UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2023

OR

☐ 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 0-14384

BancFirst Corporation

(Exact name of registrant as specified in charter)

Oklahoma	73-1221379
(State or other Jurisdiction of	(I.R.S. Employer
incorporation or organization)	Identification No.)

100 N. Broadway Ave., Oklahoma City, Oklahoma	73102-8405
(Address of principal executive offices)	(Zip Code)

(405) 270-1086

(Registrant’s telephone number, including area code)

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $1.00 Par Value Per Share	BANF	NASDAQ Global Select Market System

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐.

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (sec. 232-405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐.

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of “accelerated filer and large accelerated filer” 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 by Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of October 31, 2023 there were 32,921,393 shares of the registrant’s Common Stock outstanding.

BancFirst Corporation

Quarterly Report on Form 10-Q

September 30, 2023

Table of Contents

Item	PART I – Financial Information	Page
1.	Financial Statements (Unaudited)	2
	Consolidated Balance Sheets	2
	Consolidated Statements of Comprehensive Income	3
	Consolidated Statements of Shareholders’ Equity	4
	Consolidated Statements of Cash Flow	5
	Notes to Consolidated Financial Statements	6
2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	30
3.	Quantitative and Qualitative Disclosure About Market Risk	40
4.	Controls and Procedures	40
	PART II – Other Information
1.	Legal Proceedings	41
1A.	Risk Factors	41
2.	Unregistered Sales of Equity Securities	41
3.	Defaults Upon Senior Securities	41
4.	Mine Safety Disclosures	41
5.	Other Information	41
6.	Exhibits	42
Signatures		43

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements.

BANCFIRST CORPORATION

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

	September 30,			December 31,
	2023			2022
	(unaudited)			(see Note 1)
ASSETS
Cash and due from banks	$	202,680		$	259,049
Interest-bearing deposits with banks		2,134,081			2,909,861
Federal funds sold		6,875			2,850
Debt securities held for investment (fair value: $1,192 and $2,383, respectively)		1,192			2,383
Debt securities available for sale at fair value		1,524,256			1,538,221
Loans held for sale		3,852			6,232
Loans held for investment (net of unearned interest)		7,472,622			6,943,563
Allowance for credit losses		(97,776	)		(92,728	)
Loans, net of allowance for credit losses		7,374,846			6,850,835
Premises and equipment, net		279,607			278,088
Other real estate owned		42,390			36,756
Intangible assets, net		17,591			19,983
Goodwill		182,263			182,055
Accrued interest receivable and other assets		344,969			301,550
Total assets	$	12,114,602		$	12,387,863
LIABILITIES AND STOCKHOLDERS' EQUITY
Deposits:
Noninterest-bearing	$	4,170,550		$	4,944,730
Interest-bearing		6,363,621			6,029,498
Total deposits		10,534,171			10,974,228
Short-term borrowings		3,976			300
Accrued interest payable and other liabilities		119,785			76,455
Subordinated debt		86,086			86,044
Total liabilities		10,744,018			11,137,027
Stockholders' equity:
Senior preferred stock, $1.00 par; 10,000,000 shares authorized; none issued		—			—
Cumulative preferred stock, $5.00 par; 900,000 shares authorized; none issued		—			—
Common stock, $1.00 par, 40,000,000 shares authorized; shares issued and       outstanding: 32,921,393 and 32,875,560, respectively		32,921			32,876
Capital surplus		173,308			169,231
Retained earnings		1,241,532			1,120,292
Accumulated other comprehensive loss, net of tax benefit of $23,872       and $22,107, respectively		(77,177	)		(71,563	)
Total stockholders' equity		1,370,584			1,250,836
Total liabilities and stockholders' equity	$	12,114,602		$	12,387,863

The accompanying Notes are an integral part of these consolidated financial statements.

