the Company manages its liquidity and interest rate position. All purchases were made in accordance with the Company’s investment policy. Total average federal funds sold and other short-term investments increased $34,621,000, or 31%. Interest bearing deposits in other financial institutions decreased $3,083,000, or 2%.

Total average loans increased $7,042,000, or 1%, to $678,061,000. Loans have a positive effect on interest income and the net interest margin due to the fact that loans are one of the Company’s highest yielding earning assets for any given maturity.

The Bank’s total average interest-bearing deposits increased $7,255,000, or 2%, compared to the prior year. Average rates paid on interest-bearing liabilities decreased from .51% to .48% as a result of the continued low interest rate environment.

21

Distribution of Assets, Liabilities and Shareholders' Equity; Interest Rate and Interest Differential

The following table contains condensed average balance sheets for each of the periods reported, the tax-equivalent interest income and expense on each category of interest-earning assets and interest-bearing liabilities, and the average yield on such categories of interest-earning assets and the average rates paid on such categories of interest-bearing liabilities for each of the periods reported:

	2017							2016							2015
				Interest							Interest							Interest
	Average			Income/		Yield/		Average			Income/		Yield/		Average			Income/		Yield/
(In thousands)	Balance			Expense		Rate		Balance			Expense		Rate		Balance			Expense		Rate
Assets (1)
Earning assets
Loans (2), (3):
Taxable	$	658,791		$	28,511	4.33	%	$	660,341		$	28,506	4.32	%	$	649,472		$	28,049	4.32	%
Tax-exempt (4)		4,862			199	4.09			17,720			857	4.84			21,547			954	4.43
Securities (5):
Taxable		23,172			472	2.04			5,030			93	1.85			1,168			21	1.8
Tax-exempt (4)		403,485			16,060	3.98			347,099			14,858	4.28			328,927			14,553	4.42
Certificates of deposit		6,970			82	1.18			7,801			51	.65			4,298			17	0.4
Interest-bearing deposits in other financial institutions		100,401			1,036	1.03			124,991			638	.51			128,074			393	0.31
Federal funds sold and other short-term investments		164,979			1,307	.79			145,932			428	.29			111,311			150	0.13
Total earning assets		1,362,660			47,667	3.50			1,308,914			45,431	3.47			1,244,797			44,137	3.55
Non-earning assets
Cash and due from banks		12,904							11,822							13,050
Premises and equipment, net		21,299							20,503							18,544
Bank owned life insurance		16,676							16,174							15,665
Goodwill and other intangibles		14,464							13,799							14,187
Other assets		150,303							144,165							145,178
Allowance for loan losses		(10,194	)						(10,903	)						(11,910	)
Total assets	$	1,568,112						$	1,504,474						$	1,439,511
Liabilities and Shareholders’ Equity (1)
Interest-bearing liabilities
Interest-bearing demand deposits	$	323,635		$	1,610	.50	%	$	343,205		$	1,388	.40	%	$	330,742		$	1,392	.42	%
Savings deposits		15,540			79	.51			20,524			100	.49			14,656			65	.44
Time deposits >=$250		16,022			150	.94			14,463			172	1.19			15,236			189	1.24
Other time deposits		38,279			348	.91			44,468			369	.83			54,771			465	.85
Total interest-bearing deposits		393,476			2,187	.56			422,660			2,029	.48			415,405			2,111	.51
Short-term borrowings		13			—	—			—			—	—			63			1	1.59
Total interest-bearing liabilities		393,489			2,187	.56			422,660			2,029	.48			415,468			2,112	.51
Non-interest bearing liabilities
Demand deposits		209,014							192,315							164,347
Accounts and drafts payable		713,052							654,845							632,604
Other liabilities		36,009							27,594							29,239
Total liabilities		1,351,564							1,297,414							1,241,658
Shareholders’ equity		216,548							207,060							197,853
Total liabilities and shareholders’ equity	$	1,568,112						$	1,504,474						$	1,439,511
Net interest income				$	45,480						$	43,402						$	42,025
Net interest margin						3.34	%						3.32	%						3.38	%
Interest spread						2.94	%						2.99	%						3.04	%

(1)	Balances shown are daily averages.
(2)	For purposes of these computations, nonaccrual loans are included in the average loan amounts outstanding. Interest on nonaccrual loans is recorded when received as discussed further in Item 8, Note 1 of this report.
(3)	Interest income on loans includes net loan fees of $415,000, $586,000, and $469,000 for 2017, 2016 and 2015, respectively.
(4)	Interest income is presented on a tax-equivalent basis assuming a tax rate 35% in all years. The tax-equivalent adjustment was approximately $5,691,000, $5,500,000 and $5,427,000 for 2017, 2016 and 2015, respectively.
(5)	For purposes of these computations, yields on investment securities are computed as interest income divided by the average amortized cost of the investments.

22

Analysis of Net Interest Income Changes

The following table presents the changes in interest income and expense between years due to changes in volume and interest rates.

	2017 Over 2016									2016 Over 2015
(In thousands)	Volume (1)			Rate (1)			Total			Volume(1)			Rate (1)			Total
Increase (decrease) in interest income:
Loans (2), (3):
Taxable	$	(67	)	$	72		$	5		$	469		$	(12	)	$	457
Tax-exempt (4)		(543	)		(115	)		(658	)		(180	)		83			(97	)
Securities:
Taxable		369			10			379			71			1			72
Tax-exempt4		2,291			(1,089	)		1,202			789			(484	)		305
Certificates of deposit		(6	)		37			31			19			15			34
Interest-bearing deposits in other financial institutions		(146	)		544			398			(10	)		255			245
Federal funds sold and other short-term investments		63			816			879			58			220			278
Total interest income	$	1,961		$	275		$	2,236		$	1,216		$	78		$	1,294
Interest expense on:
Interest-bearing demand deposits	$	(82	)	$	304		$	222		$	52		$	(56	)	$	(4	)
Savings deposits		(25	)		4			(21	)		28			7			35
Time deposits >=$250		17			(39	)		(22	)		(9	)		(8	)		(17	)
Other time deposits		(54	)		33			(21	)		(86	)		(10	)		(96	)
Short-term borrowings		—			—			—			(1	)		—			(1	)
Total interest expense		(144	)		302			158			(16	)		(67	)		(83	)
Net interest income	$	2,105		$	(27	)	$	2,078		$	1,232		$	145		$	1,377

(1)	The change in interest due to the combined rate/volume variance has been allocated in proportion to the absolute dollar amounts of the change in each.
(2)	Average balances include nonaccrual loans.
(3)	Interest income includes net loan fees.
(4)	Interest income is presented on a tax-equivalent basis assuming a tax rate of 35% in all years.

Loan Portfolio

Interest earned on the loan portfolio is a primary source of income for the Company. The loan portfolio was $686,231,000 and represented 43% of the Company's total assets as of December 31, 2017 and generated $28,641,000 in revenue during the year then ended. The Company had no sub-prime mortgage loans or residential development loans in its portfolio for any of the years presented. The following tables show the composition of the loan portfolio at the end of the periods indicated and remaining maturities for loans as of December 31, 2017.

Loans by Type	December 31,
(In thousands)	2017		2016		2015		2014		2013
Commercial and industrial	$	236,394	$	214,767	$	193,430	$	203,350	$	171,304
Real estate (commercial and church):
Mortgage		410,748		425,947		415,564		423,641		455,190
Construction		35,307		17,477		30,139		18,612		16,449
Industrial Revenue Bond		3,374		6,639		19,831		23,348		9,167
Other		408		36		91		395		67
Total loans	$	686,231	$	664,866	$	659,055	$	669,346	$	652,177

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Loans by Maturity
(At December 31, 2017)	One Year				Over 1 Year				Over
	Or Less				Through 5 Years				5 Years
	Fixed		Floating		Fixed		Floating		Fixed		Floating
(In thousands)	Rate		Rate (1)		Rate		Rate (1)		Rate		Rate (1)		Total
Commercial and industrial	$	7,524	$	66,574	$	66,735	$	42,466	$	31,655	$	21,440	$	236,394
Real Estate:
Mortgage		45,089		4,542		267,081		9,147		77,954		6,935		410,748
Construction		15,230		1,202		8,768		—		1,180		8,927		35,307
Industrial Revenue Bonds		3,168		—		206		—		—		—		3,374
Other		—		408		—		—		—		—		408
Total loans	$	71,011	$	72,726	$	342,790	$	51,613	$	110,789	$	37,302	$	686,231

⁽¹⁾ Loans have been classified as having "floating" interest rates if the rate specified in the loan varies with the prime commercial rate of interest.

The Company has no concentrations of loans exceeding 10% of total loans, which are not otherwise disclosed in the loan portfolio composition table and as are discussed in Item 8, Note 4, of this report. As can be seen in the loan composition table above and as discussed in Item 8, Note 4, the Company's primary market niche for banking services is privately held businesses and churches and church-related ministries.

Loans to commercial entities are generally secured by the business assets of the borrower, including accounts receivable, inventory, machinery and equipment, and the real estate from which the borrower operates. Operating lines of credit to these companies generally are secured by accounts receivable and inventory, with specific percentages of each determined on a customer-by-customer basis based on various factors including the type of business. Intermediate term credit for machinery and equipment is generally provided at some percentage of the value of the equipment purchased, depending on the type of machinery or equipment purchased by the entity. Loans secured exclusively by real estate to businesses and faith-based ministries are generally made with a maximum 80% loan to value ratio, depending upon the Company's estimate of the resale value and ability of the property to generate cash. The Company's loan policy requires an independent appraisal for all loans over $250,000 secured by real estate. Company management monitors the local economy in an attempt to determine whether it has had a significant deteriorating effect on such real estate loans. When problems are identified, appraised values are updated on a continual basis, either internally or through an updated external appraisal.

Loan portfolio changes from December 31, 2016 to December 31, 2017:

Total loans increased $21,365,000, or 3%, to $686,231,000. Additional details regarding the types and maturities of loans in the loan portfolio are contained in the tables above and in Item 8, Note 4.

Loan portfolio changes from December 31, 2015 to December 31, 2016:

Total loans increased $5,811,000, or 1%, to $664,866,000. Additional details regarding the types and maturities of loans in the loan portfolio are contained in the tables above and in Item 8, Note 4.

Provision and Allowance for Loan Losses (ALLL)

The Company recorded no provision for loan losses in 2017, ($1,500,000) in 2016 and ($850,000) in 2015. The amount of the provisions for loan losses was derived from the Company’s quarterly analysis of the ALLL. The amount of the provision will fluctuate as determined by these quarterly analyses. The Company had net loan recoveries of $30,000, $40,000, and $591,000 in 2017, 2016, and 2015, respectively. The ALLL was $10,205,000 at December 31, 2017 compared to $10,175,000 at December 31, 2016 and $11,635,000 at December 31, 2015. The year-end 2017 and 2016 allowance represented 1.5% of outstanding loans, while the allowance represented 1.8% of outstanding loans at year-end 2015. From December 31, 2016 to December 31, 2017, the level of nonperforming loans decreased from $245,000 to $0. Nonperforming loans are more fully explained in the section entitled “Nonperforming Assets.”

The ALLL has been established and is maintained to absorb reasonably estimated and probable losses in the loan portfolio. An ongoing assessment is performed to determine if the balance is adequate. Charges or credits are made to expense to cover any deficiency or reduce any excess, as required. The current methodology consists of two components: 1) estimated credit losses on individually evaluated loans that are determined to be impaired in accordance with FASB ASC 310 - Allowance for Credit Losses and 2) estimated credit losses inherent in the remainder of the loan portfolio in accordance with FASB ASC 450 - Contingencies. Estimated credit losses is an estimate of the current amount of loans that is probable the Company will be unable to collect according to the original terms.

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For loans that are individually evaluated, the Company uses two impairment measurement methods: 1) the present value of expected future cash flows and 2) collateral value. For the remainder of the portfolio, the Company groups loans with similar risk characteristics into eight segments and applies historical loss rates to each segment based on a five fiscal-year look-back  period. In addition, qualitative factors including credit concentration risk, national and local economic conditions, nature and volume of loan portfolio, legal and regulatory factors, downturns in specific industries including losses in collateral values, trends in credit quality at the Company and in the banking industry and trends in risk-rating agencies are also considered.

The Company also utilizes ratio analysis to evaluate the overall reasonableness of the ALLL compared to its peers and required levels of regulatory capital. Federal and state agencies review the Company’s methodology for maintaining the ALLL. These agencies may require the Company to adjust the ALLL based on their judgments and interpretations about information available to them at the time of their examinations.

The following schedule summarizes activity in the ALLL and the allocation of the allowance to the Company’s loan categories.

Summary of Loan Loss Experience

	December 31,
(In thousands)	2017			2016			2015			2014			2013
Allowance at beginning of year	$	10,175		$	11,635		$	11,894		$	11,679		$	12,357
Loans charged-off:
Commercial and industrial		—			—			30			—			1,307
Real estate (commercial and church):
Mortgage		—			—			—			76			233
Construction		—			—			—			—			—
Other		—			—			—			3			—
Total loans charged-off		—			—			30			79			1,540
Recoveries of loans previously charged-off:
Commercial and industrial		30			39			610			41			47
Real estate (commercial and church):
Mortgage		—			1			10			252			315
Construction		—			—			—			—			—
Other		—			—			1			1			—
Total recoveries of loans previously charged-off		30			40			621			294			362
Net loans (recovered) charged-off		(30	)		(40	)		(591	)		(215	)		1,178
Provision (credited) charged to expense		—			(1,500	)		(850	)		—			500
Allowance at end of year	$	10,205		$	10,175		$	11,635		$	11,894		$	11,679
Loans outstanding:
Average	$	663,653		$	678,061		$	671,019		$	663,824		$	659,422
December 31		686,231			664,866			659,055			669,346			652,177
Ratio of allowance for loan losses to loans outstanding:
Average		1.54	%		1.50	%		1.76	%		1.79	%		1.77	%
December 31		1.49	%		1.53	%		1.77	%		1.78	%		1.79	%
Ratio of net (recoveries) charge-offs to average loans outstanding		—			(.01	)%		(.09	)%		(.03	)%		.18	%
Allocation of allowance for loan losses (1):
Commercial and industrial	$	3,652		$	3,261		$	3,083		$	3,515		$	3,139
Real estate (commercial and church):
Mortgage		5,356			5,689			6,885			7,076			7,439
Construction		266			132			226			140			124
Industrial Revenue Bond		52			101			320			394			155
Other (2)		879			992			1,121			769			822
Total	$	10,205		$	10,175		$	11,635		$	11,894		$	11,679
Percentage of categories to total loans:
Commercial and industrial		34.4	%		32.3	%		29.3	%		30.4	%		26.3	%
Real estate (commercial and church):
Mortgage		59.9	%		64.1	%		63.1	%		63.3	%		69.8	%
Construction		5.1	%		2.6	%		4.6	%		2.8	%		2.5	%
Industrial Revenue Bond		.59	%		1.0	%		3.0	%		3.5	%		1.4	%
Other		.01	%		—	%		—	%		—	%		—	%
Total		100.0	%		100.0	%		100.0	%		100.0	%		100.0	%

(1)	Although specific allocations exist, the entire allowance is available to absorb losses in any particular loan category.
(2)	Includes unallocated allowance of $877,000 and $992,000 in 2017 and 2016, respectively.

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Nonperforming Assets

Nonperforming loans are defined as loans on non-accrual status and loans 90 days or more past due but still accruing. Nonperforming assets include nonperforming loans plus foreclosed real estate. Troubled debt restructurings are not included in nonperforming loans unless they are on non-accrual status or past due 90 days or more.

It is the policy of the Company to continually monitor its loan portfolio and to discontinue the accrual of interest on any loan for which collection is not probable. Subsequent payments received on such loans are applied to principal if collection of principal is not probable; otherwise, these receipts are recorded as interest income. Interest on nonaccrual loans, which would have been recorded under the original terms of the loans, was approximately $24,000 and $66,000 for the years ended December 31, 2017 and 2016, respectively. Of this amount, approximately $17,000 and $47,000 was actually recorded as interest income on such loans during the years ended December 31, 2017 and 2016, respectively.

There were no nonaccrual loans at December 31, 2017. Total nonaccrual loans at December 31, 2016 consisted of one loan totaling $245,000, which was paid off in October 2017.

There were no foreclosed assets at December 31, 2017 and December 31, 2016.

The Company does not have any foreign loans. The Company's loan portfolio does not include a significant amount of single family real estate mortgages, as the Company does not market its services to retail customers. Also, the Company had no sub-prime mortgage loans or residential development loans in its portfolio in any of the years presented.

The Company does not have any other interest-earning assets which would have been included in nonaccrual, past due or restructured loans if such assets were loans.

Summary of Nonperforming Assets

	December 31,
(In thousands)	2017			2016		2015			2014		2013
Commercial and industrial:
Nonaccrual	$	—		$	—	$	—		$	—	$	11
Contractually past due 90 days or more and still accruing		—			—		—			—		—
Real estate – mortgage:
Nonaccrual		—	(1)		245		3,135	(1)		488		1,786
Contractually past due 90 days or more and still accruing		—			—		—			—		—
Total nonperforming loans	$	—		$	245	$	3,135		$	488	$	1,797
Total foreclosed assets		—			—		—			—		—
Total nonperforming assets	$	—		$	245	$	3,135		$	488	$	1,797

⁽¹⁾ In October 2017, one nonaccrual loan with a balance of $215,000 was paid in full. In February 2016, one nonaccrual loan with a balance of $2,727,000 was paid in full.

Operating Expenses

Operating expenses in 2017 compared to 2016 include the following significant pre-tax components:

Salaries and employee benefits expense increased $4,758,000, or 7%, to $77,339,000 as the Company invested in staff and technology to win and support new business. Outside service expense increased $1,355,000, or 24%, for continual technology advancements to support customers. Equipment expense increased $620,000 to $5,071,000 primarily due to depreciation of internally developed software.

Operating expenses in 2016 compared to 2015 include the following significant pre-tax components:

Salaries and employee benefits expense increased $2,267,000, or 3%, to $72,581,000 as the Company invested in staff and technology to win and support new business. Equipment expense increased $160,000 to $4,451,000 primarily due to depreciation of internally developed software. Other operating expense increased $1,273,000, or 11%, to $12,643,000 primarily due to a one-time litigation settlement that occurred in 2015 ($800,000 reduction in other operating expenses).

Income Tax Expense

On December 22, 2017, the TCJA was enacted. Among other things, the new law (i) establishes a new, flat corporate federal statutory income tax rate of 21%; (ii) eliminates the corporate alternative minimum tax and allows the use of any such carryforwards to offset regular tax liability for any taxable year; (iii) limits the deduction for net interest expense incurred by U.S. corporations; (iv) allows businesses to immediately expense, for tax purposes, the cost of new investments in certain qualified depreciable assets; (v) eliminates or reduces certain deductions related to meals and entertainment expenses; (vi) modifies the limitation on excessive employee remuneration to eliminate the exception for performance-based compensation and clarifies the definition of a covered employee; and (vii) limits the deductibility of deposit insurance premiums. The TCJA also significantly changes U.S. tax law related to foreign operations, though, such changes do not currently impact the Company on a significant level.

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Also on December 22, 2017, the SEC issued Staff Accounting Bulletin No. 118 (SAB 118), which provides guidance on accounting for tax effects of the TCJA. SAB 118 provides a measurement period of up to one year from the enactment date to complete the accounting. Based on the information available and current interpretation of the rules, the Company has made provisional estimates of the impact of the reduction in the corporate tax rate and remeasurement of certain deferred tax assets and liabilities based on the rate at which they are expected to reverse in the future. The final analysis and measurement will be completed during 2018 when the Company files the 2017 U.S. federal income tax return.

As more fully described in this Item 7 and Note 13, the Company’s 2017 results of operations are skewed by a one-time, non-cash charge to income tax expense of $1,824,000, triggered by the passage of the TCJA. While the reduction in the federal corporate tax rate negatively impacted 2017 earnings, the rate reduction is projected to significantly boost after-tax earnings in the future.

Taxable-equivalent adjustments noted throughout this report are the result of increasing income from tax-free loans and investments by an amount equal to the taxes that would be paid if the income were fully taxable based on a 35% federal tax rate, thus making tax-exempt yields comparable to taxable asset yields. Beginning January 1, 2018, taxable-equivalent adjustments will be based upon the new tax rate of 21% as a result of the TCJA.

Income tax expense in 2017 totaled $9,885,000 compared to $7,716,000 and $7,978,000 in 2016 and 2015, respectively. When measured as a percent of pre-tax income, the Company’s effective tax rate was 28% in 2017, 24% in 2016, and 26% in 2015. The increase in 2017 tax expense was primarily the result of a one-time, non-cash charge of $1,824,000 triggered by the passage of the TCJA on December 22, 2017. The charge consists of the following:

● The deferred tax inventory was revalued at the new rate of 21% and resulted in a net credit of $462,000.

● AOCI related to pension and unrealized gains/losses on securities available for sale was revalued at the new rate of 21% and resulted in a net charge of $2,286,000.

The Company’s effective tax rate for 2017 including and excluding the one-time TCJA charge was 28% and 25%, respectively. As a result of the lower TCJA rates, the effective rate for 2018 is anticipated to decrease by approximately 25% vs. the 2017 rate excluding the TCJA charge. The Company’s effective tax rate has traditionally been lower than the statutory rate because of investments and loans that are tax exempt.

Also as a result of the TCJA, the FASB issued ASU 2018-02 allowing a one-time reclassification from AOCI to retained earnings for any amounts “stranded” in AOCI as a result of entries required by TCJA. Accordingly, the Company early adopted and recorded a $2,286,000 reclassification from AOCI to retained earnings at December 31, 2017.

Investment Portfolio

Investment portfolio changes from December 31, 2016 to December 31, 2017:

State and political subdivision securities increased $46,898,000, or 12.7%, to $417,032,000. U.S. government agency securities increased $32,828,000 to $45,500,000. The investment portfolio provides the Company with a significant source of earnings, secondary source of liquidity, and mechanisms to manage the effects of changes in loan demand and interest rates. Therefore, the size, asset allocation and maturity distribution of the investment portfolio will vary over time depending on management’s assessment of current and future interest rates, changes in loan demand, changes in the Company’s sources of funds and the economic outlook. During this period, the Company purchased state and political subdivision along with U.S. government agency securities. These securities all had A or better credit ratings and maturities approaching 15 years. With the additional liquidity provided by the increase in deposits and accounts and drafts payable, the Company made these purchases to continue to reduce the level of short-term rate sensitive assets. All purchases were made in accordance with the Company’s investment policy.

There was no single issuer of securities in the investment portfolio at December 31, 2017 for which the aggregate amortized cost exceeded 10% of total shareholders' equity.

Investments by Type

	December 31,
(In thousands)	2017		2016		2015
State and political subdivisions	$	417,032	$	370,134	$	369,070
U.S. government agencies		45,500		12,672		—
Certificates of deposit		7,991		7,746		6,626
Total investments	$	470,523	$	390,552	$	375,696

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Investment Securities by Maturity
(At December 31, 2017)

	Within 1			Over 1 to 5			Over 5 to			Over
(In thousands)	Year			Years			10 Years			10 Years			Yield
State and political subdivisions	$	16,143		$	56,929		$	246,512		$	97,448		4.01	% (1)
U.S. government agencies		—			—			17,449			28,051		2.11	%
Certificates of deposit		6,495			1,496			—			—		1.38	%
Total investments	$	22,638		$	58,425		$	263,961		$	125,499		3.78	%
Weighted average yield (1)		4.58	%		3.52	%		4.00	%		3.33	%	3.78	%

⁽¹⁾ Yields are presented on a tax-equivalent basis assuming a tax rate of 35%.

Deposits and Accounts and Drafts Payable

Noninterest-bearing demand deposits increased 31% from December 31, 2016 to $281,541,000 at December 31, 2017. The average balances of these deposits increased 9% in 2017 to $209,014,000. These balances are primarily maintained by commercial customers, faith-based ministries, and new payment and information processing relationships and can fluctuate on a daily basis.

Interest-bearing deposits decreased $10,758,000, or 3%, to $396,547,000 at December 31, 2017. The average balances of these deposits decreased to $393,476,000 in 2017 from $422,660,000 in 2016.

Accounts and drafts payable generated by the Company in its payment processing operations increased $19,601,000, or 3%, to $661,888,000 at December 31, 2017. The average balance of these funds increased $58,207,000, or 9%, to $713,052,000 in 2017. This increase was the result of continued growth in the customer base and a strengthening global economy. Due to the Company’s payment processing cycle, average balances are much more indicative of the underlying activity than period-end balances since point-in-time comparisons can be misleading if the comparison dates fall on different days of the week.

The composition of average deposits and the average rates paid on those deposits is represented in the table entitled “Distribution of Assets, Liabilities and Shareholders' Equity; Interest Rate and Interest Differential” which is included earlier in this discussion. The Company does not have any significant deposits from foreign depositors.

Maturities of Certificates of Deposit as of December 31, 2017

			$100 to Less		$250 or
(In thousands)	$100 or Less		Than $250		More		Total
Three months or less	$	1,201	$	17,442	$	3,539	$	22,182
Three to six months		537		14,399		4,192		19,128
Six to twelve months		536		757		5,511		6,804
Over twelve months		384		787		3,213		4,384
Total	$	2,658	$	33,385	$	16,455	$	52,498

Liquidity

The discipline of liquidity management as practiced by the Company seeks to ensure that funds are available to fulfill all payment obligations relating to invoices processed as they become due and meet depositor withdrawal requests and borrower credit demands while at the same time maximizing profitability. This is accomplished by balancing changes in demand for funds with changes in supply of funds. Primary liquidity to meet demand is provided by short-term liquid assets that can be converted to cash, maturing securities and the ability to obtain funds from external sources. The Company's Asset/Liability Committee (“ALCO”) has direct oversight responsibility for the Company's liquidity position and profile. Management considers both on-balance sheet and off-balance sheet items in its evaluation of liquidity.

The balances of liquid assets consist of cash and cash equivalents, which include cash and due from banks, interest-bearing deposits in other financial institutions, federal funds sold, and money market funds, totaled $228,110,000 at December 31, 2017, a decrease of $38,633,000, or 14%, from December 31, 2016. At December 31, 2017, these assets represented 14% of total assets. Cash and cash equivalents are the Company’s and its subsidiaries’ primary source of liquidity to meet future expected and unexpected loan demand, depositor withdrawals or reductions in accounts and drafts payable.

Secondary sources of liquidity include the investment portfolio and borrowing lines. Total investment in debt securities available-for-sale at fair value was $470,523,000 at December 31, 2017, an increase of $79,971,000, or 20%, from December 31, 2016. These assets represented 29% of total assets at December 31, 2017 and were primarily state and political subdivision securities. Of the total portfolio, 5% mature in one year or less, 12% mature after one year through five years and 83% mature after five years.

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As of December 31, 2017, the Bank had unsecured lines of credit at correspondent banks to purchase federal funds up to a maximum of $68,000,000 at the following banks: US Bank, $20,000,000; Wells Fargo Bank, $15,000,000; PNC Bank, $12,000,000; Frost National Bank, $10,000,000; JPM Chase Bank, $6,000,000; and UMB Bank $5,000,000. As of December 31, 2017, the Bank had secured lines of credit with the Federal Home Loan Bank (“FHLB”) of $204,789,000 collateralized by commercial mortgage loans. At December 31, 2017, the Company had a line of credit from UMB Bank of $50,000,000 and First Tennessee Bank of $50,000,000 collateralized by state and political subdivision securities. There were no amounts outstanding under any of the lines of credit discussed above at December 31, 2017 or 2016.

The deposits of the Company's banking subsidiary have historically been stable, consisting of a sizable volume of core deposits related to customers that utilize many other commercial products of the Bank. The accounts and drafts payable generated by the Company have also historically been a stable source of funds.

Net cash flows provided by operating activities for the years 2017, 2016 and 2015 were $38,890,000, $35,189,000 and $33,493,000, respectively. Net income plus depreciation and amortization accounts for most of the operating cash provided. Net cash flows from investing and financing activities fluctuate greatly as the Company actively manages its investment and loan portfolios and customer activity influences changes in deposit and accounts and drafts payable balances. Further analysis of the changes in these account balances is discussed earlier in this report. Due to the daily fluctuations in these account balances, management believes that the analysis of changes in average balances, also discussed earlier in this report, can be more indicative of underlying activity than the period-end balances used in the statements of cash flows. Management anticipates that cash and cash equivalents, maturing investments, cash from operations, and borrowing lines will continue to be sufficient to fund the Company’s operations and capital expenditures in 2018. The Company anticipates the annual capital expenditures for 2018 should range from $4 million to $6 million. Capital expenditures in 2018 are expected to consist of equipment and software related to the payment and information processing services business.

There are several trends and uncertainties that may impact the Company’s ability to generate revenues and income at the levels that it has in the past. In addition, these trends and uncertainties may impact available liquidity. Those that could significantly impact the Company include the general levels of interest rates, business activity, and energy costs as well as new business opportunities available to the Company.

As a financial institution, a significant source of the Company’s earnings is generated from net interest income. Therefore, the prevailing interest rate environment is important to the Company’s performance. A major portion of the Company’s funding sources are the non-interest bearing accounts and drafts payable generated from its payment and information processing services. Accordingly, higher levels of interest rates will generally allow the Company to earn more net interest income. Conversely, a lower interest rate environment will generally tend to depress net interest income. The Company actively manages its balance sheet in an effort to maximize net interest income as the interest rate environment changes. This balance sheet management impacts the mix of earning assets maintained by the Company at any point in time. For example, in a low interest rate environment, short-term relatively lower rate liquid investments may be reduced in favor of longer term relatively higher yielding investments and loans. If the primary source of liquidity is reduced in a low interest rate environment, a greater reliance would be placed on secondary sources of liquidity including borrowing lines, the ability of the Bank to generate deposits, and the investment portfolio to ensure overall liquidity remains at acceptable levels.

The overall level of economic activity can have a significant impact on the Company’s ability to generate revenues and income, as the volume and size of customer invoices processed may increase or decrease. Lower levels of economic activity decrease both fee income (as fewer invoices are processed) and balances of accounts and drafts payable generated (as fewer invoices are processed) from the Company’s transportation customers.

The relative level of energy costs can impact the Company’s earnings and available liquidity. Lower levels of energy costs will tend to decrease transportation and energy invoice amounts resulting in a corresponding decrease in accounts and drafts payable. Decreases in accounts and drafts payable generate lower interest income and reduce liquidity.

New business opportunities are an important component of the Company’s strategy to grow earnings and improve performance. Generating new customers allows the Company to leverage existing systems and facilities and grow revenues faster than expenses. During 2017, new business was added in both the transportation and facility expense management operations, driven by both successful marketing efforts and the solid market leadership position held by Cass.

Capital Resources

One of management’s primary objectives is to maintain a strong capital base to warrant the confidence of customers, shareholders, and bank regulatory agencies. A strong capital base is needed to take advantage of profitable growth opportunities that arise and to provide assurance to depositors and creditors. The Company and its banking subsidiary continue to exceed all regulatory capital requirements, as evidenced by the capital ratios at December 31, 2017 as shown in Item 8, Note 2 of this report. All share and per share data have been restated to give effect to the 10% stock dividend issued on December 15, 2017.

29

In 2017, cash dividends paid were $.87 per share for a total of $10,675,000, an increase of $696,000, or 7%, compared to $.81 per share for a total of $9,979,000 in 2016. The increase is attributable to the per-share amount paid and the increase in outstanding shares as a result of the stock dividend.

Shareholders’ equity was $225,088,000, or 14% of total assets, at December 31, 2017, an increase of $17,053,000 over the balance at December 31, 2016. This increase resulted primarily from net income of $25,014,000, an increase in other comprehensive income of $3,509,000, and an increase in additional paid in capital related to equity compensation of $2,340,000. These increases were partially offset by cash dividends of $10,675,000 and the repurchase of treasury shares of $2,270,000.

Dividends from the Bank are a source of funds for payment of dividends by the Company to its shareholders. The only restrictions on dividends are those dictated by regulatory capital requirements, state corporate laws and prudent and sound banking principles. As of December 31, 2017, unappropriated retained earnings of $30,137,000 were available at the Bank for the declaration of dividends to the Company without prior approval from regulatory authorities.

The Company maintains a treasury stock buyback program pursuant to which the Board of Directors has authorized the repurchase of up to 500,000 shares of the Company’s common stock. The Company repurchased 41,846 shares at an aggregate cost of $2,270,000 during the year ended December 31, 2017 and 205,835 shares at an aggregate cost of $9,215,000 during the year ended December 31, 2016. As of December 31, 2017, 500,000 shares remained available for repurchase under the program. A portion of the repurchased shares may be used for the Company's employee benefit plans, and the balance will be available for other general corporate purposes. The stock repurchase authorization does not have an expiration date and the pace of repurchase activity will depend on factors such as levels of cash generation from operations, cash requirements for investments, repayment of debt, current stock price, and other factors. The Company may repurchase shares from time to time on the open market or in private transactions, including structured transactions. The stock repurchase program may be modified or discontinued at any time.

Commitments, Contractual Obligations and Off-Balance Sheet Arrangements

In the normal course of business, the Company is party to activities that involve credit, market and operational risk that are not reflected in whole or in part in the Company’s consolidated financial statements. Such activities include traditional off-balance sheet credit-related financial instruments and commitments under operating and capital leases. These financial instruments include commitments to extend credit, commercial letters of credit and standby letters of credit. The Company’s maximum potential exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit, commercial letters of credit and standby letters of credit is represented by the contractual amounts of those instruments. At December 31, 2017, no amounts have been accrued for any estimated losses for these instruments.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commercial and standby letters of credit are conditional commitments issued by the Company or its subsidiaries to guarantee the performance of a customer to a third party. These off-balance sheet financial instruments generally have fixed expiration dates or other termination clauses and may require payment of a fee. At December 31, 2017, the balance of loan commitments, standby and commercial letters of credit were $87,013,000, $14,347,000 and $3,246,000, respectively. Since some of the financial instruments may expire without being drawn upon, the total amounts do not necessarily represent future cash requirements. Commitments to extend credit and letters of credit are subject to the same underwriting standards as those financial instruments included on the consolidated balance sheets. The Company evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary upon extension of the credit, is based on management’s credit evaluation of the borrower. Collateral held varies, but is generally accounts receivable, inventory, residential or income-producing commercial property or equipment. In the event of nonperformance, the Company or its subsidiaries may obtain and liquidate the collateral to recover amounts paid under its guarantees on these financial instruments.

The following table summarizes contractual cash obligations of the Company related to operating lease commitments and time deposits at December 31, 2017:

	Amount of Commitment Expiration per Period
			Less than 1		1-3		3-5		Over
(In thousands)	Total		Year		Years		Years		5 Years
Operating lease commitments	$	6,463	$	1,518	$	2,515	$	2,204	$	226
Time deposits		52,498		48,115		2,919		1,464		—
Total	$	58,961	$	49,633	$	5,434	$	3,668	$	226

During 2017, the Company made no contribution to its noncontributory defined benefit pension plan. In determining pension expense, the Company makes several assumptions, including the discount rate and long-term rate of return on assets. These assumptions are determined at the beginning of the plan year based on interest rate levels and financial market performance.

30

For 2017, these assumptions were as follows:

Assumption	Rate
Weighted average discount rate	4.25	%
Rate of increase in compensation levels	(a)
Expected long-term rate of return on assets	6.50	%

(a) 6.00% graded down to 3.25% over the first seven years of service.

ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Interest Rate Sensitivity

The Company faces market risk to the extent that its net interest income and its fair market value of equity are affected by changes in market interest rates. The asset/liability management discipline as applied by the Company seeks to limit the volatility, to the extent possible, of both net interest income and the fair market value of equity that can result from changes in market interest rates. This is accomplished by limiting the maturities of fixed rate investments, loans, and deposits; matching fixed rate assets and liabilities to the extent possible; and optimizing the mix of fees and net interest income. However, as discussed below, the Company's asset/liability position often differs significantly from most other financial holding companies with significant positive cumulative "gaps" shown for each time horizon presented. This asset sensitive position is caused primarily by the operations of the Company, which generate large balances of accounts and drafts payable. These balances, which are noninterest bearing, contribute to the Company’s historical high net interest margin but cause the Company to become susceptible to changes in interest rates, with a decreasing net interest margin and fair market value of equity in periods of declining interest rates and an increasing net interest margin and fair market value of equity in periods of rising interest rates.

The Company’s ALCO measures the Company's interest rate risk sensitivity on a quarterly basis to monitor and manage the variability of earnings and fair market value of equity in various interest rate environments. The ALCO evaluates the Company's risk position to determine whether the level of exposure is significant enough to hedge a potential decline in earnings and value or whether the Company can safely increase risk to enhance returns. The ALCO uses gap reports, 12-month net interest income simulations, and fair market value of equity analyses as its main analytical tools to provide management with insight into the Company's exposure to changing interest rates.

Management uses a gap report to review any significant mismatch between the re-pricing points of the Company’s rate sensitive assets and liabilities in certain time horizons. A negative gap indicates that more liabilities re-price in that particular time frame and, if rates rise, these liabilities will re-price faster than the assets. A positive gap would indicate the opposite. Gap reports can be misleading in that they capture only the re-pricing timing within the balance sheet, and fail to capture other significant risks such as basis risk and embedded options risk. Basis risk involves the potential for the spread relationship between rates to change under different rate environments and embedded options risk relates to the potential for the alteration of the level and/or timing of cash flows given changes in rates.

Another measurement tool used by management is net interest income simulation, which forecasts net interest income during the coming 12 months under different interest rate scenarios in order to quantify potential changes in short-term accounting income. Management has set policy limits specifying acceptable levels of interest rate risk given multiple simulated rate movements. These simulations are more informative than gap reports because they are able to capture more of the dynamics within the balance sheet, such as basis risk and embedded options risk. A table containing simulation results as of December 31, 2017, from an immediate and sustained parallel change in interest rates is shown below.

