LOANS AND ALLOWANCE FOR CREDIT LOSSES

12 Months Ended

Dec. 31, 2024

LOANS AND ALLOWANCE FOR CREDIT LOSSES

LOANS AND ALLOWANCE FOR CREDIT LOSSES

7. LOANS AND ALLOWANCE FOR CREDIT LOSSES

Loans receivable at December 31, 2024 and 2023 are summarized as follows:

Summary of Loans by Type

(In Thousands)

	December 31,		December 31,
	2024		2023
Commercial real estate - non-owner occupied	$	739,565	$	737,342
Commercial real estate - owner occupied		261,071		237,246
All other commercial loans		423,277		399,693
Residential mortgage loans		408,009		413,714
Consumer loans		63,926		60,144
Total		1,895,848		1,848,139
Less: allowance for credit losses on loans		(20,035)		(19,208)
Loans, net	$	1,875,813	$	1,828,931

In the table above, outstanding loan balances are presented net of deferred loan origination fees of $4,136,000 at December 31, 2024 and $4,459,000 at December 31, 2023.

The Corporation grants loans to individuals as well as commercial and tax-exempt entities. Commercial, residential and personal loans are made to customers geographically concentrated in Northcentral Pennsylvania, the Southern tier of New York State, Southeastern Pennsylvania and Southcentral Pennsylvania. Although the Corporation has a diversified loan portfolio, a significant portion of its debtors’ ability to honor their contracts is dependent on the local economic conditions within the region.

The following table presents an analysis of past due loans as of December 31, 2024 and 2023:

(In Thousands)	As of December 31, 2024
	Past Due		Past Due
	30-89		90+ Days		Nonaccrual		Current		Total
	Days		Still Accruing		Loans		Loans		Loans
Commercial real estate - non-owner occupied	$	266	$	0	$	7,370	$	731,929	$	739,565
Commercial real estate - owner occupied		0		62		1,725		259,284		261,071
All other commercial loans		296		0		10,006		412,975		423,277
Residential mortgage loans		4,934		0		4,310		398,765		408,009
Consumer loans		162		57		431		63,276		63,926
Total	$	5,658	$	119	$	23,842	$	1,866,229	$	1,895,848

(In Thousands)	As of December 31, 2023
	Past Due		Past Due
	30-89		90+ Days		Nonaccrual		Current		Total
	Days		Still Accruing		Loans		Loans		Loans
Commercial real estate - non-owner occupied	$	2,215	$	126	$	8,412	$	726,589	$	737,342
Commercial real estate - owner occupied		849		0		1,575		234,822		237,246
All other commercial loans		229		2,593		1,323		395,548		399,693
Residential mortgage loans		5,365		326		3,627		404,396		413,714
Consumer loans		617		145		240		59,142		60,144
Total	$	9,275	$	3,190	$	15,177	$	1,820,497	$	1,848,139

The Corporation uses an internal risk rating system. Under the risk rating system, the Corporation classifies problem or potential problem loans as “Special Mention,” “Substandard,” or “Doubtful” on the basis of currently existing facts, conditions and values. Loans that do not currently expose the Corporation to sufficient risk to warrant classification as Substandard or Doubtful, but possess weaknesses that deserve management’s close attention, are deemed to be Special Mention. Substandard loans include those characterized by the distinct possibility that the Corporation will sustain some loss if the deficiencies are not corrected. Loans classified as Doubtful have all the weaknesses inherent in those classified as Substandard with the added characteristic that the weaknesses present make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. Risk ratings are updated any time that conditions or the situation warrants. Loans not classified are included in the “Pass” rows in the table that follows.

Residential mortgage and consumer loans are classified as Pass unless they become 90 days delinquent at which time their classification is changed to Substandard. Such loans are classified as Substandard until six consecutive on-time payments are made at which time their classification is changes back to Pass.