2

BANCFIRST CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Unaudited)

(Dollars in thousands, except per share data)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2023			2022			2023			2022
INTEREST INCOME
Loans, including fees	$	121,891		$	87,078		$	340,899		$	238,758
Debt securities:
Taxable		9,260			6,793			27,659			15,716
Tax-exempt		22			22			52			71
Federal funds sold		63			24			176			30
Interest-bearing deposits with banks		28,989			20,095			87,703			29,452
Total interest income		160,225			114,012			456,489			284,027
INTEREST EXPENSE
Deposits		54,838			11,999			133,747			17,566
Short-term borrowings		49			36			261			49
Subordinated debt		1,030			1,030			3,091			3,091
Total interest expense		55,917			13,065			137,099			20,706
Net interest income		104,308			100,947			319,390			263,321
Provision for credit losses		2,312			2,863			7,458			6,300
Net interest income after provision for credit losses		101,996			98,084			311,932			257,021
NONINTEREST INCOME
Trust revenue		4,866			4,125			13,678			11,580
Service charges on deposits		17,027			22,161			60,526			65,154
Securities transactions (includes accumulated other comprehensive loss reclassifications of $0, $0, $0 and $1,536, respectively)		(361	)		966			(464	)		(2,949	)
Income from sales of loans		734			969			2,095			3,891
Insurance commissions		8,429			7,498			23,395			20,227
Cash management		8,177			5,624			22,838			13,202
Gain on sale of other assets		464			53			1,258			216
Other		5,113			7,935			16,925			24,258
Total noninterest income		44,449			49,331			140,251			135,579
NONINTEREST EXPENSE
Salaries and employee benefits		50,200			47,741			149,255			136,957
Occupancy, net		5,487			4,930			15,588			14,067
Depreciation		4,685			4,612			14,097			14,034
Amortization of intangible assets		885			880			2,645			2,568
Data processing services		1,820			1,876			6,144			5,656
Net expense from other real estate owned		2,720			2,392			8,068			3,676
Marketing and business promotion		2,034			1,945			6,461			5,609
Deposit insurance		1,419			1,202			4,495			3,526
Other		11,965			13,500			35,889			39,214
Total noninterest expense		81,215			79,078			242,642			225,307
Income before taxes		65,230			68,337			209,541			167,293
Income tax expense		14,242			12,985			46,010			31,319
Net income	$	50,988		$	55,352		$	163,531		$	135,974
NET INCOME PER COMMON SHARE
Basic	$	1.55		$	1.69		$	4.97		$	4.15
Diluted	$	1.52		$	1.65		$	4.88		$	4.07
OTHER COMPREHENSIVE (LOSS)/GAIN
Unrealized loss on debt securities, net of tax benefit of $1,919, $11,033, $1,765 and $26,492, respectively		(6,172	)		(35,752	)		(5,614	)		(85,557	)
Reclassification adjustment for loss included in net income, net of tax expense of $0, $0, $0 and $369, respectively		—			—			—			1,167
Other comprehensive loss, net of tax benefit of $1,919, $11,033, $1,765 and $26,123, respectively		(6,172	)		(35,752	)		(5,614	)		(84,390	)
Comprehensive income	$	44,816		$	19,600		$	157,917		$	51,584

The accompanying Notes are an integral part of these consolidated financial statements.

3

BANCFIRST CORPORATION

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(Unaudited)

(Dollars in thousands)

	Three Months Ended						Nine Months Ended
	September 30,						September 30,
	2023			2022			2023			2022
COMMON STOCK
Issued at beginning of period	$	32,939		$	32,781		$	32,876		$	32,603
Shares issued for stock options		3			75			66			253
Shares acquired and canceled		(21	)		—			(21	)		—
Issued at end of period	$	32,921		$	32,856		$	32,921		$	32,856
CAPITAL SURPLUS
Balance at beginning of period	$	172,358		$	165,295		$	169,231		$	159,914
Common stock issued for stock options		86			2,295			2,000			6,758
Stock-based compensation arrangements		864			627			2,077			1,545
Balance at end of period	$	173,308		$	168,217		$	173,308		$	168,217
RETAINED EARNINGS
Balance at beginning of period	$	1,206,499		$	1,034,107		$	1,120,292		$	977,067
Net income		50,988			55,352			163,531			135,974
Dividends on common stock ($0.43, $0.40, $1.23 and $1.12  per share, respectively)		(14,156	)		(13,143	)		(40,492	)		(36,725	)
Common stock acquired and canceled		(1,799	)		—			(1,799	)		—
Balance at end of period	$	1,241,532		$	1,076,316		$	1,241,532		$	1,076,316
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
Unrealized (losses)/gains on securities:
Balance at beginning of period	$	(71,005	)	$	(46,488	)	$	(71,563	)	$	2,150
Net change		(6,172	)		(