While net interest income simulations do an adequate job of capturing interest rate risk to short term earnings, they do not capture risk within the current balance sheet beyond 12 months. The Company uses fair market value of equity analyses to help identify longer-term risk that may reside on the current balance sheet. The fair market value of equity is represented by the present value of all future income streams generated by the current balance sheet. The Company measures the fair market value of equity as the net present value of all asset and liability cash flows discounted at forward rates suggested by the current U.S. Treasury curve plus appropriate credit spreads. This representation of the change in the fair market value of equity under different rate scenarios gives insight into the magnitude of risk to future earnings due to rate changes. Management has set policy limits relating to declines in the market value of equity. The table below contains the analysis, which illustrates the effects of an immediate and sustained parallel change in interest rates as of December 31, 2017:

Change in Interest Rates	% Change in Net Interest Income		% Change in Fair Market Value of Equity
+200 basis points	3	%	6	%
+100 basis points	2	%	3	%
Stable rates	—		—
-100 basis points	(5	%)	(4	%)
-200 basis points	(8	%)	(6	%)

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Interest Rate Sensitivity Position

The following table presents the Company’s interest rate risk position at December 31, 2017 for the various time periods indicated:

	Variable		0-90			91-180		181-364		1-5		Over
(In thousands)	Rate		Days			Days		Days		Years		5 Years		Total
Earning assets:
Loans:
Taxable	$	160,196	$	5,165		$	17,377	$	46,747	$	342,583	$	110,789	$	682,857
Tax-exempt		—		—			—		3,168		206		—		3,374
Securities (1):
Tax-exempt		—		5,221			2,529		7,028		57,726		344,528		417,032
U.S. government agencies		—		—			—		—		—		45,500		45,500
Certificates of deposit		—		1,500			—		4,995		1,496		—		7,991
Investments in the FHLB  and FRB		1,190		—			—		—		—		—		1,190
Federal funds sold and other short-term investments		210,688		—			—		—		—		—		210,688
Total earning assets	$	372,074	$	11,886		$	19,906	$	61,938	$	402,011	$	500,817	$	1,368,632
Interest-sensitive liabilities:
Money market accounts	$	260,418	$	—		$	—	$	—	$	—	$	—	$	260,418
Now accounts		72,463		—			—		—		—		—		72,463
Savings deposits		11,168		—			—		—		—		—		11,168
Time deposits:
$250K and more		—		3,540			4,192		5,511		3,212		—		16,455
Less than $250K		—		18,643			14,936		1,293		1,171		—		36,043
Federal funds purchased and other short-term borrowing		—		—			—		—		—		—		—
Total interest-bearing liabilities	$	344,049	$	22,183		$	19,128	$	6,804	$	4,383	$	—	$	396,547
Interest sensitivity gap:
Periodic	$	28,025	$	(10,297	)	$	778	$	55,134	$	397,628	$	500,817	$	972,085
Cumulative		28,025		17,728			18,506		73,640		471,268		972,085		972,085
Ratio of interest-bearing assets to interest-bearing liabilities:
Periodic		1.08		0.52			1.04		9.10		91.72		—		3.45
Cumulative		1.08		1.05			1.05		1.19		2.19		3.45		3.45

⁽¹⁾ Balances shown reflect earliest re-pricing date.

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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

CASS INFORMATION SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS

	December 31,
(In thousands except share and per share data)	2017			2016
Assets
Cash and due from banks	$	17,422		$	11,814
Interest-bearing deposits in other financial institutions		152,056			136,852
Federal funds sold and other short-term investments		58,632			118,077
Cash and cash equivalents		228,110			266,743
Securities available-for-sale, at fair value		470,523			390,552
Loans		686,231			664,866
Less allowance for loan losses		10,205			10,175
Loans, net		676,026			654,691
Premises and equipment, net		21,586			21,086
Investments in bank-owned life insurance		16,927			16,445
Payments in excess of funding		139,103			105,347
Goodwill		12,569			11,590
Other intangible assets, net		1,996			1,997
Other assets		36,369			36,388
Total assets	$	1,603,209		$	1,504,839
Liabilities and Shareholders’ Equity
Liabilities:
Deposits
Noninterest-bearing	$	281,541		$	214,656
Interest-bearing		396,547			407,305
Total deposits		678,088			621,961
Accounts and drafts payable		661,888			642,287
Other liabilities		38,145			32,556
Total liabilities		1,378,121			1,296,804
Shareholders’ Equity:
Preferred stock, par value $.50 per share; 2,000,000 shares authorized and no shares issued		—			—
Common stock, par value $.50 per share; 40,000,000 shares authorized, 13,047,858 and 11,931,147 shares issued at December 31, 2017 and 2016, respectively		6,524			5,966
Additional paid-in capital		204,631			128,455
Retained earnings		59,314			118,363
Common shares in treasury, at cost (760,962 and 742,681 shares at December 31, 2017 and 2016, respectively)		(32,061	)		(30,206	)
Accumulated other comprehensive loss		(13,320	)		(14,543	)
Total shareholders’ equity		225,088			208,035
Total liabilities and shareholders’ equity	$	1,603,209		$	1,504,839

See accompanying notes to consolidated financial statements.

33

CASS INFORMATION SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME

	For the Years Ended December 31,
(In thousands except per share data)	2017		2016			2015
Fee Revenue and Other Income:
Information services payment and processing revenue	$	93,322	$	83,713		$	78,622
Bank service fees		1,349		1,276			1,223
Gains on sales of securities		—		387			2,910
Other		841		760			613
Total fee revenue and other income		95,512		86,136			83,368
Interest Income:
Interest and fees on loans		28,641		29,063			28,669
Interest and dividends on securities:
Taxable		554		143			38
Exempt from federal income taxes		10,439		9,658			9,460
Interest on federal funds sold and other short-term investments		2,343		1,066			543
Total interest income		41,977		39,930			38,710
Interest Expense:
Interest on deposits		2,187		2,029			2,111
Total interest expense		2,187		2,029			2,111
Net interest income		39,790		37,901			36,599
Provision for loan losses		—		(1,500	)		(850	)
Net interest income after provision for loan losses		39,790		39,401			37,449
Total net revenue		135,302		125,537			120,817
Operating Expense:
Personnel		77,339		72,581			70,314
Occupancy		3,480		3,390			3,400
Equipment		5,071		4,451			4,291
Amortization of intangible assets		427		408			408
Other operating		14,086		12,643			11,370
Total operating expense		100,403		93,473			89,783
Income before income tax expense		34,899		32,064			31,034
Income tax expense		9,885		7,716			7,978
Net income	$	25,014	$	24,348		$	23,056
Basic Earnings Per Share	$	2.04	$	1.99		$	1.85
Diluted Earnings Per Share		2.01		1.96			1.82

See accompanying notes to consolidated financial statements.

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CASS INFORMATION SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

	For the Years Ended December 31,
(In thousands)	2017			2016			2015
Comprehensive income:
Net income	$	25,014		$	24,348		$	23,056
Other comprehensive income:
Net unrealized gain (loss) on securities available-for-sale		6,637			(10,644	)		1,527
Tax effect		(2,465	)		3,954			(567	)
Reclassification adjustments for gains included in net income		—			(387	)		(2,910	)
Tax effect		—			144			1,081
FASB ASC 715 adjustment		(1,311	)		(1,435	)		6,256
Tax effect		487			531			(2,324	)
Foreign currency translation adjustments		161			(42	)		(96	)
Total comprehensive income	$	28,523		$	16,469		$	26,023

See accompanying notes to consolidated financial statements.

35

CASS INFORMATION SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS

	For the Years Ended December 31,
(In thousands)	2017			2016			2015
Cash Flows From Operating Activities:
Net income	$	25,014		$	24,348		$	23,056
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		11,341			9,429			8,859
Net gains on sales of securities		—			(387	)		(2,910	)
Stock-based compensation expense		2,339			1,959			2,059
Provisions for loan losses		—			(1,500	)		(850	)
Deferred income tax expense (benefit)		3,997			319			(137	)
(Decrease) increase in current income tax liability		(3,026	)		357			47
Increase in pension liability		8,008			4,137			4,550
Increase in accounts receivable		(4,656	)		(4,070	)		(839	)
Other operating activities, net		(4,127	)		597			(342	)
Net cash provided by operating activities		38,890			35,189			33,493
Cash Flows From Investing Activities:
Proceeds from sales of securities available-for-sale		—			21,491			99,347
Proceeds from maturities of securities available-for-sale		44,156			43,524			38,460
Purchase of securities available-for-sale		(124,777	)		(96,290	)		(161,279	)
Net (increase) decrease in loans		(21,335	)		(5,771	)		10,882
(Increase) decrease in payments in excess of funding		(33,756	)		179			14,701
Purchases of premises and equipment, net		(4,127	)		(4,684	)		(5,747	)
Net cash used in investing activities		(139,839	)		(41,551	)		(3,636	)
Cash Flows From Financing Activities:
Net increase in noninterest-bearing demand deposits		66,885			32,833			22,824
Net (decrease) increase in interest-bearing demand and savings deposits		(7,472	)		(51,440	)		23,536
Net decrease in time deposits		(3,286	)		(5,916	)		(18,075	)
Net increase (decrease) in accounts and drafts payable		19,601			65,028			(78,169	)
Cash dividends paid		(10,675	)		(9,979	)		(9,697	)
Purchase of common shares for treasury		(2,270	)		(9,215	)		(10,951	)
Other financing activities, net		(467	)		(1,378	)		(488	)
Net cash provided by (used in) financing activities		62,316			19,933			(71,020	)
Net (decrease) increase in cash and cash equivalents		(38,633	)		13,571			(41,163	)
Cash and cash equivalents at beginning of year		266,743			253,172			294,335
Cash and cash equivalents at end of year	$	228,110		$	266,743		$	253,172
Supplemental information:
Cash paid for interest	$	2,178		$	2,017		$	2,133
Cash paid for income taxes		7,677			7,061			8,190

See accompanying notes to consolidated financial statements.

36

CASS INFORMATION SYSTEMS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

												Accumulated
			Additional									Other
	Common		Paid-in			Retained			Treasury			Comprehensive
(In thousands except per share data)	Stock		Capital			Earnings			Stock			Income (Loss)			Total
Balance, December 31, 2014	$	5,966	$	126,169		$	90,635		$	(12,707	)	$	(9,631	)	$	200,432
Net income							23,056									23,056
Cash dividends ($.77 per share)							(9,697	)								(9,697	)
Issuance of 47,065 common shares pursuant to stock-based compensation plan, net (1)				(1,250	)					797						(453	)
Exercise of SARs				(687	)					293						(394	)
Stock-based compensation expense				2,058												2,058
Purchase of 238,053 common shares (1)										(10,591	)					(10,591	)
Other comprehensive income													2,967			2,967
Balance, December 31, 2015	$	5,966	$	126,290		$	103,994		$	(22,208	)	$	(6,664	)	$	207,378
Net income							24,348									24,348
Cash dividends ($.81 per share)							(9,979	)								(9,979	)
Issuance of 39,816 common shares pursuant to stock-based compensation plan, net (1)				(1,231	)					566						(665	)
Exercise of SARs				(1,364	)					651						(713	)
Stock-based compensation expense				1,959												1,959
Purchase of 205,835 common shares (1)										(9,215	)					(9,215	)
Excess tax benefits associated with stock based compensation				2,801												2,801
Other comprehensive loss													(7,879	)		(7,879	)
Balance, December 31, 2016	$	5,966	$	128,455		$	118,363		$	(30,206	)	$	(14,543	)	$	208,035
Net income							25,014									25,014
Cash dividends ($.87 per share)							(10,675	)								(10,675	)
Stock dividend		558		75,108			(75,674	)								(8	)
Issuance of 24,482 common shares pursuant to stock-based compensation plan, net (1)				(821	)					273						(548	)
Exercise of SARs				(451	)					142						(309	)
Stock-based compensation expense				2,340												2,340
Purchase of 41,846 common shares (1)										(2,270	)					(2,270	)
Other comprehensive income													3,509			3,509
Other comprehensive income reclassification for ASU 2018-02							2,286						(2,286	)		—
Balance, December 31, 2017	$	6,524	$	204,631		$	59,314		$	(32,061	)	$	(13,320	)	$	225,088

⁽¹⁾ Share and per share figures adjusted for the 10% stock dividend that occurred on December 15, 2017

See accompanying notes to consolidated financial statements.

37

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

Note 1
Summary of Significant Accounting Policies

Summary of Operations Cass Information Systems, Inc. (the “Company”) provides payment and information services, which include processing and payment of transportation, energy, telecommunications and environmental invoices. These services include the acquisition and management of data, information delivery and financial exchange. The consolidated balance sheet captions, “Accounts and drafts payable” and “Payments in excess of funding,” represent the Company’s resulting financial position related to the payment services that are performed for customers. The Company also provides a full range of banking services to individual, corporate and institutional customers through Cass Commercial Bank (the “Bank”), its wholly owned bank subsidiary.

Basis of Presentation The accounting and reporting policies of the Company and its subsidiaries conform to U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries after elimination of intercompany transactions. Certain amounts in the 2016 and 2015 consolidated financial statements have been reclassified to conform to the 2017 presentation. Such reclassifications have no effect on previously reported net income or shareholders’ equity. The Company issued a 10% stock dividend on December 15, 2017. The share and per share information have been restated unless indicated otherwise for all periods presented in the accompanying consolidated financial statements.

Use of Estimates In preparing the consolidated financial statements, Company management is required to make estimates and assumptions which significantly affect the reported amounts in the consolidated financial statements.

Cash and Cash Equivalents For purposes of the consolidated statements of cash flows, the Company considers cash and due from banks, interest-bearing deposits in other financial institutions, federal funds sold and other short-term investments as segregated in the accompanying consolidated balance sheets to be cash equivalents.

Investment in Debt Securities The Company classifies its debt marketable securities as available-for-sale. Securities classified as available-for-sale are carried at fair value. Unrealized gains and losses, net of the related tax effect, are excluded from earnings and reported in accumulated other comprehensive income, a component of shareholders’ equity. A decline in the fair value of any available-for-sale security below cost that is deemed other than temporary results in a charge to earnings and the establishment of a new cost basis for the security. To determine whether impairment is other than temporary, the Company considers guidance provided in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 320 - Investments – Debt and Equity Securities. When determining whether a debt security is other-than-temporarily impaired, the Company assesses whether it has the intent to sell the security and whether it is more likely than not that the Company will be required to sell prior to recovery of the amortized cost basis. Evidence considered in this assessment includes the reasons for impairment, the severity and duration of the impairment, changes in value subsequent to year-end and forecasted performance of the investee. Premiums and discounts are amortized or accreted to interest income over the estimated lives of the securities using the level-yield method. Interest income is recognized when earned. Gains and losses are calculated using the specific identification method.

Allowance for Loan Losses (“ALLL”) The ALLL is increased by provisions charged to expense and is available to absorb charge-offs, net of recoveries. Management utilizes a systematic, documented approach in determining the appropriate level of the ALLL. Management’s approach provides for estimated credit losses on individually evaluated loans in accordance with FASB ASC 310 - Allowance for Credit Losses (“ASC 310”). These estimates are based upon a number of factors, such as payment history, financial condition of the borrower, expected future cash flows and discounted collateral exposure.

Estimated credit losses inherent in the remainder of the portfolio are estimated in accordance with FASB ASC 450 -Contingencies. These loans are segmented into groups based on similar risk characteristics. Historical loss rates for each risk group, which are updated quarterly, are generally quantified using all recorded loan charge-offs and recoveries over a prescribed look-back period. These historical loss rates for each risk group are used as the starting point to determine the level of the allowance. The Company’s methodology incorporates an estimated loss emergence period for each risk group. The loss emergence period is the period of time from when a borrower experiences a loss event and when the actual loss is recognized in the financial statements, generally at the time of initial charge-off of the loan balance. The Company’s methodology also includes qualitative risk factors that allow management to adjust its estimates of losses based on the most recent information available and to address other limitations in the quantitative component that is based on historical loss rates. Such risk factors are generally reviewed and updated quarterly, as appropriate, and are adjusted to reflect changes in national and local economic conditions and developments, the volume and severity of delinquent and internally classified loans, loan concentrations, assessment of trends in collateral values, assessment of changes in borrowers’ financial stability, and changes in lending policies and procedures, including underwriting standards and collections, charge-off and recovery practices.

38

Management believes the ALLL is adequate to absorb probable losses in the loan portfolio. Additionally, various regulatory agencies, as an integral part of their examination process, periodically review the Company’s ALLL. Such agencies may require the Company to increase the ALLL based on their judgments and interpretations about information available to them at the time of their examinations.

Premises and Equipment Premises and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed over the estimated useful lives of the assets, or the respective lease terms for leasehold improvements, using straight-line and accelerated methods. Estimated useful lives do not exceed 40 years for buildings, the lesser of 10 years or the life of the lease for leasehold improvements and range from 3 to 7 years for software, equipment, furniture and fixtures. Maintenance and repairs are charged to expense as incurred.

Intangible Assets Cost in excess of fair value of net assets acquired has resulted from business acquisitions. Goodwill and intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually. Intangible assets with definite useful lives are amortized on a straight-line basis over their respective estimated useful lives.

Periodically, the Company reviews intangible assets for events or changes in circumstances that may indicate that the carrying amount of the assets may not be recoverable. Based on those reviews, adjustments of recorded amounts have not been required.

Non-marketable Equity Investments The Company accounts for non-marketable equity investments, in which it holds less than a 20% ownership, under the cost method. Under the cost method of accounting, investments are carried at cost and are adjusted only for other than temporary declines in fair value, distributions of earnings and additional investments. The Company periodically evaluates whether any declines in fair value of its investments are other than temporary. In performing this evaluation, the Company considers various factors including any decline in market price, where available, the investee's financial condition, results of operations, operating trends and other financial ratios. Non-marketable equity investments are included in other assets on the consolidated balance sheets.

Foreclosed Assets Real estate acquired as a result of foreclosure is initially recorded at fair value less estimated selling costs. Fair value is generally determined through the receipt of appraisals. Any write down to fair value at the time the property is acquired is recorded as a charge-off to the allowance for loan losses. Any decline in the fair value of the property subsequent to acquisition is recorded as a charge to non-interest expense.

Treasury Stock Purchases of the Company’s common stock are recorded at cost. Upon reissuance, treasury stock is reduced based upon the average cost basis of shares held.

Comprehensive Income Comprehensive income consists of net income, changes in net unrealized gains (losses) on available-for-sale securities and pension liability adjustments and is presented in the accompanying consolidated statements of shareholders' equity and consolidated statements of comprehensive income.

Loans Interest on loans is recognized based upon the principal amounts outstanding. It is the Company’s policy to discontinue the accrual of interest when there is reasonable doubt as to the collectability of principal or interest. Subsequent payments received on such loans are applied to principal if there is any doubt as to the collectability of such principal; otherwise, these receipts are recorded as interest income. The accrual of interest on a loan is resumed when the loan is current as to payment of both principal and interest and/or the borrower demonstrates the ability to pay and remain current. Loan origination and commitment fees on originated loans, net of certain direct loan origination costs, are deferred and amortized to interest income using the level-yield method over the estimated lives of the related loans.

Impairment of Loans A loan is considered impaired when it is probable that a creditor will be unable to collect all amounts due, both principal and interest, according to the contractual terms of the loan agreement. When measuring impairment, the expected future cash flows of an impaired loan are discounted at the loan's effective interest rate. Alternatively, impairment could be measured by reference to an observable market price, if one exists, or the fair value of the collateral for a collateral-dependent loan. Regardless of the historical measurement method used, the Company measures impairment based on the fair value of the collateral when the Company determines foreclosure is probable. Additionally, impairment of a restructured loan is measured by discounting the total expected future cash flows at the loan's effective rate of interest as stated in the original loan agreement. The Company uses its nonaccrual methods as discussed above for recognizing interest on impaired loans.

Information Services Revenue A majority of the Company’s revenues are attributable to fees for providing services. These services include transportation invoice rating, payment processing, auditing, and the generation of accounting and transportation information. The Company also processes, pays and generates management information from electric, gas, telecommunications, environmental, and other invoices. The specific payment and information processing services provided to each customer are developed individually to meet each customer’s specific requirements. The Company enters into service agreements with customers typically for fixed fees per transaction that are invoiced monthly. Revenues are recognized in the period services are rendered and earned under the service agreements, as long as collection is reasonably assured.

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Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced if necessary, by a deferred tax asset valuation allowance. In the event that management determines it is more likely than not that it will not be able to realize all or part of net deferred tax assets in the future, the Company adjusts the recorded value of deferred tax assets, which would result in a direct charge to income tax expense in the period that such determination is made. Likewise, the Company will reverse the valuation allowance when realization of the deferred tax asset is expected. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

Earnings Per Share Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding. Diluted earnings per share is computed by dividing net income by the sum of the weighted average number of common shares outstanding and the weighted average number of potential common shares outstanding.

Stock-Based Compensation The Company follows FASB ASC 718 - Accounting for Stock Options and Other Stock-based Compensation (“ASC 718”), which requires that all stock-based compensation be recognized as an expense in the financial statements and that such cost be measured at the fair value of the award. FASB ASC 718 also requires that excess tax benefits related to stock option exercises and restricted stock awards be reflected as financing cash inflows instead of operating cash inflows.

Pension Plans The amounts recognized in the consolidated financial statements related to pension are determined from actuarial valuations. Inherent in these valuations are assumptions including expected return on plan assets, discount rates at which the liabilities could be settled at December 31, 2017, rate of increase in future compensation levels and mortality rates. These assumptions are updated annually and are disclosed in Note 10. The Company follows FASB ASC 715 - Compensation – Retirement Benefits (“ASC 715”), which requires companies to recognize the overfunded or underfunded status of a defined benefit postretirement plan as an asset or liability in its consolidated balance sheet and to recognize changes in that funded status in the year in which the changes occur through comprehensive income. The funded status is measured as the difference between the fair value of the plan assets and the projected benefit obligation as of the date of its fiscal year-end.

Fair Value Measurements The Company follows the provisions of FASB ASC 820 - Fair Value Measurements and Disclosures, which defines fair value, establishes a framework for measuring fair value in GAAP, and outlines disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an 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. A three-level hierarchy for valuation techniques is used to measure financial assets and financial liabilities at fair value. This hierarchy is based on whether the valuation inputs are observable or unobservable. Financial instrument valuations are considered Level 1 when they are based on quoted prices in active markets for identical assets or liabilities. Level 2 financial instrument valuations use 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. Financial instrument valuations are considered Level 3 when they are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable, and when determination of the fair value requires significant management judgment or estimation. The Company records securities available for sale at their fair values on a recurring basis using Level 2 valuations. Additionally, the Company records impaired loans and other real estate owned at their fair value on a nonrecurring basis. The nonrecurring fair value adjustments typically involve application of lower-of-cost-or-market accounting or impairment write-downs of individual assets.

Impact of New and Not Yet Adopted Accounting Pronouncements

In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09 – Revenue from Contracts with Customers. The ASU supersedes revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific revenue recognition guidance in the FASB Accounting Standards Codification (“ASC”). The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance identifies specific steps that entities should apply in order to achieve this principle. Under the ASU, the amendments are effective for interim and annual periods beginning January 1, 2018 and must be applied retrospectively. The Company’s revenue is comprised of net interest income on financial assets and liabilities, which is explicitly excluded from the scope, and non-interest income. The Company will use the modified retrospective transition approach and there will not be a significant impact on the Company’s consolidated financial statements or results of operations.

In January 2016, the FASB issued ASU No. 2016-01 – Financial Instruments – Overall (ASC Subtopic 825-10). The ASU requires an entity to: (i) measure equity investments at fair value through net income, with certain exceptions; (ii) present in OCI the changes in instrument-specific credit risk for financial liabilities measured using the fair value option; (iii) present financial assets and financial liabilities by measurement category and form of financial asset; (iv) calculate the fair value of financial instruments for disclosure purposes based on an exit price and; (v) assess a valuation allowance on deferred tax assets related to unrealized losses of AFS debt securities in combination with other deferred tax assets. The standard is effective for fiscal periods beginning January 1, 2018 and will not have a significant impact on the Company’s consolidated financial statements or results of operations.

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In February 2016, the FASB issued ASU No. 2016-02 – Leases (ASC Topic 842). The ASU improves financial reporting about leasing transactions. The ASU affects all companies and other organizations that lease assets such as real estate, airplanes, and manufacturing equipment. Consistent with current generally accepted accounting principles (GAAP), the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP—which requires only capital leases to be recognized on the balance sheet—the new ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The ASU on leases will take effect for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. A third-party vendor solution has been selected to assist in the application of ASU 2016-02. The impact of the adoption of this ASU is currently being evaluated but is not expected to have a material impact on the Company’s consolidated financial statements or results of operations.

In June 2016, the FASB issued ASU No. 2016-13 - Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The ASU requires measurement and recognition of expected credit losses for financial assets held. Under this standard, it will be required to hold an allowance equal to the expected life-of-loan losses on the loan portfolio. The standard is effective for fiscal periods beginning after December 15, 2019. The impact of the adoption of this ASU is currently being evaluated.

In February 2018, the FASB issued ASU No. 2018-02 – Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The ASU provides for the reclassification of the effect of remeasuring deferred tax balances related to items within AOCI to retained earnings resulting from the TCJA. The Company early adopted, and as a result, reclassified $2,286,000 from AOCI to retained earnings.

Note 2
Capital Requirements and Regulatory Restrictions

The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can result in certain mandatory, and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines, 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 Company’s and the Bank’s capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

Quantitative measures established by regulators to ensure capital adequacy require the Company and the Bank to maintain minimum amounts and ratios of total and Tier I capital and common equity Tier I capital to risk-weighted assets, and of Tier I capital to average assets. Management believes that as of December 31, 2017 and 2016, the Company and the Bank met all capital adequacy requirements to which they are subject.

Effective July 2, 2013, the Federal Reserve Board approved final rules known as the “Basel III Capital Rules” that substantially revised the risk-based capital and leverage capital requirements applicable to bank holding companies and depository institutions, including the Company and the Bank. The Basel III Capital Rules implement aspects of the Basel III capital framework agreed upon by the Basel Committee and incorporate changes required by the Dodd-Frank Wall Street Reform and Consumer Protection Act. Among other things, the Basel III Capital Rules establish stricter capital requirements and calculation standards, as well as more restrictive risk weightings for certain loans and facilities. The Basel III Capital Rules were effective for the Company and the Bank on January 1, 2015 (subject to a phase-in period).

The Bank is also subject to the regulatory framework for prompt corrective action. As of December 31, 2017, the most recent notification from the regulatory agencies categorized the Bank as well-capitalized. To be categorized as well-capitalized, the Bank must maintain minimum total risk-based, common equity Tier I risk-based, Tier I risk-based, and Tier I leverage ratios as set forth in the table below. There are no conditions or events since that notification that management believes have changed the Bank’s category.

Subsidiary dividends can be a significant source of funds for payment of dividends by the Company to its shareholders. At December 31, 2017, unappropriated retained earnings of $30,137,000 were available at the Bank for the declaration of dividends to the Company without prior approval from regulatory authorities. However, dividends paid by the Bank to the Company would be prohibited if the effect thereof would cause the Bank’s capital to be reduced below applicable minimum capital requirements.

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There were no restricted funds on deposit used to meet regulatory reserve requirements at December 31, 2017 and 2016.

The Company’s and the Bank’s actual and required capital amounts and ratios are as follows:

					Capital				Requirement to be
	Actual				Requirements				Well-Capitalized
(In thousands)	Amount		Ratio		Amount		Ratio		Amount		Ratio
At December 31, 2017
Total capital (to risk-weighted assets)
Cass Information Systems, Inc.	$	234,389	22.53	%	$	83,233	8.00	%	$	N/A	N/A	%
Cass Commercial Bank		122,440	17.01			57,568	8.00			71,960	10.00
Common Equity Tier I Capital (to risk-weighted assets)
Cass Information Systems, Inc.		224,184	21.55			46,819	4.50			N/A	N/A
Cass Commercial Bank		114,603	15.93			32,382	4.50			46,774	6.50
Tier I capital (to risk-weighted assets)
Cass Information Systems, Inc.		224,184	21.55			62,425	6.00			N/A	N/A
Cass Commercial Bank		114,603	15.93			43,176	6.00			57,568	8.00
Tier I capital (to average assets)
Cass Information Systems, Inc.		224,184	13.87			64,649	4.00			N/A	N/A
Cass Commercial Bank		114,603	14.99			30,581	4.00			38,227	5.00
At December 31, 2016
Total capital (to risk-weighted assets)
Cass Information Systems, Inc.	$	219,747	22.75	%	$	77,272	8.00	%	$	N/A	N/A	%
Cass Commercial Bank		110,576	16.72			52,898	8.00			66,123	10.00
Common Equity Tier I Capital (to risk-weighted assets)
Cass Information Systems, Inc.		209,572	21.70			43,466	4.50			N/A	N/A
Cass Commercial Bank		102,769	15.54			29,755	4.50			42,980	6.50
Tier I capital (to risk-weighted assets)
Cass Information Systems, Inc.		209,572	21.70			57,954	6.00			N/A	N/A
Cass Commercial Bank		102,769	15.54			39,674	6.00			52,898	8.00
Tier I capital (to average assets)
Cass Information Systems, Inc.		209,572	13.83			60,620	4.00			N/A	N/A
Cass Commercial Bank		102,769	13.98			29,409	4.00			36,761	5.00

Note 3
Investment in Securities

Investment securities available-for-sale are recorded at fair value on a recurring basis. The Company’s investment securities available-for-sale at December 31, 2017 and 2016 are measured at fair value using Level 2 valuations. The market evaluation utilizes several sources which include “observable inputs” rather than “significant unobservable inputs” and therefore falls into the Level 2 category. The table below presents the balances of securities available-for-sale measured at fair value on a recurring basis. The amortized cost, gross unrealized gains, gross unrealized losses and fair value of debt and equity securities are summarized as follows:

	December 31, 2017
			Gross		Gross
	Amortized		Unrealized		Unrealized
(In thousands)	Cost		Gains		Losses		Fair Value
State and political subdivisions	$	408,165	$	9,528	$	661	$	417,032
U.S. government agencies		46,222		—		722		45,500
Certificates of deposit		7,991		—		—		7,991
Total	$	462,378	$	9,528	$	1,383	$	470,523
	December 31, 2016
			Gross		Gross
	Amortized		Unrealized		Unrealized
(In thousands)	Cost		Gains		Losses		Fair Value
State and political subdivisions	$	368,223	$	5,239	$	3,328	$	370,134
U.S. government agencies		13,075		—		403		12,672
Certificates of deposit		7,746		—		—		7,746
Total	$	389,044	$	5,239	$	3,731	$	390,552

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The fair values of securities with unrealized losses are as follows:

					December 31, 2017
	Less than 12 months				12 months or more				Total
	Estimated		Unrealized		Estimated		Unrealized		Estimated		Unrealized
(In thousands)	Fair Value		Losses		Fair Value		Losses		Fair value		Losses
State and political subdivisions	$	34,755	$	123	$	31,251	$	538	$	66,006	$	661
U.S. government agencies		34,183		376		11,317		346		45,500		722
Certificates of deposit		—		—		—		—		—		—
Total	$	68,938	$	499	$	42,568	$	884	$	111,506	$	1,383
					December 31, 2016
	Less than 12 months				12 months or more				Total
	Estimated		Unrealized		Estimated		Unrealized		Estimated		Unrealized
(In thousands)	Fair Value		Losses		Fair Value		Losses		Fair value		Losses
State and political subdivisions	$	140,384	$	3,328	$	—	$	—	$	140,384	$	3,328
U.S. government agencies		12,672		403		—		—		12,672		403
Certificates of deposit		—		—		—		—		—		—
Total	$	153,056	$	3,731	$	—	$	—	$	153,056	$	3,731

There were 64 securities, or 17% of the total (24 greater than 12 months), in an unrealized loss position as of December 31, 2017 compared to 108 securities (none greater than 12 months) in an unrealized loss position as of December 31, 2016. All unrealized losses are reviewed to determine whether the losses are other than temporary. Management believes that all unrealized losses are temporary since they are market driven, the Company does not have the intent to sell the security, and it is more likely than not that the Company will not be required to sell prior to recovery of the amortized basis.

The amortized cost and fair value of debt and equity securities by contractual maturity are shown in the following table. Expected maturities may differ from contractual maturities because borrowers have the right to prepay obligations with or without prepayment penalties.

	December 31, 2017
(In thousands)	Amortized Cost		Fair Value
Due in 1 year or less	$	22,492	$	22,638
Due after 1 year through 5 years		57,922		58,425
Due after 5 years through 10 years		256,396		263,961
Due after 10 years		125,568		125,499
No stated maturity		—		—
Total	$	462,378	$	470,523

The premium related to the purchase of state and political subdivisions was $7,147,000 and $5,749,000 in 2017 and 2016, respectively.

The amortized cost of debt securities pledged to secure public deposits, securities sold under agreements to repurchase and for other purposes at December 31, 2017 and 2016 was $3,750,000.

Proceeds from sales of debt securities classified as available-for-sale were $0 in 2017, $21,491,000 in 2016, and $99,347,000 in 2015. Gross realized gains on the sales in 2017, 2016 and 2015 were $0, $387,000, and $2,910,000, respectively. There were no gross realized losses on sales in 2017, 2016 or 2015.

Note 4
Loans

The Company originates commercial, industrial and real estate loans to businesses and faith-based ministries throughout the metropolitan St. Louis, Missouri area, Orange County, California and other selected cities in the United States. The Company does not have any particular concentration of credit in any one economic sector; however, a substantial portion of the commercial and industrial loans is extended to privately-held commercial companies and franchises in these market areas, and are generally secured by the assets of the business. The Company also has a substantial portion of real estate loans secured by mortgages that are extended to faith-based ministries in its market area and selected cities in the United States.

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A summary of loan categories is as follows:

	December 31,
(In thousands)	2017		2016
Commercial and industrial	$	236,394	$	214,767
Real estate
Commercial:
Mortgage		94,675		104,779
Construction		9,359		6,325
Church, church-related:
Mortgage		316,073		321,168
Construction		25,948		11,152
Industrial Revenue Bonds		3,374		6,639
Other		408		36
Total loans	$	686,231	$	664,866

The following table presents the aging of loans by loan categories at December 31, 2017:

	Performing						Nonperforming
							90 Days
			30-59		60-89		and		Non-		Total
(In thousands)	Current		Days		Days		Over		accrual		Loans
Commercial and industrial	$	236,394	$	—	$	—	$	—	$	—	$	236,394
Real estate
Commercial:
Mortgage		94,675		—		—		—		—		94,675
Construction		9,359		—		—		—		—		9,359
Church, church-related:
Mortgage		316,073		—		—		—		—		316,073
Construction		25,948		—		—		—		—		25,948
Industrial Revenue Bonds		3,374		—		—		—		—		3,374
Other		408		—		—		—		—		408
Total	$	686,231	$	—	$	—	$	—	$	—	$	686,231

The following table presents the aging of loans by loan categories at December 31, 2016:

	Performing						Nonperforming
							90 Days
			30-59		60-89		and		Non-		Total
(In thousands)	Current		Days		Days		Over		accrual		Loans
Commercial and industrial	$	214,767	$	—	$	—	$	—	$	—	$	214,767
Real estate
Commercial:
Mortgage		104,534		—		—		—		245		104,779
Construction		6,325		—		—		—		—		6,325
Church, church-related:
Mortgage		321,168		—		—		—		—		321,168
Construction		11,152		—		—		—		—		11,152
Industrial Revenue Bonds		6,639		—		—		—		—		6,639
Other		24		12		—		—		—		36
Total	$	664,609	$	12	$	—	$	—	$	245	$	664,866

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The following table presents the credit exposure of the loan portfolio by internally assigned credit grade as of December 31, 2017:

	Loans		Performing		Nonperforming
	Subject to		Loans Subject to		Loans Subject
	Normal		Special		to Special
(In thousands)	Monitoring(1)		Monitoring(2)		Monitoring(2)		Total Loans
Commercial and industrial	$	234,271	$	2,123	$	—	$	236,394
Real estate
Commercial:
Mortgage		93,788		887		—		94,675
Construction		9,359		—		—		9,359
Church, church-related:
Mortgage		316,042		31		—		316,073
Construction		25,948		—		—		25,948
Industrial Revenue Bonds		3,374		—		—		3,374
Other		408		—		—		408
Total	$	683,190	$	3,041	$	—	$	686,231

(1)	Loans subject to normal monitoring involve borrowers of acceptable-to-strong credit quality and risk, who have the apparent ability to satisfy their loan obligation.
(2)	Loans subject to special monitoring possess some credit deficiency or potential weakness which requires a high level of management attention.

The following table presents the credit exposure of the loan portfolio by internally assigned credit grade as of December 31, 2016:

	Loans		Performing		Nonperforming
	Subject to		Loans Subject to		Loans Subject to
	Normal		Special		Special
(In thousands)	Monitoring(1)		Monitoring(2)		Monitoring(2)		Total Loans
Commercial and industrial	$	213,024	$	1,743	$	—	$	214,767
Real estate
Commercial:
Mortgage		103,778		756		245		104,779
Construction		6,325		—		—		6,325
Church, church-related:
Mortgage		318,030		3,138		—		321,168
Construction		11,152		—		—		11,152
Industrial Revenue Bonds		6,639		—		—		6,639
Other		36		—		—		36
Total	$	658,984	$	5,637	$	245	$	664,866

(1)	Loans subject to normal monitoring involve borrowers of acceptable-to-strong credit quality and risk, who have the apparent ability to satisfy their loan obligation.
(2)	Loans subject to special monitoring possess some credit deficiency or potential weakness which requires a high level of management attention.

Impaired loans consist primarily of nonaccrual loans, loans greater than 90 days past due and still accruing interest and troubled debt restructurings, both performing and non-performing. Troubled debt restructuring involves the granting of a concession to a borrower experiencing financial difficulty resulting in the modification of terms of the loan, such as changes in payment schedule or interest rate. There was no ALLL related to impaired loans at both December 31, 2017 and 2016. Nonaccrual loans were $0 and $245,000 at December 31, 2017 and 2016, respectively. There were no loans delinquent 90 days or more and still accruing interest at both December 31, 2017 and 2016. At December 31, 2017 and 2016, there were no loans classified as troubled debt restructuring. The average balances of impaired loans during 2017, 2016 and 2015 were $166,000, $333,000, and $3,188,000, respectively. Income that would have been recognized on non-accrual loans under the original terms of the contract was $24,000, $66,000 and $390,000 for 2017, 2016 and 2015, respectively. Income that was recognized on nonaccrual loans was $17,000, $47,000 and $34,000 for 2017, 2016 and 2015 respectively. There were no foreclosed assets as of December 31, 2017 or December 31, 2016.

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There was no recorded investment or unpaid principal balance for impaired loans at December 31, 2017.

The following table presents the recorded investment and unpaid principal balance for impaired loans at December 31, 2016:

					Related
			Unpaid		Allowance
	Recorded		Principal		for Loan
(In thousands)	Investment		Balance		Losses
Commercial and industrial:
Nonaccrual	$	—	$	—	$	—
Real estate
Commercial – Mortgage:
Nonaccrual		245		245		—
Church – Mortgage:
Nonaccrual		—		—		—
Total impaired loans	$	245	$	245	$	—

The Company does not record loans at fair value on a recurring basis. Once a loan is identified as impaired, management measures impairment in accordance with FASB ASC 310. At December 31, 2017, there were no impaired loans. At December 31, 2016, all impaired loans were evaluated based on the fair value of the collateral. The fair value of the collateral is based upon an observable market price or current appraised value and therefore, the Company classifies these assets as nonrecurring Level 3.

A summary of the activity in the allowance for loan losses is as follows:

	December 31,		Charge-							December 31,
(In thousands)	2016		Offs		Recoveries		Provision			2017
Commercial and industrial	$	3,261	$	—	$	30	$	361		$	3,652
Real estate
Commercial:
Mortgage		1,662		—		—		(268	)		1,394
Construction		47		—		—		23			70
Church, church-related:
Mortgage		4,027		—		—		(65	)		3,962
Construction		85		—		—		111			196
Industrial Revenue Bond		101		—		—		(49	)		52
Other		992		—		—		(113	)		879
Total	$	10,175	$	—	$	30	$	—		$	10,205

As of December 31, 2017, there were no loans to affiliates of executive officers or directors.