The following table presents the amortized cost in loans by credit quality indicators by year of origination as of December 31, 2024:

(In Thousands)	Term Loans by Year of Origination
	2024		2023		2022		2021		2020		Prior		Revolving		Total
Commercial real estate - non-owner occupied
Pass	$	59,708	$	99,900	$	161,497	$	78,884	$	51,851	$	243,578	$	0	$	695,418
Special Mention		0		0		16,233		1,371		0		8,188		0		25,792
Substandard		116		0		9,928		0		0		8,311		0		18,355
Doubtful		0		0		0		0		0		0		0		0
Total commercial real estate - non-owner occupied	$	59,824	$	99,900	$	187,658	$	80,255	$	51,851	$	260,077	$	0	$	739,565
Year-to-date gross charge-offs	$	0	$	0	$	0	$	0	$	0	$	757	$	0	$	757
Commercial real estate - owner occupied
Pass	$	25,552	$	33,533	$	52,207	$	49,410	$	11,444	$	76,558	$	0	$	248,704
Special Mention		0		0		0		0		0		961		0		961
Substandard		0		5,125		729		2,367		0		3,185		0		11,406
Doubtful		0		0		0		0		0		0		0		0
Total commercial real estate - owner occupied	$	25,552	$	38,658	$	52,936	$	51,777	$	11,444	$	80,704	$	0	$	261,071
Year-to-date gross charge-offs	$	0	$	0	$	0	$	0	$	0	$	0	$	0	$	0
All other commercial loans
Pass	$	73,812	$	74,301	$	44,245	$	44,367	$	23,084	$	30,656	$	109,121	$	399,586
Special Mention		533		0		2,306		2		0		0		2,147		4,988
Substandard		44		0		3,478		5,229		109		1,078		8,765		18,703
Doubtful		0		0		0		0		0		0		0		0
Total all other commercial loans	$	74,389	$	74,301	$	50,029	$	49,598	$	23,193	$	31,734	$	120,033	$	423,277
Year-to-date gross charge-offs	$	0	$	0	$	427	$	60	$	21	$	122	$	0	$	630
Residential mortgage loans
Pass	$	41,450	$	48,937	$	80,789	$	50,108	$	35,601	$	146,231	$	0	$	403,116
Special Mention		0		0		0		0		0		0		0		0
Substandard		0		380		0		85		82		4,346		0		4,893
Doubtful		0		0		0		0		0		0		0		0
Total residential mortgage loans	$	41,450	$	49,317	$	80,789	$	50,193	$	35,683	$	150,577	$	0	$	408,009
Year-to-date gross charge-offs	$	0	$	0	$	0	$	0	$	0	$	0	$	0	$	0
Consumer loans
Pass	$	3,859	$	3,441	$	2,848	$	1,013	$	599	$	679	$	50,860	$	63,299
Special Mention		0		0		0		0		0		0		0		0
Substandard		0		8		4		0		0		71		544		627
Doubtful		0		0		0		0		0		0		0		0
Total consumer loans	$	3,859	$	3,449	$	2,852	$	1,013	$	599	$	750	$	51,404	$	63,926
Year-to-date gross charge-offs	$	0	$	69	$	130	$	7	$	8	$	1	$	114	$	329
Total Loans
Pass	$	204,381	$	260,112	$	341,586	$	223,782	$	122,579	$	497,702	$	159,981	$	1,810,123
Special Mention		533		0		18,539		1,373		0		9,149		2,147		31,741
Substandard		160		5,513		14,139		7,681		191		16,991		9,309		53,984
Doubtful		0		0		0		0		0		0		0		0
Total	$	205,074	$	265,625	$	374,264	$	232,836	$	122,770	$	523,842	$	171,437	$	1,895,848
Year-to-date gross charge-offs	$	0	$	69	$	557	$	67	$	29	$	880		114	$	1,716

The following table presents the amortized cost in loans by credit quality indicators by year of origination as of December 31, 2023:

	Term Loans by Year of Origination
(In Thousands)	2023		2022		2021		2020		2019		Prior		Revolving		Total
Commercial real estate - non-owner occupied
Pass	$	96,615	$	167,484	$	89,582	$	55,390	$	80,020	$	207,017		0		696,108
Special Mention		0		20,072		2,446		0		116		6,188		0		28,822
Substandard		0		0		0		18		566		11,828		0		12,412
Doubtful		0		0		0		0		0		0		0		0
Total commercial real estate - non-owner occupied	$	96,615	$	187,556	$	92,028	$	55,408	$	80,702	$	225,033	$	0	$	737,342
Year-to-date gross charge-offs	$	0	$	0	$	0	$	0	$	0	$	0	$	0	$	0
Commercial real estate - owner occupied
Pass	$	33,761	$	37,429	$	52,090	$	12,858	$	17,505	$	71,775	$	0	$	225,418
Special Mention		104		746		0		0		0		166		0		1,016
Substandard		5,200		0		2,567		0		0		3,045		0		10,812
Doubtful		0		0		0		0		0		0		0		0
Total commercial real estate - owner occupied	$	39,065	$	38,175	$	54,657	$	12,858	$	17,505	$	74,986	$	0	$	237,246
Year-to-date gross charge-offs	$	0	$	0	$	0	$	0	$	0	$	0	$	0	$	0
All other commercial loans
Pass	$	58,393	$	90,560	$	51,813	$	27,718	$	16,421	$	24,326	$	107,234	$	376,465
Special Mention		0		2,690		5,043		8		0		794		301		8,836
Substandard		0		1,267		1,250		453		679		1,085		9,658		14,392
Doubtful		0		0		0		0		0		0		0		0
Total all other commercial loans	$	58,393	$	94,517	$	58,106	$	28,179	$	17,100	$	26,205	$	117,193	$	399,693
Year-to-date gross charge-offs	$	0	$	0	$	0	$	0	$	0	$	0	$	12	$	12
Residential mortgage loans
Pass	$	57,300	$	87,519	$	56,183	$	39,411	$	32,401	$	135,546	$	0	$	408,360
Special Mention		0		0		0		0		0		0		0		0
Substandard		0		0		0		285		369		4,700		0		5,354
Doubtful		0		0		0		0		0		0		0		0
Total residential mortgage loans	$	57,300	$	87,519	$	56,183	$	39,696	$	32,770	$	140,246	$	0	$	413,714
Year-to-date gross charge-offs	$	0	$	0	$	0	$	0	$	0	$	33	$	0	$	33
Consumer loans
Pass	$	6,020	$	4,664	$	1,944	$	1,205	$	175	$	913	$	44,312	$	59,233
Special Mention		0		0		0		0		0		0		0		0
Substandard		0		0		5		11		1		58		836		911
Doubtful		0		0		0		0		0		0		0		0
Total consumer loans	$	6,020	$	4,664	$	1,949	$	1,216	$	176	$	971	$	45,148	$	60,144
Year-to-date gross charge-offs	$	0	$	149	$	0	$	18	$	3	$	3	$	138	$	311
Total Loans
Pass	$	252,089	$	387,656	$	251,612	$	136,582	$	146,522	$	439,577	$	151,546	$	1,765,584
Special Mention		104		23,508		7,489		8		116		7,148		301		38,674
Substandard		5,200		1,267		3,822		767		1,615		20,716		10,494		43,881
Doubtful		0		0		0		0		0		0		0		0
Total	$	257,393	$	412,431	$	262,923	$	137,357	$	148,253	$	467,441	$	162,341	$	1,848,139
Year-to-date gross charge-offs	$	0	$	149	$	0	$	18	$	3	$	36		150	$	356

The following table is a summary of the Corporation’s nonaccrual loans by major categories for the periods indicated.

	December 31, 2024
	Nonaccrual Loans with		Nonaccrual Loans		Total Nonaccrual
(In Thousands)	No Allowance		with an Allowance		Loans
Commercial real estate - non-owner occupied	$	7,370	$	0	$	7,370
Commercial real estate - owner occupied		1,467		258		1,725
All other commercial loans		10,006		0		10,006
Residential mortgage loans		4,310		0		4,310
Consumer loans		431		0		431
Total	$	23,584	$	258	$	23,842

	December 31, 2023
	Nonaccrual Loans with		Nonaccrual Loans		Total Nonaccrual
(In Thousands)	No Allowance		with an Allowance		Loans
Commercial real estate - non-owner occupied	$	1,111	$	7,301	$	8,412
Commercial real estate - owner occupied		1,281		294		1,575
All other commercial loans		1,132		191		1,323
Residential mortgage loans		3,627		0		3,627
Consumer loans		240		0		240
Total	$	7,391	$	7,786	$	15,177

The Corporation recognized $1,042,000 and $932,000 of interest income on nonaccrual loans during the years ended December 31, 2024 and 2023.