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Note 5
Premises and Equipment

A summary of premises and equipment is as follows:

	December 31,
(In thousands)	2017		2016
Land	$	873	$	873
Buildings		13,386		13,087
Leasehold improvements		2,120		2,098
Furniture, fixtures and equipment		14,801		13,248
Purchased software		4,819		4,704
Internally developed software		16,485		14,377
		52,484		48,387
Less accumulated depreciation		30,898		27,301
Total	$	21,586	$	21,086

Total depreciation charged to expense in 2017, 2016 and 2015 amounted to $3,627,000, $3,245,000 and $3,008,000, respectively.

The Company and its subsidiaries lease various premises and equipment under operating lease agreements which expire at various dates through 2023. Rental expense for 2017, 2016 and 2015 was $1,499,000, $1,397,000 and $1,387,000, respectively. The following is a schedule, by year, of future minimum rental payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2017:

(In thousands)	Amount
2018	$	1,518
2019		1,270
2020		1,245
2021		1,118
2022		1,086
2023		226
Total	$	6,463

Note 6
Acquired Intangible Assets

The Company accounts for intangible assets in accordance with FASB ASC 350 - Goodwill and Other Intangible Assets (“ASC 350”), which requires that intangibles with indefinite useful lives be tested annually for impairment and those with finite useful lives be amortized over their useful lives.

In March 2017, the Company completed an acquisition and recorded intangible assets of $1,405,000. Those intangibles were valued as $979,000 for goodwill, $355,000 for the customer list and $71,000 for non-compete agreements.

Details of the Company’s intangible assets are as follows:

	December 31, 2017					December 31, 2016
	Gross Carrying		Accumulated			Gross Carrying		Accumulated
(In thousands)	Amount		Amortization			Amount		Amortization
Assets eligible for amortization:
Customer lists	$	4,288	$	(2,702	)	$	3,933	$	(2,342	)
Patent		72		(12	)		72		(8	)
Non-compete agreements		332		(291	)		261		(261	)
Software		234		(234	)		234		(234	)
Other		500		(191	)		500		(158	)
Unamortized intangible assets:
Goodwill (1)		12,796		(227	)		11,817		(227	)
Total intangible assets	$	18,222	$	(3,657	)	$	16,817	$	(3,230	)

⁽¹⁾ Amortization through December 31, 2001 prior to adoption of FASB ASC 350.

The customer lists are amortized over seven and ten years; the patents over 18 years, the non-compete agreements over two and five years, software over three years and other intangible assets over 15 years. Amortization of intangible assets amounted to $427,000, $408,000 and $408,000 for the years ended December 31, 2017, 2016 and 2015, respectively. Estimated future amortization of intangibles is $442,000 in 2018, $412,000 2019, $406,000 in both 2020 and 2021 and $88,000 in 2022.

47

Note 7
Interest-Bearing Deposits

Interest-bearing deposits consist of the following:

	December 31,
(In thousands)	2017			2016
Interest-bearing demand deposits	$	332,881		$	322,091
Savings deposits		11,168			29,430
Time deposits:
Less than $100		2,658			3,523
$100 to less than $250		33,385			37,179
$250 or more		16,455			15,082
Total	$	396,547		$	407,305
Weighted average interest rate		.56	%		.48	%

Interest on deposits consists of the following:

	December 31,
(In thousands)	2017		2016		2015
Interest-bearing demand deposits	$	1,611	$	1,387	$	1,392
Savings deposits		79		100		65
Time deposits:
Less than $100		234		274		346
$100 to less than $250		114		191		119
$250 or more		149		77		189
Total	$	2,187	$	2,029	$	2,111

The scheduled maturities of time deposits are summarized as follows:

	December 31,
	2017				2016
			Percent				Percent
(In thousands)	Amount		of Total		Amount		of Total
Due within:
One year	$	48,370	92.1	%	$	48,740	87.4	%
Two years		281	0.5			4,752	8.5
Three years		2,383	4.5			155	0.3
Four years		25	0.1			2,072	3.7
Five years		1,439	2.8			65	0.1
Total	$	52,498	100.0	%	$	55,784	100.0	%

Note 8
Unused Available Lines of Credit

As of December 31, 2017, the Bank had unsecured lines of credit at correspondent banks to purchase federal funds up to a maximum of $68,000,000 at the following banks: US Bank, $20,000,000; Wells Fargo Bank, $15,000,000; PNC Bank, $12,000,000; Frost National Bank, $10,000,000; JPM Chase Bank, $6,000,000; and UMB Bank $5,000,000. As of December 31, 2017, the Bank had secured lines of credit with the Federal Home Loan Bank (“FHLB”) of $204,789,000 collateralized by commercial mortgage loans. At December 31, 2017, the Company had a line of credit from UMB Bank of $50,000,000 and First Tennessee Bank of $50,000,000 collateralized by state and political subdivision securities. There were no amounts outstanding under any of the lines of credit discussed above at December 31, 2017 or 2016.

48

Note 9
Common Stock and Earnings per Share

The table below shows activity in the outstanding shares of the Company’s common stock during 2017.

	2017
Shares outstanding at January 1	11,188,466
10% stock dividend issued December 15, 2017	1,116,711
Issuance of common stock:
Employee restricted stock grants	3,825
Employee SARs exercised	7,547
Directors’ compensation	8,389
Shares repurchased	(38,042	)
Shares outstanding at December 31	12,286,896

Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding. Diluted earnings per share is computed by dividing net income by the sum of the weighted average number of common shares outstanding and the weighted average number of potential common shares outstanding. Under the treasury stock method, stock appreciation rights (“SARs”) are dilutive when the average market price of the Company’s common stock, combined with the effect of any unamortized compensation expense, exceeds the SAR price during a period. Anti-dilutive shares are those SARs with prices in excess of the current market value.

The calculations of basic and diluted earnings per share are as follows:

	December 31,
(In thousands except share and per share data)	2017		2016		2015
Basic:
Net income	$	25,014	$	24,348	$	23,056
Weighted average common shares outstanding		12,250,465		12,265,434		12,494,466
Basic earnings per share	$	2.04	$	1.99	$	1.85
Diluted:
Net income	$	25,014	$	24,348	$	23,056
Weighted average common shares outstanding		12,250,465		12,265,434		12,494,466
Effect of dilutive restricted stock, PBRS and SARs		179,445		172,386		175,784
Weighted average common shares outstanding assuming dilution		12,429,910		12,437,820		12,670,250
Diluted earnings per share	$	2.01	$	1.96	$	1.82

All share and per share data have been restated to give effect to the 10% stock dividend issued on December 15, 2017.

Note 10
Employee Benefit Plans

Defined Benefit Plan
The Company has a noncontributory defined-benefit pension plan (the “Plan”), which covers most of its employees. Effective December 31, 2016, the Plan was closed to all new participants. The Company accrues and makes contributions designed to fund normal service costs on a current basis using the projected unit credit with service proration method to amortize prior service costs arising from improvements in pension benefits and qualifying service prior to the establishment of the Plan over a period of approximately 30 years.

49

A summary of the activity in the Plan’s projected benefit obligation, assets, funded status and amounts recognized in the Company’s consolidated balance sheets is as follows:

(In thousands)	2017			2016
Projected benefit obligation:
Balance, January 1	$	85,551		$	78,369
Service cost		3,733			3,559
Interest cost		3,621			3,505
Actuarial (gain) loss		7,916			2,003
Benefits paid		(2,031	)		(1,885	)
Balance, December 31	$	98,790		$	85,551
Plan assets:
Fair value, January 1	$	73,168		$	71,174
Actual return		10,290			3,879
Employer contribution		—			—
Benefits paid		(2,031	)		(1,885	)
Fair value, December 31	$	81,427		$	73,168
Funded status:
Accrued pension liability	$	(17,363	)	$	(12,383	)

The following represent the major assumptions used to determine the projected benefit obligation of the Plan. For 2017, 2016 and 2015, the Plan’s expected benefit cash flows were discounted using the Citibank Above Median Curve. For 2017, the RP-2014 Mortality Table and the MP-2017 Mortality Improvement Table were used. For 2016, the RP-2014 Mortality Table and MP-2016 Mortality Improvement Table were used. For 2015, the RP-2014 Mortality Table and MP-2015 Mortality Improvement Table were used.

	2017		2016		2015
Weighted average discount rate	3.75	%	4.25	%	4.50	%
Rate of increase in compensation levels	(a)		(a)		(a)

(a) 6.0% graded down to 3.25% over the first seven years of service

The accumulated benefit obligation was $85,236,000 and $74,425,000 as of December 31, 2017 and 2016, respectively. The Company does not expect to make a contribution to the Plan in 2018. The following pension benefit payments, which reflect expected future service, as appropriate, are expected to be paid by the Plan:

	Amount
2018	$	2,679,000
2019		2,823,000
2020		3,045,000
2021		3,300,000
2022		3,693,000
2023-2027		23,682,000

The Plan’s pension cost included the following components:

	For the Year Ended
	December 31,
(In thousands)	2017			2016			2015
Service cost – benefits earned during the year	$	3,733		$	3,559		$	3,796
Interest cost on projected benefit obligations		3,621			3,505			3,178
Expected return on plan assets		(4,681	)		(4,734	)		(4,864	)
Net amortization and deferral		1,382			1,259			1,542
Net periodic pension cost	$	4,055		$	3,589		$	3,652

The following represent the major assumptions used to determine the net pension cost of the Plan:

	2017		2016		2015
Weighted average discount rate	4.25	%	4.50	%	4.00	%
Rate of increase in compensation levels	(a)		(a)		(a)
Expected long-term rate of return on assets	6.50	%	6.75	%	6.75	%

(a) 6.0% graded down to 3.25% over the first seven years of service

50

For 2017, the RP-2014 Mortality Table and the MP-2016 Mortality Improvement Table were used. For 2016, the RP-2014 Mortality Table and the MP-2015 Mortality Improvement Table were used. For 2015, the RP-2014 Mortality Tables and the MP-2014 Mortality Improvement scale were used.

The investment objective for the Plan is to maximize total return with a tolerance for average risk. Asset allocation is a balance between fixed income and equity investments, with a target allocation of approximately 45% fixed income, 25% U.S. equity and 30% non-U.S. equity. Due to volatility in the market, this target allocation is not always desirable and asset allocations can fluctuate between acceptable ranges. The fixed income component is invested in pooled investment grade securities. The equity components are invested in pooled large cap, small/mid cap and non-U.S. stocks. The expected one-year nominal returns and annual standard deviations are shown by asset class below:

			One-Year Nominal		Annual Standard
Asset Class	% of Total Portfolio		Return		Deviation
Core Fixed Income	51	%	4.55	%	4.55	%
Large Cap U.S. Equities	14	%	7.00	%	15.85	%
Small Cap U.S. Equities	5	%	8.10	%	19.70	%
International (Developed)	25	%	7.99	%	17.93	%
International (Emerging)	5	%	10.56	%	27.35	%

Applying appropriate correlation factors between each of the asset classes the long-term rate of return on assets is estimated to be 6.50%.

A summary of the fair value measurements by type of asset is as follows:

	Fair Value Measurements as of December 31,
	2017						2016
			Quoted Prices						Quoted Prices
			in Active						in Active
			Markets for		Significant				Markets for		Significant
			Identical		Observable				Identical		Observable
			Assets		Inputs				Assets		Inputs
(In thousands)	Total		(Level 1)		(Level 2)		Total		(Level 1)		(Level 2)
Cash	$	374	$	374	$	—	$	340	$	340	$	—
Equity securities
U.S. Large Cap Growth		—		—		—		13,306		—		13,306
U.S. Small/Mid Cap Growth		4,111		—		4,111		5,655		—		5,655
Non-U. S. Core		21,065		—		21,065		10,588		—		10,588
U.S. Large Cap Passive		11,717		—		11,717		7,364		—		7,364
Emerging Markets		4,052		—		4,052		652		—		652
Fixed Income
U.S. Core		11,284		—		11,284		24,438		—		24,438
U.S. Passive		24,345		—		24,345		9,571		—		9,571
Opportunistic		4,479				4,479		1,254				1,254
Total	$	81,427	$	374	$	81,053	$	73,168	$	340	$	72,828

Supplemental Executive Retirement Plan
The Company also has an unfunded supplemental executive retirement plan (“SERP”) which covers key executives of the Company whose benefits are limited by the Internal Revenue Service under the Company’s qualified retirement plan. The SERP is a noncontributory plan in which the Company’s subsidiaries make accruals designed to fund normal service costs on a current basis using the same method and criteria as the Plan.

A summary of the activity in the SERP’s projected benefit obligation, funded status and amounts recognized in the Company’s consolidated balance sheets is as follows:

	December 31,
(In thousands)	2017			2016
Benefit obligation:
Balance, January 1	$	9,132		$	8,748
Service cost		143			133
Interest cost		360			367
Benefits paid		(247	)		(247	)
Actuarial (gain) loss		706			131
Balance, December 31	$	10,094		$	9,132

51

The following represent the major assumptions used to determine the projected benefit obligation of the SERP. For 2017, 2016 and 2015, the SERP’s expected benefit cash flows were discounted using the Citigroup Above Median Curve.

	2017		2016		2015
Weighted average discount rate	3.50	%	4.00	%	4.25	%
Rate of increase in compensation levels	(a)		(a)		(a)

(a) 6.00% graded down to 3.25% over the first seven years of service.

The accumulated benefit obligation was $8,734,000 and $7,904,000 as of December 31, 2017 and 2016, respectively. Since this is an unfunded plan, there are no plan assets. Benefits paid were $247,000 in both 2017 and 2016 and $243,000 in 2015.

Expected future benefits payable by the Company over the next ten years are as follows:

	Amount
2018	$	314,000
2019		313,000
2020		311,000
2021		367,000
2022		711,000
2023-2027		3,813,000

The SERP’s pension cost included the following components:

	For the Year Ended December 31,
(In thousands)	2017		2016		2015
Service cost – benefits earned during the year	$	143	$	133	$	140
Interest cost on projected benefit obligations		360		367		348
Net amortization and deferral		324		295		654
Net periodic pension cost	$	827	$	795	$	1,142

The pretax amounts in accumulated other comprehensive loss as of December 31 were as follows:

	The Plan				SERP
(In thousands)	2017		2016		2017		2016
Prior service cost	$	—	$	—	$	—	$	—
Net actuarial loss		23,160		22,237		2,388		2,005
Total	$	23,160	$	22,237	$	2,388	$	2,005

The estimated pretax prior service cost and net actuarial loss in accumulated other comprehensive loss at December 31, 2017 expected to be recognized as components of net periodic benefit cost in 2018 for the Plan are $0 and $1,409,000, respectively. The estimated pretax prior service cost and net actuarial loss in accumulated other comprehensive loss at December 31, 2017 expected to be recognized as components of net periodic benefit cost in 2018 for the SERP are $0 and $582,000, respectively.

The Company also maintains a noncontributory profit sharing program, which covers most of its employees. Employer contributions are calculated based upon formulas which relate to current operating results and other factors. Profit sharing expense recognized in the consolidated statements of income in 2017, 2016 and 2015 was $5,799,000, $5,367,000, and $5,211,000, respectively.

The Company also sponsors a defined contribution 401(k) plan to provide additional retirement benefits to substantially all employees. Contributions under the 401(k) plan for 2017, 2016 and 2015 were $925,000, $658,000, and $623,000, respectively.

Note 11
Stock-based Compensation

The Amended and Restated Omnibus Stock and Performance Compensation Plan (the “Omnibus Plan”) provides incentive opportunities for key employees and non-employee directors and to align the personal financial interests of such individuals with those of the Company’s shareholders. The Omnibus Plan permits the issuance of up to 1,500,000 shares of the Company’s common stock in the form of stock options, SARs, restricted stock, restricted stock units and performance awards.

All share and per share data have been restated to give effect to the 10% stock dividend issued on December 15, 2017.

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Restricted Stock
Restricted shares granted prior to April 16, 2013 are amortized to expense over the three-year vesting period. Beginning on April 16, 2013, restricted shares granted to Company employees are amortized to expense over the three-year annual vesting period whereas restricted shares granted to members of the Board of Directors are amortized to expense over a one-year service period, with the exception of those shares granted in lieu of cash payment for retainer fees which are expensed in the period earned. Beginning on February 2, 2017, restricted shares granted to Company employees are amortized to expense over the three-year cliff vesting period.

Changes in restricted shares outstanding for the year ended December 31, 2017 were as follows:

			Weighted Average
			Grant Date
	Shares		Fair Value
Balance at December 31, 2016	81,269		$	46.39
Granted	26,064		$	59.46
Vested	(29,167	)	$	47.58
Forfeited	—			—
Balance at December 31, 2017	78,166		$	50.30

During 2016 and 2015, 39,816 and 47,065 shares, respectively, were granted with weighted average per share market values at date of grant of $45.75 in 2016 and $46.40 in 2015. The fair value of such shares are based on the market price on the date of grant. Amortization of the restricted stock bonus awards totaled $1,743,000 for 2017, $1,712,000 for 2016 and $1,514,000 for 2015. As of December 31, 2017, the total unrecognized compensation expense related to non-vested restricted stock awards was $1,345,000 and the related weighted average period over which it is expected to be recognized is approximately 0.63 years. The total fair value of shares vested during the years ended December 2017, 2016, and 2015 was $1,550,000, $1,500,000, and $1,089,000, respectively.

Performance-Based Restricted Stock
In February 2017, the Company granted three-year performance-based restricted stock (“PBRS”) awards which are contingent upon the achievement of pre-established financial goals over the period from January 1, 2017 through December 31, 2019. The PBRS awards cliff vest on the three-year anniversary of their grant date at levels ranging from 0% to 150% of the target opportunity based on the actual achievement of financial goals for the three-year performance period. The target number of PBRS shares granted was 25,342 with a grant date fair value of $59.20 per share. The 2017 expense related to this grant totaled $579,000 and is based on the grant date fair value and the anticipated achievement of approximately 124% of the target financial goals. The estimated expense for 2018 and each future period through the vesting date is subject to prospective adjustment based upon changes in the expected achievement of the financial goals.

SARs
There were no SARs granted during the year ended December 31, 2017.

During 2017, the Company recognized SARs expense of $18,000. As of December 31, 2017, there was no unrecognized compensation expense related to SARs.

Changes in SARs outstanding for the year ended December 31, 2017 were as follows:

	SARs		Weighted Average Exercise Price
Balance at December 31, 2016	261,206		$	34.75
Exercised	(26,970	)		33.09
Forfeited	—			—
Balance at December 31, 2017	234,236			34.97
Exercisable at December 31, 2017	234,236		$	34.97

The total intrinsic value of SARs exercised during 2017 and 2016 was $892,000 and $2,162,000, respectively. The average remaining contractual term for SARs outstanding as of December 31, 2017 was 5.03 years, and the aggregate intrinsic value was $7,291,000. The average remaining contractual term for SARs exercisable as of December 31, 2016 was 5.22 years, and the aggregate intrinsic value was $8,395,000.

The total compensation cost for share-based payment arrangements was $2,340,000, $1,959,000, and $2,059,000 in 2017, 2016, and 2015, respectively.

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Note 12
Other Operating Expense

Details of other operating expense are as follows:

	For the Years Ended December 31,
(In thousands)	2017		2016		2015
Postage and supplies	$	2,087	$	1,925	$	1,954
Promotional expense		2,557		2,187		2,268
Professional fees		1,650		1,930		1,690
Outside service fees		4,424		3,316		2,848
Data processing services		897		372		357
Telecommunications		749		1,000		1,068
Other		1,722		1,913		1,185
Total other operating expense	$	14,086	$	12,643	$	11,370

Note 13
Income Taxes

The components of income tax expense (benefit) are as follows:

	For the Years Ended December 31,
(In thousands)	2017			2016		2015
Current:
Federal	$	4,250		$	6,456	$	6,825
State		1,638			941		1,290
Deferred:
Federal		4,256			301		(84	)
State		(259	)		18		(53	)
Total income tax expense	$	9,885		$	7,716	$	7,978

A reconciliation of expected income tax expense (benefit), computed by applying the effective federal statutory rate of 35% for each of 2017, 2016 and 2015 to income before income tax expense is as follows:

	For the Years Ended December 31,
(In thousands)	2017			2016			2015
Expected income tax expense	$	12,214		$	11,223		$	10,862
(Reductions) increases resulting from:
Tax-exempt income		(3,868	)		(3,754	)		(3,704	)
State taxes, net of federal benefit		896			623			804
Share-based compensation adjustment		(376	)		—			—
Adjustment of deferred tax asset or liability for TCJA		1,824			—			—
Other, net		(805	)		(376	)		16
Total income tax expense	$	9,885		$	7,716		$	7,978

On December 22, 2017, the TCJA was enacted. Among other things, the new law (i) establishes a new, flat corporate federal statutory income tax rate of 21%; (ii) eliminates the corporate alternative minimum tax and allows the use of any such carryforwards to offset regular tax liability for any taxable year; (iii) limits the deduction for net interest expense incurred by U.S. corporations; (iv) allows businesses to immediately expense, for tax purposes, the cost of new investments in certain qualified depreciable assets; (v) eliminates or reduces certain deductions related to meals and entertainment expenses; (vi) modifies the limitation on excessive employee remuneration to eliminate the exception for performance-based compensation and clarifies the definition of a covered employee; and (vii) limits the deductibility of deposit insurance premiums. The TCJA also significantly changes U.S. tax law related to foreign operations, though, such changes do not currently impact the Company on a significant level.

Also on December 22, 2017, the SEC issued Staff Accounting Bulletin No. 118 (SAB 118), which provides guidance on accounting for tax effects of the TCJA. SAB 118 provides a measurement period of up to one year from the enactment date to complete the accounting. Based on the information available and current interpretation of the rules, the Company has made provisional estimates of the impact of the reduction in the corporate tax rate and remeasurement of certain deferred tax assets and liabilities based on the rate at which they are expected to reverse in the future. The final analysis and measurement will be completed during 2018 when the Company files the 2017 U.S. federal income tax return.

54

Income tax expense in 2017 totaled $9,885,000 compared to $7,716,000 and $7,978,000 in 2016 and 2015, respectively. When measured as a percent of pre-tax income, the Company’s effective tax rate was 28% in 2017, 24% in 2016, and 26% in 2015. The increase in 2017 tax expense was primarily the result of a one-time, non-cash charge of $1,824,000 triggered by the passage of the TCJA on December 22, 2017. The charge consists of the following:

● The deferred tax inventory was revalued at the new rate of 21% and resulted in a net credit of $462,000.

● AOCI related to pension and unrealized gains/losses on securities available for sale was revalued at the new rate of 21% and resulted in a net charge of $2,286,000.

The Company’s effective tax rate for 2017 including and excluding the one-time TCJA charge was 28% and 25%, respectively. As a result of the lower TCJA rates, the effective rate for 2018 is anticipated to decrease by approximately 25% vs. the 2017 rate excluding the TCJA charge. The Company’s effective tax rate has traditionally been lower than the statutory rate because of investments and loans that are tax exempt.

The tax effects of temporary differences which give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below:

	December 31,
(In thousands)	2017			2016
Deferred tax assets:
Allowance for loan losses	$	2,413		$	3,718
ASC 715 pension funding liability		6,080			8,969
Net operating loss carryforward (1)		76			169
Supplemental executive retirement plan accrual		1,833			2,604
Stock compensation		1,307			1,695
Other		118			177
Total deferred tax assets	$	11,827		$	17,332
Deferred tax liabilities:
Premises and equipment		(2,248	)		(2,731	)
Pension		(1,379	)		(3,601	)
Intangible/assets		(1,091	)		(1,402	)
Unrealized gain on investment in securities available-for-sale		(1,938	)		(560	)
Deferred income		(2,121	)		—
Total deferred tax liabilities	$	(8,777	)	$	(8,294	)
Net deferred tax assets	$	3,050		$	9,038

⁽¹⁾ As of December 31, 2017, the Company had approximately $361,000 of net operating loss carry forwards as a result of the acquisition of Franklin Bancorp. The utilization of the net operating loss carry forward is subject to Section 382 of the Internal Revenue Code and limits the Company’s use to approximately $122,000 per year during the carry forward period, which expires in 2020.

A valuation allowance would be provided on deferred tax assets when it is more likely than not that some portion of the assets will not be realized. The Company has not established a valuation allowance at December 31, 2017 or 2016, due to management’s belief that all criteria for recognition have been met, including the expectation of projected future taxable income sufficient to support the realization of deferred tax assets.

The reconciliation of the beginning unrecognized tax benefits balance to the ending balance is presented in the following table:

(In thousands)	2017			2016			2015
Balance at January 1	$	1,623		$	1,194		$	1,117
Changes in unrecognized tax benefits as a result of tax positions taken during a prior year		(15	)		407			10
Changes in unrecognized tax benefits as a result of tax position taken during the current year		263			311			277
Decreases in unrecognized tax benefits relating to settlements with taxing authorities		—			—			—
Reductions to unrecognized tax benefits as a result of a lapse of the applicable statute of limitations		(239	)		(289	)		(210	)
Balance at December 31	$	1,632		$	1,623		$	1,194

55

At December 31, 2017, 2016 and 2015, the balance of the Company’s unrecognized tax benefits which would, if recognized, affect the Company’s effective tax rate was $1,464,000, $1,225,000 and $861,000, respectively. These amounts are net of the offsetting benefits from other taxing jurisdictions.

As of December 31, 2017, 2016 and 2015, the Company had $139,000, $108,000 and $54,000, respectively, in accrued interest related to unrecognized tax benefits. During 2017 and 2016, the Company recorded a net increase in accrued interest of $31,000 and $54,000, respectively.

The Company believes it is reasonably possible that the total amount of tax benefits will decrease by approximately $299,000 over the next 12 months. The reduction primarily relates to the anticipated lapse in the statute of limitations. The unrecognized tax benefits relate primarily to apportionment of taxable income among various state tax jurisdictions.

The Company is subject to income tax in the U.S. federal jurisdiction, numerous state jurisdictions, and a foreign jurisdiction. The Company’s federal income tax returns for tax years 2014 through 2016 remain subject to examination by the Internal Revenue Service. In addition, the Company is subject to state tax examinations for the tax years 2013 through 2016.

Note 14
Contingencies

The Company and its subsidiaries are not involved in any pending proceedings other than ordinary routine litigation incidental to their businesses. Management believes none of these proceedings, if determined adversely, would have a material effect on the business or financial condition of the Company or its subsidiaries.

Note 15
Disclosures about Fair Value of Financial Instruments

The Company is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, commercial letters of credit and standby letters of credit. The Company’s maximum potential exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit, commercial letters of credit and standby letters of credit is represented by the contractual amounts of those instruments. At December 31, 2017 and 2016, no amounts have been accrued for any estimated losses for these instruments.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commercial and standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. These off-balance sheet financial instruments generally have fixed expiration dates or other termination clauses and may require payment of a fee. The approximate remaining terms of commercial and standby letters of credit range from less than one to five years. Since these financial instruments may expire without being drawn upon, the total amounts do not necessarily represent future cash requirements. Commitments to extend credit and letters of credit are subject to the same underwriting standards as those financial instruments included on the consolidated balance sheets. The Company evaluates each customer’s credit-worthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary upon extension of the credit, is based on management’s credit evaluation of the borrower. Collateral held varies, but is generally accounts receivable, inventory, residential or income-producing commercial property or equipment. In the event of nonperformance, the Company may obtain and liquidate the collateral to recover amounts paid under its guarantees on these financial instruments.

The following table shows conditional commitments to extend credit, standby letters of credit and commercial letters:

	December 31,
(In thousands)	2017		2016
Conditional commitments to extend credit	$	87,013	$	45,497
Standby letters of credit		14,347		14,381
Commercial letters of credit		3,246		1,962

The fair value of commitments to extend credit and standby letters of credit is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements, the likelihood of the counterparties drawing on such financial instruments and the present credit worthiness of such counterparties. The Company believes such commitments have been made at terms which are competitive in the markets in which it operates; however, no premium or discount is offered thereon.

56

Following is a summary of the carrying amounts and fair values of the Company’s financial instruments:

	December 31,
	2017				2016
	Carrying				Carrying
(In thousands)	Amount		Fair Value		Amount		Fair Value
Balance sheet assets:
Cash and cash equivalents	$	228,110	$	228,110	$	266,743	$	266,743
Investment in securities		470,523		470,523		390,552		390,552
Loans, net		676,026		675,020		654,691		652,028
Accrued interest receivable		7,413		7,413		6,543		6,543
Total	$	1,382,072	$	1,381,066	$	1,318,529	$	1,315,866
Balance sheet liabilities:
Deposits	$	678,088	$	678,346	$	621,961	$	622,173
Accounts and drafts payable		661,888		661,888		642,287		642,287
Accrued interest payable		55		55		46		46
Total	$	1,340,031	$	1,340,289	$	1,264,294	$	1,264,506

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:

Cash and Cash Equivalents The carrying amount approximates fair value.

Investment in Securities The fair value is measured on a recurring basis using Level 2 valuations. Refer to Note 3, “Investment in Securities,” for fair value and unrealized gains and losses by investment type.

Loans The fair value is estimated using present values of future cash flows discounted at risk-adjusted interest rates for each loan category designated by management and is therefore a Level 3 valuation. Management believes that the risk factor embedded in the interest rates along with the allowance for loan losses results in a fair valuation.

Impaired loans are valued using the fair value of the collateral which is based upon an observable market price or current appraised value and therefore, the fair value is a nonrecurring Level 3 valuation.

Accrued Interest Receivable The carrying amount approximates fair value.

Deposits The fair value of demand deposits, savings deposits and certain money market deposits is the amount payable on demand at the reporting date. The fair value of fixed-maturity certificates of deposit is estimated using the rates currently offered for deposits of similar remaining maturities and therefore, is a Level 2 valuation. The fair value estimates above do not include the benefit that results from the low-cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market or the benefit derived from the customer relationship inherent in existing deposits.

Accounts and Drafts Payable The carrying amount approximates fair value.

Accrued Interest The carrying amount approximates fair value.

Limitations Fair value estimates are based on existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. Other significant assets or liabilities that are not considered financial assets or liabilities include premises and equipment and the benefit that results from the low-cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market (core deposit intangible). In addition, tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in any of the estimates.

Note 16
Industry Segment Information

The services provided by the Company are classified into two reportable segments: Information Services and Banking Services. Each of these segments provides distinct services that are marketed through different channels. They are managed separately due to their unique service, processing and capital requirements. The Information Services segment provides transportation, energy, telecommunication, and environmental invoice processing and payment services to large corporations. The Banking Services segment provides banking services primarily to privately held businesses and faith-based ministries.

57

The Company’s accounting policies for segments are the same as those described in Note 1 of this report. Management evaluates segment performance based on net income after allocations for corporate expenses and income taxes. Transactions between segments are accounted for at what management believes to be fair value.

Substantially all revenue originates from and all long-lived assets are located within the United States, and no revenue from any customer of any segment exceeds 10% of the Company’s consolidated revenue. Assets represent actual assets owned by Information Services and Banking Services and there is no allocation methodology used. Loans are sold by Banking Services to Information Services to create liquidity to keep the Bank’s loan to deposit ratio within policy limits. Segment interest from customers is the actual interest earned on the loans owned by Information Services and Banking Services, respectively.

Summarized information about the Company’s operations in each industry segment for the years ended December 31, 2017, 2016 and 2015, is as follows:

						Corporate,
	Information		Banking			Eliminations
(In thousands)	Services		Services			and Other			Total
2017
Fee revenue and other income:
Income from customers	$	93,804	$	1,708		$	—		$	95,512
Intersegment income (expense)		13,317		1,545			(14,862	)		—
Net interest income (expense) after provision for loan losses:
Income from customers		13,400		26,390			—			39,790
Intersegment income (expense)		—		—			—			—
Depreciation and amortization		3,784		150			118			4,052
Income taxes		4,326		5,559			—			9,885
Net income		13,597		11,417			—			25,014
Goodwill		12,433		136			—			12,569
Other intangible assets, net		1,996		—			—			1,996
Total assets	$	800,214	$	830,672		$	(27,677	)	$	1,603,209
2016
Fee revenue and other income:
Income from customers	$	84,612	$	1,524		$	—		$	86,136
Intersegment income (expense)		12,164		1,575			(13,739	)		—
Net interest income (expense) after provision for loan losses:
Income from customers		13,820		25,581			—			39,401
Intersegment income (expense)		2		(2	)		—			—
Depreciation and amortization		3,368		165			120			3,653
Income taxes		1,478		6,238			—			7,716
Net income		14,049		10,299			—			24,348
Goodwill		11,454		136			—			11,590
Other intangible assets, net		1,997		—			—			1,997
Total assets	$	763,999	$	756,164		$	(15,324	)	$	1,504,839
2015
Fee revenue and other income:
Income from customers	$	82,144	$	1,224		$	—		$	83,368
Intersegment income (expense)		10,078		1,648			(11,726	)		—
Net interest income (expense) after provision for loan losses:
Income from customers		14,598		22,851			—			37,449
Intersegment income (expense)		12		(12	)		—			—
Depreciation and amortization		3,164		151			101			3,416
Income taxes		2,818		5,160			—			7,978
Net income		14,635		8,421			—			23,056
Goodwill		11,454		136			—			11,590
Other intangible assets, net		2,405		—			—			2,405
Total assets	$	702,491	$	761,739		$	(8,724	)	$	1,455,506

Note 17
Subsequent Events

In accordance with FASB ASC 855 - Subsequent Events, the Company has evaluated subsequent events after the consolidated balance sheet date of December 31, 2017, and there were no events identified that would require additional disclosures to prevent the Company’s consolidated financial statements from being misleading.

58

Note 18
Condensed Financial Information of Parent Company

Following are the condensed balance sheets of the Company (parent company only) and the related condensed statements of income and cash flows.

	Condensed Balance Sheets
	December 31,
(In thousands)	2017		2016
Assets
Cash and due from banks	$	56,462	$	45,464
Short-term investments		48,324		107,898
Securities available-for-sale, at fair value		470,523		390,552
Loans, net		12,239		47,184
Investments in subsidiaries		113,681		101,824
Premises and equipment, net		20,927		20,375
Other assets		199,865		161,317
Total assets	$	922,021	$	874,614
Liabilities and Shareholders’ Equity
Liabilities:
Accounts and drafts payable	$	661,342	$	640,945
Other liabilities		35,533		25,415
Total liabilities		696,875		666,360
Total shareholders’ equity		225,146		208,254
Total liabilities and shareholders’ equity	$	922,021	$	874,614

	Condensed Statements of Income
	For the Years Ended December 31,
(In thousands)	2017		2016		2015
Income from subsidiaries:
Interest	$	—	$	2	$	12
Management fees		2,172		2,105		2,201
Income from subsidiaries		2,172		2,107		2,213
Information services revenue		93,133		83,543		78,488
Net interest income after provision		13,217		13,389		13,948
Gain on sales of investment securities		—		387		2,910
Other income		483		504		613
Total income		109,005		99,930		98,172
Expenses:
Salaries and employee benefits		70,409		65,968		63,475
Other expenses		20,333		18,133		16,580
Total expenses		90,742		84,101		80,055
Income before income tax and equity in undistributed income of subsidiaries		18,263		15,829		18,117
Income tax expense		4,394		1,540		2,950
Income before undistributed income of subsidiaries		13,869		14,289		15,167
Equity in undistributed income of subsidiaries		11,145		10,059		7,889
Net income	$	25,014	$	24,348	$	23,056

59

	Condensed Statements of Cash Flows
	For the Years Ended December 31,
(In thousands)	2017			2016			2015
Cash flows from operating activities:
Net income	$	25,014		$	24,348		$	23,056
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Equity in undistributed income of subsidiaries		(11,145	)		(10,059	)		(7,889	)
Net change in other assets		(41,013	)		(7,085	)		16,100
Net change in other liabilities		10,118			6,683			(2,779	)
Amortization of stock-based awards		1,743			1,677			1,504
Other, net		9,219			7,558			10,389
Net cash (used in) provided by operating activities		(6,064	)		23,122			40,381
Cash flows from investing activities:
Net increase in securities		(80,621	)		(33,025	)		(23,472	)
Net decrease in loans		34,944			40,431			28,343
Purchases of premises and equipment, net		(4,020	)		(4,557	)		(5,708	)
Net cash (used in) provided by investing activities		(49,697	)		2,849			(837	)
Cash flows from financing activities:
Net increase (decrease) in accounts and drafts payable		20,397			64,026			(78,439	)
Cash dividends paid		(10,675	)		(9,979	)		(9,697	)
Purchase of common shares for treasury		(2,270	)		(9,215	)		(10,951	)
Other financing activities		(267	)		1,705			66
Net cash provided by (used in) financing activities		7,185			46,537			(99,021	)
Net increase (decrease) in cash and cash equivalents		(48,576	)		72,508			(59,477	)
Cash and cash equivalents at beginning of year		153,362			80,854			140,331
Cash and cash equivalents at end of year	$	104,786		$	153,362		$	80,854

Note 19
SUPPLEMENTARY FINANCIAL INFORMATION
(Unaudited)

	First			Second		Third		Fourth
(In thousands except per share data)	Quarter			Quarter		Quarter		Quarter			YTD
2017
Fee revenue and other income	$	22,771		$	23,800	$	24,207	$	24,734		$	95,512
Interest income		9,999			10,332		10,665		10,981			41,977
Interest expense		480			470		571		666			2,187
Net interest income		9,519			9,862		10,094		10,315			39,790
Provision for loan losses		—			—		—		—			—
Operating expense		24,318			24,901		25,042		26,142			100,403
Income tax expense		1,665			2,248		2,396		3,576	(1)		9,885	(1)
Net income	$	6,307		$	6,513	$	6,863	$	5,331		$	25,014
Net income per share:
Basic earnings per share	$	.51		$	.53	$	.56	$	.44		$	2.04
Diluted earnings per share		.51			.52		.55		.43			2.01
2016
Fee revenue and other income	$	20,505		$	21,457	$	22,149	$	22,025		$	86,136
Interest income		9,777			10,010		9,985		10,158			39,930
Interest expense		513			504		505		507			2,029
Net interest income		9,264			9,506		9,480		9,651			37,901
Provision for loan losses		(1,000	)		—		—		(500	)		(1,500	)
Operating expense		22,916			23,059		23,552		23,946			93,473
Income tax expense		2,020			2,035		1,855		1,806			7,716
Net income	$	5,833		$	5,869	$	6,222	$	6,424		$	24,348
Net income per share:
Basic earnings per share	$	.47		$	.48	$	.51	$	.53		$	1.99
Diluted earnings per share		.47			.47		.50		.52			1.96

⁽¹⁾ Includes one-time, non-cash TCJA charge of $1,824,000

60

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors
Cass Information Systems, Inc.:

Opinion on the Consolidated Financial Statements
We have audited the accompanying consolidated balance sheets of Cass Information Systems, Inc. and subsidiaries (the Company) as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for each of the years in the three year period ended December 31, 2017, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2017 and 2016, and the results of its operations and its cash flows for each of the years in the three year period ended December 31, 2017, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 28, 2018 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion
These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

/s/ KPMG LLP

We have served as the Company’s auditor since 1983.

St. Louis, Missouri
February 28, 2018

61

ITEM 9.  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None.

ITEM 9A. CONTROLS AND PROCEDURES

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of our disclosure controls and procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as of December 31, 2017. Based on this evaluation, our principal executive officer and our principal financial officer concluded that our disclosure controls and procedures were effective as of December 31, 2017.

Management’s Report on Internal Control Over Financial Reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). All internal control systems, no matter how well designed, have inherent limitations. Therefore, even those systems determined to be effective can provide only reasonable assurance with respect to financial statement preparation and presentations.

Under the supervision and with the participation of our management, including our principal executive officer and principal financial officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on the framework in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on our evaluation under this framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2017.

There have not been changes in our internal control over financial reporting that occurred during our fourth fiscal quarter that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.

The effectiveness of our internal control over financial reporting as of December 31, 2017 has been audited by KPMG LLP, our independent registered public accounting firm. KPMG LLP’s report, which expresses an unqualified opinion on the effectiveness of our internal control over financial reporting as of December 31, 2017, is included below.

62

Report of Independent Registered Public Accounting Firm

To the Shareholders and Board of Directors
Cass Information Systems, Inc.:

Opinion on Internal Control Over Financial Reporting
We have audited Cass Information Systems, Inc. and subsidiaries’ (the Company) internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2017, and the related notes (collectively, the consolidated financial statements), and our report dated February 28, 2018, expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management’s Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting
A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/ KPMG LLP

St. Louis, Missouri
February 28, 2018

63

ITEM 9B. OTHER INFORMATION

None.

PART III.

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Certain information required by this Item 10 is incorporated herein by reference to the following sections of the Company’s definitive Proxy Statement for its 2018 Annual Meeting of Shareholders (“2018 Proxy Statement”), a copy of which will be filed with the SEC no later than 120 days after the close of the fiscal year: “Election of Directors – Proposal 1,” “Executive Compensation and Related Information,” and “Beneficial Ownership of Securities.”

The Company has adopted a Code of Conduct and Business Ethics policy, applicable to all Company directors, executive officers and employees. The policy is publicly available and can be viewed on the Company’s website at www.cassinfo.com. The Company intends to satisfy the disclosure requirement under Item 5.05 of Form 8-K regarding the amendment to, or a waiver of, a provision of this policy that applies to the Company’s principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions, and that relates to any element of the code of ethics definition enumerated in Item 406(b) of Regulation S-K by posting such information on its website.

There were no material changes to the procedures by which shareholders may recommend nominees to the Board during the fourth quarter of fiscal 2017.

ITEM 11. EXECUTIVE COMPENSATION

Certain information required pursuant to this Item 11 is incorporated herein by reference to the sections entitled “Election of Directors – Proposal 1” and “Executive Compensation and Related Information” of the Company’s 2018 Proxy Statement, a copy of which will be filed with the SEC no later than 120 days after the close of the fiscal year.

ITEM 12.  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Information required pursuant to this Item 12 is incorporated herein by reference to the section entitled “Beneficial Ownership of Securities” of the Company’s 2018 Proxy Statement, a copy of which will be filed with the SEC no later than 120 days after the close of the fiscal year.

Securities Authorized for Issuance under Equity Compensation Plans

The following information is as of December 31, 2017:

				Number of securities
				remaining available for
		Weighted-average		future issuance under
	Number of securities to	exercise price of		equity compensation
	be issued upon exercise	outstanding		plans (excluding
	of outstanding options,	options, warrants		securities reflected in
	warrants and rights	and rights		column (a))
Plan Category	(a)	(b)		(c)
Equity compensation plans approved by security holders (1)	312,402	$	38.81	579,126
Equity compensation plans not approved by security holders	—		—	—
Total	312,402	$	38.81	579,126

Note: All share and per share data have been restated to give effect to the 10% stock dividend issued on December 15, 2017.

⁽¹⁾ Amount disclosed relates to the Amended and Restated Omnibus Stock and Performance Compensation Plan (the “Omnibus Plan”).

Refer to Note 11 to the consolidated financial statements for information concerning the Omnibus Plan.

64

ITEM 13.  CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

Information required by this Item 13 is incorporated herein by reference to the section entitled “Election of Directors – Proposal 1” of the Company’s 2018 Proxy Statement, a copy of which will be filed with the SEC no later than 120 days after the close of the fiscal year.

ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES

Information concerning our principal accountant’s fees and services is incorporated herein by reference to the section entitled “Ratification of Appointment of Independent Registered Public Accounting Firm – Proposal 4” of the Company’s 2018 Proxy Statement, a copy of which will be filed with the SEC no later than 120 days after the close of the fiscal year.

65

PART IV.

ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES

(a)	The following documents are incorporated by reference in or filed as an exhibit to this report:
	(1) and (2)	Financial Statements and Financial Statement Schedules
		Included in Item 8 of this report.
	(3)	Exhibits listed under (b) of this Item 15.
(b)	Exhibits
	3.1	Restated Articles of Incorporation of Registrant, incorporated by reference to Exhibit 4.1 to Form S-8 Registration Statement No. 333-44499, filed with the SEC on January 20, 1998.
	3.2	Amendment to Restated Articles of Incorporation, incorporated by reference to Exhibit 3.1 to the current report on Form 8-K, filed with the SEC on April 19, 2013.
	3.3	Articles of Merger of Cass Commercial Corporation, incorporated by reference to Exhibit 3.1 to the quarterly report on Form 10-Q for the quarter ended September 30, 2006.
	3.4	Second Amended and Restated Bylaws of Registrant, incorporated by reference to Exhibit 3.1 to the current report on Form 8-K, filed with the SEC on July 21, 2016.
	10.1	Form of Directors’ Indemnification Agreement, incorporated by reference to Exhibit 10.1 to the quarterly report on Form 10-Q for the quarter ended March 31, 2003.*
	10.2	Amended and Restated Omnibus Stock and Performance Compensation Plan, incorporated by reference to Exhibit 10.1 to the current report on Form 8-K, filed with the SEC on April 19, 2013.*
	10.3	Amendment and Restatement of the Supplemental Executive Retirement Plan, incorporated by reference to Exhibit 10.2 to the quarterly report on Form 10-Q for the quarter ended September 30, 2007.*
	10.4	Form of Stock Appreciation Rights Award Agreement, incorporated by reference to Exhibit 10.4 to the quarterly report on Form 10-Q for the quarter ended September 30, 2007.*
	10.5	Form of Restricted Stock Award Agreement, incorporated by reference to Exhibit 10.8 to the annual report on Form 10-K for the year ended December 31, 2016.*
	10.6	Form of Restricted Stock Unit Agreement, incorporated by reference to Exhibit 10.9 to the annual report on Form 10-K for the year ended December 31, 2016.*
	10.7	Description of Cass Information Systems, Inc. Profit Sharing Program.*
	21	Subsidiaries of registrant.
	23	Consent of Independent Registered Public Accounting Firm.
	31.1	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
	31.2	Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
	32.1	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	32.2	Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
	101.INS	XBRL Instance Document.
	101.SCH	XBRL Taxonomy Extension Schema Document.
	101.CAL	XBRL Taxonomy Extension Calculation Linkbase Document.
	101.LAB	XBRL Taxonomy Extension Label Linkbase Document.
	101.PRE	XBRL Taxonomy Extension Presentation Linkbase Document.
	101.DEF	XBRL Taxonomy Extension Definition Linkbase Document.

________________

*Management contract or compensatory plan arrangement

(c) None.

66

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

	CASS INFORMATION SYSTEMS, INC.
Date: February 28, 2018	By	/s/   Eric H. Brunngraber
		Eric H. Brunngraber
		Chairman, President and Chief Executive Officer
		(Principal Executive Officer)
Date: February 28, 2018	By	/s/   P. Stephen Appelbaum
		P. Stephen Appelbaum
		Executive Vice President and Chief Financial Officer
		(Principal Financial and Accounting Officer)

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below on the dates indicated by the following persons on behalf of the registrant and in their capacity as a member of the Board of Directors of the Company.

Date: February 28, 2018	By	/s/	Eric H. Brunngraber
			Eric H. Brunngraber
Date: February 28, 2018	By	/s/	Ralph W. Clermont
			Ralph W. Clermont
Date: February 28, 2018	By	/s/	Lawrence A. Collett
			Lawrence A. Collett
Date: February 28, 2018	By	/s/	Robert A. Ebel
			Robert A. Ebel
Date: February 28, 2018	By	/s/	Benjamin F. Edwards, IV
			Benjamin F. Edwards, IV
Date: February 28, 2018	By	/s/	James J. Lindemann
			James J. Lindemann
Date: February 28, 2018	By	/s/	Joseph D. Rupp
			Joseph D. Rupp
Date: February 28, 2018	By	/s/	Randall L. Schilling
			Randall L. Schilling
Date: February 28, 2018	By	/s/	Franklin D. Wicks, Jr.
			Franklin D. Wicks, Jr.

67

EX-10.7

Exhibit 10.7

CASS INFORMATION SYSTEMS, INC.
Summary Profit Sharing Program

The purpose of the profit sharing program is to facilitate the Company’s continued growth and success by providing rewards that are commensurate with achievement, thereby creating an incentive for superior performance and improved results for shareholders. All employees of Cass Information Systems are eligible to participate in the program, unless specifically excluded due to their employment category, such as temporary staff or if their performance is not meeting the minimum expectations.

The amount of the profit sharing fund available for distribution is set by the Board of Directors and has historically been 12.5% of the company’s net profits before taxes for the period of distribution.

Distributions are not guaranteed and the company may distribute profit sharing benefits on any schedule and in any manner that it deems appropriate. Currently, distributions are made on a semi-annual basis.

Allocations to employee groups eligible to participate are divided into exempt and non-exempt pools based on the salaries of each group over the corresponding period. The non-exempt pool is distributed to each eligible employee based on a factor of salary and performance score. The exempt pool is distributed to all exempt employees considering factors such as position, salary grade and individual performance. Specific allocations are made out of the exempt pool to the Chief Executive Officer (CEO) and other executive officers, including named executive officers (NEOs) as follows:

CEO – The CEO receives a percentage of the total profit sharing pool based on the change in net income before taxes (NIBT) from the prior year and is set to provide a target percentage of base salary at target performance of 45%. The amount paid to the CEO can range from 0% up to a maximum of 70% of base pay.

Executive Officers – A percentage of the total profit sharing pool is provided for distribution to other executive officers based on the change in NIBT from the prior year and is set to provide a target percentage of base salaries at target performance of 40%. The total funds provided for distribution to the executive officers can range from 0% up to a maximum of 50% of base pay. The amount of funds in this pool is distributed to each individual executive officer by the CEO based on a subjective evaluation considering internal equity and other individual factors related to performance.

Individual distributions to exempt employees, other than the CEO and executive officers, as a percent of salary are subject to set limits based on each individual’s pay grade and any payment in excess of these percentages shall require the review and approval of the President or Chief Operating Officer of each business unit and the CEO. Payments in excess of the set limits for the CEO and executive officers need approval from the Board of Director’s Compensation Committee.

EX-21

Exhibit 21

SUBSIDIARIES OF CASS INFORMATION SYSTEMS, INC.*

Name & Address	State of Incorporation
Cass Commercial Bank	Missouri
12412 Powerscourt Drive
St. Louis, Missouri 63131
Cass International LLC	Missouri
12444 Powerscourt Drive
St. Louis, Missouri 63131

*Pursuant to Item 601(b)(21)(ii) of Regulation S-K, the names of particular subsidiaries may be omitted if the unnamed subsidiaries, considered in the aggregate as a single subsidiary, would not constitute a significant subsidiary (as such term is defined in Rule 1-02(w) of Regulation S-X) as of the end of the year covered by this annual report on Form 10-K.

EX-23

Exhibit 23

Consent of Independent Registered Public Accounting Firm

The Board of Directors
Cass Information Systems, Inc.:

We consent to the incorporation by reference in the registration statement (No. 333-143411, 333-181772, and 333-188504) on Form S-8 of Cass Information Systems, Inc. of our reports dated February 28, 2018, with respect to the consolidated balance sheets of Cass Information Systems, Inc. as of December 31, 2017 and 2016, and the related consolidated statements of income, comprehensive income, shareholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2017, and the related notes (collectively, the “consolidated financial statements”), and the effectiveness of internal control over financial reporting as of December 31, 2017, which reports appear in the December 31, 2017 annual report on Form 10 K of Cass Information Systems, Inc.

/s/ KPMG LLP

St. Louis, Missouri
February 28, 2018

EX-31.1

Exhibit 31.1

CERTIFICATIONS

I, Eric H. Brunngraber, certify that:

1.	I have reviewed this annual report on Form 10-K of Cass Information Systems, Inc.;
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(s) 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 (the registrant’s fourth fiscal quarter in the case of an annual report) 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(s) 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: February 28, 2018

/s/ Eric H. Brunngraber

Eric H. Brunngraber

Chairman, President and Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATIONS

I, P. Stephen Appelbaum, certify that:

1.	I have reviewed this annual report on Form 10-K of Cass Information Systems, Inc.;
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(s) 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 (the registrant’s fourth fiscal quarter in the case of an annual report) 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(s) 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: February 28, 2018

/s/ P. Stephen Appelbaum

P. Stephen Appelbaum

Executive Vice President and Chief Financial Officer

(Principal Financial and Accounting Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Cass Information Systems, Inc. (“the Company”) on Form 10-K for the period ended December 31, 2017, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Eric H. Brunngraber, Chairman, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 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; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ Eric H. Brunngraber

Eric H. Brunngraber

Chairman, President and Chief Executive Officer

(Principal Executive Officer)

February 28, 2018

A signed original of this written statement required by Section 906 has been provided to Cass Information Systems, Inc. and will be retained by Cass Information Systems, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of Cass Information Systems, Inc. (“the Company”) on Form 10-K for the period ended December 31, 2017 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, P. Stephen Appelbaum, Executive Vice President and Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. § 1350, as adopted pursuant to § 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; and
(2)	The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

/s/ P. Stephen Appelbaum

P. Stephen Appelbaum

Executive Vice President and Chief Financial Officer

(Principal Financial and Accounting Officer)

February 28, 2018

A signed original of this written statement required by Section 906 has been provided to Cass Information Systems, Inc. and will be retained by Cass Information Systems, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

XML

DOCUMENT AND ENTITY INFORMATION - USD ($)	12 Months Ended
	Dec. 31, 2017	Feb. 19, 2018	Jun. 30, 2017
Document and Entity Information [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2017
Document Fiscal Year Focus	2017
Document Fiscal Period Focus	FY
Entity Registrant Name	CASS INFORMATION SYSTEMS INC
Entity Central Index Key	0000708781
Trading Symbol	cass
Current Fiscal Year End Date	--12-31
Entity Filer Category	Large Accelerated Filer
Entity Common Stock, Shares Outstanding		12,286,628
Entity Well-Known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Public Float			$ 708,000,000

XML

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Assets
Cash and due from banks	$ 17,422	$ 11,814
Interest-bearing deposits in other financial institutions	152,056	136,852
Federal funds sold and other short-term investments	58,632	118,077
Cash and cash equivalents	228,110	266,743
Securities available-for-sale, at fair value	470,523	390,552
Loans	686,231	664,866
Less allowance for loan losses	10,205	10,175
Loans, net	676,026	654,691
Premises and equipment, net	21,586	21,086
Investments in bank-owned life insurance	16,927	16,445
Payments in excess of funding	139,103	105,347
Goodwill	12,569	11,590
Other intangible assets, net	1,996	1,997
Other assets	36,369	36,388
Total assets	1,603,209	1,504,839
Deposits
Noninterest-bearing	281,541	214,656
Interest-bearing	396,547	407,305
Total deposits	678,088	621,961
Accounts and drafts payable	661,888	642,287
Other liabilities	38,145	32,556
Total liabilities	1,378,121	1,296,804
Shareholders' Equity:
Preferred stock, par value $.50 per share; 2,000,000 shares authorized and no shares issued
Common stock, par value $.50 per share; 40,000,000 shares authorized, 13,047,858 and 11,931,147 shares issued at December 31, 2017 and 2016, respectively	6,524	5,966
Additional paid-in capital	204,631	128,455
Retained earnings	59,314	118,363
Common shares in treasury, at cost (760,962 and 742,681 shares at December 31, 2017 and 2016, respectively)	(32,061)	(30,206)
Accumulated other comprehensive loss	(13,320)	(14,543)
Total shareholders' equity	225,088	208,035
Total liabilities and shareholders' equity	$ 1,603,209	$ 1,504,839

XML

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Dec. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.50	$ 0.50
Preferred stock, shares authorized	2,000,000	2,000,000
Preferred stock, shares issued
Common stock, par value (in dollars per share)	$ 0.50	$ 0.50
Common stock, shares authorized	40,000,000	40,000,000
Common stock, shares issued	13,047,858	11,931,147
Treasury stock, shares	760,962	742,681

XML

CONSOLIDATED STATEMENTS OF INCOME - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017		Dec. 31, 2016	Dec. 31, 2015
Fee Revenue and Other Income:
Information services payment and processing revenue	$ 93,322		$ 83,713	$ 78,622
Bank service fees	1,349		1,276	1,223
Gains on sales of securities			387	2,910
Other	841		760	613
Total fee revenue and other income	95,512		86,136	83,368
Interest Income:
Interest and fees on loans	28,641		29,063	28,669
Interest and dividends on securities:
Taxable	554		143	38
Exempt from federal income taxes	10,439		9,658	9,460
Interest on federal funds sold and other short-term investments	2,343		1,066	543
Total interest income	41,977		39,930	38,710
Interest Expense:
Interest on deposits	2,187		2,029	2,111
Total interest expense	2,187		2,029	2,111
Net interest income	39,790		37,901	36,599
Provision for loan losses			(1,500)	(850)
Net interest income after provision for loan losses	39,790		39,401	37,449
Total net revenue	135,302		125,537	120,817
Operating Expense:
Personnel	77,339		72,581	70,314
Occupancy	3,480		3,390	3,400
Equipment	5,071		4,451	4,291
Amortization of intangible assets	427		408	408
Other operating	14,086		12,643	11,370
Total operating expense	100,403		93,473	89,783
Income before income tax expense	34,899		32,064	31,034
Income tax expense	9,885	[1]	7,716	7,978
Net income	$ 25,014		$ 24,348	$ 23,056
Basic Earnings Per Share	$ 2.04		$ 1.99	$ 1.85
Diluted Earnings Per Share	$ 2.01		$ 1.96	$ 1.82

[1] Includes one-time, non-cash TCJA charge of $1,824,000

XML

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Comprehensive income:
Net income	$ 25,014	$ 24,348	$ 23,056
Other comprehensive income:
Net unrealized gain (loss) on securities available-for-sale	6,637	(10,644)	1,527
Tax effect	(2,465)	3,954	(567)
Reclassification adjustments for gains included in net income		(387)	(2,910)
Tax effect		144	1,081
FASB ASC 715 adjustment	(1,311)	(1,435)	6,256
Tax effect	487	531	(2,324)
Foreign currency translation adjustments	161	(42)	(96)
Total comprehensive income	$ 28,523	$ 16,469	$ 26,023

XML

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Cash Flows From Operating Activities:
Net income	$ 25,014	$ 24,348	$ 23,056
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	11,341	9,429	8,859
Net gains on sales of securities		(387)	(2,910)
Stock-based compensation expense	2,339	1,959	2,059
Provisions for loan losses		(1,500)	(850)
Deferred income tax expense (benefit)	3,997	319	(137)
(Decrease) increase in current income tax liability	(3,026)	357	47
Increase in pension liability	8,008	4,137	4,550
Increase in accounts receivable	(4,656)	(4,070)	(839)
Other operating activities, net	(4,127)	597	(342)
Net cash provided by operating activities	38,890	35,189	33,493
Cash Flows From Investing Activities:
Proceeds from sales of securities available-for-sale		21,491	99,347
Proceeds from maturities of securities available-for-sale	44,156	43,524	38,460
Purchase of securities available-for-sale	(124,777)	(96,290)	(161,279)
Net (increase) decrease in loans	(21,335)	(5,771)	10,882
(Increase) decrease in payments in excess of funding	(33,756)	179	14,701
Purchases of premises and equipment, net	(4,127)	(4,684)	(5,747)
Net cash used in investing activities	(139,839)	(41,551)	(3,636)
Cash Flows From Financing Activities:
Net increase in noninterest-bearing demand deposits	66,885	32,833	22,824
Net (decrease) increase in interest-bearing demand and savings deposits	(7,472)	(51,440)	23,536
Net decrease in time deposits	(3,286)	(5,916)	(18,075)
Net increase (decrease) in accounts and drafts payable	19,601	65,028	(78,169)
Cash dividends paid	(10,675)	(9,979)	(9,697)
Purchase of common shares for treasury	(2,270)	(9,215)	(10,951)
Other financing activities, net	(467)	(1,378)	(488)
Net cash provided by (used in) financing activities	62,316	19,933	(71,020)
Net (decrease) increase in cash and cash equivalents	(38,633)	13,571	(41,163)
Cash and cash equivalents at beginning of year	266,743	253,172	294,335
Cash and cash equivalents at end of year	228,110	266,743	253,172
Supplemental information:
Cash paid for interest	2,178	2,017	2,133
Cash paid for income taxes	$ 7,677	$ 7,061	$ 8,190

XML

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands		Common Stock [Member]	Additional Paid-in Capital [Member]	Retained Earnings [Member]	Treasury Stock [Member]	Accumulated Other Comprehensive Income (Loss) [Member]	Total
Balance at Dec. 31, 2014		$ 5,966	$ 126,169	$ 90,635	$ (12,707)	$ (9,631)	$ 200,432
Net income				23,056			23,056
Cash dividends				(9,697)			(9,697)
Issuance of common shares pursuant to stock-based compensation plan, net	[1]		(1,250)		797		(453)
Exercise of SARs			(687)		293		(394)
Stock-based compensation expense			2,058				2,058
Purchase of common shares	[1]				(10,591)		(10,591)
Other comprehensive loss						2,967	2,967
Balance at Dec. 31, 2015		5,966	126,290	103,994	(22,208)	(6,664)	207,378
Net income				24,348			24,348
Cash dividends				(9,979)			(9,979)
Issuance of common shares pursuant to stock-based compensation plan, net	[1]		(1,231)		566		(665)
Exercise of SARs			(1,364)		651		(713)
Stock-based compensation expense			1,959				1,959
Purchase of common shares	[1]				(9,215)		(9,215)
Excess tax benefits associated with stock based compensation			2,801				2,801
Other comprehensive loss						(7,879)	(7,879)
Balance at Dec. 31, 2016		5,966	128,455	118,363	(30,206)	(14,543)	208,035
Net income				25,014			25,014
Cash dividends				(10,675)			(10,675)
Stock dividend		558	75,108	(75,674)			(8)
Issuance of common shares pursuant to stock-based compensation plan, net	[1]		(821)		273		(548)
Exercise of SARs			(451)		142		(309)
Stock-based compensation expense			2,340				2,340
Purchase of common shares	[1]				(2,270)		(2,270)
Other comprehensive loss						3,509	3,509
Other comprehensive income
reclassification for ASU 2018-02				2,286		(2,286)
Balance at Dec. 31, 2017		$ 6,524	$ 204,631	$ 59,314	$ (32,061)	$ (13,320)	$ 225,088

[1] (1) Share and per share figures adjusted for the 10% stock dividend that occurred on December 15, 2017

XML

CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Statement of Stockholders' Equity [Abstract]
Cash dividends, per share	$ .87	$ .81	$ 0.77
Stock Issued During Period, Shares, Purchase of Assets	41,846	205,835	238,053
Stock issued pursuant to stock-based compensation	24,482	39,816	47,065

XML

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2017

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 1
Summary of Significant Accounting Policies

Summary of Operations Cass Information Systems, Inc. (the “Company”) provides payment and information services, which include processing and payment of transportation, energy, telecommunications and environmental invoices. These services include the acquisition and management of data, information delivery and financial exchange. The consolidated balance sheet captions, “Accounts and drafts payable” and “Payments in excess of funding,” represent the Company’s resulting financial position related to the payment services that are performed for customers. The Company also provides a full range of banking services to individual, corporate and institutional customers through Cass Commercial Bank (the “Bank”), its wholly owned bank subsidiary.

Basis of Presentation The accounting and reporting policies of the Company and its subsidiaries conform to U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries after elimination of intercompany transactions. Certain amounts in the 2016 and 2015 consolidated financial statements have been reclassified to conform to the 2017 presentation. Such reclassifications have no effect on previously reported net income or shareholders’ equity. The Company issued a 10% stock dividend on December 15, 2017. The share and per share information have been restated unless indicated otherwise for all periods presented in the accompanying consolidated financial statements.

Use of Estimates In preparing the consolidated financial statements, Company management is required to make estimates and assumptions which significantly affect the reported amounts in the consolidated financial statements.

Cash and Cash Equivalents For purposes of the consolidated statements of cash flows, the Company considers cash and due from banks, interest-bearing deposits in other financial institutions, federal funds sold and other short-term investments as segregated in the accompanying consolidated balance sheets to be cash equivalents.

Investment in Debt Securities The Company classifies its debt marketable securities as available-for-sale. Securities classified as available-for-sale are carried at fair value. Unrealized gains and losses, net of the related tax effect, are excluded from earnings and reported in accumulated other comprehensive income, a component of shareholders’ equity. A decline in the fair value of any available-for-sale security below cost that is deemed other than temporary results in a charge to earnings and the establishment of a new cost basis for the security. To determine whether impairment is other than temporary, the Company considers guidance provided in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 320 - Investments – Debt and Equity Securities. When determining whether a debt security is other-than-temporarily impaired, the Company assesses whether it has the intent to sell the security and whether it is more likely than not that the Company will be required to sell prior to recovery of the amortized cost basis. Evidence considered in this assessment includes the reasons for impairment, the severity and duration of the impairment, changes in value subsequent to year-end and forecasted performance of the investee. Premiums and discounts are amortized or accreted to interest income over the estimated lives of the securities using the level-yield method. Interest income is recognized when earned. Gains and losses are calculated using the specific identification method.

Allowance for Loan Losses (“ALLL”) The ALLL is increased by provisions charged to expense and is available to absorb charge-offs, net of recoveries. Management utilizes a systematic, documented approach in determining the appropriate level of the ALLL. Management’s approach provides for estimated credit losses on individually evaluated loans in accordance with FASB ASC 310 - Allowance for Credit Losses (“ASC 310”). These estimates are based upon a number of factors, such as payment history, financial condition of the borrower, expected future cash flows and discounted collateral exposure.

Estimated credit losses inherent in the remainder of the portfolio are estimated in accordance with FASB ASC 450 -Contingencies. These loans are segmented into groups based on similar risk characteristics. Historical loss rates for each risk group, which are updated quarterly, are generally quantified using all recorded loan charge-offs and recoveries over a prescribed look-back period. These historical loss rates for each risk group are used as the starting point to determine the level of the allowance. The Company’s methodology incorporates an estimated loss emergence period for each risk group. The loss emergence period is the period of time from when a borrower experiences a loss event and when the actual loss is recognized in the financial statements, generally at the time of initial charge-off of the loan balance. The Company’s methodology also includes qualitative risk factors that allow management to adjust its estimates of losses based on the most recent information available and to address other limitations in the quantitative component that is based on historical loss rates. Such risk factors are generally reviewed and updated quarterly, as appropriate, and are adjusted to reflect changes in national and local economic conditions and developments, the volume and severity of delinquent and internally classified loans, loan concentrations, assessment of trends in collateral values, assessment of changes in borrowers’ financial stability, and changes in lending policies and procedures, including underwriting standards and collections, charge-off and recovery practices.

Management believes the ALLL is adequate to absorb probable losses in the loan portfolio. Additionally, various regulatory agencies, as an integral part of their examination process, periodically review the Company’s ALLL. Such agencies may require the Company to increase the ALLL based on their judgments and interpretations about information available to them at the time of their examinations.

Premises and Equipment Premises and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed over the estimated useful lives of the assets, or the respective lease terms for leasehold improvements, using straight-line and accelerated methods. Estimated useful lives do not exceed 40 years for buildings, the lesser of 10 years or the life of the lease for leasehold improvements and range from 3 to 7 years for software, equipment, furniture and fixtures. Maintenance and repairs are charged to expense as incurred.

Intangible Assets Cost in excess of fair value of net assets acquired has resulted from business acquisitions. Goodwill and intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually. Intangible assets with definite useful lives are amortized on a straight-line basis over their respective estimated useful lives.

Periodically, the Company reviews intangible assets for events or changes in circumstances that may indicate that the carrying amount of the assets may not be recoverable. Based on those reviews, adjustments of recorded amounts have not been required.

Non-marketable Equity Investments The Company accounts for non-marketable equity investments, in which it holds less than a 20% ownership, under the cost method. Under the cost method of accounting, investments are carried at cost and are adjusted only for other than temporary declines in fair value, distributions of earnings and additional investments. The Company periodically evaluates whether any declines in fair value of its investments are other than temporary. In performing this evaluation, the Company considers various factors including any decline in market price, where available, the investee's financial condition, results of operations, operating trends and other financial ratios. Non-marketable equity investments are included in other assets on the consolidated balance sheets.

Foreclosed Assets Real estate acquired as a result of foreclosure is initially recorded at fair value less estimated selling costs. Fair value is generally determined through the receipt of appraisals. Any write down to fair value at the time the property is acquired is recorded as a charge-off to the allowance for loan losses. Any decline in the fair value of the property subsequent to acquisition is recorded as a charge to non-interest expense.

Treasury Stock Purchases of the Company’s common stock are recorded at cost. Upon reissuance, treasury stock is reduced based upon the average cost basis of shares held.

Comprehensive Income Comprehensive income consists of net income, changes in net unrealized gains (losses) on available-for-sale securities and pension liability adjustments and is presented in the accompanying consolidated statements of shareholders' equity and consolidated statements of comprehensive income.

Loans Interest on loans is recognized based upon the principal amounts outstanding. It is the Company’s policy to discontinue the accrual of interest when there is reasonable doubt as to the collectability of principal or interest. Subsequent payments received on such loans are applied to principal if there is any doubt as to the collectability of such principal; otherwise, these receipts are recorded as interest income. The accrual of interest on a loan is resumed when the loan is current as to payment of both principal and interest and/or the borrower demonstrates the ability to pay and remain current. Loan origination and commitment fees on originated loans, net of certain direct loan origination costs, are deferred and amortized to interest income using the level-yield method over the estimated lives of the related loans.

Impairment of Loans A loan is considered impaired when it is probable that a creditor will be unable to collect all amounts due, both principal and interest, according to the contractual terms of the loan agreement. When measuring impairment, the expected future cash flows of an impaired loan are discounted at the loan's effective interest rate. Alternatively, impairment could be measured by reference to an observable market price, if one exists, or the fair value of the collateral for a collateral-dependent loan. Regardless of the historical measurement method used, the Company measures impairment based on the fair value of the collateral when the Company determines foreclosure is probable. Additionally, impairment of a restructured loan is measured by discounting the total expected future cash flows at the loan's effective rate of interest as stated in the original loan agreement. The Company uses its nonaccrual methods as discussed above for recognizing interest on impaired loans.

Information Services Revenue A majority of the Company’s revenues are attributable to fees for providing services. These services include transportation invoice rating, payment processing, auditing, and the generation of accounting and transportation information. The Company also processes, pays and generates management information from electric, gas, telecommunications, environmental, and other invoices. The specific payment and information processing services provided to each customer are developed individually to meet each customer’s specific requirements. The Company enters into service agreements with customers typically for fixed fees per transaction that are invoiced monthly. Revenues are recognized in the period services are rendered and earned under the service agreements, as long as collection is reasonably assured.

Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced if necessary, by a deferred tax asset valuation allowance. In the event that management determines it is more likely than not that it will not be able to realize all or part of net deferred tax assets in the future, the Company adjusts the recorded value of deferred tax assets, which would result in a direct charge to income tax expense in the period that such determination is made. Likewise, the Company will reverse the valuation allowance when realization of the deferred tax asset is expected. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

Earnings Per Share Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding. Diluted earnings per share is computed by dividing net income by the sum of the weighted average number of common shares outstanding and the weighted average number of potential common shares outstanding.

Stock-Based Compensation The Company follows FASB ASC 718 - Accounting for Stock Options and Other Stock-based Compensation (“ASC 718”), which requires that all stock-based compensation be recognized as an expense in the financial statements and that such cost be measured at the fair value of the award. FASB ASC 718 also requires that excess tax benefits related to stock option exercises and restricted stock awards be reflected as financing cash inflows instead of operating cash inflows.

Pension Plans The amounts recognized in the consolidated financial statements related to pension are determined from actuarial valuations. Inherent in these valuations are assumptions including expected return on plan assets, discount rates at which the liabilities could be settled at December 31, 2017, rate of increase in future compensation levels and mortality rates. These assumptions are updated annually and are disclosed in Note 10. The Company follows FASB ASC 715 - Compensation – Retirement Benefits (“ASC 715”), which requires companies to recognize the overfunded or underfunded status of a defined benefit postretirement plan as an asset or liability in its consolidated balance sheet and to recognize changes in that funded status in the year in which the changes occur through comprehensive income. The funded status is measured as the difference between the fair value of the plan assets and the projected benefit obligation as of the date of its fiscal year-end.

Fair Value Measurements The Company follows the provisions of FASB ASC 820 - Fair Value Measurements and Disclosures, which defines fair value, establishes a framework for measuring fair value in GAAP, and outlines disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an 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. A three-level hierarchy for valuation techniques is used to measure financial assets and financial liabilities at fair value. This hierarchy is based on whether the valuation inputs are observable or unobservable. Financial instrument valuations are considered Level 1 when they are based on quoted prices in active markets for identical assets or liabilities. Level 2 financial instrument valuations use 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. Financial instrument valuations are considered Level 3 when they are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable, and when determination of the fair value requires significant management judgment or estimation. The Company records securities available for sale at their fair values on a recurring basis using Level 2 valuations. Additionally, the Company records impaired loans and other real estate owned at their fair value on a nonrecurring basis. The nonrecurring fair value adjustments typically involve application of lower-of-cost-or-market accounting or impairment write-downs of individual assets.

Impact of New and Not Yet Adopted Accounting Pronouncements

In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09 – Revenue from Contracts with Customers. The ASU supersedes revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific revenue recognition guidance in the FASB Accounting Standards Codification (“ASC”). The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance identifies specific steps that entities should apply in order to achieve this principle. Under the ASU, the amendments are effective for interim and annual periods beginning January 1, 2018 and must be applied retrospectively. The Company’s revenue is comprised of net interest income on financial assets and liabilities, which is explicitly excluded from the scope, and non-interest income. The Company will use the modified retrospective transition approach and there will not be a significant impact on the Company’s consolidated financial statements or results of operations.

In January 2016, the FASB issued ASU No. 2016-01 – Financial Instruments – Overall (ASC Subtopic 825-10). The ASU requires an entity to: (i) measure equity investments at fair value through net income, with certain exceptions; (ii) present in OCI the changes in instrument-specific credit risk for financial liabilities measured using the fair value option; (iii) present financial assets and financial liabilities by measurement category and form of financial asset; (iv) calculate the fair value of financial instruments for disclosure purposes based on an exit price and; (v) assess a valuation allowance on deferred tax assets related to unrealized losses of AFS debt securities in combination with other deferred tax assets. The standard is effective for fiscal periods beginning January 1, 2018 and will not have a significant impact on the Company’s consolidated financial statements or results of operations.

In February 2016, the FASB issued ASU No. 2016-02 – Leases (ASC Topic 842). The ASU improves financial reporting about leasing transactions. The ASU affects all companies and other organizations that lease assets such as real estate, airplanes, and manufacturing equipment. Consistent with current generally accepted accounting principles (GAAP), the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP—which requires only capital leases to be recognized on the balance sheet—the new ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The ASU on leases will take effect for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. A third-party vendor solution has been selected to assist in the application of ASU 2016-02. The impact of the adoption of this ASU is currently being evaluated but is not expected to have a material impact on the Company’s consolidated financial statements or results of operations.

In June 2016, the FASB issued ASU No. 2016-13 - Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The ASU requires measurement and recognition of expected credit losses for financial assets held. Under this standard, it will be required to hold an allowance equal to the expected life-of-loan losses on the loan portfolio. The standard is effective for fiscal periods beginning after December 15, 2019. The impact of the adoption of this ASU is currently being evaluated.

In February 2018, the FASB issued ASU No. 2018-02 – Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The ASU provides for the reclassification of the effect of remeasuring deferred tax balances related to items within AOCI to retained earnings resulting from the TCJA. The Company early adopted, and as a result, reclassified $2,286,000 from AOCI to retained earnings.

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Capital Requirements and Regulatory Restrictions

12 Months Ended

Dec. 31, 2017

Regulatory Capital Requirements [Abstract]

Capital Requirements and Regulatory Restrictions

Note 2
Capital Requirements and Regulatory Restrictions

The Company and the Bank are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can result in certain mandatory, and possibly additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines, 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 Company’s and the Bank’s capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

Quantitative measures established by regulators to ensure capital adequacy require the Company and the Bank to maintain minimum amounts and ratios of total and Tier I capital and common equity Tier I capital to risk-weighted assets, and of Tier I capital to average assets. Management believes that as of December 31, 2017 and 2016, the Company and the Bank met all capital adequacy requirements to which they are subject.

Effective July 2, 2013, the Federal Reserve Board approved final rules known as the “Basel III Capital Rules” that substantially revised the risk-based capital and leverage capital requirements applicable to bank holding companies and depository institutions, including the Company and the Bank. The Basel III Capital Rules implement aspects of the Basel III capital framework agreed upon by the Basel Committee and incorporate changes required by the Dodd-Frank Wall Street Reform and Consumer Protection Act. Among other things, the Basel III Capital Rules establish stricter capital requirements and calculation standards, as well as more restrictive risk weightings for certain loans and facilities. The Basel III Capital Rules were effective for the Company and the Bank on January 1, 2015 (subject to a phase-in period).

The Bank is also subject to the regulatory framework for prompt corrective action. As of December 31, 2017, the most recent notification from the regulatory agencies categorized the Bank as well-capitalized. To be categorized as well-capitalized, the Bank must maintain minimum total risk-based, common equity Tier I risk-based, Tier I risk-based, and Tier I leverage ratios as set forth in the table below. There are no conditions or events since that notification that management believes have changed the Bank’s category.

Subsidiary dividends can be a significant source of funds for payment of dividends by the Company to its shareholders. At December 31, 2017, unappropriated retained earnings of $30,137,000 were available at the Bank for the declaration of dividends to the Company without prior approval from regulatory authorities. However, dividends paid by the Bank to the Company would be prohibited if the effect thereof would cause the Bank’s capital to be reduced below applicable minimum capital requirements.

There were no restricted funds on deposit used to meet regulatory reserve requirements at December 31, 2017 and 2016.