The following table presents the accrued interest receivable written off by reversing interest income during the year ended December 31, 2024 and 2023:

	Year Ended		Year Ended
(In Thousands)	December 31, 2024		December 31, 2023
Commercial real estate - non-owner occupied	$	22	$	48
Commercial real estate - owner occupied		10		0
All other commercial loans		198		0
Residential mortgage loans		29		28
Consumer loans		10		3
Total	$	269	$	79

The Corporation has certain loans for which repayment is dependent upon the operation or sale of collateral, as the borrower is experiencing financial difficulty. The underlying collateral can vary based upon the type of loan. The following provides more detail about the types of collateral that secure collateral dependent loans:

● Commercial real estate loans can be secured by either owner occupied commercial real estate or non-owner occupied investment commercial real estate. Typically, owner occupied commercial real estate loans are secured by office buildings, warehouses, manufacturing facilities and other commercial and industrial properties occupied by operating companies. Non-owner occupied commercial real estate loans are generally secured by office buildings and complexes, retail facilities, multifamily complexes, land under development, industrial properties, as well as other commercial or industrial real estate.

● All other commercial loans include loans typically secured by business assets including inventory, equipment and receivables. Also within this category, commercial construction and land loans and some commercial lines of credit are secured by real estate.

● Residential mortgage loans are typically secured by first mortgages, and in some cases could be secured by a second mortgage.

● Consumer loans are generally secured by automobiles, motorcycles, recreational vehicles and other personal property. Some consumer loans are unsecured and have no underlying collateral.

The following table details the amortized cost of collateral dependent loans, which are individually evaluated to determine expected credit losses, and the related allowance for credit losses on these loans:

	December 31, 2024				December 31, 2023
	Amortized				Amortized
(In Thousands)	Cost		Allowance		Cost		Allowance
Commercial real estate - non-owner occupied	$	7,370	$	0	$	8,412	$	648
Commercial real estate - owner occupied		6,749		122		1,575		5
All other commercial loans		16,006		0		1,277		90
Total	$	30,125	$	122	$	11,264	$	743

The following tables summarize the activity related to the ACL on loans for the years ended December 31, 2024 and 2023:

	Commercial		Commercial		All
	real estate -		real estate -		other		Residential
	nonowner		owner		commercial		mortgage		Consumer
(In Thousands)	occupied		occupied		loans		loans		loans		Total
Balance, December 31, 2023	$	12,010	$	2,116	$	2,918	$	1,764	$	400	$	19,208
Charge-offs		(757)		0		(630)		0		(329)		(1,716)
Recoveries		0		0		40		6		67		113
Provision (credit) for credit losses on loans		711		728		1,033		(414)		372		2,430
Balance, December 31, 2024	$	11,964	$	2,844	$	3,361	$	1,356	$	510	$	20,035

	Commercial		Commercial		All
	real estate -		real estate -		other		Residential
	nonowner		owner		commercial		mortgage		Consumer
(In Thousands)	occupied		occupied		loans		loans		loans		Unallocated		Total
Balance, December 31, 2022	$	6,305	$	1,942	$	4,142	$	2,751	$	475	$	1,000	$	16,615
Adoption of ASU 2016-13 (CECL)		3,763		7		(88)		(344)		(234)		(1,000)		2,104
Charge-offs		0		0		(12)		(33)		(311)		0		(356)
Recoveries		0		0		44		11		37		0		92
Provision (credit) for credit losses on loans		1,942		167		(1,168)		(621)		433		0		753
Balance, December 31, 2023	$	12,010	$	2,116	$	2,918	$	1,764	$	400	$	0	$	19,208

The ACL on loans individually evaluated decreased to $122,000 at December 31, 2024 from $743,000 at December 31, 2023, primarily from partial charge-offs including two loans with individual ACLs at December 31, 2023.