The Company’s and the Bank’s actual and required capital amounts and ratios are as follows:

					Capital				Requirement to be
	Actual				Requirements				Well-Capitalized
(In thousands)	Amount		Ratio		Amount		Ratio		Amount		Ratio
At December 31, 2017
Total capital (to risk-weighted assets)
Cass Information Systems, Inc.	$	234,389	22.53	%	$	83,233	8.00	%	$	N/A	N/A	%
Cass Commercial Bank		122,440	17.01			57,568	8.00			71,960	10.00
Common Equity Tier I Capital (to risk-weighted assets)
Cass Information Systems, Inc.		224,184	21.55			46,819	4.50			N/A	N/A
Cass Commercial Bank		114,603	15.93			32,382	4.50			46,774	6.50
Tier I capital (to risk-weighted assets)
Cass Information Systems, Inc.		224,184	21.55			62,425	6.00			N/A	N/A
Cass Commercial Bank		114,603	15.93			43,176	6.00			57,568	8.00
Tier I capital (to average assets)
Cass Information Systems, Inc.		224,184	13.87			64,649	4.00			N/A	N/A
Cass Commercial Bank		114,603	14.99			30,581	4.00			38,227	5.00
At December 31, 2016
Total capital (to risk-weighted assets)
Cass Information Systems, Inc.	$	219,747	22.75	%	$	77,272	8.00	%	$	N/A	N/A	%
Cass Commercial Bank		110,576	16.72			52,898	8.00			66,123	10.00
Common Equity Tier I Capital (to risk-weighted assets)
Cass Information Systems, Inc.		209,572	21.70			43,466	4.50			N/A	N/A
Cass Commercial Bank		102,769	15.54			29,755	4.50			42,980	6.50
Tier I capital (to risk-weighted assets)
Cass Information Systems, Inc.		209,572	21.70			57,954	6.00			N/A	N/A
Cass Commercial Bank		102,769	15.54			39,674	6.00			52,898	8.00
Tier I capital (to average assets)
Cass Information Systems, Inc.		209,572	13.83			60,620	4.00			N/A	N/A
Cass Commercial Bank		102,769	13.98			29,409	4.00			36,761	5.00

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Investment in Securities

12 Months Ended

Dec. 31, 2017

Investments, Debt and Equity Securities [Abstract]

Investment in Securities

Note 3
Investment in Securities

Investment securities available-for-sale are recorded at fair value on a recurring basis. The Company’s investment securities available-for-sale at December 31, 2017 and 2016 are measured at fair value using Level 2 valuations. The market evaluation utilizes several sources which include “observable inputs” rather than “significant unobservable inputs” and therefore falls into the Level 2 category. The table below presents the balances of securities available-for-sale measured at fair value on a recurring basis. The amortized cost, gross unrealized gains, gross unrealized losses and fair value of debt and equity securities are summarized as follows:

	December 31, 2017
			Gross		Gross
	Amortized		Unrealized		Unrealized
(In thousands)	Cost		Gains		Losses		Fair Value
State and political subdivisions	$	408,165	$	9,528	$	661	$	417,032
U.S. government agencies		46,222		—		722		45,500
Certificates of deposit		7,991		—		—		7,991
Total	$	462,378	$	9,528	$	1,383	$	470,523
	December 31, 2016
			Gross		Gross
	Amortized		Unrealized		Unrealized
(In thousands)	Cost		Gains		Losses		Fair Value
State and political subdivisions	$	368,223	$	5,239	$	3,328	$	370,134
U.S. government agencies		13,075		—		403		12,672
Certificates of deposit		7,746		—		—		7,746
Total	$	389,044	$	5,239	$	3,731	$	390,552

The fair values of securities with unrealized losses are as follows:

					December 31, 2017
	Less than 12 months				12 months or more				Total
	Estimated		Unrealized		Estimated		Unrealized		Estimated		Unrealized
(In thousands)	Fair Value		Losses		Fair Value		Losses		Fair value		Losses
State and political subdivisions	$	34,755	$	123	$	31,251	$	538	$	66,006	$	661
U.S. government agencies		34,183		376		11,317		346		45,500		722
Certificates of deposit		—		—		—		—		—		—
Total	$	68,938	$	499	$	42,568	$	884	$	111,506	$	1,383
					December 31, 2016
	Less than 12 months				12 months or more				Total
	Estimated		Unrealized		Estimated		Unrealized		Estimated		Unrealized
(In thousands)	Fair Value		Losses		Fair Value		Losses		Fair value		Losses
State and political subdivisions	$	140,384	$	3,328	$	—	$	—	$	140,384	$	3,328
U.S. government agencies		12,672		403		—		—		12,672		403
Certificates of deposit		—		—		—		—		—		—
Total	$	153,056	$	3,731	$	—	$	—	$	153,056	$	3,731

There were 64 securities, or 17% of the total (24 greater than 12 months), in an unrealized loss position as of December 31, 2017 compared to 108 securities (none greater than 12 months) in an unrealized loss position as of December 31, 2016. All unrealized losses are reviewed to determine whether the losses are other than temporary. Management believes that all unrealized losses are temporary since they are market driven, the Company does not have the intent to sell the security, and it is more likely than not that the Company will not be required to sell prior to recovery of the amortized basis.

The amortized cost and fair value of debt and equity securities by contractual maturity are shown in the following table. Expected maturities may differ from contractual maturities because borrowers have the right to prepay obligations with or without prepayment penalties.

	December 31, 2017
(In thousands)	Amortized Cost		Fair Value
Due in 1 year or less	$	22,492	$	22,638
Due after 1 year through 5 years		57,922		58,425
Due after 5 years through 10 years		256,396		263,961
Due after 10 years		125,568		125,499
No stated maturity		—		—
Total	$	462,378	$	470,523

The premium related to the purchase of state and political subdivisions was $7,147,000 and $5,749,000 in 2017 and 2016, respectively.

The amortized cost of debt securities pledged to secure public deposits, securities sold under agreements to repurchase and for other purposes at December 31, 2017 and 2016 was $3,750,000.

Proceeds from sales of debt securities classified as available-for-sale were $0 in 2017, $21,491,000 in 2016, and $99,347,000 in 2015. Gross realized gains on the sales in 2017, 2016 and 2015 were $0, $387,000, and $2,910,000, respectively. There were no gross realized losses on sales in 2017, 2016 or 2015.

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Loans

12 Months Ended

Dec. 31, 2017

Receivables [Abstract]

Loans

Note 4
Loans

The Company originates commercial, industrial and real estate loans to businesses and faith-based ministries throughout the metropolitan St. Louis, Missouri area, Orange County, California and other selected cities in the United States. The Company does not have any particular concentration of credit in any one economic sector; however, a substantial portion of the commercial and industrial loans is extended to privately-held commercial companies and franchises in these market areas, and are generally secured by the assets of the business. The Company also has a substantial portion of real estate loans secured by mortgages that are extended to faith-based ministries in its market area and selected cities in the United States.

A summary of loan categories is as follows:

	December 31,
(In thousands)	2017		2016
Commercial and industrial	$	236,394	$	214,767
Real estate
Commercial:
Mortgage		94,675		104,779
Construction		9,359		6,325
Church, church-related:
Mortgage		316,073		321,168
Construction		25,948		11,152
Industrial Revenue Bonds		3,374		6,639
Other		408		36
Total loans	$	686,231	$	664,866

The following table presents the aging of loans by loan categories at December 31, 2017:

	Performing						Nonperforming
							90 Days
			30-59		60-89		and		Non-		Total
(In thousands)	Current		Days		Days		Over		accrual		Loans
Commercial and industrial	$	236,394	$	—	$	—	$	—	$	—	$	236,394
Real estate
Commercial:
Mortgage		94,675		—		—		—		—		94,675
Construction		9,359		—		—		—		—		9,359
Church, church-related:
Mortgage		316,073		—		—		—		—		316,073
Construction		25,948		—		—		—		—		25,948
Industrial Revenue Bonds		3,374		—		—		—		—		3,374
Other		408		—		—		—		—		408
Total	$	686,231	$	—	$	—	$	—	$	—	$	686,231

The following table presents the aging of loans by loan categories at December 31, 2016:

	Performing						Nonperforming
							90 Days
			30-59		60-89		and		Non-		Total
(In thousands)	Current		Days		Days		Over		accrual		Loans
Commercial and industrial	$	214,767	$	—	$	—	$	—	$	—	$	214,767
Real estate
Commercial:
Mortgage		104,534		—		—		—		245		104,779
Construction		6,325		—		—		—		—		6,325
Church, church-related:
Mortgage		321,168		—		—		—		—		321,168
Construction		11,152		—		—		—		—		11,152
Industrial Revenue Bonds		6,639		—		—		—		—		6,639
Other		24		12		—		—		—		36
Total	$	664,609	$	12	$	—	$	—	$	245	$	664,866

The following table presents the credit exposure of the loan portfolio by internally assigned credit grade as of December 31, 2017:

	Loans		Performing		Nonperforming
	Subject to		Loans Subject to		Loans Subject
	Normal		Special		to Special
(In thousands)	Monitoring(1)		Monitoring(2)		Monitoring(2)		Total Loans
Commercial and industrial	$	234,271	$	2,123	$	—	$	236,394
Real estate
Commercial:
Mortgage		93,788		887		—		94,675
Construction		9,359		—		—		9,359
Church, church-related:
Mortgage		316,042		31		—		316,073
Construction		25,948		—		—		25,948
Industrial Revenue Bonds		3,374		—		—		3,374
Other		408		—		—		408
Total	$	683,190	$	3,041	$	—	$	686,231

(1)	Loans subject to normal monitoring involve borrowers of acceptable-to-strong credit quality and risk, who have the apparent ability to satisfy their loan obligation.
(2)	Loans subject to special monitoring possess some credit deficiency or potential weakness which requires a high level of management attention.

The following table presents the credit exposure of the loan portfolio by internally assigned credit grade as of December 31, 2016:

	Loans		Performing		Nonperforming
	Subject to		Loans Subject to		Loans Subject to
	Normal		Special		Special
(In thousands)	Monitoring(1)		Monitoring(2)		Monitoring(2)		Total Loans
Commercial and industrial	$	213,024	$	1,743	$	—	$	214,767
Real estate
Commercial:
Mortgage		103,778		756		245		104,779
Construction		6,325		—		—		6,325
Church, church-related:
Mortgage		318,030		3,138		—		321,168
Construction		11,152		—		—		11,152
Industrial Revenue Bonds		6,639		—		—		6,639
Other		36		—		—		36
Total	$	658,984	$	5,637	$	245	$	664,866

(1)	Loans subject to normal monitoring involve borrowers of acceptable-to-strong credit quality and risk, who have the apparent ability to satisfy their loan obligation.
(2)	Loans subject to special monitoring possess some credit deficiency or potential weakness which requires a high level of management attention.

Impaired loans consist primarily of nonaccrual loans, loans greater than 90 days past due and still accruing interest and troubled debt restructurings, both performing and non-performing. Troubled debt restructuring involves the granting of a concession to a borrower experiencing financial difficulty resulting in the modification of terms of the loan, such as changes in payment schedule or interest rate. There was no ALLL related to impaired loans at both December 31, 2017 and 2016. Nonaccrual loans were $0 and $245,000 at December 31, 2017 and 2016, respectively. There were no loans delinquent 90 days or more and still accruing interest at both December 31, 2017 and 2016. At December 31, 2017 and 2016, there were no loans classified as troubled debt restructuring. The average balances of impaired loans during 2017, 2016 and 2015 were $166,000, $333,000, and $3,188,000, respectively. Income that would have been recognized on non-accrual loans under the original terms of the contract was $24,000, $66,000 and $390,000 for 2017, 2016 and 2015, respectively. Income that was recognized on nonaccrual loans was $17,000, $47,000 and $34,000 for 2017, 2016 and 2015 respectively. There were no foreclosed assets as of December 31, 2017 or December 31, 2016.

There was no recorded investment or unpaid principal balance for impaired loans at December 31, 2017.

The following table presents the recorded investment and unpaid principal balance for impaired loans at December 31, 2016:

					Related
			Unpaid		Allowance
	Recorded		Principal		for Loan
(In thousands)	Investment		Balance		Losses
Commercial and industrial:
Nonaccrual	$	—	$	—	$	—
Real estate
Commercial – Mortgage:
Nonaccrual		245		245		—
Church – Mortgage:
Nonaccrual		—		—		—
Total impaired loans	$	245	$	245	$	—

The Company does not record loans at fair value on a recurring basis. Once a loan is identified as impaired, management measures impairment in accordance with FASB ASC 310. At December 31, 2017, there were no impaired loans. At December 31, 2016, all impaired loans were evaluated based on the fair value of the collateral. The fair value of the collateral is based upon an observable market price or current appraised value and therefore, the Company classifies these assets as nonrecurring Level 3.

A summary of the activity in the allowance for loan losses is as follows:

	December 31,		Charge-							December 31,
(In thousands)	2016		Offs		Recoveries		Provision			2017
Commercial and industrial	$	3,261	$	—	$	30	$	361		$	3,652
Real estate
Commercial:
Mortgage		1,662		—		—		(268	)		1,394
Construction		47		—		—		23			70
Church, church-related:
Mortgage		4,027		—		—		(65	)		3,962
Construction		85		—		—		111			196
Industrial Revenue Bond		101		—		—		(49	)		52
Other		992		—		—		(113	)		879
Total	$	10,175	$	—	$	30	$	—		$	10,205

As of December 31, 2017, there were no loans to affiliates of executive officers or directors.

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Premises and Equipment

12 Months Ended

Dec. 31, 2017

Property, Plant and Equipment [Abstract]

Premises and Equipment

Note 5
Premises and Equipment

A summary of premises and equipment is as follows:

	December 31,
(In thousands)	2017		2016
Land	$	873	$	873
Buildings		13,386		13,087
Leasehold improvements		2,120		2,098
Furniture, fixtures and equipment		14,801		13,248
Purchased software		4,819		4,704
Internally developed software		16,485		14,377
		52,484		48,387
Less accumulated depreciation		30,898		27,301
Total	$	21,586	$	21,086

Total depreciation charged to expense in 2017, 2016 and 2015 amounted to $3,627,000, $3,245,000 and $3,008,000, respectively.

The Company and its subsidiaries lease various premises and equipment under operating lease agreements which expire at various dates through 2023. Rental expense for 2017, 2016 and 2015 was $1,499,000, $1,397,000 and $1,387,000, respectively. The following is a schedule, by year, of future minimum rental payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2017:

(In thousands)	Amount
2018	$	1,518
2019		1,270
2020		1,245
2021		1,118
2022		1,086
2023		226
Total	$	6,463

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Acquired Intangible Assets

12 Months Ended

Dec. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Acquired Intangible Assets

Note 6
Acquired Intangible Assets

The Company accounts for intangible assets in accordance with FASB ASC 350 - Goodwill and Other Intangible Assets (“ASC 350”), which requires that intangibles with indefinite useful lives be tested annually for impairment and those with finite useful lives be amortized over their useful lives.

In March 2017, the Company completed an acquisition and recorded intangible assets of $1,405,000. Those intangibles were valued as $979,000 for goodwill, $355,000 for the customer list and $71,000 for non-compete agreements.

Details of the Company’s intangible assets are as follows:

	December 31, 2017					December 31, 2016
	Gross Carrying		Accumulated			Gross Carrying		Accumulated
(In thousands)	Amount		Amortization			Amount		Amortization
Assets eligible for amortization:
Customer lists	$	4,288	$	(2,702	)	$	3,933	$	(2,342	)
Patent		72		(12	)		72		(8	)
Non-compete agreements		332		(291	)		261		(261	)
Software		234		(234	)		234		(234	)
Other		500		(191	)		500		(158	)
Unamortized intangible assets:
Goodwill (1)		12,796		(227	)		11,817		(227	)
Total intangible assets	$	18,222	$	(3,657	)	$	16,817	$	(3,230	)

⁽¹⁾ Amortization through December 31, 2001 prior to adoption of FASB ASC 350.

The customer lists are amortized over seven and ten years; the patents over 18 years, the non-compete agreements over two and five years, software over three years and other intangible assets over 15 years. Amortization of intangible assets amounted to $427,000, $408,000 and $408,000 for the years ended December 31, 2017, 2016 and 2015, respectively. Estimated future amortization of intangibles is $442,000 in 2018, $412,000 2019, $406,000 in both 2020 and 2021 and $88,000 in 2022.

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Interest-Bearing Deposits

12 Months Ended

Dec. 31, 2017

Interest-Bearing Deposits [Abstract]

Interest-Bearing Deposits

Note 7
Interest-Bearing Deposits

Interest-bearing deposits consist of the following:

	December 31,
(In thousands)	2017			2016
Interest-bearing demand deposits	$	332,881		$	322,091
Savings deposits		11,168			29,430
Time deposits:
Less than $100		2,658			3,523
$100 to less than $250		33,385			37,179
$250 or more		16,455			15,082
Total	$	396,547		$	407,305
Weighted average interest rate		.56	%		.48	%

Interest on deposits consists of the following:

	December 31,
(In thousands)	2017		2016		2015
Interest-bearing demand deposits	$	1,611	$	1,387	$	1,392
Savings deposits		79		100		65
Time deposits:
Less than $100		234		274		346
$100 to less than $250		114		191		119
$250 or more		149		77		189
Total	$	2,187	$	2,029	$	2,111

The scheduled maturities of time deposits are summarized as follows:

	December 31,
	2017				2016
			Percent				Percent
(In thousands)	Amount		of Total		Amount		of Total
Due within:
One year	$	48,370	92.1	%	$	48,740	87.4	%
Two years		281	0.5			4,752	8.5
Three years		2,383	4.5			155	0.3
Four years		25	0.1			2,072	3.7
Five years		1,439	2.8			65	0.1
Total	$	52,498	100.0	%	$	55,784	100.0	%

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Unused Available Lines of Credit

12 Months Ended

Dec. 31, 2017

Debt Disclosure [Abstract]

Unused Available Lines of Credit

Note 8
Unused Available Lines of Credit

As of December 31, 2017, the Bank had unsecured lines of credit at correspondent banks to purchase federal funds up to a maximum of $68,000,000 at the following banks: US Bank, $20,000,000; Wells Fargo Bank, $15,000,000; PNC Bank, $12,000,000; Frost National Bank, $10,000,000; JPM Chase Bank, $6,000,000; and UMB Bank $5,000,000. As of December 31, 2017, the Bank had secured lines of credit with the Federal Home Loan Bank (“FHLB”) of $204,789,000 collateralized by commercial mortgage loans. At December 31, 2017, the Company had a line of credit from UMB Bank of $50,000,000 and First Tennessee Bank of $50,000,000 collateralized by state and political subdivision securities. There were no amounts outstanding under any of the lines of credit discussed above at December 31, 2017 or 2016.

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Common Stock and Earnings per Share

12 Months Ended

Dec. 31, 2017

Earnings Per Share [Abstract]

Common Stock and Earnings per Share

Note 9
Common Stock and Earnings per Share

The table below shows activity in the outstanding shares of the Company’s common stock during 2017.

	2017
Shares outstanding at January 1	11,188,466
10% stock dividend issued December 15, 2017	1,116,711
Issuance of common stock:
Employee restricted stock grants	3,825
Employee SARs exercised	7,547
Directors’ compensation	8,389
Shares repurchased	(38,042	)
Shares outstanding at December 31	12,286,896

Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding. Diluted earnings per share is computed by dividing net income by the sum of the weighted average number of common shares outstanding and the weighted average number of potential common shares outstanding. Under the treasury stock method, stock appreciation rights (“SARs”) are dilutive when the average market price of the Company’s common stock, combined with the effect of any unamortized compensation expense, exceeds the SAR price during a period. Anti-dilutive shares are those SARs with prices in excess of the current market value.

The calculations of basic and diluted earnings per share are as follows:

	December 31,
(In thousands except share and per share data)	2017		2016		2015
Basic:
Net income	$	25,014	$	24,348	$	23,056
Weighted average common shares outstanding		12,250,465		12,265,434		12,494,466
Basic earnings per share	$	2.04	$	1.99	$	1.85
Diluted:
Net income	$	25,014	$	24,348	$	23,056
Weighted average common shares outstanding		12,250,465		12,265,434		12,494,466
Effect of dilutive restricted stock, PBRS and SARs		179,445		172,386		175,784
Weighted average common shares outstanding assuming dilution		12,429,910		12,437,820		12,670,250
Diluted earnings per share	$	2.01	$	1.96	$	1.82

All share and per share data have been restated to give effect to the 10% stock dividend issued on December 15, 2017.

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Employee Benefit Plans

12 Months Ended

Dec. 31, 2017

Retirement Benefits [Abstract]

Employee Benefit Plans

Note 10
Employee Benefit Plans

Defined Benefit Plan
The Company has a noncontributory defined-benefit pension plan (the “Plan”), which covers most of its employees. Effective December 31, 2016, the Plan was closed to all new participants. The Company accrues and makes contributions designed to fund normal service costs on a current basis using the projected unit credit with service proration method to amortize prior service costs arising from improvements in pension benefits and qualifying service prior to the establishment of the Plan over a period of approximately 30 years.

A summary of the activity in the Plan’s projected benefit obligation, assets, funded status and amounts recognized in the Company’s consolidated balance sheets is as follows:

(In thousands)	2017			2016
Projected benefit obligation:
Balance, January 1	$	85,551		$	78,369
Service cost		3,733			3,559
Interest cost		3,621			3,505
Actuarial (gain) loss		7,916			2,003
Benefits paid		(2,031	)		(1,885	)
Balance, December 31	$	98,790		$	85,551
Plan assets:
Fair value, January 1	$	73,168		$	71,174
Actual return		10,290			3,879
Employer contribution		—			—
Benefits paid		(2,031	)		(1,885	)
Fair value, December 31	$	81,427		$	73,168
Funded status:
Accrued pension liability	$	(17,363	)	$	(12,383	)

The following represent the major assumptions used to determine the projected benefit obligation of the Plan. For 2017, 2016 and 2015, the Plan’s expected benefit cash flows were discounted using the Citibank Above Median Curve. For 2017, the RP-2014 Mortality Table and the MP-2017 Mortality Improvement Table were used. For 2016, the RP-2014 Mortality Table and MP-2016 Mortality Improvement Table were used. For 2015, the RP-2014 Mortality Table and MP-2015 Mortality Improvement Table were used.

	2017		2016		2015
Weighted average discount rate	3.75	%	4.25	%	4.50	%
Rate of increase in compensation levels	(a)		(a)		(a)

(a) 6.0% graded down to 3.25% over the first seven years of service

The accumulated benefit obligation was $85,236,000 and $74,425,000 as of December 31, 2017 and 2016, respectively. The Company does not expect to make a contribution to the Plan in 2018. The following pension benefit payments, which reflect expected future service, as appropriate, are expected to be paid by the Plan:

	Amount
2018	$	2,679,000
2019		2,823,000
2020		3,045,000
2021		3,300,000
2022		3,693,000
2023-2027		23,682,000

The Plan’s pension cost included the following components:

	For the Year Ended
	December 31,
(In thousands)	2017			2016			2015
Service cost – benefits earned during the year	$	3,733		$	3,559		$	3,796
Interest cost on projected benefit obligations		3,621			3,505			3,178
Expected return on plan assets		(4,681	)		(4,734	)		(4,864	)
Net amortization and deferral		1,382			1,259			1,542
Net periodic pension cost	$	4,055		$	3,589		$	3,652

The following represent the major assumptions used to determine the net pension cost of the Plan:

	2017		2016		2015
Weighted average discount rate	4.25	%	4.50	%	4.00	%
Rate of increase in compensation levels	(a)		(a)		(a)
Expected long-term rate of return on assets	6.50	%	6.75	%	6.75	%

(a) 6.0% graded down to 3.25% over the first seven years of service

For 2017, the RP-2014 Mortality Table and the MP-2016 Mortality Improvement Table were used. For 2016, the RP-2014 Mortality Table and the MP-2015 Mortality Improvement Table were used. For 2015, the RP-2014 Mortality Tables and the MP-2014 Mortality Improvement scale were used.

The investment objective for the Plan is to maximize total return with a tolerance for average risk. Asset allocation is a balance between fixed income and equity investments, with a target allocation of approximately 45% fixed income, 25% U.S. equity and 30% non-U.S. equity. Due to volatility in the market, this target allocation is not always desirable and asset allocations can fluctuate between acceptable ranges. The fixed income component is invested in pooled investment grade securities. The equity components are invested in pooled large cap, small/mid cap and non-U.S. stocks. The expected one-year nominal returns and annual standard deviations are shown by asset class below:

			One-Year Nominal		Annual Standard
Asset Class	% of Total Portfolio		Return		Deviation
Core Fixed Income	51	%	4.55	%	4.55	%
Large Cap U.S. Equities	14	%	7.00	%	15.85	%
Small Cap U.S. Equities	5	%	8.10	%	19.70	%
International (Developed)	25	%	7.99	%	17.93	%
International (Emerging)	5	%	10.56	%	27.35	%

Applying appropriate correlation factors between each of the asset classes the long-term rate of return on assets is estimated to be 6.50%.

A summary of the fair value measurements by type of asset is as follows:

	Fair Value Measurements as of December 31,
	2017						2016
			Quoted Prices						Quoted Prices
			in Active						in Active
			Markets for		Significant				Markets for		Significant
			Identical		Observable				Identical		Observable
			Assets		Inputs				Assets		Inputs
(In thousands)	Total		(Level 1)		(Level 2)		Total		(Level 1)		(Level 2)
Cash	$	374	$	374	$	—	$	340	$	340	$	—
Equity securities
U.S. Large Cap Growth		—		—		—		13,306		—		13,306
U.S. Small/Mid Cap Growth		4,111		—		4,111		5,655		—		5,655
Non-U. S. Core		21,065		—		21,065		10,588		—		10,588
U.S. Large Cap Passive		11,717		—		11,717		7,364		—		7,364
Emerging Markets		4,052		—		4,052		652		—		652
Fixed Income
U.S. Core		11,284		—		11,284		24,438		—		24,438
U.S. Passive		24,345		—		24,345		9,571		—		9,571
Opportunistic		4,479				4,479		1,254				1,254
Total	$	81,427	$	374	$	81,053	$	73,168	$	340	$	72,828

Supplemental Executive Retirement Plan
The Company also has an unfunded supplemental executive retirement plan (“SERP”) which covers key executives of the Company whose benefits are limited by the Internal Revenue Service under the Company’s qualified retirement plan. The SERP is a noncontributory plan in which the Company’s subsidiaries make accruals designed to fund normal service costs on a current basis using the same method and criteria as the Plan.

A summary of the activity in the SERP’s projected benefit obligation, funded status and amounts recognized in the Company’s consolidated balance sheets is as follows:

	December 31,
(In thousands)	2017			2016
Benefit obligation:
Balance, January 1	$	9,132		$	8,748
Service cost		143			133
Interest cost		360			367
Benefits paid		(247	)		(247	)
Actuarial (gain) loss		706			131
Balance, December 31	$	10,094		$	9,132

The following represent the major assumptions used to determine the projected benefit obligation of the SERP. For 2017, 2016 and 2015, the SERP’s expected benefit cash flows were discounted using the Citigroup Above Median Curve.

	2017		2016		2015
Weighted average discount rate	3.50	%	4.00	%	4.25	%
Rate of increase in compensation levels	(a)		(a)		(a)

(a) 6.00% graded down to 3.25% over the first seven years of service.

The accumulated benefit obligation was $8,734,000 and $7,904,000 as of December 31, 2017 and 2016, respectively. Since this is an unfunded plan, there are no plan assets. Benefits paid were $247,000 in both 2017 and 2016 and $243,000 in 2015.

Expected future benefits payable by the Company over the next ten years are as follows:

	Amount
2018	$	314,000
2019		313,000
2020		311,000
2021		367,000
2022		711,000
2023-2027		3,813,000

The SERP’s pension cost included the following components:

	For the Year Ended December 31,
(In thousands)	2017		2016		2015
Service cost – benefits earned during the year	$	143	$	133	$	140
Interest cost on projected benefit obligations		360		367		348
Net amortization and deferral		324		295		654
Net periodic pension cost	$	827	$	795	$	1,142

The pretax amounts in accumulated other comprehensive loss as of December 31 were as follows:

	The Plan				SERP
(In thousands)	2017		2016		2017		2016
Prior service cost	$	—	$	—	$	—	$	—
Net actuarial loss		23,160		22,237		2,388		2,005
Total	$	23,160	$	22,237	$	2,388	$	2,005

The estimated pretax prior service cost and net actuarial loss in accumulated other comprehensive loss at December 31, 2017 expected to be recognized as components of net periodic benefit cost in 2018 for the Plan are $0 and $1,409,000, respectively. The estimated pretax prior service cost and net actuarial loss in accumulated other comprehensive loss at December 31, 2017 expected to be recognized as components of net periodic benefit cost in 2018 for the SERP are $0 and $582,000, respectively.

The Company also maintains a noncontributory profit sharing program, which covers most of its employees. Employer contributions are calculated based upon formulas which relate to current operating results and other factors. Profit sharing expense recognized in the consolidated statements of income in 2017, 2016 and 2015 was $5,799,000, $5,367,000, and $5,211,000, respectively.

The Company also sponsors a defined contribution 401(k) plan to provide additional retirement benefits to substantially all employees. Contributions under the 401(k) plan for 2017, 2016 and 2015 were $925,000, $658,000, and $623,000, respectively.

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Stock-based Compensation

12 Months Ended

Dec. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Stock-based Compensation

Note 11
Stock-based Compensation

The Amended and Restated Omnibus Stock and Performance Compensation Plan (the “Omnibus Plan”) provides incentive opportunities for key employees and non-employee directors and to align the personal financial interests of such individuals with those of the Company’s shareholders. The Omnibus Plan permits the issuance of up to 1,500,000 shares of the Company’s common stock in the form of stock options, SARs, restricted stock, restricted stock units and performance awards.

All share and per share data have been restated to give effect to the 10% stock dividend issued on December 15, 2017.

Restricted Stock
Restricted shares granted prior to April 16, 2013 are amortized to expense over the three-year vesting period. Beginning on April 16, 2013, restricted shares granted to Company employees are amortized to expense over the three-year annual vesting period whereas restricted shares granted to members of the Board of Directors are amortized to expense over a one-year service period, with the exception of those shares granted in lieu of cash payment for retainer fees which are expensed in the period earned. Beginning on February 2, 2017, restricted shares granted to Company employees are amortized to expense over the three-year cliff vesting period.

Changes in restricted shares outstanding for the year ended December 31, 2017 were as follows:

			Weighted Average
			Grant Date
	Shares		Fair Value
Balance at December 31, 2016	81,269		$	46.39
Granted	26,064		$	59.46
Vested	(29,167	)	$	47.58
Forfeited	—			—
Balance at December 31, 2017	78,166		$	50.30

During 2016 and 2015, 39,816 and 47,065 shares, respectively, were granted with weighted average per share market values at date of grant of $45.75 in 2016 and $46.40 in 2015. The fair value of such shares, are based on the market price on the date of grant. Amortization of the restricted stock bonus awards totaled $1,743,000 for 2017, $1,712,000 for 2016 and $1,514,000 for 2015. As of December 31, 2017, the total unrecognized compensation expense related to non-vested restricted stock awards was $1,345,000 and the related weighted average period over which it is expected to be recognized is approximately 0.63 years. The total fair value of shares vested during the years ended December 2017, 2016, and 2015 was $1,550,000, $1,500,000, and $1,089,000, respectively.

Performance-Based Restricted Stock
In February 2017, the Company granted three-year performance-based restricted stock (“PBRS”) awards which are contingent upon the achievement of pre-established financial goals over the period from January 1, 2017 through December 31, 2019. The PBRS awards cliff vest on the three-year anniversary of their grant date at levels ranging from 0% to 150% of the target opportunity based on the actual achievement of financial goals for the three-year performance period. The target number of PBRS shares granted was 25,342 with a grant date fair value of $59.20 per share. The 2017 expense related to this grant totaled $579,000 and is based on the grant date fair value and the anticipated achievement of approximately 124% of the target financial goals. The estimated expense for 2018 and each future period through the vesting date is subject to prospective adjustment based upon changes in the expected achievement of the financial goals.

SARs
There were no SARs granted during the year ended December 31, 2017.

During 2017, the Company recognized SARs expense of $18,000. As of December 31, 2017, there was no unrecognized compensation expense related to SARs.

Changes in SARs outstanding for the year ended December 31, 2017 were as follows:

	SARs		Weighted Average Exercise Price
Balance at December 31, 2016	261,206		$	34.75
Exercised	(26,970	)		33.09
Forfeited	—			—
Balance at December 31, 2017	234,236			34.97
Exercisable at December 31, 2017	234,236		$	34.97

The total intrinsic value of SARs exercised during 2017 and 2016 was $892,000 and $2,162,000, respectively. The average remaining contractual term for SARs outstanding as of December 31, 2017 was 5.03 years, and the aggregate intrinsic value was $7,291,000. The average remaining contractual term for SARs exercisable as of December 31, 2016 was 5.22 years, and the aggregate intrinsic value was $8,395,000.

The total compensation cost for share-based payment arrangements was $2,340,000, $1,959,000, and $2,059,000 in 2017, 2016, and 2015, respectively.

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Other Operating Expense

12 Months Ended

Dec. 31, 2017

Other Income and Expenses [Abstract]

Other Operating Expense

Note 12
Other Operating Expense

Details of other operating expense are as follows:

	For the Years Ended December 31,
(In thousands)	2017		2016		2015
Postage and supplies	$	2,087	$	1,925	$	1,954
Promotional expense		2,557		2,187		2,268
Professional fees		1,650		1,930		1,690
Outside service fees		4,424		3,316		2,848
Data processing services		897		372		357
Telecommunications		749		1,000		1,068
Other		1,722		1,913		1,185
Total other operating expense	$	14,086	$	12,643	$	11,370

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Income Taxes

12 Months Ended

Dec. 31, 2017

Income Tax Disclosure [Abstract]

Income Taxes

Note 13
Income Taxes

The components of income tax expense (benefit) are as follows:

	For the Years Ended December 31,
(In thousands)	2017			2016		2015
Current:
Federal	$	4,250		$	6,456	$	6,825
State		1,638			941		1,290
Deferred:
Federal		4,256			301		(84	)
State		(259	)		18		(53	)
Total income tax expense	$	9,885		$	7,716	$	7,978

A reconciliation of expected income tax expense (benefit), computed by applying the effective federal statutory rate of 35% for each of 2017, 2016 and 2015 to income before income tax expense is as follows:

	For the Years Ended December 31,
(In thousands)	2017			2016			2015
Expected income tax expense	$	12,214		$	11,223		$	10,862
(Reductions) increases resulting from:
Tax-exempt income		(3,868	)		(3,754	)		(3,704	)
State taxes, net of federal benefit		896			623			804
Share-based compensation adjustment		(376	)		—			—
Adjustment of deferred tax asset or liability for TCJA		1,824			—			—
Other, net		(805	)		(376	)		16
Total income tax expense	$	9,885		$	7,716		$	7,978

On December 22, 2017, the TCJA was enacted. Among other things, the new law (i) establishes a new, flat corporate federal statutory income tax rate of 21%; (ii) eliminates the corporate alternative minimum tax and allows the use of any such carryforwards to offset regular tax liability for any taxable year; (iii) limits the deduction for net interest expense incurred by U.S. corporations; (iv) allows businesses to immediately expense, for tax purposes, the cost of new investments in certain qualified depreciable assets; (v) eliminates or reduces certain deductions related to meals and entertainment expenses; (vi) modifies the limitation on excessive employee remuneration to eliminate the exception for performance-based compensation and clarifies the definition of a covered employee; and (vii) limits the deductibility of deposit insurance premiums. The TCJA also significantly changes U.S. tax law related to foreign operations, though, such changes do not currently impact the Company on a significant level.

Also on December 22, 2017, the SEC issued Staff Accounting Bulletin No. 118 (SAB 118), which provides guidance on accounting for tax effects of the TCJA. SAB 118 provides a measurement period of up to one year from the enactment date to complete the accounting. Based on the information available and current interpretation of the rules, the Company has made provisional estimates of the impact of the reduction in the corporate tax rate and remeasurement of certain deferred tax assets and liabilities based on the rate at which they are expected to reverse in the future. The final analysis and measurement will be completed during 2018 when the Company files the 2017 U.S. federal income tax return.

Income tax expense in 2017 totaled $9,885,000 compared to $7,716,000 and $7,978,000 in 2016 and 2015, respectively. When measured as a percent of pre-tax income, the Company’s effective tax rate was 28% in 2017, 24% in 2016, and 26% in 2015. The increase in 2017 tax expense was primarily the result of a one-time, non-cash charge of $1,824,000 triggered by the passage of the TCJA on December 22, 2017. The charge consists of the following:

● The deferred tax inventory was revalued at the new rate of 21% and resulted in a net credit of $462,000.

● AOCI related to pension and unrealized gains/losses on securities available for sale was revalued at the new rate of 21% and resulted in a net charge of $2,286,000.

The Company’s effective tax rate for 2017 including and excluding the one-time TCJA charge was 28% and 25%, respectively. As a result of the lower TCJA rates, the effective rate for 2018 is anticipated to decrease by approximately 25% vs. the 2017 rate excluding the TCJA charge. The Company’s effective tax rate has traditionally been lower than the statutory rate because of investments and loans that are tax exempt.

The tax effects of temporary differences which give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below:

	December 31,
(In thousands)	2017			2016
Deferred tax assets:
Allowance for loan losses	$	2,413		$	3,718
ASC 715 pension funding liability		6,080			8,969
Net operating loss carryforward (1)		76			169
Supplemental executive retirement plan accrual		1,833			2,604
Stock compensation		1,307			1,695
Other		118			177
Total deferred tax assets	$	11,827		$	17,332
Deferred tax liabilities:
Premises and equipment		(2,248	)		(2,731	)
Pension		(1,379	)		(3,601	)
Intangible/assets		(1,091	)		(1,402	)
Unrealized gain on investment in securities available-for-sale		(1,938	)		(560	)
Deferred income		(2,121	)		—
Total deferred tax liabilities	$	(8,777	)	$	(8,294	)
Net deferred tax assets	$	3,050		$	9,038

⁽¹⁾ As of December 31, 2017, the Company had approximately $361,000 of net operating loss carry forwards as a result of the acquisition of Franklin Bancorp. The utilization of the net operating loss carry forward is subject to Section 382 of the Internal Revenue Code and limits the Company’s use to approximately $122,000 per year during the carry forward period, which expires in 2020.

A valuation allowance would be provided on deferred tax assets when it is more likely than not that some portion of the assets will not be realized. The Company has not established a valuation allowance at December 31, 2017 or 2016, due to management’s belief that all criteria for recognition have been met, including the expectation of projected future taxable income sufficient to support the realization of deferred tax assets.

The reconciliation of the beginning unrecognized tax benefits balance to the ending balance is presented in the following table:

(In thousands)	2017			2016			2015
Balance at January 1	$	1,623		$	1,194		$	1,117
Changes in unrecognized tax benefits as a result of tax positions taken during a prior year		(15	)		407			10
Changes in unrecognized tax benefits as a result of tax position taken during the current year		263			311			277
Decreases in unrecognized tax benefits relating to settlements with taxing authorities		—			—			—
Reductions to unrecognized tax benefits as a result of a lapse of the applicable statute of limitations		(239	)		(289	)		(210	)
Balance at December 31	$	1,632		$	1,623		$	1,194

At December 31, 2017, 2016 and 2015, the balance of the Company’s unrecognized tax benefits which would, if recognized, affect the Company’s effective tax rate was $1,464,000, $1,225,000 and $861,000, respectively. These amounts are net of the offsetting benefits from other taxing jurisdictions.

As of December 31, 2017, 2016 and 2015, the Company had $139,000, $108,000 and $54,000, respectively, in accrued interest related to unrecognized tax benefits. During 2017 and 2016, the Company recorded a net increase in accrued interest of $31,000 and $54,000, respectively.

The Company believes it is reasonably possible that the total amount of tax benefits will decrease by approximately $299,000 over the next 12 months. The reduction primarily relates to the anticipated lapse in the statute of limitations. The unrecognized tax benefits relate primarily to apportionment of taxable income among various state tax jurisdictions.

The Company is subject to income tax in the U.S. federal jurisdiction, numerous state jurisdictions, and a foreign jurisdiction. The Company’s federal income tax returns for tax years 2014 through 2016 remain subject to examination by the Internal Revenue Service. In addition, the Company is subject to state tax examinations for the tax years 2013 through 2016.

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Contingencies

12 Months Ended

Dec. 31, 2017

Commitments and Contingencies Disclosure [Abstract]

Contingencies

Note 14
Contingencies

The Company and its subsidiaries are not involved in any pending proceedings other than ordinary routine litigation incidental to their businesses. Management believes none of these proceedings, if determined adversely, would have a material effect on the business or financial condition of the Company or its subsidiaries.

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Disclosures about Fair Value of Financial Instruments

12 Months Ended

Dec. 31, 2017

Fair Value Disclosures [Abstract]

Disclosures about Fair Value of Financial Instruments

Note 15
Disclosures about Fair Value of Financial Instruments

The Company is party to financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, commercial letters of credit and standby letters of credit. The Company’s maximum potential exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit, commercial letters of credit and standby letters of credit is represented by the contractual amounts of those instruments. At December 31, 2017 and 2016, no amounts have been accrued for any estimated losses for these instruments.

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commercial and standby letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. These off-balance sheet financial instruments generally have fixed expiration dates or other termination clauses and may require payment of a fee. The approximate remaining terms of commercial and standby letters of credit range from less than one to five years. Since these financial instruments may expire without being drawn upon, the total amounts do not necessarily represent future cash requirements. Commitments to extend credit and letters of credit are subject to the same underwriting standards as those financial instruments included on the consolidated balance sheets. The Company evaluates each customer’s credit-worthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary upon extension of the credit, is based on management’s credit evaluation of the borrower. Collateral held varies, but is generally accounts receivable, inventory, residential or income-producing commercial property or equipment. In the event of nonperformance, the Company may obtain and liquidate the collateral to recover amounts paid under its guarantees on these financial instruments.

The following table shows conditional commitments to extend credit, standby letters of credit and commercial letters:

	December 31,
(In thousands)	2017		2016
Conditional commitments to extend credit	$	87,013	$	45,497
Standby letters of credit		14,347		14,381
Commercial letters of credit		3,246		1,962

The fair value of commitments to extend credit and standby letters of credit is estimated using the fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreements, the likelihood of the counterparties drawing on such financial instruments and the present credit worthiness of such counterparties. The Company believes such commitments have been made at terms which are competitive in the markets in which it operates; however, no premium or discount is offered thereon.

Following is a summary of the carrying amounts and fair values of the Company’s financial instruments:

	December 31,
	2017				2016
	Carrying				Carrying
(In thousands)	Amount		Fair Value		Amount		Fair Value
Balance sheet assets:
Cash and cash equivalents	$	228,110	$	228,110	$	266,743	$	266,743
Investment in securities		470,523		470,523		390,552		390,552
Loans, net		676,026		675,020		654,691		652,028
Accrued interest receivable		7,413		7,413		6,543		6,543
Total	$	1,382,072	$	1,381,066	$	1,318,529	$	1,315,866
Balance sheet liabilities:
Deposits	$	678,088	$	678,346	$	621,961	$	622,173
Accounts and drafts payable		661,888		661,888		642,287		642,287
Accrued interest payable		55		55		46		46
Total	$	1,340,031	$	1,340,289	$	1,264,294	$	1,264,506

The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value:

Cash and Cash Equivalents The carrying amount approximates fair value.

Investment in Securities The fair value is measured on a recurring basis using Level 2 valuations. Refer to Note 3, “Investment in Securities,” for fair value and unrealized gains and losses by investment type.

Loans The fair value is estimated using present values of future cash flows discounted at risk-adjusted interest rates for each loan category designated by management and is therefore a Level 3 valuation. Management believes that the risk factor embedded in the interest rates along with the allowance for loan losses results in a fair valuation.

Impaired loans are valued using the fair value of the collateral which is based upon an observable market price or current appraised value and therefore, the fair value is a nonrecurring Level 3 valuation.

Accrued Interest Receivable The carrying amount approximates fair value.

Deposits The fair value of demand deposits, savings deposits and certain money market deposits is the amount payable on demand at the reporting date. The fair value of fixed-maturity certificates of deposit is estimated using the rates currently offered for deposits of similar remaining maturities and therefore, is a Level 2 valuation. The fair value estimates above do not include the benefit that results from the low-cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market or the benefit derived from the customer relationship inherent in existing deposits.

Accounts and Drafts Payable The carrying amount approximates fair value.

Accrued Interest The carrying amount approximates fair value.

Limitations Fair value estimates are based on existing on- and off-balance sheet financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. Other significant assets or liabilities that are not considered financial assets or liabilities include premises and equipment and the benefit that results from the low-cost funding provided by the deposit liabilities compared to the cost of borrowing funds in the market (core deposit intangible). In addition, tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in any of the estimates.

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Industry Segment Information

12 Months Ended

Dec. 31, 2017

Segment Reporting [Abstract]

Industry Segment Information

Note 16
Industry Segment Information

The services provided by the Company are classified into two reportable segments: Information Services and Banking Services. Each of these segments provides distinct services that are marketed through different channels. They are managed separately due to their unique service, processing and capital requirements. The Information Services segment provides transportation, energy, telecommunication, and environmental invoice processing and payment services to large corporations. The Banking Services segment provides banking services primarily to privately held businesses and faith-based ministries.

The Company’s accounting policies for segments are the same as those described in Note 1 of this report. Management evaluates segment performance based on net income after allocations for corporate expenses and income taxes. Transactions between segments are accounted for at what management believes to be fair value.

Substantially all revenue originates from and all long-lived assets are located within the United States, and no revenue from any customer of any segment exceeds 10% of the Company’s consolidated revenue. Assets represent actual assets owned by Information Services and Banking Services and there is no allocation methodology used. Loans are sold by Banking Services to Information Services to create liquidity to keep the Bank’s loan to deposit ratio within policy limits. Segment interest from customers is the actual interest earned on the loans owned by Information Services and Banking Services, respectively.

Summarized information about the Company’s operations in each industry segment for the years ended December 31, 2017, 2016 and 2015, is as follows:

						Corporate,
	Information		Banking			Eliminations
(In thousands)	Services		Services			and Other			Total
2017
Fee revenue and other income:
Income from customers	$	93,804	$	1,708		$	—		$	95,512
Intersegment income (expense)		13,317		1,545			(14,862	)		—
Net interest income (expense) after provision for loan losses:
Income from customers		13,400		26,390			—			39,790
Intersegment income (expense)		—		—			—			—
Depreciation and amortization		3,784		150			118			4,052
Income taxes		4,326		5,559			—			9,885
Net income		13,597		11,417			—			25,014
Goodwill		12,433		136			—			12,569
Other intangible assets, net		1,996		—			—			1,996
Total assets	$	800,214	$	830,672		$	(27,677	)	$	1,603,209
2016
Fee revenue and other income:
Income from customers	$	84,612	$	1,524		$	—		$	86,136
Intersegment income (expense)		12,164		1,575			(13,739	)		—
Net interest income (expense) after provision for loan losses:
Income from customers		13,820		25,581			—			39,401
Intersegment income (expense)		2		(2	)		—			—
Depreciation and amortization		3,368		165			120			3,653
Income taxes		1,478		6,238			—			7,716
Net income		14,049		10,299			—			24,348
Goodwill		11,454		136			—			11,590
Other intangible assets, net		1,997		—			—			1,997
Total assets	$	763,999	$	756,164		$	(15,324	)	$	1,504,839
2015
Fee revenue and other income:
Income from customers	$	82,144	$	1,224		$	—		$	83,368
Intersegment income (expense)		10,078		1,648			(11,726	)		—
Net interest income (expense) after provision for loan losses:
Income from customers		14,598		22,851			—			37,449
Intersegment income (expense)		12		(12	)		—			—
Depreciation and amortization		3,164		151			101			3,416
Income taxes		2,818		5,160			—			7,978
Net income		14,635		8,421			—			23,056
Goodwill		11,454		136			—			11,590
Other intangible assets, net		2,405		—			—			2,405
Total assets	$	702,491	$	761,739		$	(8,724	)	$	1,455,506

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Subsequent Events

12 Months Ended

Dec. 31, 2017

Subsequent Events [Abstract]

Subsequent Events

Note 17
Subsequent Events

In accordance with FASB ASC 855 - Subsequent Events, the Company has evaluated subsequent events after the consolidated balance sheet date of December 31, 2017, and there were no events identified that would require additional disclosures to prevent the Company’s consolidated financial statements from being misleading.

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Condensed Financial Information of Parent Company

12 Months Ended

Dec. 31, 2017

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Condensed Financial Information of Parent Company

Note 18
Condensed Financial Information of Parent Company

Following are the condensed balance sheets of the Company (parent company only) and the related condensed statements of income and cash flows.

	Condensed Balance Sheets
	December 31,
(In thousands)	2017		2016
Assets
Cash and due from banks	$	56,462	$	45,464
Short-term investments		48,324		107,898
Securities available-for-sale, at fair value		470,523		390,552
Loans, net		12,239		47,184
Investments in subsidiaries		113,681		101,824
Premises and equipment, net		20,927		20,375
Other assets		199,865		161,317
Total assets	$	922,021	$	874,614
Liabilities and Shareholders’ Equity
Liabilities:
Accounts and drafts payable	$	661,342	$	640,945
Other liabilities		35,533		25,415
Total liabilities		696,875		666,360
Total shareholders’ equity		225,146		208,254
Total liabilities and shareholders’ equity	$	922,021	$	874,614

	Condensed Statements of Income
	For the Years Ended December 31,
(In thousands)	2017		2016		2015
Income from subsidiaries:
Interest	$	—	$	2	$	12
Management fees		2,172		2,105		2,201
Income from subsidiaries		2,172		2,107		2,213
Information services revenue		93,133		83,543		78,488
Net interest income after provision		13,217		13,389		13,948
Gain on sales of investment securities		—		387		2,910
Other income		483		504		613
Total income		109,005		99,930		98,172
Expenses:
Salaries and employee benefits		70,409		65,968		63,475
Other expenses		20,333		18,133		16,580
Total expenses		90,742		84,101		80,055
Income before income tax and equity in undistributed income of subsidiaries		18,263		15,829		18,117
Income tax expense		4,394		1,540		2,950
Income before undistributed income of subsidiaries		13,869		14,289		15,167
Equity in undistributed income of subsidiaries		11,145		10,059		7,889
Net income	$	25,014	$	24,348	$	23,056

	Condensed Statements of Cash Flows
	For the Years Ended December 31,
(In thousands)	2017			2016			2015
Cash flows from operating activities:
Net income	$	25,014		$	24,348		$	23,056
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Equity in undistributed income of subsidiaries		(11,145	)		(10,059	)		(7,889	)
Net change in other assets		(41,013	)		(7,085	)		16,100
Net change in other liabilities		10,118			6,683			(2,779	)
Amortization of stock-based awards		1,743			1,677			1,504
Other, net		9,219			7,558			10,389
Net cash (used in) provided by operating activities		(6,064	)		23,122			40,381
Cash flows from investing activities:
Net increase in securities		(80,621	)		(33,025	)		(23,472	)
Net decrease in loans		34,944			40,431			28,343
Purchases of premises and equipment, net		(4,020	)		(4,557	)		(5,708	)
Net cash (used in) provided by investing activities		(49,697	)		2,849			(837	)
Cash flows from financing activities:
Net increase (decrease) in accounts and drafts payable		20,397			64,026			(78,439	)
Cash dividends paid		(10,675	)		(9,979	)		(9,697	)
Purchase of common shares for treasury		(2,270	)		(9,215	)		(10,951	)
Other financing activities		(267	)		1,705			66
Net cash provided by (used in) financing activities		7,185			46,537			(99,021	)
Net increase (decrease) in cash and cash equivalents		(48,576	)		72,508			(59,477	)
Cash and cash equivalents at beginning of year		153,362			80,854			140,331
Cash and cash equivalents at end of year	$	104,786		$	153,362		$	80,854

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SUPPLEMENTARY FINANCIAL INFORMATION

12 Months Ended

Dec. 31, 2017

Supplemental Income Statement Elements [Abstract]

SUPPLEMENTARY FINANCIAL INFORMATION

Note 19
SUPPLEMENTARY FINANCIAL INFORMATION
(Unaudited)

	First			Second		Third		Fourth
(In thousands except per share data)	Quarter			Quarter		Quarter		Quarter			YTD
2017
Fee revenue and other income	$	22,771		$	23,800	$	24,207	$	24,734		$	95,512
Interest income		9,999			10,332		10,665		10,981			41,977
Interest expense		480			470		571		666			2,187
Net interest income		9,519			9,862		10,094		10,315			39,790
Provision for loan losses		—			—		—		—			—
Operating expense		24,318			24,901		25,042		26,142			100,403
Income tax expense		1,665			2,248		2,396		3,576	*		9,885	*
Net income	$	6,307		$	6,513	$	6,863	$	5,331		$	25,014
Net income per share:
Basic earnings per share	$	.51		$	.53	$	.56	$	.44		$	2.04
Diluted earnings per share		.51			.52		.55		.43			2.01
2016
Fee revenue and other income	$	20,505		$	21,457	$	22,149	$	22,025		$	86,136
Interest income		9,777			10,010		9,985		10,158			39,930
Interest expense		513			504		505		507			2,029
Net interest income		9,264			9,506		9,480		9,651			37,901
Provision for loan losses		(1,000	)		—		—		(500	)		(1,500	)
Operating expense		22,916			23,059		23,552		23,946			93,473
Income tax expense		2,020			2,035		1,855		1,806			7,716
Net income	$	5,833		$	5,869	$	6,222	$	6,424		$	24,348
Net income per share:
Basic earnings per share	$	.47		$	.48	$	.51	$	.53		$	1.99
Diluted earnings per share		.47			.47		.50		.52			1.96

⁽¹⁾ Includes one-time, non-cash TCJA charge of $1,824,000

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Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2017

Accounting Policies [Abstract]

Summary of Operations

Summary of Operations Cass Information Systems, Inc. (the “Company”) provides payment and information services, which include processing and payment of transportation, energy, telecommunications and environmental invoices. These services include the acquisition and management of data, information delivery and financial exchange. The consolidated balance sheet captions, “Accounts and drafts payable” and “Payments in excess of funding,” represent the Company’s resulting financial position related to the payment services that are performed for customers. The Company also provides a full range of banking services to individual, corporate and institutional customers through Cass Commercial Bank (the “Bank”), its wholly owned bank subsidiary.

Basis of Presentation

Basis of Presentation The accounting and reporting policies of the Company and its subsidiaries conform to U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries after elimination of intercompany transactions. Certain amounts in the 2016 and 2015 consolidated financial statements have been reclassified to conform to the 2017 presentation. Such reclassifications have no effect on previously reported net income or shareholders’ equity. The Company issued a 10% stock dividend on December 15, 2017. The share and per share information have been restated unless indicated otherwise for all periods presented in the accompanying consolidated financial statements.

Use of Estimates

Use of Estimates In preparing the consolidated financial statements, Company management is required to make estimates and assumptions which significantly affect the reported amounts in the consolidated financial statements.

Cash and Cash Equivalents

Cash and Cash Equivalents For purposes of the consolidated statements of cash flows, the Company considers cash and due from banks, interest-bearing deposits in other financial institutions, federal funds sold and other short-term investments as segregated in the accompanying consolidated balance sheets to be cash equivalents.

Investment in Debt Securities

Investment in Debt Securities The Company classifies its debt marketable securities as available-for-sale. Securities classified as available-for-sale are carried at fair value. Unrealized gains and losses, net of the related tax effect, are excluded from earnings and reported in accumulated other comprehensive income, a component of shareholders’ equity. A decline in the fair value of any available-for-sale security below cost that is deemed other than temporary results in a charge to earnings and the establishment of a new cost basis for the security. To determine whether impairment is other than temporary, the Company considers guidance provided in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 320 - Investments – Debt and Equity Securities. When determining whether a debt security is other-than-temporarily impaired, the Company assesses whether it has the intent to sell the security and whether it is more likely than not that the Company will be required to sell prior to recovery of the amortized cost basis. Evidence considered in this assessment includes the reasons for impairment, the severity and duration of the impairment, changes in value subsequent to year-end and forecasted performance of the investee. Premiums and discounts are amortized or accreted to interest income over the estimated lives of the securities using the level-yield method. Interest income is recognized when earned. Gains and losses are calculated using the specific identification method.

Allowance for Loan Losses

Allowance for Loan Losses (“ALLL”) The ALLL is increased by provisions charged to expense and is available to absorb charge-offs, net of recoveries. Management utilizes a systematic, documented approach in determining the appropriate level of the ALLL. Management’s approach provides for estimated credit losses on individually evaluated loans in accordance with FASB ASC 310 - Allowance for Credit Losses (“ASC 310”). These estimates are based upon a number of factors, such as payment history, financial condition of the borrower, expected future cash flows and discounted collateral exposure.

Estimated credit losses inherent in the remainder of the portfolio are estimated in accordance with FASB ASC 450 -Contingencies. These loans are segmented into groups based on similar risk characteristics. Historical loss rates for each risk group, which are updated quarterly, are generally quantified using all recorded loan charge-offs and recoveries over a prescribed look-back period. These historical loss rates for each risk group are used as the starting point to determine the level of the allowance. The Company’s methodology incorporates an estimated loss emergence period for each risk group. The loss emergence period is the period of time from when a borrower experiences a loss event and when the actual loss is recognized in the financial statements, generally at the time of initial charge-off of the loan balance. The Company’s methodology also includes qualitative risk factors that allow management to adjust its estimates of losses based on the most recent information available and to address other limitations in the quantitative component that is based on historical loss rates. Such risk factors are generally reviewed and updated quarterly, as appropriate, and are adjusted to reflect changes in national and local economic conditions and developments, the volume and severity of delinquent and internally classified loans, loan concentrations, assessment of trends in collateral values, assessment of changes in borrowers’ financial stability, and changes in lending policies and procedures, including underwriting standards and collections, charge-off and recovery practices.

Management believes the ALLL is adequate to absorb probable losses in the loan portfolio. Additionally, various regulatory agencies, as an integral part of their examination process, periodically review the Company’s ALLL. Such agencies may require the Company to increase the ALLL based on their judgments and interpretations about information available to them at the time of their examinations.

Premises and Equipment

Premises and Equipment Premises and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is computed over the estimated useful lives of the assets, or the respective lease terms for leasehold improvements, using straight-line and accelerated methods. Estimated useful lives do not exceed 40 years for buildings, the lesser of 10 years or the life of the lease for leasehold improvements and range from 3 to 7 years for software, equipment, furniture and fixtures. Maintenance and repairs are charged to expense as incurred.

Intangible Assets

Intangible Assets Cost in excess of fair value of net assets acquired has resulted from business acquisitions. Goodwill and intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually. Intangible assets with definite useful lives are amortized on a straight-line basis over their respective estimated useful lives.

Periodically, the Company reviews intangible assets for events or changes in circumstances that may indicate that the carrying amount of the assets may not be recoverable. Based on those reviews, adjustments of recorded amounts have not been required.

Non-marketable Equity Investments

Non-marketable Equity Investments The Company accounts for non-marketable equity investments, in which it holds less than a 20% ownership, under the cost method. Under the cost method of accounting, investments are carried at cost and are adjusted only for other than temporary declines in fair value, distributions of earnings and additional investments. The Company periodically evaluates whether any declines in fair value of its investments are other than temporary. In performing this evaluation, the Company considers various factors including any decline in market price, where available, the investee's financial condition, results of operations, operating trends and other financial ratios. Non-marketable equity investments are included in other assets on the consolidated balance sheets.

Foreclosed Assets

Foreclosed Assets Real estate acquired as a result of foreclosure is initially recorded at fair value less estimated selling costs. Fair value is generally determined through the receipt of appraisals. Any write down to fair value at the time the property is acquired is recorded as a charge-off to the allowance for loan losses. Any decline in the fair value of the property subsequent to acquisition is recorded as a charge to non-interest expense.

Treasury Stock

Treasury Stock Purchases of the Company’s common stock are recorded at cost. Upon reissuance, treasury stock is reduced based upon the average cost basis of shares held.

Comprehensive Income

Comprehensive Income Comprehensive income consists of net income, changes in net unrealized gains (losses) on available-for-sale securities and pension liability adjustments and is presented in the accompanying consolidated statements of shareholders' equity and consolidated statements of comprehensive income.

Loans

Loans Interest on loans is recognized based upon the principal amounts outstanding. It is the Company’s policy to discontinue the accrual of interest when there is reasonable doubt as to the collectability of principal or interest. Subsequent payments received on such loans are applied to principal if there is any doubt as to the collectability of such principal; otherwise, these receipts are recorded as interest income. The accrual of interest on a loan is resumed when the loan is current as to payment of both principal and interest and/or the borrower demonstrates the ability to pay and remain current. Loan origination and commitment fees on originated loans, net of certain direct loan origination costs, are deferred and amortized to interest income using the level-yield method over the estimated lives of the related loans.

Impairment of Loans

Impairment of Loans A loan is considered impaired when it is probable that a creditor will be unable to collect all amounts due, both principal and interest, according to the contractual terms of the loan agreement. When measuring impairment, the expected future cash flows of an impaired loan are discounted at the loan's effective interest rate. Alternatively, impairment could be measured by reference to an observable market price, if one exists, or the fair value of the collateral for a collateral-dependent loan. Regardless of the historical measurement method used, the Company measures impairment based on the fair value of the collateral when the Company determines foreclosure is probable. Additionally, impairment of a restructured loan is measured by discounting the total expected future cash flows at the loan's effective rate of interest as stated in the original loan agreement. The Company uses its nonaccrual methods as discussed above for recognizing interest on impaired loans.

Information Services Revenue

Information Services Revenue A majority of the Company’s revenues are attributable to fees for providing services. These services include transportation invoice rating, payment processing, auditing, and the generation of accounting and transportation information. The Company also processes, pays and generates management information from electric, gas, telecommunications, environmental, and other invoices. The specific payment and information processing services provided to each customer are developed individually to meet each customer’s specific requirements. The Company enters into service agreements with customers typically for fixed fees per transaction that are invoiced monthly. Revenues are recognized in the period services are rendered and earned under the service agreements, as long as collection is reasonably assured.

Income Taxes

Income Taxes Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced if necessary, by a deferred tax asset valuation allowance. In the event that management determines it is more likely than not that it will not be able to realize all or part of net deferred tax assets in the future, the Company adjusts the recorded value of deferred tax assets, which would result in a direct charge to income tax expense in the period that such determination is made. Likewise, the Company will reverse the valuation allowance when realization of the deferred tax asset is expected. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date.

Earnings Per Share

Earnings Per Share Basic earnings per share is computed by dividing net income by the weighted average number of common shares outstanding. Diluted earnings per share is computed by dividing net income by the sum of the weighted average number of common shares outstanding and the weighted average number of potential common shares outstanding.

Share-Based Compensation

Stock-Based Compensation The Company follows FASB ASC 718 - Accounting for Stock Options and Other Stock-based Compensation (“ASC 718”), which requires that all stock-based compensation be recognized as an expense in the financial statements and that such cost be measured at the fair value of the award. FASB ASC 718 also requires that excess tax benefits related to stock option exercises and restricted stock awards be reflected as financing cash inflows instead of operating cash inflows.

Pension Plans

Pension Plans The amounts recognized in the consolidated financial statements related to pension are determined from actuarial valuations. Inherent in these valuations are assumptions including expected return on plan assets, discount rates at which the liabilities could be settled at December 31, 2017, rate of increase in future compensation levels and mortality rates. These assumptions are updated annually and are disclosed in Note 10. The Company follows FASB ASC 715 - Compensation – Retirement Benefits (“ASC 715”), which requires companies to recognize the overfunded or underfunded status of a defined benefit postretirement plan as an asset or liability in its consolidated balance sheet and to recognize changes in that funded status in the year in which the changes occur through comprehensive income. The funded status is measured as the difference between the fair value of the plan assets and the projected benefit obligation as of the date of its fiscal year-end.

Fair Value Measurements

Fair Value Measurements The Company follows the provisions of FASB ASC 820 - Fair Value Measurements and Disclosures, which defines fair value, establishes a framework for measuring fair value in GAAP, and outlines disclosures about fair value measurements. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an 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. A three-level hierarchy for valuation techniques is used to measure financial assets and financial liabilities at fair value. This hierarchy is based on whether the valuation inputs are observable or unobservable. Financial instrument valuations are considered Level 1 when they are based on quoted prices in active markets for identical assets or liabilities. Level 2 financial instrument valuations use 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. Financial instrument valuations are considered Level 3 when they are determined using pricing models, discounted cash flow methodologies or similar techniques and at least one significant model assumption or input is unobservable, and when determination of the fair value requires significant management judgment or estimation. The Company records securities available for sale at their fair values on a recurring basis using Level 2 valuations. Additionally, the Company records impaired loans and other real estate owned at their fair value on a nonrecurring basis. The nonrecurring fair value adjustments typically involve application of lower-of-cost-or-market accounting or impairment write-downs of individual assets.

Impact of New and Not Yet Adopted Accounting Pronouncements

Impact of New and Not Yet Adopted Accounting Pronouncements

In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09 – Revenue from Contracts with Customers. The ASU supersedes revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific revenue recognition guidance in the FASB Accounting Standards Codification (“ASC”). The core principle of the new guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The guidance identifies specific steps that entities should apply in order to achieve this principle. Under the ASU, the amendments are effective for interim and annual periods beginning January 1, 2018 and must be applied retrospectively. The Company’s revenue is comprised of net interest income on financial assets and liabilities, which is explicitly excluded from the scope, and non-interest income. The Company will use the modified retrospective transition approach and there will not be a significant impact on the Company’s consolidated financial statements or results of operations.

In January 2016, the FASB issued ASU No. 2016-01 – Financial Instruments – Overall (ASC Subtopic 825-10). The ASU requires an entity to: (i) measure equity investments at fair value through net income, with certain exceptions; (ii) present in OCI the changes in instrument-specific credit risk for financial liabilities measured using the fair value option; (iii) present financial assets and financial liabilities by measurement category and form of financial asset; (iv) calculate the fair value of financial instruments for disclosure purposes based on an exit price and; (v) assess a valuation allowance on deferred tax assets related to unrealized losses of AFS debt securities in combination with other deferred tax assets. The standard is effective for fiscal periods beginning January 1, 2018 and will not have a significant impact on the Company’s consolidated financial statements or results of operations.

In February 2016, the FASB issued ASU No. 2016-02 – Leases (ASC Topic 842). The ASU improves financial reporting about leasing transactions. The ASU affects all companies and other organizations that lease assets such as real estate, airplanes, and manufacturing equipment. Consistent with current generally accepted accounting principles (GAAP), the recognition, measurement, and presentation of expenses and cash flows arising from a lease by a lessee primarily will depend on its classification as a finance or operating lease. However, unlike current GAAP—which requires only capital leases to be recognized on the balance sheet—the new ASU will require both types of leases to be recognized on the balance sheet. The ASU also will require disclosures to help investors and other financial statement users better understand the amount, timing, and uncertainty of cash flows arising from leases. These disclosures include qualitative and quantitative requirements, providing additional information about the amounts recorded in the financial statements. The ASU on leases will take effect for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. A third-party vendor solution has been selected to assist in the application of ASU 2016-02. The impact of the adoption of this ASU is currently being evaluated but is not expected to have a material impact on the Company’s consolidated financial statements or results of operations.

In June 2016, the FASB issued ASU No. 2016-13 - Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The ASU requires measurement and recognition of expected credit losses for financial assets held. Under this standard, it will be required to hold an allowance equal to the expected life-of-loan losses on the loan portfolio. The standard is effective for fiscal periods beginning after December 15, 2019. The impact of the adoption of this ASU is currently being evaluated.

In February 2018, the FASB issued ASU No. 2018-02 – Income Statement – Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. The ASU provides for the reclassification of the effect of remeasuring deferred tax balances related to items within AOCI to retained earnings resulting from the TCJA. The Company early adopted, and as a result, reclassified $2,286,000 from AOCI to retained earnings.

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Capital Requirements and Regulatory Restrictions (Tables)

12 Months Ended

Dec. 31, 2017

Regulatory Capital Requirements [Abstract]

Schedule of Capital Amounts and Ratios

The Company’s and the Bank’s actual and required capital amounts and ratios are as follows:

					Capital				Requirement to be
	Actual				Requirements				Well-Capitalized
(In thousands)	Amount		Ratio		Amount		Ratio		Amount		Ratio
At December 31, 2017
Total capital (to risk-weighted assets)
Cass Information Systems, Inc.	$	234,389	22.53	%	$	83,233	8.00	%	$	N/A	N/A	%
Cass Commercial Bank		122,440	17.01			57,568	8.00			71,960	10.00
Common Equity Tier I Capital (to risk-weighted assets)
Cass Information Systems, Inc.		224,184	21.55			46,819	4.50			N/A	N/A
Cass Commercial Bank		114,603	15.93			32,382	4.50			46,774	6.50
Tier I capital (to risk-weighted assets)
Cass Information Systems, Inc.		224,184	21.55			62,425	6.00			N/A	N/A
Cass Commercial Bank		114,603	15.93			43,176	6.00			57,568	8.00
Tier I capital (to average assets)
Cass Information Systems, Inc.		224,184	13.87			64,649	4.00			N/A	N/A
Cass Commercial Bank		114,603	14.99			30,581	4.00			38,227	5.00
At December 31, 2016
Total capital (to risk-weighted assets)
Cass Information Systems, Inc.	$	219,747	22.75	%	$	77,272	8.00	%	$	N/A	N/A	%
Cass Commercial Bank		110,576	16.72			52,898	8.00			66,123	10.00
Common Equity Tier I Capital (to risk-weighted assets)
Cass Information Systems, Inc.		209,572	21.70			43,466	4.50			N/A	N/A
Cass Commercial Bank		102,769	15.54			29,755	4.50			42,980	6.50
Tier I capital (to risk-weighted assets)
Cass Information Systems, Inc.		209,572	21.70			57,954	6.00			N/A	N/A
Cass Commercial Bank		102,769	15.54			39,674	6.00			52,898	8.00
Tier I capital (to average assets)
Cass Information Systems, Inc.		209,572	13.83			60,620	4.00			N/A	N/A
Cass Commercial Bank		102,769	13.98			29,409	4.00			36,761	5.00

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Investment in Securities (Tables)

12 Months Ended

Dec. 31, 2017

Investments, Debt and Equity Securities [Abstract]

Schedule of Available-for-sale Securities

The amortized cost, gross unrealized gains, gross unrealized losses and fair value of debt and equity securities are summarized as follows:

	December 31, 2017
			Gross		Gross
	Amortized		Unrealized		Unrealized
(In thousands)	Cost		Gains		Losses		Fair Value
State and political subdivisions	$	408,165	$	9,528	$	661	$	417,032
U.S. government agencies		46,222		—		722		45,500
Certificates of deposit		7,991		—		—		7,991
Total	$	462,378	$	9,528	$	1,383	$	470,523
	December 31, 2016
			Gross		Gross
	Amortized		Unrealized		Unrealized
(In thousands)	Cost		Gains		Losses		Fair Value
State and political subdivisions	$	368,223	$	5,239	$	3,328	$	370,134
U.S. government agencies		13,075		—		403		12,672
Certificates of deposit		7,746		—		—		7,746
Total	$	389,044	$	5,239	$	3,731	$	390,552

Schedule of Fair Value of Securities with Unrealized Losses

The fair values of securities with unrealized losses are as follows:

					December 31, 2017
	Less than 12 months				12 months or more				Total
	Estimated		Unrealized		Estimated		Unrealized		Estimated		Unrealized
(In thousands)	Fair Value		Losses		Fair Value		Losses		Fair value		Losses
State and political subdivisions	$	34,755	$	123	$	31,251	$	538	$	66,006	$	661
U.S. government agencies		34,183		376		11,317		346		45,500		722
Certificates of deposit		—		—		—		—		—		—
Total	$	68,938	$	499	$	42,568	$	884	$	111,506	$	1,383
					December 31, 2016
	Less than 12 months				12 months or more				Total
	Estimated		Unrealized		Estimated		Unrealized		Estimated		Unrealized
(In thousands)	Fair Value		Losses		Fair Value		Losses		Fair value		Losses
State and political subdivisions	$	140,384	$	3,328	$	—	$	—	$	140,384	$	3,328
U.S. government agencies		12,672		403		—		—		12,672		403
Certificates of deposit		—		—		—		—		—		—
Total	$	153,056	$	3,731	$	—	$	—	$	153,056	$	3,731

Schedule of Amortized Cost and Fair Value

The amortized cost and fair value of debt and equity securities by contractual maturity are shown in the following table. Expected maturities may differ from contractual maturities because borrowers have the right to prepay obligations with or without prepayment penalties.

	December 31, 2017
(In thousands)	Amortized Cost		Fair Value
Due in 1 year or less	$	22,492	$	22,638
Due after 1 year through 5 years		57,922		58,425
Due after 5 years through 10 years		256,396		263,961
Due after 10 years		125,568		125,499
No stated maturity		—		—
Total	$	462,378	$	470,523

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Loans (Tables)

12 Months Ended

Dec. 31, 2017

Receivables [Abstract]

Summary of Loan Categories

A summary of loan categories is as follows:

	December 31,
(In thousands)	2017		2016
Commercial and industrial	$	236,394	$	214,767
Real estate
Commercial:
Mortgage		94,675		104,779
Construction		9,359		6,325
Church, church-related:
Mortgage		316,073		321,168
Construction		25,948		11,152
Industrial Revenue Bonds		3,374		6,639
Other		408		36
Total loans	$	686,231	$	664,866

Schedule of the Aging Loans by Loan Categories

The following table presents the aging of loans by loan categories at December 31, 2017:

	Performing						Nonperforming
							90 Days
			30-59		60-89		and		Non-		Total
(In thousands)	Current		Days		Days		Over		accrual		Loans
Commercial and industrial	$	236,394	$	—	$	—	$	—	$	—	$	236,394
Real estate
Commercial:
Mortgage		94,675		—		—		—		—		94,675
Construction		9,359		—		—		—		—		9,359
Church, church-related:
Mortgage		316,073		—		—		—		—		316,073
Construction		25,948		—		—		—		—		25,948
Industrial Revenue Bonds		3,374		—		—		—		—		3,374
Other		408		—		—		—		—		408
Total	$	686,231	$	—	$	—	$	—	$	—	$	686,231

The following table presents the aging of loans by loan categories at December 31, 2016:

	Performing						Nonperforming
							90 Days
			30-59		60-89		and		Non-		Total
(In thousands)	Current		Days		Days		Over		accrual		Loans
Commercial and industrial	$	214,767	$	—	$	—	$	—	$	—	$	214,767
Real estate
Commercial:
Mortgage		104,534		—		—		—		245		104,779
Construction		6,325		—		—		—		—		6,325
Church, church-related:
Mortgage		321,168		—		—		—		—		321,168
Construction		11,152		—		—		—		—		11,152
Industrial Revenue Bonds		6,639		—		—		—		—		6,639
Other		24		12		—		—		—		36
Total	$	664,609	$	12	$	—	$	—	$	245	$	664,866

Schedule of Credit Exposure of the Loan Portfolio

The following table presents the credit exposure of the loan portfolio by internally assigned credit grade as of December 31, 2017:

	Loans		Performing		Nonperforming
	Subject to		Loans Subject to		Loans Subject
	Normal		Special		to Special
(In thousands)	Monitoring(1)		Monitoring(2)		Monitoring(2)		Total Loans
Commercial and industrial	$	234,271	$	2,123	$	—	$	236,394
Real estate
Commercial:
Mortgage		93,788		887		—		94,675
Construction		9,359		—		—		9,359
Church, church-related:
Mortgage		316,042		31		—		316,073
Construction		25,948		—		—		25,948
Industrial Revenue Bonds		3,374		—		—		3,374
Other		408		—		—		408
Total	$	683,190	$	3,041	$	—	$	686,231

(1)	Loans subject to normal monitoring involve borrowers of acceptable-to-strong credit quality and risk, who have the apparent ability to satisfy their loan obligation.
(2)	Loans subject to special monitoring possess some credit deficiency or potential weakness which requires a high level of management attention.

The following table presents the credit exposure of the loan portfolio by internally assigned credit grade as of December 31, 2016:

	Loans		Performing		Nonperforming
	Subject to		Loans Subject to		Loans Subject to
	Normal		Special		Special
(In thousands)	Monitoring(1)		Monitoring(2)		Monitoring(2)		Total Loans
Commercial and industrial	$	213,024	$	1,743	$	—	$	214,767
Real estate
Commercial:
Mortgage		103,778		756		245		104,779
Construction		6,325		—		—		6,325
Church, church-related:
Mortgage		318,030		3,138		—		321,168
Construction		11,152		—		—		11,152
Industrial Revenue Bonds		6,639		—		—		6,639
Other		36		—		—		36
Total	$	658,984	$	5,637	$	245	$	664,866

(1)	Loans subject to normal monitoring involve borrowers of acceptable-to-strong credit quality and risk, who have the apparent ability to satisfy their loan obligation.
(2)	Loans subject to special monitoring possess some credit deficiency or potential weakness which requires a high level of management attention.

Schedule of Recorded Investment and Unpaid Principal Balance for Impaired Loans

The following table presents the recorded investment and unpaid principal balance for impaired loans at December 31, 2016:

					Related
			Unpaid		Allowance
	Recorded		Principal		for Loan
(In thousands)	Investment		Balance		Losses
Commercial and industrial:
Nonaccrual	$	—	$	—	$	—
Real estate
Commercial – Mortgage:
Nonaccrual		245		245		—
Church – Mortgage:
Nonaccrual		—		—		—
Total impaired loans	$	245	$	245	$	—

Summary of the Allowance for Loan Losses

A summary of the activity in the allowance for loan losses is as follows:

	December 31,		Charge-							December 31,
(In thousands)	2016		Offs		Recoveries		Provision			2017
Commercial and industrial	$	3,261	$	—	$	30	$	361		$	3,652
Real estate
Commercial:
Mortgage		1,662		—		—		(268	)		1,394
Construction		47		—		—		23			70
Church, church-related:
Mortgage		4,027		—		—		(65	)		3,962
Construction		85		—		—		111			196
Industrial Revenue Bond		101		—		—		(49	)		52
Other		992		—		—		(113	)		879
Total	$	10,175	$	—	$	30	$	—		$	10,205

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Premises and Equipment (Tables)

12 Months Ended

Dec. 31, 2017

Property, Plant and Equipment [Abstract]

Summary of Premises and Equipment

A summary of premises and equipment is as follows:

	December 31,
(In thousands)	2017		2016
Land	$	873	$	873
Buildings		13,386		13,087
Leasehold improvements		2,120		2,098
Furniture, fixtures and equipment		14,801		13,248
Purchased software		4,819		4,704
Internally developed software		16,485		14,377
		52,484		48,387
Less accumulated depreciation		30,898		27,301
Total	$	21,586	$	21,086

Schedule of Future Minimum Rental Payments for Operating Leases

The Company and its subsidiaries lease various premises and equipment under operating lease agreements which expire at various dates through 2023. Rental expense for 2017, 2016 and 2015 was $1,499,000, $1,397,000 and $1,387,000, respectively. The following is a schedule, by year, of future minimum rental payments required under operating leases that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2017:

(In thousands)	Amount
2018	$	1,518
2019		1,270
2020		1,245
2021		1,118
2022		1,086
2023		226
Total	$	6,463

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Acquired Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2017

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Company's Intangible Assets

Details of the Company’s intangible assets are as follows:

	December 31, 2017					December 31, 2016
	Gross Carrying		Accumulated			Gross Carrying		Accumulated
(In thousands)	Amount		Amortization			Amount		Amortization
Assets eligible for amortization:
Customer lists	$	4,288	$	(2,702	)	$	3,933	$	(2,342	)
Patent		72		(12	)		72		(8	)
Non-compete agreements		332		(291	)		261		(261	)
Software		234		(234	)		234		(234	)
Other		500		(191	)		500		(158	)
Unamortized intangible assets:
Goodwill (1)		12,796		(227	)		11,817		(227	)
Total intangible assets	$	18,222	$	(3,657	)	$	16,817	$	(3,230	)

⁽¹⁾ Amortization through December 31, 2001 prior to adoption of FASB ASC 350.