The ACL on loans collectively evaluated was $19,913,000 at December 31, 2024 and $18,465,000 at December 31, 2023. The increase in the ACL at December 31, 2024 as compared to December 31, 2023 included a net increase related to changes in qualitative adjustments and the net impact of an increase in loans receivable, partially offset by a decrease in the WARM method estimate and a decrease related to the economic forecast.

The ACL on loans individually evaluated was $743,000 at December 31, 2023 compared to $751,000 at January 1, 2023, upon the initial adoption of CECL. The decrease in the ACL at December 31, 2023 from January 1, 2023 included a net increase related to changes in qualitative adjustments, an increase related to the economic forecast and the net impact of an increase in loans receivable, partially offset by a decrease in the WARM method estimate.

Prior to the adoption of ASC 326 on January 1, 2023, the Corporation calculated the allowance for loan losses under the incurred loss methodology. The following tables are disclosed related to the allowance for loan losses in prior period of 2022.

Transactions within the allowance for loan losses, summarized by segment and class were as follows:

	December 31,								December 31,
Year Ended December 31, 2022	2021						Provision		2022
(In Thousands)	Balance		Charge-offs		Recoveries		(Credit)		Balance
Allowance for Loan Losses:
Commercial:
Commercial loans secured by real estate	$	4,405	$	(3,942)	$	0	$	6,611	$	7,074
Commercial and industrial		2,723		(150)		0		336		2,909
Commercial construction and land		637		0		0		10		647
Loans secured by farmland		115		0		0		(3)		112
Multi-family (5 or more) residential		215		0		0		196		411
Agricultural loans		25		0		0		(4)		21
Other commercial loans		173		0		0		(49)		124
Total commercial		8,293		(4,092)		0		7,097		11,298
Residential mortgage:
Residential mortgage loans - first liens		3,650		0		4		(241)		3,413
Residential mortgage loans - junior liens		184		0		0		(17)		167
Home equity lines of credit		302		0		15		(35)		282
1-4 Family residential construction		202		0		0		9		211
Total residential mortgage		4,338		0		19		(284)		4,073
Consumer		235		(153)		49		113		244
Unallocated		671		0		0		329		1,000
Total Allowance for Loan Losses	$	13,537	$	(4,245)	$	68	$	7,255	$	16,615

The average balance of impaired loans and interest income recognized on impaired loans is as follows:

(In Thousands)
	Average Investment in			Interest Income Recognized on
	Impaired Loans			Impaired Loans on a Cash Basis
	Year Ended December 31,			Year Ended December 31,
	2022		2022
Commercial:
Commercial loans secured by real estate	$	9,757	$	657
Commercial and industrial		2,078		210
Commercial construction and land		72		3
Loans secured by farmland		80		0
Multi-family (5 or more) residential		197		1,156
Agricultural loans		60		4
Total commercial		12,244		2,030
Residential mortgage:
Residential mortgage loans - first lien		575		24
Residential mortgage loans - junior lien		33		7
Home equity lines of credit		43		4
Total residential mortgage		651		35
Total	$	12,895	$	2,065

The increase in interest income recognized on a cash basis on impaired loans in 2022 resulted mainly from repayments received on loans that had been classified as purchased credit impaired at December 31, 2021.

Modifications Made to Borrowers Experiencing Financial Difficulty

The Corporation may occasionally make modifications to loans where the borrower is experiencing financial difficulty. The following tables summarize the amortized cost basis of loans modified during the years ended December 31, 2024 and 2023:

		Year Ended December 31, 2024
(Dollars in Thousands)		Term Extension
		Amortized Cost	% of Total
		Basis	Loan Type			Financial Effect
Commercial Real Estate - Non-owner Occupied	$	2,625		0.35	%	Extended the maturity of one loan for 6 months and one loan for 5 years
Commercial Real Estate - Owner Occupied		218		0.08	%	Extended the maturity of one loan for 12 months
Total	$	2,843

		Year Ended December 31, 2023
(Dollars in Thousands)		Term Extension
		Amortized Cost	% of Total
		Basis	Loan Type			Financial Effect
Commercial Real Estate - Non-owner Occupied	$	3,907		0.53	%	Extended the maturity of one loan for 6 months and another loan for 12 months

The Corporation closely monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. Because the effect of most modifications made to borrowers experiencing financial difficulty is already included in the allowance for credit losses because of the measurement methodologies used to estimate the allowance, a change to the allowance for credit losses is generally not recorded upon modification.