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Interest-Bearing Deposits (Tables)

12 Months Ended

Dec. 31, 2017

Interest-Bearing Deposits [Abstract]

Schedule of Interest Bearing Deposits

Interest-bearing deposits consist of the following:

	December 31,
(In thousands)	2017			2016
Interest-bearing demand deposits	$	332,881		$	322,091
Savings deposits		11,168			29,430
Time deposits:
Less than $100		2,658			3,523
$100 to less than $250		33,385			37,179
$250 or more		16,455			15,082
Total	$	396,547		$	407,305
Weighted average interest rate		.56	%		.48	%

Schedule of Interest on Deposits

Interest on deposits consists of the following:

	December 31,
(In thousands)	2017		2016		2015
Interest-bearing demand deposits	$	1,611	$	1,387	$	1,392
Savings deposits		79		100		65
Time deposits:
Less than $100		234		274		346
$100 to less than $250		114		191		119
$250 or more		149		77		189
Total	$	2,187	$	2,029	$	2,111

Schedule of Maturities of Time Deposits

The scheduled maturities of time deposits are summarized as follows:

	December 31,
	2017				2016
			Percent				Percent
(In thousands)	Amount		of Total		Amount		of Total
Due within:
One year	$	48,370	92.1	%	$	48,740	87.4	%
Two years		281	0.5			4,752	8.5
Three years		2,383	4.5			155	0.3
Four years		25	0.1			2,072	3.7
Five years		1,439	2.8			65	0.1
Total	$	52,498	100.0	%	$	55,784	100.0	%

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Common Stock and Earnings per Share (Tables)

12 Months Ended

Dec. 31, 2017

Earnings Per Share [Abstract]

Schedule of Common Stock Outstanding

The table below shows activity in the outstanding shares of the Company’s common stock during 2017.

	2017
Shares outstanding at January 1	11,188,466
10% stock dividend issued December 15, 2017	1,116,711
Issuance of common stock:
Employee restricted stock grants	3,825
Employee SARs exercised	7,547
Directors’ compensation	8,389
Shares repurchased	(38,042	)
Shares outstanding at December 31	12,286,896

Schedule of the Calculations of Basic and Diluted Earnings per Share

The calculations of basic and diluted earnings per share are as follows:

	December 31,
(In thousands except share and per share data)	2017		2016		2015
Basic:
Net income	$	25,014	$	24,348	$	23,056
Weighted average common shares outstanding		12,250,465		12,265,434		12,494,466
Basic earnings per share	$	2.04	$	1.99	$	1.85
Diluted:
Net income	$	25,014	$	24,348	$	23,056
Weighted average common shares outstanding		12,250,465		12,265,434		12,494,466
Effect of dilutive restricted stock, PBRS and SARs		179,445		172,386		175,784
Weighted average common shares outstanding assuming dilution		12,429,910		12,437,820		12,670,250
Diluted earnings per share	$	2.01	$	1.96	$	1.82

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Employee Benefit Plans (Tables)

12 Months Ended

Dec. 31, 2017

Summary of Projected Benefit Obligation

A summary of the activity in the Plan’s projected benefit obligation, assets, funded status and amounts recognized in the Company’s consolidated balance sheets is as follows:

(In thousands)	2017			2016
Projected benefit obligation:
Balance, January 1	$	85,551		$	78,369
Service cost		3,733			3,559
Interest cost		3,621			3,505
Actuarial (gain) loss		7,916			2,003
Benefits paid		(2,031	)		(1,885	)
Balance, December 31	$	98,790		$	85,551
Plan assets:
Fair value, January 1	$	73,168		$	71,174
Actual return		10,290			3,879
Employer contribution		—			—
Benefits paid		(2,031	)		(1,885	)
Fair value, December 31	$	81,427		$	73,168
Funded status:
Accrued pension liability	$	(17,363	)	$	(12,383	)

Schedule of Assumptions used to Determine Projected Benefit Obligation

The following represent the major assumptions used to determine the projected benefit obligation of the Plan. For 2017, 2016 and 2015, the Plan’s expected benefit cash flows were discounted using the Citibank Above Median Curve. For 2017, the RP-2014 Mortality Table and the MP-2017 Mortality Improvement Table were used. For 2016, the RP-2014 Mortality Table and MP-2016 Mortality Improvement Table were used. For 2015, the RP-2014 Mortality Table and MP-2015 Mortality Improvement Table were used.

	2017		2016		2015
Weighted average discount rate	3.75	%	4.25	%	4.50	%
Rate of increase in compensation levels	(a)		(a)		(a)

(a) 6.0% graded down to 3.25% over the first seven years of service

Schedule of Expected Pension Benefit Payments

The following pension benefit payments, which reflect expected future service, as appropriate, are expected to be paid by the Plan:

	Amount
2018	$	2,679,000
2019		2,823,000
2020		3,045,000
2021		3,300,000
2022		3,693,000
2023-2027		23,682,000

Schedule of Plan's Pension Costs

The Plan’s pension cost included the following components:

	For the Year Ended
	December 31,
(In thousands)	2017			2016			2015
Service cost – benefits earned during the year	$	3,733		$	3,559		$	3,796
Interest cost on projected benefit obligations		3,621			3,505			3,178
Expected return on plan assets		(4,681	)		(4,734	)		(4,864	)
Net amortization and deferral		1,382			1,259			1,542
Net periodic pension cost	$	4,055		$	3,589		$	3,652

Schedule of Assumptions used to Determine Net Pension Cost

The following represent the major assumptions used to determine the net pension cost of the Plan:

	2017		2016		2015
Weighted average discount rate	4.25	%	4.50	%	4.00	%
Rate of increase in compensation levels	(a)		(a)		(a)
Expected long-term rate of return on assets	6.50	%	6.75	%	6.75	%

(a) 6.0% graded down to 3.25% over the first seven years of service

Schedule of Assumed Long-term Rate of Return on Assets

The expected one-year nominal returns and annual standard deviations are shown by asset class below:

			One-Year Nominal		Annual Standard
Asset Class	% of Total Portfolio		Return		Deviation
Core Fixed Income	51	%	4.55	%	4.55	%
Large Cap U.S. Equities	14	%	7.00	%	15.85	%
Small Cap U.S. Equities	5	%	8.10	%	19.70	%
International (Developed)	25	%	7.99	%	17.93	%
International (Emerging)	5	%	10.56	%	27.35	%

Summary of the Fair Value Measurements by Type of Asset

A summary of the fair value measurements by type of asset is as follows:

	Fair Value Measurements as of December 31,
	2017						2016
			Quoted Prices						Quoted Prices
			in Active						in Active
			Markets for		Significant				Markets for		Significant
			Identical		Observable				Identical		Observable
			Assets		Inputs				Assets		Inputs
(In thousands)	Total		(Level 1)		(Level 2)		Total		(Level 1)		(Level 2)
Cash	$	374	$	374	$	—	$	340	$	340	$	—
Equity securities
U.S. Large Cap Growth		—		—		—		13,306		—		13,306
U.S. Small/Mid Cap Growth		4,111		—		4,111		5,655		—		5,655
Non-U. S. Core		21,065		—		21,065		10,588		—		10,588
U.S. Large Cap Passive		11,717		—		11,717		7,364		—		7,364
Emerging Markets		4,052		—		4,052		652		—		652
Fixed Income
U.S. Core		11,284		—		11,284		24,438		—		24,438
U.S. Passive		24,345		—		24,345		9,571		—		9,571
Opportunistic		4,479				4,479		1,254				1,254
Total	$	81,427	$	374	$	81,053	$	73,168	$	340	$	72,828

Supplemental Executive Retirement Plan [Member]

Summary of Projected Benefit Obligation

A summary of the activity in the SERP’s projected benefit obligation, funded status and amounts recognized in the Company’s consolidated balance sheets is as follows:

	December 31,
(In thousands)	2017			2016
Benefit obligation:
Balance, January 1	$	9,132		$	8,748
Service cost		143			133
Interest cost		360			367
Benefits paid		(247	)		(247	)
Actuarial (gain) loss		706			131
Balance, December 31	$	10,094		$	9,132

Schedule of Assumptions used to Determine Projected Benefit Obligation

The following represent the major assumptions used to determine the projected benefit obligation of the SERP. For 2017, 2016 and 2015, the SERP’s expected benefit cash flows were discounted using the Citigroup Above Median Curve.

	2017		2016		2015
Weighted average discount rate	3.50	%	4.00	%	4.25	%
Rate of increase in compensation levels	(a)		(a)		(a)

(a) 6.00% graded down to 3.25% over the first seven years of service.

Schedule of Expected Pension Benefit Payments

Expected future benefits payable by the Company over the next ten years are as follows:

	Amount
2018	$	314,000
2019		313,000
2020		311,000
2021		367,000
2022		711,000
2023-2027		3,813,000

Schedule of Plan's Pension Costs

The SERP’s pension cost included the following components:

	For the Year Ended December 31,
(In thousands)	2017		2016		2015
Service cost – benefits earned during the year	$	143	$	133	$	140
Interest cost on projected benefit obligations		360		367		348
Net amortization and deferral		324		295		654
Net periodic pension cost	$	827	$	795	$	1,142

Schedule of Pretax Amounts in Accumulated Other Comprehensive Loss

The pretax amounts in accumulated other comprehensive loss as of December 31 were as follows:

	The Plan				SERP
(In thousands)	2017		2016		2017		2016
Prior service cost	$	—	$	—	$	—	$	—
Net actuarial loss		23,160		22,237		2,388		2,005
Total	$	23,160	$	22,237	$	2,388	$	2,005

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Stock-based Compensation (Tables)

12 Months Ended

Dec. 31, 2017

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Restricted Stock Activity

Changes in restricted shares outstanding for the year ended December 31, 2017 were as follows:

			Weighted Average
			Grant Date
	Shares		Fair Value
Balance at December 31, 2016	81,269		$	46.39
Granted	26,064		$	59.46
Vested	(29,167	)	$	47.58
Forfeited	—			—
Balance at December 31, 2017	78,166		$	50.30

Schedule of SARs Activity

Changes in SARs outstanding for the year ended December 31, 2017 were as follows:

	SARs		Weighted Average Exercise Price
Balance at December 31, 2016	261,206		$	34.75
Exercised	(26,970	)		33.09
Forfeited	—			—
Balance at December 31, 2017	234,236			34.97
Exercisable at December 31, 2017	234,236		$	34.97

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Other Operating Expense (Tables)

12 Months Ended

Dec. 31, 2017

Other Income and Expenses [Abstract]

Schedule of Other Operating Expense

Details of other operating expense are as follows:

	For the Years Ended December 31,
(In thousands)	2017		2016		2015
Postage and supplies	$	2,087	$	1,925	$	1,954
Promotional expense		2,557		2,187		2,268
Professional fees		1,650		1,930		1,690
Outside service fees		4,424		3,316		2,848
Data processing services		897		372		357
Telecommunications		749		1,000		1,068
Other		1,722		1,913		1,185
Total other operating expense	$	14,086	$	12,643	$	11,370

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Income Taxes (Tables)

12 Months Ended

Dec. 31, 2017

Income Tax Disclosure [Abstract]

Schedule of Components of Income Tax Expense (Benefit)

The components of income tax expense (benefit) are as follows:

	For the Years Ended December 31,
(In thousands)	2017			2016		2015
Current:
Federal	$	4,250		$	6,456	$	6,825
State		1,638			941		1,290
Deferred:
Federal		4,256			301		(84	)
State		(259	)		18		(53	)
Total income tax expense	$	9,885		$	7,716	$	7,978

Schedule of Reconciliation of Expected Income Tax Expense (Benefit)

A reconciliation of expected income tax expense (benefit), computed by applying the effective federal statutory rate of 35% for each of 2017, 2016 and 2015 to income before income tax expense is as follows:

	For the Years Ended December 31,
(In thousands)	2017			2016			2015
Expected income tax expense	$	12,214		$	11,223		$	10,862
(Reductions) increases resulting from:
Tax-exempt income		(3,868	)		(3,754	)		(3,704	)
State taxes, net of federal benefit		896			623			804
Share-based compensation adjustment		(376	)		—			—
Adjustment of deferred tax asset or liability for TCJA		1,824			—			—
Other, net		(805	)		(376	)		16
Total income tax expense	$	9,885		$	7,716		$	7,978

Schedule of Deferred Assets and Liabilities

The tax effects of temporary differences which give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below:

	December 31,
(In thousands)	2017			2016
Deferred tax assets:
Allowance for loan losses	$	2,413		$	3,718
ASC 715 pension funding liability		6,080			8,969
Net operating loss carryforward (1)		76			169
Supplemental executive retirement plan accrual		1,833			2,604
Stock compensation		1,307			1,695
Other		118			177
Total deferred tax assets	$	11,827		$	17,332
Deferred tax liabilities:
Premises and equipment		(2,248	)		(2,731	)
Pension		(1,379	)		(3,601	)
Intangible/assets		(1,091	)		(1,402	)
Unrealized gain on investment in securities available-for-sale		(1,938	)		(560	)
Deferred income		(2,121	)		—
Total deferred tax liabilities	$	(8,777	)	$	(8,294	)
Net deferred tax assets	$	3,050		$	9,038

⁽¹⁾ As of December 31, 2017, the Company had approximately $361,000 of net operating loss carry forwards as a result of the acquisition of Franklin Bancorp. The utilization of the net operating loss carry forward is subject to Section 382 of the Internal Revenue Code and limits the Company’s use to approximately $122,000 per year during the carry forward period, which expires in 2020.

Schedule of the Reconciliation of Unrecognized Tax Benefits

The reconciliation of the beginning unrecognized tax benefits balance to the ending balance is presented in the following table:

(In thousands)	2017			2016			2015
Balance at January 1	$	1,623		$	1,194		$	1,117
Changes in unrecognized tax benefits as a result of tax positions taken during a prior year		(15	)		407			10
Changes in unrecognized tax benefits as a result of tax position taken during the current year		263			311			277
Decreases in unrecognized tax benefits relating to settlements with taxing authorities		—			—			—
Reductions to unrecognized tax benefits as a result of a lapse of the applicable statute of limitations		(239	)		(289	)		(210	)
Balance at December 31	$	1,632		$	1,623		$	1,194

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Disclosures about Fair Value of Financial Instruments (Tables)

12 Months Ended

Dec. 31, 2017

Fair Value Disclosures [Abstract]

Schedule of Commitments to Extend Credit, Standby Letters of Credit and Commercial Letters

The following table shows conditional commitments to extend credit, standby letters of credit and commercial letters:

	December 31,
(In thousands)	2017		2016
Conditional commitments to extend credit	$	87,013	$	45,497
Standby letters of credit		14,347		14,381
Commercial letters of credit		3,246		1,962

Schedule of Company's Financial Instruments

Following is a summary of the carrying amounts and fair values of the Company’s financial instruments:

	December 31,
	2017				2016
	Carrying				Carrying
(In thousands)	Amount		Fair Value		Amount		Fair Value
Balance sheet assets:
Cash and cash equivalents	$	228,110	$	228,110	$	266,743	$	266,743
Investment in securities		470,523		470,523		390,552		390,552
Loans, net		676,026		675,020		654,691		652,028
Accrued interest receivable		7,413		7,413		6,543		6,543
Total	$	1,382,072	$	1,381,066	$	1,318,529	$	1,315,866
Balance sheet liabilities:
Deposits	$	678,088	$	678,346	$	621,961	$	622,173
Accounts and drafts payable		661,888		661,888		642,287		642,287
Accrued interest payable		55		55		46		46
Total	$	1,340,031	$	1,340,289	$	1,264,294	$	1,264,506

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Industry Segment Information (Tables)

12 Months Ended

Dec. 31, 2017

Segment Reporting [Abstract]

Summary of Segment Information

Summarized information about the Company’s operations in each industry segment for the years ended December 31, 2017, 2016 and 2015, is as follows:

						Corporate,
	Information		Banking			Eliminations
(In thousands)	Services		Services			and Other			Total
2017
Fee revenue and other income:
Income from customers	$	93,804	$	1,708		$	—		$	95,512
Intersegment income (expense)		13,317		1,545			(14,862	)		—
Net interest income (expense) after provision for loan losses:
Income from customers		13,400		26,390			—			39,790
Intersegment income (expense)		—		—			—			—
Depreciation and amortization		3,784		150			118			4,052
Income taxes		4,326		5,559			—			9,885
Net income		13,597		11,417			—			25,014
Goodwill		12,433		136			—			12,569
Other intangible assets, net		1,996		—			—			1,996
Total assets	$	800,214	$	830,672		$	(27,677	)	$	1,603,209
2016
Fee revenue and other income:
Income from customers	$	84,612	$	1,524		$	—		$	86,136
Intersegment income (expense)		12,164		1,575			(13,739	)		—
Net interest income (expense) after provision for loan losses:
Income from customers		13,820		25,581			—			39,401
Intersegment income (expense)		2		(2	)		—			—
Depreciation and amortization		3,368		165			120			3,653
Income taxes		1,478		6,238			—			7,716
Net income		14,049		10,299			—			24,348
Goodwill		11,454		136			—			11,590
Other intangible assets, net		1,997		—			—			1,997
Total assets	$	763,999	$	756,164		$	(15,324	)	$	1,504,839
2015
Fee revenue and other income:
Income from customers	$	82,144	$	1,224		$	—		$	83,368
Intersegment income (expense)		10,078		1,648			(11,726	)		—
Net interest income (expense) after provision for loan losses:
Income from customers		14,598		22,851			—			37,449
Intersegment income (expense)		12		(12	)		—			—
Depreciation and amortization		3,164		151			101			3,416
Income taxes		2,818		5,160			—			7,978
Net income		14,635		8,421			—			23,056
Goodwill		11,454		136			—			11,590
Other intangible assets, net		2,405		—			—			2,405
Total assets	$	702,491	$	761,739		$	(8,724	)	$	1,455,506

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Condensed Financial Information of Parent Company (Tables)

12 Months Ended

Dec. 31, 2017

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Schedule of Condensed Balance Sheet

Following are the condensed balance sheets of the Company (parent company only) and the related condensed statements of income and cash flows.

	Condensed Balance Sheets
	December 31,
(In thousands)	2017		2016
Assets
Cash and due from banks	$	56,462	$	45,464
Short-term investments		48,324		107,898
Securities available-for-sale, at fair value		470,523		390,552
Loans, net		12,239		47,184
Investments in subsidiaries		113,681		101,824
Premises and equipment, net		20,927		20,375
Other assets		199,865		161,317
Total assets	$	922,021	$	874,614
Liabilities and Shareholders’ Equity
Liabilities:
Accounts and drafts payable	$	661,342	$	640,945
Other liabilities		35,533		25,415
Total liabilities		696,875		666,360
Total shareholders’ equity		225,146		208,254
Total liabilities and shareholders’ equity	$	922,021	$	874,614

Schedule of Condensed Statements of Income

	Condensed Statements of Income
	For the Years Ended December 31,
(In thousands)	2017		2016		2015
Income from subsidiaries:
Interest	$	—	$	2	$	12
Management fees		2,172		2,105		2,201
Income from subsidiaries		2,172		2,107		2,213
Information services revenue		93,133		83,543		78,488
Net interest income after provision		13,217		13,389		13,948
Gain on sales of investment securities		—		387		2,910
Other income		483		504		613
Total income		109,005		99,930		98,172
Expenses:
Salaries and employee benefits		70,409		65,968		63,475
Other expenses		20,333		18,133		16,580
Total expenses		90,742		84,101		80,055
Income before income tax and equity in undistributed income of subsidiaries		18,263		15,829		18,117
Income tax expense		4,394		1,540		2,950
Income before undistributed income of subsidiaries		13,869		14,289		15,167
Equity in undistributed income of subsidiaries		11,145		10,059		7,889
Net income	$	25,014	$	24,348	$	23,056

Schedule of Condensed Statements of Cash Flows

	Condensed Statements of Cash Flows
	For the Years Ended December 31,
(In thousands)	2017			2016			2015
Cash flows from operating activities:
Net income	$	25,014		$	24,348		$	23,056
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Equity in undistributed income of subsidiaries		(11,145	)		(10,059	)		(7,889	)
Net change in other assets		(41,013	)		(7,085	)		16,100
Net change in other liabilities		10,118			6,683			(2,779	)
Amortization of stock-based awards		1,743			1,677			1,504
Other, net		9,219			7,558			10,389
Net cash (used in) provided by operating activities		(6,064	)		23,122			40,381
Cash flows from investing activities:
Net increase in securities		(80,621	)		(33,025	)		(23,472	)
Net decrease in loans		34,944			40,431			28,343
Purchases of premises and equipment, net		(4,020	)		(4,557	)		(5,708	)
Net cash (used in) provided by investing activities		(49,697	)		2,849			(837	)
Cash flows from financing activities:
Net increase (decrease) in accounts and drafts payable		20,397			64,026			(78,439	)
Cash dividends paid		(10,675	)		(9,979	)		(9,697	)
Purchase of common shares for treasury		(2,270	)		(9,215	)		(10,951	)
Other financing activities		(267	)		1,705			66
Net cash provided by (used in) financing activities		7,185			46,537			(99,021	)
Net increase (decrease) in cash and cash equivalents		(48,576	)		72,508			(59,477	)
Cash and cash equivalents at beginning of year		153,362			80,854			140,331
Cash and cash equivalents at end of year	$	104,786		$	153,362		$	80,854

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SUPPLEMENTARY FINANCIAL INFORMATION (Tables)

12 Months Ended

Dec. 31, 2017

Supplemental Income Statement Elements [Abstract]

Schedule of Quarterly Financial Information

	First			Second		Third		Fourth
(In thousands except per share data)	Quarter			Quarter		Quarter		Quarter			YTD
2017
Fee revenue and other income	$	22,771		$	23,800	$	24,207	$	24,734		$	95,512
Interest income		9,999			10,332		10,665		10,981			41,977
Interest expense		480			470		571		666			2,187
Net interest income		9,519			9,862		10,094		10,315			39,790
Provision for loan losses		—			—		—		—			—
Operating expense		24,318			24,901		25,042		26,142			100,403
Income tax expense		1,665			2,248		2,396		3,576	*		9,885	*
Net income	$	6,307		$	6,513	$	6,863	$	5,331		$	25,014
Net income per share:
Basic earnings per share	$	.51		$	.53	$	.56	$	.44		$	2.04
Diluted earnings per share		.51			.52		.55		.43			2.01
2016
Fee revenue and other income	$	20,505		$	21,457	$	22,149	$	22,025		$	86,136
Interest income		9,777			10,010		9,985		10,158			39,930
Interest expense		513			504		505		507			2,029
Net interest income		9,264			9,506		9,480		9,651			37,901
Provision for loan losses		(1,000	)		—		—		(500	)		(1,500	)
Operating expense		22,916			23,059		23,552		23,946			93,473
Income tax expense		2,020			2,035		1,855		1,806			7,716
Net income	$	5,833		$	5,869	$	6,222	$	6,424		$	24,348
Net income per share:
Basic earnings per share	$	.47		$	.48	$	.51	$	.53		$	1.99
Diluted earnings per share		.47			.47		.50		.52			1.96

⁽¹⁾ Includes one-time, non-cash TCJA charge of $1,824,000

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Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands		12 Months Ended
	Dec. 15, 2017	Dec. 31, 2017	Feb. 28, 2018	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Percentage holding required to account investments under non-marketable equity investments		20.00%
Percentage of dividend	10.00%
Retained earnings		$ 59,314		$ 118,363
Subsequent Event [Member]
Property, Plant and Equipment [Line Items]
Retained earnings			$ 2,286
Building [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives		40 years
Leasehold Improvements [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives		10 years
Software, Equipment, Furniture and Fixtures [Member] | Maximum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives		7 years
Software, Equipment, Furniture and Fixtures [Member] | Minimum [Member]
Property, Plant and Equipment [Line Items]
Estimated useful lives		3 years

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Capital Requirements and Regulatory Restrictions (Narrative) (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Regulatory Capital Requirements [Abstract]
Unappropriated retained earnings	$ 30,137

XML

Capital Requirements and Regulatory Restrictions (Schedule of Capital Amounts and Ratios) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Cass Information Systems Inc. [Member]
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Total capital (to risk-weighted assets), actual amount	$ 234,389	$ 219,747
Common Equity Tier I Capital (to risk-weighted assets), actual amount	224,184	209,572
Tier I capital (to risk-weighted assets), actual amount	224,184	209,572
Tier I capital (to average assets), actual amount	$ 224,184	$ 209,572
Total capital (to risk-weighted assets), actual ratio	22.53%	22.75%
Common Equity Tier I Capital (to risk-weighted assets), actual ratio	21.55%	21.70%
Tier I capital (to risk-weighted assets), actual ratio	21.55%	21.70%
Tier I capital (to average assets), actual ratio	13.87%	13.83%
Total capital (to risk-weighted assets), capital requirements amount	$ 83,233	$ 77,272
Common Equity Tier I Capital (to risk-weighted assets), capital requirements amount	46,819	43,466
Tier I capital (to risk-weighted assets), capital requirements amount	62,425	57,954
Tier I capital (to average assets), capital requirements amount	$ 64,649	$ 60,620
Total capital (to risk-weighted assets), capital requirements ratio	8.00%	8.00%
Common Equity Tier I Capital (to risk-weighted assets), capital requirements ratio	4.50%	4.50%
Tier I capital (to risk-weighted assets), capital requirements ratio	6.00%	6.00%
Tier I capital (to average assets), capital requirements ratio	4.00%	4.00%
Cass Commercial Bank [Member]
Compliance with Regulatory Capital Requirements under Banking Regulations [Line Items]
Total capital (to risk-weighted assets), actual amount	$ 122,440	$ 110,576
Common Equity Tier I Capital (to risk-weighted assets), actual amount	114,603	102,769
Tier I capital (to risk-weighted assets), actual amount	114,603	102,769
Tier I capital (to average assets), actual amount	$ 114,603	$ 102,769
Total capital (to risk-weighted assets), actual ratio	17.01%	16.72%
Common Equity Tier I Capital (to risk-weighted assets), actual ratio	15.93%	15.54%
Tier I capital (to risk-weighted assets), actual ratio	15.93%	15.54%
Tier I capital (to average assets), actual ratio	14.99%	13.98%
Total capital (to risk-weighted assets), capital requirements amount	$ 57,568	$ 52,898
Common Equity Tier I Capital (to risk-weighted assets), capital requirements amount	32,382	29,755
Tier I capital (to risk-weighted assets), capital requirements amount	43,176	39,674
Tier I capital (to average assets), capital requirements amount	$ 30,581	$ 29,409
Total capital (to risk-weighted assets), capital requirements ratio	8.00%	8.00%
Common Equity Tier I Capital (to risk-weighted assets), capital requirements ratio	4.50%	4.50%
Tier I capital (to risk-weighted assets), capital requirements ratio	6.00%	6.00%
Tier I capital (to average assets), capital requirements ratio	4.00%	4.00%
Total capital (to risk-weighted assets), requirement to be well capitalized amount	$ 71,960	$ 66,123
Common Equity Tier I Capital (to risk-weighted assets), requirement to be well capitalized amount	46,774	42,980
Tier I capital (to risk-weighted assets), requirement to be well capitalized amount	57,568	52,898
Tier I capital (to average assets), requirement to be well capitalized amount	$ 38,227	$ 36,761
Total capital (to risk-weighted assets), requirement to be well capitalized ratio	10.00%	10.00%
Common Equity Tier I Capital (to risk-weighted assets), requirement to be well capitalized ratio	6.50%	6.50%
Tier I capital (to risk-weighted assets), requirement to be well capitalized ratio	8.00%	8.00%
Tier I capital (to average assets), requirement to be well capitalized ratio	5.00%	5.00%

XML

Investment in Securities (Narrative) (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($)	Dec. 31, 2016 USD ($)	Dec. 31, 2015 USD ($)
Investments, Debt and Equity Securities [Abstract]
Number of securities that had an unrealized loss	64	108
Number of securities that had an unrealized loss, greater than 12 months	24
Percentage of total securities	17.00%
Premium related to purchase of state and political subdivisions	$ 7,147	$ 5,749
Securities pledged as collateral	3,750	3,750
Proceeds from sales of securities available-for-sale		21,491	$ 99,347
Gross realized gains	0	387	2,910
Gross realized losses	$ 0	$ 0	$ 0

XML

Investment in Securities (Schedule of Investment Securities) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Investment [Line Items]
Fair Value	$ 470,523	$ 390,552
Gross Unrealized Gains	9,528	5,239
Gross Unrealized Losses	1,383	3,731
Amortized Cost	462,378	389,044
State and Political Subdivisions [Member]
Investment [Line Items]
Fair Value	417,032	370,134
Gross Unrealized Gains	9,528	5,239
Gross Unrealized Losses	661	3,328
Amortized Cost	408,165	368,223
U.S. government agencies [Member]
Investment [Line Items]
Fair Value	45,500	12,672
Gross Unrealized Gains
Gross Unrealized Losses	722	403
Amortized Cost	46,222	13,075
Certificates of Deposit [Member]
Investment [Line Items]
Fair Value	7,991	7,746
Gross Unrealized Gains
Gross Unrealized Losses
Amortized Cost	$ 7,991	$ 7,746

XML

Investment in Securities (Schedule of the Fair Values of Securities with Unrealized Losses) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Investment [Line Items]
Estimated fair value less than 12 months	$ 68,938	$ 153,056
Estimated fair value 12 months or more	42,568
Estimated fair value total	111,506	153,056
Unrealized losses, less than 12 months	499	3,731
Unrealized losses, 12 months or more	884
Unrealized losses, total	1,383	3,731
State and Political Subdivisions [Member]
Investment [Line Items]
Estimated fair value less than 12 months	34,755	140,384
Estimated fair value 12 months or more	31,251
Estimated fair value total	66,006	140,384
Unrealized losses, less than 12 months	123	3,328
Unrealized losses, 12 months or more	538
Unrealized losses, total	661	3,328
U.S. government agencies [Member]
Investment [Line Items]
Estimated fair value less than 12 months	34,183	12,672
Estimated fair value 12 months or more	11,317
Estimated fair value total	45,500	12,672
Unrealized losses, less than 12 months	376	403
Unrealized losses, 12 months or more	346
Unrealized losses, total	722	403
Certificates of Deposit [Member]
Investment [Line Items]
Estimated fair value less than 12 months
Estimated fair value 12 months or more
Estimated fair value total
Unrealized losses, less than 12 months
Unrealized losses, 12 months or more
Unrealized losses, total

XML

Investment in Securities (Schedule of Amortized Cost and Fair Value of Investment Securities) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Investments, Debt and Equity Securities [Abstract]
Amortized Cost, Due in 1 year or less	$ 22,492
Amortized Cost, Due after 1 year through 5 years	57,922
Amortized Cost, Due after 5 years through 10 years	256,396
Amortized Cost, Due after 10 years	125,568
Amortized Cost, No stated maturity
Amortized Cost, Total	462,378
Fair Value, Due in 1 year or less	22,638
Fair Value, Due after 1 year through 5 years	58,425
Fair Value, Due after 5 years through 10 years	263,961
Fair Value, Due after 10 years	125,499
Fair Value, No stated maturity
Available-for-sale Securities, Total	$ 470,523	$ 390,552

XML

Loans (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Receivables [Abstract]
Impaired loans, ALLL	$ 0	$ 0
Nonaccrual loans	0	245
Delinquent loans still accruing interest	0	0
Loans classified as troubled debt restructuring	0	0
Average balance of impaired loans	166	333	$ 3,188
Income recognized on nonaccrual loans under original terms of contract	24	66	390
Income recognized on nonaccrual loans	$ 17	$ 47	$ 34

XML

Loans (Summary of Loan Categories) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Loans and Leases Receivable Disclosure [Line Items]
Total Loans	$ 686,231	$ 664,866
Commercial and Industrial [Member]
Loans and Leases Receivable Disclosure [Line Items]
Total Loans	236,394	214,767
Real Estate Commercial Mortgage [Member]
Loans and Leases Receivable Disclosure [Line Items]
Total Loans	94,675	104,779
Real Estate Commercial Construction [Member]
Loans and Leases Receivable Disclosure [Line Items]
Total Loans	9,359	6,325
Real Estate Church Related Mortgage [Member]
Loans and Leases Receivable Disclosure [Line Items]
Total Loans	316,073	321,168
Real Estate Church Related Construction [Member]
Loans and Leases Receivable Disclosure [Line Items]
Total Loans	25,948	11,152
Industrial Revenue Bonds [Member]
Loans and Leases Receivable Disclosure [Line Items]
Total Loans	3,374	6,639
Other Loan [Member]
Loans and Leases Receivable Disclosure [Line Items]
Total Loans	$ 408	$ 36

XML

Loans (Schedule of the Aging of Loans by Loan Categories) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Financing Receivable, Recorded Investment, Past Due [Line Items]
Non Accrual		$ 245
Total Loans	$ 686,231	664,866
Commercial and Industrial [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Non Accrual
Total Loans	236,394	214,767
Real Estate Commercial Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Non Accrual		245
Total Loans	94,675	104,779
Real Estate Commercial Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Non Accrual
Total Loans	9,359	6,325
Real Estate Church Related Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Non Accrual
Total Loans	316,073	321,168
Real Estate Church Related Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Non Accrual
Total Loans	25,948	11,152
Industrial Revenue Bonds [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Non Accrual
Total Loans	3,374	6,639
Other [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Non Accrual
Total Loans	408	36
Current [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans	686,231	664,609
Current [Member] | Commercial and Industrial [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans	236,394	214,767
Current [Member] | Real Estate Commercial Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans	94,675	104,534
Current [Member] | Real Estate Commercial Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans	9,359	6,325
Current [Member] | Real Estate Church Related Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans	316,073	321,168
Current [Member] | Real Estate Church Related Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans	25,948	11,152
Current [Member] | Industrial Revenue Bonds [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans	3,374	6,639
Current [Member] | Other [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans	408	24
30-59 Days [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans		12
30-59 Days [Member] | Commercial and Industrial [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
30-59 Days [Member] | Real Estate Commercial Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
30-59 Days [Member] | Real Estate Commercial Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
30-59 Days [Member] | Real Estate Church Related Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
30-59 Days [Member] | Real Estate Church Related Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
30-59 Days [Member] | Industrial Revenue Bonds [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
30-59 Days [Member] | Other [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans		12
60-89 Days [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
60-89 Days [Member] | Commercial and Industrial [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
60-89 Days [Member] | Real Estate Commercial Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
60-89 Days [Member] | Real Estate Commercial Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
60-89 Days [Member] | Real Estate Church Related Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
60-89 Days [Member] | Real Estate Church Related Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
60-89 Days [Member] | Industrial Revenue Bonds [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
60-89 Days [Member] | Other [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
90 Days and over [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
90 Days and over [Member] | Commercial and Industrial [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
90 Days and over [Member] | Real Estate Commercial Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
90 Days and over [Member] | Real Estate Commercial Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
90 Days and over [Member] | Real Estate Church Related Mortgage [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
90 Days and over [Member] | Real Estate Church Related Construction [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
90 Days and over [Member] | Industrial Revenue Bonds [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans
90 Days and over [Member] | Other [Member]
Financing Receivable, Recorded Investment, Past Due [Line Items]
Loans

XML

Loans (Schedule of the Credit Exposure of the Loan Portfolio) (Details) - USD ($) $ in Thousands		Dec. 31, 2017	Dec. 31, 2016
Financing Receivable, Recorded Investment [Line Items]
Total Loans		$ 686,231	$ 664,866
Loans Subject To Normal Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[1]	683,190	658,984
Performing Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]	3,041	5,637
Nonperforming Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]		245
Commercial and Industrial [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans		236,394	214,767
Commercial and Industrial [Member] | Loans Subject To Normal Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[1]	234,271	213,024
Commercial and Industrial [Member] | Performing Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]	2,123	1,743
Commercial and Industrial [Member] | Nonperforming Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]
Real Estate Commercial Mortgage [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans		94,675	104,779
Real Estate Commercial Mortgage [Member] | Loans Subject To Normal Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[1]	93,788	103,778
Real Estate Commercial Mortgage [Member] | Performing Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]	887	756
Real Estate Commercial Mortgage [Member] | Nonperforming Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]		245
Real Estate Commercial Construction [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans		9,359	6,325
Real Estate Commercial Construction [Member] | Loans Subject To Normal Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[1]	9,359	6,325
Real Estate Commercial Construction [Member] | Performing Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]
Real Estate Commercial Construction [Member] | Nonperforming Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]
Real Estate Church Related Construction [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans		25,948	11,152
Real Estate Church Related Construction [Member] | Loans Subject To Normal Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[1]	25,948	11,152
Real Estate Church Related Construction [Member] | Performing Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]
Real Estate Church Related Construction [Member] | Nonperforming Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]
Real Estate Church Related Mortgage [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans		316,073	321,168
Real Estate Church Related Mortgage [Member] | Loans Subject To Normal Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[1]	316,042	318,030
Real Estate Church Related Mortgage [Member] | Performing Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]	31	3,138
Real Estate Church Related Mortgage [Member] | Nonperforming Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]
Industrial Revenue Bonds [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans		3,374	6,639
Industrial Revenue Bonds [Member] | Loans Subject To Normal Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[1]	3,374	6,639
Industrial Revenue Bonds [Member] | Performing Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]
Industrial Revenue Bonds [Member] | Nonperforming Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]
Other [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans		408	36
Other [Member] | Loans Subject To Normal Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[1]	408	36
Other [Member] | Performing Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]
Other [Member] | Nonperforming Loans Subject To Special Monitoring [Member]
Financing Receivable, Recorded Investment [Line Items]
Total Loans	[2]

[1] Loans subject to normal monitoring involve borrowers of acceptable-to-strong credit quality and risk, who have the apparent ability to satisfy their loan obligation.

[2] Loans subject to special monitoring possess some credit deficiency or potential weakness which requires a high level of management attention.

XML

Loans (Schedule of Recorded Investment and Unpaid Principal for Impaired Loans) (Details) $ in Thousands	Dec. 31, 2016 USD ($)
Financing Receivable, Modifications [Line Items]
Non Accrual	$ 245
Recorded Investment [Member]
Financing Receivable, Modifications [Line Items]
Fair value of impaired loan	245
Upaid Principal Balance [Member]
Financing Receivable, Modifications [Line Items]
Fair value of impaired loan	245
Related Allowance for Loan Losses [Member]
Financing Receivable, Modifications [Line Items]
Fair value of impaired loan
Commercial and Industrial [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual
Commercial and Industrial [Member] | Recorded Investment [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual
Commercial and Industrial [Member] | Upaid Principal Balance [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual
Commercial and Industrial [Member] | Related Allowance for Loan Losses [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual
Real Estate Commercial Mortgage [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual	245
Real Estate Commercial Mortgage [Member] | Recorded Investment [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual	245
Real Estate Commercial Mortgage [Member] | Upaid Principal Balance [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual	245
Real Estate Commercial Mortgage [Member] | Related Allowance for Loan Losses [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual
Real Estate Church Related Mortgage [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual
Real Estate Church Related Mortgage [Member] | Recorded Investment [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual
Real Estate Church Related Mortgage [Member] | Upaid Principal Balance [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual
Real Estate Church Related Mortgage [Member] | Related Allowance for Loan Losses [Member]
Financing Receivable, Modifications [Line Items]
Non Accrual

XML

Loans (Summary of Allowance for Loan Losses) (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2017 USD ($)
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	$ 10,175
Charge-Offs
Recoveries	30
Provision
Allowance for loan losses, Ending Balance	10,205
Commercial and Industrial [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	3,261
Charge-Offs
Recoveries	30
Provision	361
Allowance for loan losses, Ending Balance	3,652
Real Estate Commercial Mortgage [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	1,662
Charge-Offs
Recoveries
Provision	(268)
Allowance for loan losses, Ending Balance	1,394
Real Estate Commercial Construction [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	47
Charge-Offs
Recoveries
Provision	23
Allowance for loan losses, Ending Balance	70
Real Estate Church Related Mortgage [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	4,027
Charge-Offs
Recoveries
Provision	(65)
Allowance for loan losses, Ending Balance	3,962
Real Estate Church Related Construction [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	85
Charge-Offs
Recoveries
Provision	111
Allowance for loan losses, Ending Balance	196
Industrial Revenue Bonds [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	101
Charge-Offs
Recoveries
Provision	(49)
Allowance for loan losses, Ending Balance	52
Other [Member]
Financing Receivable, Allowance for Credit Losses [Line Items]
Allowance for loan losses, Beginning Balance	992
Charge-Offs
Recoveries
Provision	(113)
Allowance for loan losses, Ending Balance	$ 879

XML

Premises and Equipment (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Property, Plant and Equipment [Abstract]
Depreciation expense	$ 3,627	$ 3,245	$ 3,008
Rent expense	$ 1,499	$ 1,397	$ 1,387

XML

Premises and Equipment (Summary of Premises and Equipment) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Premises and equipment, gross	$ 52,484	$ 48,387
Less accumulated depreciation	30,898	27,301
Total	21,586	21,086
Land [Member]
Property, Plant and Equipment [Line Items]
Premises and equipment, gross	873	873
Building [Member]
Property, Plant and Equipment [Line Items]
Premises and equipment, gross	13,386	13,087
Leaseholds and Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Premises and equipment, gross	2,120	2,098
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Premises and equipment, gross	14,801	13,248
Software [Member]
Property, Plant and Equipment [Line Items]
Premises and equipment, gross	4,819	4,704
Internally Developed Software [Member]
Property, Plant and Equipment [Line Items]
Premises and equipment, gross	$ 16,485	$ 14,377

XML

Premises and Equipment (Schedule of Future Minimum Rental Payments) (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Property, Plant and Equipment [Abstract]
2018	$ 1,518
2019	1,270
2020	1,245
2021	1,118
2022	1,086
2023	226
Total	$ 6,463

XML

Acquired Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization of intangible assets	$ 427	$ 408	$ 408
2018	442
2019	412
2020	406
2021	406
2022	88
Recorded intangible assets	1,405
Customer Lists [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Recorded intangible assets	$ 355
Customer Lists [Member] | Minimum [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization period	7 years
Customer Lists [Member] | Maximum [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization period	10 years
Patents [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization period	18 years
Noncompete Agreements [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Recorded intangible assets	$ 71
Noncompete Agreements [Member] | Minimum [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization period	2 years
Noncompete Agreements [Member] | Maximum [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization period	5 years
Software [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization period	3 years
Other Intangible Assets [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization period	15 years
Goodwill [Member]
Acquired Finite-Lived Intangible Assets [Line Items]
Recorded intangible assets	$ 979

XML

Acquired Intangible Assets (Schedule of Intangible Assets) (Details) - USD ($) $ in Thousands		Dec. 31, 2017	Dec. 31, 2016
Assets eligible for amortization:
Gross Carrying Amount		$ 18,222	$ 16,817
Accumulated Amortization		(3,657)	(3,230)
Unamortized intangible assets:
Goodwill, Gross Carrying Amount	[1]	12,796	11,817
Goodwill, Accumulated Amortization	[1]	(227)	(227)
Customer Lists [Member]
Assets eligible for amortization:
Gross Carrying Amount		4,288	3,933
Accumulated Amortization		(2,702)	(2,342)
Patents [Member]
Assets eligible for amortization:
Gross Carrying Amount		72	72
Accumulated Amortization		(12)	(8)
Noncompete Agreements [Member]
Assets eligible for amortization:
Gross Carrying Amount		332	261
Accumulated Amortization		(291)	(261)
Software [Member]
Assets eligible for amortization:
Gross Carrying Amount		234	234
Accumulated Amortization		(234)	(234)
Other Intangible Assets [Member]
Assets eligible for amortization:
Gross Carrying Amount		500	500
Accumulated Amortization		$ (191)	$ (158)

[1] Amortization through December 31, 2001 prior to adoption of FASB ASC 350.

XML

Interest-Bearing Deposits (Schedule of Interest-bearing Deposits) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Interest-Bearing Deposits [Abstract]
Interest-bearing demand deposits	$ 332,881	$ 322,091
Savings deposits	11,168	29,430
Time deposits:
Less than $100	2,658	3,523
$100 to less than $250	33,385	37,179
$250 or more	16,455	15,082
Total	$ 396,547	$ 407,305
Weighted average interest rate	0.56%	0.48%

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Interest-Bearing Deposits (Schedule of Interest on Deposits) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Interest-Bearing Deposits [Abstract]
Interest-bearing demand deposits	$ 1,611	$ 1,387	$ 1,392
Savings deposits	79	100	65
Time deposits:
Less than $100	234	274	346
$100 to less than $250	114	191	119
$250 or more	149	77	189
Total	$ 2,187	$ 2,029	$ 2,111

XML

Interest-Bearing Deposits (Schedule of Maturities of Time Deposits) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Due within:
One year	$ 48,370	$ 48,740
Two years	281	4,752
Three years	2,383	155
Four years	25	2,072
Five years	1,439	65
Total	$ 52,498	$ 55,784
Percent of Total One year	92.10%	87.40%
Percent of Total Two years	0.50%	8.50%
Percent of Total Three years	4.50%	0.30%
Percent of Total Four years	0.10%	3.70%
Percent of Total Five years	2.80%	0.10%
Total	100.00%	100.00%

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Unused Available Lines of Credit (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Unsecured Debt [Member]
Line of Credit Facility [Line Items]
Line of credit amount	$ 68,000
Unsecured Debt [Member] | US Bank [Member]
Line of Credit Facility [Line Items]
Line of credit amount	20,000
Unsecured Debt [Member] | Wells Fargo Bank [Member]
Line of Credit Facility [Line Items]
Line of credit amount	15,000
Unsecured Debt [Member] | PNC Bank [Member]
Line of Credit Facility [Line Items]
Line of credit amount	12,000
Unsecured Debt [Member] | Frost National Bank [Member]
Line of Credit Facility [Line Items]
Line of credit amount	10,000
Unsecured Debt [Member] | JPM Chase Bank [Member]
Line of Credit Facility [Line Items]
Line of credit amount	6,000
Unsecured Debt [Member] | UMB Bank [Member]
Line of Credit Facility [Line Items]
Line of credit amount	5,000
Secured Debt [Member] | UMB Bank [Member]
Line of Credit Facility [Line Items]
Line of credit amount	50,000
Secured Debt [Member] | Federal Home Loan Bank [Member]
Line of Credit Facility [Line Items]
Line of credit amount	204,789
Secured Debt [Member] | First Tennessee Bank [Member]
Line of Credit Facility [Line Items]
Line of credit amount	$ 50,000

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Common Stock and Earnings per Share (Schedule of Common Stock Outstanding) (Details)	12 Months Ended
	Dec. 31, 2017 shares
Earnings Per Share [Abstract]
Shares outstanding at January 1	11,188,466
10% stock dividend issued December 15, 2017	1,116,711
Issuance of common stock:
Employee restricted stock grants	3,825
Employee SARs exercised	7,547
Directors' compensation	8,389
Shares repurchased	(38,042)
Shares outstanding at December 31	12,286,896

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Common Stock and Earnings per Share (Schedule of Calculations of Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Basic
Net income	$ 5,331	$ 6,863	$ 6,513	$ 6,307	$ 6,424	$ 6,222	$ 5,869	$ 5,833	$ 25,014	$ 24,348	$ 23,056
Weighted average common shares outstanding (in shares)									12,250,465	12,265,434	12,494,466
Basic earnings per share (in dollars per share)	$ 0.44	$ 0.56	$ 0.53	$ 0.51	$ .53	$ .51	$ .48	$ .47	$ 2.04	$ 1.99	$ 1.85
Diluted
Net income	$ 5,331	$ 6,863	$ 6,513	$ 6,307	$ 6,424	$ 6,222	$ 5,869	$ 5,833	$ 25,014	$ 24,348	$ 23,056
Weighted average common shares outstanding (in shares)									12,250,465	12,265,434	12,494,466
Effect of dilutive restricted stock, PBRS and SARs (in shares)									179,445	172,386	175,784
Weighted average common shares outstanding assuming dilution (in shares)									12,429,910	12,437,820	12,670,250
Diluted earnings per share (in dollars per share)	$ 0.43	$ 0.55	$ 0.52	$ 0.51	$ .52	$ .50	$ .47	$ .47	$ 2.01	$ 1.96	$ 1.82

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Employee Benefit Plans (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plan Disclosure [Line Items]
Benefits paid	$ 2,031	$ 1,885
Defined contribution plan, contribution amount	925	658	$ 623
Defined Benefit Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Accumulated benefit obligation	85,236	74,425
Recognized prior service (cost) benefit	0
Net gains (losses) as a component of net periodic benefit cost	1,409
Supplemental Executive Retirement Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Accumulated benefit obligation	8,734	7,904
Contributions for plan	5,799	5,367	5,211
Benefits paid	247	$ 247	$ 243
Recognized prior service (cost) benefit	0
Net gains (losses) as a component of net periodic benefit cost	$ 582
Fixed Income [Member]
Defined Benefit Plan Disclosure [Line Items]
Target plan asset	51.00%
U.S. Equity [Member]
Defined Benefit Plan Disclosure [Line Items]
Target plan asset	25.00%
Non-U.S. Equity Securities [Member]
Defined Benefit Plan Disclosure [Line Items]
Target plan asset	30.00%

XML

Employee Benefit Plans (Schedule of Projected Benefit Obligation) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016
Projected benefit obligation:
Balance, January 1	$ 85,551	$ 78,369
Service cost	3,733	3,559
Interest cost	3,621	3,505
Actuarial (gain) loss	7,916	2,003
Benefits paid	(2,031)	(1,885)
Balance, December 31	98,790	85,551
Plan assets:
Fair value, January 1	73,168	71,174
Actual return	10,290	3,879
Employer contribution
Benefits paid	(2,031)	(1,885)
Fair value, December 31	81,427	73,168
Funded status:
Accrued pension liability	$ (17,363)	$ (12,383)

XML

Employee Benefit Plans (Schedule of Assumptions used to Determine the Projected Benefit Obligation) (Details) - Defined Benefit Plan [Member]		Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plan Disclosure [Line Items]
Weighted average discount rate		3.75%	4.25%	4.50%
Rate of increase in compensation levels	[1]

[1] 6.0% graded down to 3.25% over the first seven years of service

XML

Employee Benefit Plans (Schedule of Expected Pension Benefit Payments) (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Retirement Benefits [Abstract]
2018	$ 2,679
2019	2,823
2020	3,045
2021	3,300
2022	3,693
2023-2027	$ 23,682

XML

Employee Benefit Plans (Schedule of Plan's Pension Cost) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plan Disclosure [Line Items]
Service cost - benefits earned during the year	$ 3,733	$ 3,559
Interest cost on projected benefit obligations	3,621	3,505
Defined Benefit Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost - benefits earned during the year	3,733	3,559	$ 3,796
Interest cost on projected benefit obligations	3,621	3,505	3,178
Expected return on plan assets	(4,681)	(4,734)	(4,864)
Net amortization and deferral	1,382	1,259	1,542
Net periodic pension cost	$ 4,055	$ 3,589	$ 3,652

XML

Employee Benefit Plans (Schedule of Assumptions used to Determine Net Pension Cost) (Details)		12 Months Ended
		Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Retirement Benefits [Abstract]
Weighted average discount rate		4.25%	4.50%	4.00%
Rate of increase in compensation levels	[1]
Expected long-term rate of return on assets		6.50%	6.75%	6.75%

[1] 6.0% graded down to 3.25% over the first seven years of service

XML

Employee Benefit Plans (Schedule of Long-term Rate of Return on Assets (Details)	12 Months Ended
	Dec. 31, 2017
Fixed Income [Member]
Defined Benefit Plan Disclosure [Line Items]
Percent of Total Portfolio	51.00%
One-Year Nominal Return	4.55%
Annual Standard Deviation	4.55%
Large Cap U.S. Equities [Member]
Defined Benefit Plan Disclosure [Line Items]
Percent of Total Portfolio	14.00%
One-Year Nominal Return	7.00%
Annual Standard Deviation	15.85%
Small Cap U.S. Equities [Member]
Defined Benefit Plan Disclosure [Line Items]
Percent of Total Portfolio	5.00%
One-Year Nominal Return	8.10%
Annual Standard Deviation	19.70%
International (Developed) [Member]
Defined Benefit Plan Disclosure [Line Items]
Percent of Total Portfolio	25.00%
One-Year Nominal Return	7.99%
Annual Standard Deviation	17.93%
International (Emerging) [Member]
Defined Benefit Plan Disclosure [Line Items]
Percent of Total Portfolio	5.00%
One-Year Nominal Return	10.56%
Annual Standard Deviation	27.35%

XML

Employee Benefit Plans (Summary of the Fair Value Measurements by Type of Asset) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plan Disclosure [Line Items]
Total	$ 81,427	$ 73,168	$ 71,174
Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	374	340
Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	81,053	72,828
Cash [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	374	340
Cash [Member] | Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	374	340
Cash [Member] | Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total
U.S. Large Cap Growth [Member]
Defined Benefit Plan Disclosure [Line Items]
Total		13,306
U.S. Large Cap Growth [Member] | Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total
U.S. Large Cap Growth [Member] | Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total		13,306
U.S. Small/Mid Cap Growth [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	4,111	5,655
U.S. Small/Mid Cap Growth [Member] | Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total
U.S. Small/Mid Cap Growth [Member] | Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	4,111	5,655
Non-U.S. Core [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	21,065	10,558
Non-U.S. Core [Member] | Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total
Non-U.S. Core [Member] | Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	21,065	10,558
U.S. Large Cap Passive [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	11,717	7,364
U.S. Large Cap Passive [Member] | Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total
U.S. Large Cap Passive [Member] | Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	11,717	7,364
Emerging Markets [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	4,052	652
Emerging Markets [Member] | Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total
Emerging Markets [Member] | Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	4,052	652
U.S. Core Opportunistic [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	11,284	24,438
U.S. Core Opportunistic [Member] | Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total
U.S. Core Opportunistic [Member] | Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	11,284	24,438
U.S. Passive [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	24,345	9,571
U.S. Passive [Member] | Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total
U.S. Passive [Member] | Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	24,345	9,571
Opportunistic [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	4,479	1,254
Opportunistic [Member] | Fair Value, Inputs, Level 1 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total
Opportunistic [Member] | Fair Value, Inputs, Level 2 [Member]
Defined Benefit Plan Disclosure [Line Items]
Total	$ 4,479	$ 1,254

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Employee Benefit Plans (Summary of the Activity in the SERP's Projected Benefit Obligation) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Benefit obligation:
Balance, January 1	$ 85,551	$ 78,369
Service cost	3,733	3,559
Interest cost	3,621	3,505
Benefits paid	(2,031)	(1,885)
Actuarial (gain) loss	7,916	2,003
Balance, December 31	98,790	85,551	$ 78,369
Supplemental Executive Retirement Plan [Member]
Benefit obligation:
Balance, January 1	9,132	8,748
Service cost	143	133	140
Interest cost	360	367	348
Benefits paid	(247)	(247)	(243)
Actuarial (gain) loss	706	131
Balance, December 31	$ 10,094	$ 9,132	$ 8,748

XML

Employee Benefit Plans (Schedule of Assumptions used to Determine Projected Benefit Obligation of the SERP) (Details) - Supplemental Executive Retirement Plan [Member]		Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plan Disclosure [Line Items]
Weighted average discount rate		3.50%	4.00%	4.25%
Rate of increase in compensation levels	[1]

[1] 6.0% graded down to 3.25% over the first seven years of service

XML

Employee Benefit Plans (Schedule of Expected Future Benefits Payable) (Details) $ in Thousands	Dec. 31, 2017 USD ($)
Defined Benefit Plan Disclosure [Line Items]
2018	$ 2,679
2019	2,823
2020	3,045
2021	3,300
2022	3,693
2023-2027	23,682
Supplemental Executive Retirement Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
2018	314
2019	313
2020	311
2021	367
2022	711
2023-2027	$ 3,813

XML

Employee Benefit Plans (Schedule of SERP's Pension Cost) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Defined Benefit Plan Disclosure [Line Items]
Service cost - benefits earned during the year	$ 3,733	$ 3,559
Interest cost on projected benefit obligations	3,621	3,505
Supplemental Executive Retirement Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Service cost - benefits earned during the year	143	133	$ 140
Interest cost on projected benefit obligations	360	367	348
Net amortization and deferral	324	295	654
Net periodic pension cost	$ 827	$ 795	$ 1,142

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Employee Benefit Plans (Schedule of the Pretax amounts in Accumulated Other Comprehensive Loss) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Defined Benefit Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Prior service cost
Net actuarial loss	23,160	22,237
Total	23,160	22,237
Supplemental Executive Retirement Plan [Member]
Defined Benefit Plan Disclosure [Line Items]
Prior service cost
Net actuarial loss	2,388	2,005
Total	$ 2,388	$ 2,005

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Stock-based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
	Dec. 15, 2017	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares authorized for issuance		1,500,000
Percentage of dividend	10.00%
Share-Based Compensation		$ 2,339	$ 1,959	$ 2,059
Restricted Stock [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted		26,064	39,816	47,065
Shares granted, weighted average grant date market value			$ 45.75	$ 46.40
Vesting period		3 years	3 years
Amortization of restricted stock bonus		$ 1,743	$ 1,712	$ 1,514
Total unrecognized compensation expense		$ 1,345
Total unrecognized compensation expense, weighted average period		7 months 17 days
Total fair value of shares vested		$ 1,550	1,500	$ 1,089
Fair value of granted shares per share		$ 59.46
Performance-based restricted shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares granted		25,342
Vesting period		3 years
Fair value of granted shares per share		$ 59.20
Expense incurred to grant shares		$ 579
Percentage of financial goal		124.00%
Performance-based restricted shares [Member] | Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of target opportunity for awards to vest		0.00%
Performance-based restricted shares [Member] | Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Percentage of target opportunity for awards to vest		150.00%
SARs [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total unrecognized compensation expense		$ 0
Total intrinsic value of options exercised		$ 892	$ 2,162
Average remaining contractual term		5 years 11 days	5 years 2 months 19 days
Outstanding, Aggregate Intrinsic Value		$ 7,291	$ 8,395
Share-Based Compensation		$ 18

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Stock-based Compensation (Schedule of Restricted Stock Outstanding) (Details) - Restricted Stock [Member] - $ / shares	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Shares
Balance at December 31, 2016	81,269
Granted	26,064	39,816	47,065
Vested	(29,167)
Forfeited
Balance at December 31, 2017	78,166	81,269
Weighted Average Grant Date Fair Value
Balance at December 31, 2016	$ 46.39
Granted	59.46
Vested	47.58
Forfeited
Balance at December 31, 2017	$ 50.30	$ 46.39

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Stock-based Compensation (Schedule of SARs Oustanding) (Details) - SARs [Member]	12 Months Ended
	Dec. 31, 2017 $ / shares shares
SARs
Balance at December 31, 2016 | shares	261,206
Exercised | shares	(26,970)
Forfeited | shares
Balance at December 31, 2017 | shares	234,236
Exercisable at December 31, 2017 | shares	234,236
Weighted Average Exercise Price
Balance at December 31, 2016 | $ / shares	$ 34.75
Exercised | $ / shares	33.09
Forfeited | $ / shares
Balance at December 31, 2017 | $ / shares	34.97
Exercisable at December 31, 2017 | $ / shares	$ 34.97

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Other Operating Expense (Schedule of Other Operating Expense) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Other Income and Expenses [Abstract]
Postage and supplies	$ 2,087	$ 1,925	$ 1,954
Promotional expense	2,557	2,187	2,268
Professional fees	1,650	1,930	1,690
Outside service fees	4,424	3,316	2,848
Data processing services	897	372	357
Telecommunications	749	1,000	1,068
Other	1,722	1,913	1,185
Total other operating expense	$ 14,086	$ 12,643	$ 11,370

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Income Taxes (Narrative) (Details) - USD ($) $ in Thousands		1 Months Ended		3 Months Ended									12 Months Ended
		Jan. 31, 2018	Dec. 22, 2017	Dec. 31, 2017		Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017		Dec. 31, 2016	Dec. 31, 2015
Income Taxes [Line Items]
Statutory federal tax rate													35.00%		35.00%	35.00%
Change in corporate federal statutory income tax rate			21.00%
Net operating loss carryforward	[1]			$ 76					$ 169				$ 76		$ 169
Amounts of tax benefits that would affect effective tax rate if recognized				1,464					1,225				1,464		1,225	$ 861
Income tax accrued interest				139					108				139		108	54
Increase (reduction) in accrued interest													31		54
Reduction of tax benefits over the next twelve months													299
Income tax expense				3,576	[2]	$ 2,396	$ 2,248	$ 1,665	$ 1,806	$ 1,855	$ 2,035	$ 2,020	$ 9,885	[2]	$ 7,716	$ 7,978
Percentage of pre-tax income tax rate													28.00%		24.00%	26.00%
Non-cash charge													$ 1,824
Deferred tax inventory net credit amount				462									462
Change in AOCI related to pension and unrealized gains/losses on securities available for sale													$ 2,286
Subsequent Event [Member]
Income Taxes [Line Items]
Change in corporate federal statutory income tax rate		25.00%
Minimum [Member]
Income Taxes [Line Items]
Percentage of one time charge													28.00%
Maximum [Member]
Income Taxes [Line Items]
Percentage of one time charge													25.00%
Franklin Bancorp [Member]
Income Taxes [Line Items]
Net operating loss carryforward				361									$ 361
Limitations on use				$ 122									$ 122
Net operating loss carryforward expiration date													Dec. 31, 2020

[1] As of December 31, 2017, the Company had approximately $361,000 of net operating loss carry forwards as a result of the acquisition of Franklin Bancorp. The utilization of the net operating loss carry forward is subject to Section 382 of the Internal Revenue Code and limits the Company's use to approximately $122,000 per year during the carry forward period, which expires in 2020.

[2] Includes one-time, non-cash TCJA charge of $1,824,000

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Income Taxes (Components of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands	3 Months Ended									12 Months Ended
	Dec. 31, 2017	[1]	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017		Dec. 31, 2016	Dec. 31, 2015
Current:
Federal										$ 4,250		$ 6,456	$ 6,825
State										1,638		941	1,290
Deferred:
Federal										4,256		301	(84)
State										(259)		18	(53)
Total income tax expense	$ 3,576		$ 2,396	$ 2,248	$ 1,665	$ 1,806	$ 1,855	$ 2,035	$ 2,020	$ 9,885	[1]	$ 7,716	$ 7,978

[1] Includes one-time, non-cash TCJA charge of $1,824,000

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Income Taxes (Schedule of Reconciliation of Expected Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands	3 Months Ended									12 Months Ended
	Dec. 31, 2017	[1]	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017		Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Expected income tax expense										$ 12,214		$ 11,223	$ 10,862
(Reductions) increases resulting from:
Tax-exempt income										(3,868)		(3,754)	(3,704)
State taxes, net of federal benefit										896		623	804
Share-based compensation adjustment										(376)
Adjustment of deferred tax asset or liability for TCJA										1,824
Other, net										(805)		(376)	16
Total income tax expense	$ 3,576		$ 2,396	$ 2,248	$ 1,665	$ 1,806	$ 1,855	$ 2,035	$ 2,020	$ 9,885	[1]	$ 7,716	$ 7,978

[1] Includes one-time, non-cash TCJA charge of $1,824,000

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Income Taxes (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands		Dec. 31, 2017	Dec. 31, 2016
Deferred tax assets:
Allowance for loan losses		$ 2,413	$ 3,718
ASC 715 pension funding liability		6,080	8,969
Net operating loss carryforward	[1]	76	169
Supplemental executive retirement plan accrual		1,833	2,604
Stock compensation		1,307	1,695
Other		118	177
Total deferred tax assets		11,827	17,332
Deferred tax liabilities:
Premises and equipment		(2,248)	(2,731)
Pension		(1,379)	(3,601)
Intangible/assets		(1,091)	(1,402)
Unrealized gain on investment in securities available-for-sale		(1,938)	(560)
Deferred income		(2,121)
Total deferred tax liabilities		(8,777)	(8,294)
Net deferred tax assets		$ 3,050	$ 9,038

[1] As of December 31, 2017, the Company had approximately $361,000 of net operating loss carry forwards as a result of the acquisition of Franklin Bancorp. The utilization of the net operating loss carry forward is subject to Section 382 of the Internal Revenue Code and limits the Company's use to approximately $122,000 per year during the carry forward period, which expires in 2020.

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Income Taxes (Schedule of the Reconciliation of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Balance at January 1	$ 1,623	$ 1,194	$ 1,117
Changes in unrecognized tax benefits as a result of tax positions taken during a prior year	(15)	407	10
Changes in unrecognized tax benefits as a result of tax position taken during the current year	263	311	277
Decreases in unrecognized tax benefits relating to settlements with taxing authorities
Reductions to unrecognized tax benefits as a result of a lapse of the applicable statute of limitations	(239)	(289)	(210)
Balance at December 31	$ 1,632	$ 1,623	$ 1,194

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Disclosures about Fair Value of Financial Instruments (Schedule of Commitments to Extend Credit, Standby Letters of Credit and Commercial Letters) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016
Commitments To Extend Credit [Member]
Other Commitments [Line Items]
Long-term Line of Credit	$ 87,013	$ 45,497
Standby Letters Of Credit [Member]
Other Commitments [Line Items]
Long-term Line of Credit	14,347	14,381
Commercial Letters Of Credit [Member]
Other Commitments [Line Items]
Long-term Line of Credit	$ 3,246	$ 1,962

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Disclosures about Fair Value of Financial Instruments (Summary of the Company's Financial Instruments) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Fair Value Disclosures [Abstract]
Cash and cash equivalents, Carrying Amount	$ 228,110	$ 266,743	$ 253,172	$ 294,335
Investment in securities, Carrying Amount	470,523	390,552
Loans, net, Carrying Amount	676,026	654,691
Accrued interest receivable, Carrying Amount	7,413	6,543
Assets, Carrying Amount	1,382,072	1,318,529
Cash and cash equivalents, Fair Value	228,110	266,743
Investment in securities, Fair Value	470,523	390,552
Loans, net, Fair Value	675,020	652,028
Accrued interest receivable, Fair Value	7,413	6,543
Assets, Fair Value	1,381,066	1,315,866
Deposits, Carrying Amount	678,088	621,961
Accounts and drafts payable, Carrying Amount	661,888	642,287
Accrued interest payable, Carrying Amount	55	46
Liabilities, Carrying Amount	1,340,031	1,264,294
Deposits, Fair Value	678,346	622,173
Accounts and drafts payable, Fair Value	661,888	642,287
Accrued interest payable, Fair Value	55	46
Liabilities, Fair Value	$ 1,340,289	$ 1,264,506

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Industry Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended									12 Months Ended
	Dec. 31, 2017		Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017		Dec. 31, 2016	Dec. 31, 2015
Fee revenue and other income:
Income from customers										$ 95,512		$ 86,136	$ 83,368
Intersegment income (expense)
Net interest income (expense) after provision for loan losses:
Income from customers										39,790		39,401	37,449
Intersegment income (expense)
Depreciation and amortization										4,052		3,653	3,416
Income taxes	$ 3,576	[1]	$ 2,396	$ 2,248	$ 1,665	$ 1,806	$ 1,855	$ 2,035	$ 2,020	9,885	[1]	7,716	7,978
Net income	5,331		$ 6,863	$ 6,513	$ 6,307	6,424	$ 6,222	$ 5,869	$ 5,833	25,014		24,348	23,056
Goodwill	12,569					11,590				12,569		11,590	11,590
Other intangible assets, net	1,996					1,997				1,996		1,997	2,405
Total assets	1,603,209					1,504,839				1,603,209		1,504,839	1,455,506
Information Services [Member]
Fee revenue and other income:
Income from customers										93,804		84,612	82,144
Intersegment income (expense)										13,317		12,164	10,078
Net interest income (expense) after provision for loan losses:
Income from customers										13,400		13,820	14,598
Intersegment income (expense)												2	12
Depreciation and amortization										3,784		3,368	3,164
Income taxes										4,326		1,478	2,818
Net income										13,597		14,049	14,635
Goodwill	12,433					11,454				12,433		11,454	11,454
Other intangible assets, net	1,996					1,997				1,996		1,997	2,405
Total assets	800,214					763,999				800,214		763,999	702,491
Banking Services [Member]
Fee revenue and other income:
Income from customers										1,708		1,524	1,224
Intersegment income (expense)										1,545		1,575	1,648
Net interest income (expense) after provision for loan losses:
Income from customers										26,390		25,581	22,851
Intersegment income (expense)												(2)	(12)
Depreciation and amortization										150		165	151
Income taxes										5,559		6,238	5,160
Net income										11,417		10,299	8,421
Goodwill	136					136				136		136	136
Other intangible assets, net
Total assets	830,672					756,164				830,672		756,164	761,739
Corporate Eliminations and Other [Member]
Fee revenue and other income:
Income from customers
Intersegment income (expense)										(14,862)		(13,739)	(11,726)
Net interest income (expense) after provision for loan losses:
Income from customers
Intersegment income (expense)
Depreciation and amortization										118		120	101
Income taxes
Net income
Goodwill
Other intangible assets, net
Total assets	$ (27,677)					$ (15,324)				$ (27,677)		$ (15,324)	$ (8,724)

[1] Includes one-time, non-cash TCJA charge of $1,824,000

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Condensed Financial Information of Parent Company (Schedule of Condensed Balance Sheets) (Details) - USD ($) $ in Thousands	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015	Dec. 31, 2014
Assets
Cash and due from banks	$ 17,422	$ 11,814
Securities available-for-sale, at fair value	470,523	390,552
Loans, net	676,026	654,691
Premises and equipment, net	21,586	21,086
Other assets	36,369	36,388
Total assets	1,603,209	1,504,839	$ 1,455,506
Liabilities and Shareholders' Equity
Accounts and drafts payable	661,888	642,287
Other liabilities	38,145	32,556
Total liabilities	1,378,121	1,296,804
Total shareholders' equity	225,088	208,035	$ 207,378	$ 200,432
Total liabilities and shareholders' equity	1,603,209	1,504,839
Parent [Member]
Assets
Cash and due from banks	56,462	45,464
Short-term investments	48,324	107,898
Securities available-for-sale, at fair value	470,523	390,552
Loans, net	12,239	47,184
Investments in subsidiaries	113,681	101,824
Premises and equipment, net	20,927	20,375
Other assets	199,865	161,317
Total assets	922,021	874,614
Liabilities and Shareholders' Equity
Accounts and drafts payable	661,342	640,945
Other liabilities	35,533	25,415
Total liabilities	696,875	666,360
Total shareholders' equity	225,146	208,254
Total liabilities and shareholders' equity	$ 922,021	$ 874,614

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Condensed Financial Information of Parent Company (Schedule of Condensed Statement of Income) (Details) - USD ($) $ in Thousands	3 Months Ended									12 Months Ended
	Dec. 31, 2017		Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017		Dec. 31, 2016	Dec. 31, 2015
Income from subsidiaries:
Net interest income after provision										$ 39,790		$ 39,401	$ 37,449
Gain on sales of investment securities												387	2,910
Total net revenue										135,302		125,537	120,817
Expenses:
Salaries and employee benefits										77,339		72,581	70,314
Other expenses										1,722		1,913	1,185
Total operating expense	$ 26,142		$ 25,042	$ 24,901	$ 24,318	$ 23,946	$ 23,552	$ 23,059	$ 22,916	100,403		93,473	89,783
Income tax expense	3,576	[1]	2,396	2,248	1,665	1,806	1,855	2,035	2,020	9,885	[1]	7,716	7,978
Net income	$ 5,331		$ 6,863	$ 6,513	$ 6,307	$ 6,424	$ 6,222	$ 5,869	$ 5,833	25,014		24,348	23,056
Parent Company [Member]
Income from subsidiaries:
Interest												2	12
Management fees										2,172		2,105	2,201
Income from subsidiaries										2,172		2,107	2,213
Information services revenue										93,133		83,543	78,488
Net interest income after provision										13,217		13,389	13,948
Gain on sales of investment securities												387	2,910
Other income										483		504	613
Total net revenue										109,005		99,930	98,172
Expenses:
Salaries and employee benefits										70,409		65,968	63,475
Other expenses										20,333		18,133	16,580
Total operating expense										90,742		84,101	80,055
Income before income tax and equity in undistributed income of subsidiaries										18,263		15,829	18,117
Income tax expense										4,394		1,540	2,950
Income before undistributed income of subsidiaries										13,869		14,289	15,167
Equity in undistributed income of subsidiaries										11,145		10,059	7,889
Net income										$ 25,014		$ 24,348	$ 23,056

[1] Includes one-time, non-cash TCJA charge of $1,824,000

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Condensed Financial Information of Parent Company (Schedule of Statements of Cash Flows) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2017	Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017	Dec. 31, 2016	Dec. 31, 2015
Cash flows from operating activities:
Net income	$ 5,331	$ 6,863	$ 6,513	$ 6,307	$ 6,424	$ 6,222	$ 5,869	$ 5,833	$ 25,014	$ 24,348	$ 23,056
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Net cash (used in) provided by operating activities									38,890	35,189	33,493
Cash flows from investing activities:
Net increase in securities									(124,777)	(96,290)	(161,279)
Net decrease in loans									(21,335)	(5,771)	10,882
Purchases of premises and equipment, net									(4,127)	(4,684)	(5,747)
Net cash (used in) provided by investing activities									(139,839)	(41,551)	(3,636)
Cash flows from financing activities:
Net increase (decrease) in accounts and drafts payable									19,601	65,028	(78,169)
Cash dividends paid									(10,675)	(9,979)	(9,697)
Purchase of common shares of treasury									(2,270)	(9,215)	(10,951)
Other financing activities									(467)	(1,378)	(488)
Net cash provided by (used in) financing activities									62,316	19,933	(71,020)
Net increase (decrease) in cash and cash equivalents									(38,633)	13,571	(41,163)
Cash and cash equivalents at beginning of year				266,743				253,172	266,743	253,172	294,335
Cash and cash equivalents at end of year	228,110				266,743				228,110	266,743	253,172
Parent Company [Member]
Cash flows from operating activities:
Net income									25,014	24,348	23,056
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Equity in undistributed income of subsidiaries									(11,145)	(10,059)	(7,889)
Net change in other assets									(41,013)	(7,085)	16,100
Net change in other liabilities									10,118	6,683	(2,779)
Amortization of stock-based awards									1,743	1,677	1,504
Other, net									9,219	7,558	10,389
Net cash (used in) provided by operating activities									(6,064)	23,122	40,381
Cash flows from investing activities:
Net increase in securities									(80,621)	(33,025)	(23,472)
Net decrease in loans									34,944	40,431	28,343
Purchases of premises and equipment, net									(4,020)	(4,557)	(5,708)
Net cash (used in) provided by investing activities									(49,697)	2,849	(837)
Cash flows from financing activities:
Net increase (decrease) in accounts and drafts payable									20,397	64,026	(78,439)
Cash dividends paid									(10,675)	(9,979)	(9,697)
Purchase of common shares of treasury									(2,270)	(9,215)	(10,951)
Other financing activities									(267)	1,705	66
Net cash provided by (used in) financing activities									7,185	46,537	(99,021)
Net increase (decrease) in cash and cash equivalents									(48,576)	72,508	(59,477)
Cash and cash equivalents at beginning of year				$ 153,362				$ 80,854	153,362	80,854	140,331
Cash and cash equivalents at end of year	$ 104,786				$ 153,362				$ 104,786	$ 153,362	$ 80,854

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SUPPLEMENTARY FINANCIAL INFORMATION (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended									12 Months Ended
	Dec. 31, 2017		Sep. 30, 2017	Jun. 30, 2017	Mar. 31, 2017	Dec. 31, 2016	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2017		Dec. 31, 2016	Dec. 31, 2015
Supplemental Income Statement Elements [Abstract]
Fee revenue and other income	$ 24,734		$ 24,207	$ 23,800	$ 22,771	$ 22,025	$ 22,149	$ 21,457	$ 20,505	$ 95,512		$ 86,136	$ 83,368
Interest income	10,981		10,665	10,332	9,999	10,158	9,985	10,010	9,777	41,977		39,930	38,710
Interest expense	666		571	470	480	507	505	504	513	2,187		2,029	2,111
Net interest income	10,315		10,094	9,862	9,519	9,651	9,480	9,506	9,264	39,790		37,901	36,599
Provision for loan losses						(500)			(1,000)			(1,500)	(850)
Operating expense	26,142		25,042	24,901	24,318	23,946	23,552	23,059	22,916	100,403		93,473	89,783
Income tax expense	3,576	[1]	2,396	2,248	1,665	1,806	1,855	2,035	2,020	9,885	[1]	7,716	7,978
Net income	$ 5,331		$ 6,863	$ 6,513	$ 6,307	$ 6,424	$ 6,222	$ 5,869	$ 5,833	$ 25,014		$ 24,348	$ 23,056
Net income per share:
Basic earnings per share	$ 0.44		$ 0.56	$ 0.53	$ 0.51	$ .53	$ .51	$ .48	$ .47	$ 2.04		$ 1.99	$ 1.85
Diluted earnings per share	$ 0.43		$ 0.55	$ 0.52	$ 0.51	$ .52	$ .50	$ .47	$ .47	$ 2.01		$ 1.96	$ 1.82

[1] Includes one-time, non-cash TCJA charge of $1,824,000