The following tables present the performance of such loans that have been modified in the twelve-month period preceding December 31, 2024 and the twelve-month period preceding December 31, 2023 (in thousands):

(In Thousands)	Payment Status (Amortized Cost Basis)
December 31, 2024	Current or Past Due Less than 30 Days		90+ Days Past Due		Total
Commercial real estate - non-owner occupied	$	2,625	$	0	$	2,625
Commercial real estate - owner occupied		218		0		218
Total	$	2,843	$	0	$	2,843

(In Thousands)	Payment Status (Amortized Cost Basis)
December 31, 2023	Current or Past Due Less than 30 Days		90+ Days Past Due		Total
Commercial real estate - non-owner occupied	$	2,526	$	1,381	$	3,907

In the table immediately above, at December 31, 2024 the loan secured by owner occupied commercial real estate of $218,000 and one of the loans secured by non-owner occupied commercial real estate with an amortized cost basis of $1,814,000 were in nonaccrual status. Both of the loans included in the table at December 31, 2023 were in nonaccrual status.

For the loan secured by non-owner occupied real estate with an amortized cost basis of $1,814,000 at December 31, 2024, the Corporation had extended the maturity for 12 months in the fourth quarter 2023. In 2024, the borrower continued to experience financial difficulty, and the Corporation provided another six-month extension of the maturity. The Corporation recorded a partial charge-off of $640,000 on this loan in 2024. There was no specific allowance on this loan at December 31, 2024, while the specific allowance was $486,000 at December 31, 2023.

The loan that was past due more than 90 days at December 31, 2023 in the table above was in default with its modified terms in 2024. The Corporation received payments totaling $48,000 in 2024, all of which were applied to principal. The amortized cost basis of the loan was $1,333,000 at December 31, 2024.

Except as described above, the Corporation had no commitments to lend any additional funds on modified loans during the year ended December 31, 2024 and 2023, the Corporation had no loans that defaulted during the year ended December 31, 2024 and 2023 and had been modified preceding the payment default when the borrower was experiencing financial difficulty at the time of modification

The carrying amount of foreclosed residential real estate properties held as a result of obtaining physical possession (included in Foreclosed assets held for sale in the consolidated balance sheets) is as follows:

(In Thousands)	December 31,		December 31,
	2024		2023
Foreclosed residential real estate	$	25	$	47

The amortized cost of consumer mortgage loans secured by residential real properties for which formal foreclosure proceedings were in process is as follows:

(In Thousands)	December 31,		December 31,
	2024		2023
Residential real estate in process of foreclosure	$	717	$	1,227

The Corporation maintains an allowance for off-balance sheet credit exposures such as unfunded balances for existing lines of credit, commitments to extend future credit, commercial letters of credit and credit enhancement obligations related to residential mortgage loans sold with recourse, when there is a contractual obligation to extend credit and when this extension of credit is not unconditionally cancellable (i.e. commitment cannot be canceled at any time). Additional information related to commitments to extend credit and standby letter of credits is provided in Note 15. The allowance for off-balance sheet credit exposures is adjusted as a provision for credit loss expense. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over their estimated lives. The allowance for credit losses for off-balance sheet exposures of $455,000 at December 31, 2024 and $690,000 at December 31, 2023, is included in accrued interest and other liabilities on the  consolidated balance sheets.

The following table presents the balance and activity in the allowance for credit losses for off-balance sheet exposures for the years ended December 31, 2024 and 2023.

	Year Ended		Year Ended
(In Thousands)	December 31, 2024		December 31, 2023
Balance, Beginning of Period	$	690	$	425
Adjustment to allowance for off-balance sheet exposures for adoption of ASU 2016-13		0		793
Recoveries		0		39
Credit for unfunded commitments		(235)		(567)
Balance, End of Period	$	455	$	690