LOANS | LOANS The following table presents the composition of loans segregated by legacy and purchased loans and by class of loans, as of December 31, 2022 and 2021. Purchased loans are defined as loans that were acquired in bank acquisitions. December 31, 2022 (dollars in thousands) Legacy Loans Purchased Loans Total Construction, land & land development $ 216,206 $ 13,229 $ 229,435 Other commercial real estate 847,684 127,763 975,447 Total commercial real estate 1,063,890 140,992 1,204,882 Residential real estate 249,390 40,664 290,054 Commercial, financial & agricultural (*) 210,413 13,510 223,923 Consumer & other 17,296 951 18,247 Total loans $ 1,540,989 $ 196,117 $ 1,737,106 December 31, 2021 (dollars in thousands) Legacy Loans Purchased Loans Total Construction, land & land development $ 119,953 $ 45,493 $ 165,446 Other commercial real estate 595,739 191,653 787,392 Total commercial real estate 715,692 237,146 952,838 Residential real estate 159,469 53,058 212,527 Commercial, financial & agricultural(*) 113,040 41,008 154,048 Consumer & other 16,003 2,561 18,564 Total loans $ 1,004,204 $ 333,773 $ 1,337,977 (*) Includes $95,000 and $9.0 million in PPP loans as of December 31, 2022 and 2021, respectively. Commercial, financial and agricultural loans are extended to a diverse group of businesses within the Company’s market area. These loans are often underwritten based on the borrower’s ability to service the debt from income from the business. Real estate construction loans often require loan funds to be advanced prior to completion of the project. Due to uncertainties inherent in estimating construction costs, changes in interest rates and other economic conditions, these loans often pose a higher risk than other types of loans. Consumer loans are originated at the bank level. These loans are generally smaller loan amounts spread across many individual borrowers to help minimize risk. Credit Quality Indicators. As part of the ongoing monitoring of the credit quality of the loan portfolio, management tracks certain credit quality indicators including trends related to (1) the risk grade assigned to commercial and consumer loans, (2) the level of classified commercial loans, (3) net charge-offs, (4) nonperforming loans, and (5) the general economic conditions in the Company’s geographic markets. The Company uses a risk grading matrix to assign a risk grade to each of its loans. Loans are graded on a scale of 1 to 10. A description of the general characteristics of the grades is as follows: • Grades 1, 2 and 3 - Borrowers with these assigned risk grades range from virtual absence of risk to minimal risk. Such loans may be secured by Company-issued and controlled certificates of deposit or properly margined equity securities or bonds. Other loans comprising these grades are made to companies that have been in existence for a long period of time with many years of consecutive profits and strong equity, good liquidity, excellent debt service ability and unblemished past performance, or to exceptionally strong individuals with collateral of unquestioned value that fully secures the loans. Loans in this category fall into the “pass” classification. • Grades 4 and 5 - Loans assigned these “pass” risk grades are made to borrowers with acceptable credit quality and risk. The risk ranges from loans with no significant weaknesses in repayment capacity and collateral protection to acceptable loans with one or more risk factors considered to be more than average. These loans are also included in into the “pass” classification. • Grade 6 - This grade includes “special mention” loans on management’s watch list and is intended to be used on a temporary basis for pass grade loans where risk-modifying action is intended in the short-term. • Grades 7 and 8 - These grades includes “substandard” loans in accordance with regulatory guidelines. This category includes borrowers with well-defined weaknesses that jeopardize the payment of the debt in accordance with the agreed terms. Loans considered to be impaired are assigned grade 8, and these loans often have assigned loss allocations as part of the allowance for loan and lease losses. Generally, loans on which interest accrual has been stopped would be included in this grade. • Grades 9 and 10 - These grades correspond to regulatory classification definitions of “doubtful” and “loss,” respectively. In practice, any loan with these grades would be for a very short period of time, and generally the Company has no loans with these assigned grades. Management manages the Company’s problem loans in such a way that uncollectible loans or uncollectible portions of loans are charged off immediately with any residual, collectible amounts assigned a risk grade of 7 or 8. The following tables present the loan portfolio, excluding purchased loans, by credit quality indicator (risk grade) as of December 31, 2022. Those loans with a risk grade of 1, 2, 3, 4, and 5 have been combined in the pass column for presentation purposes. For the periods ending December 31, 2022, the Company did not have any loans classified as “doubtful” or a “loss”. (dollars in thousands) Pass Special Substandard Total Loans Construction, land & land development $ 215,265 $ 290 $ 651 $ 216,206 Other commercial real estate 827,300 14,236 6,148 847,684 Total commercial real estate 1,042,565 14,526 6,799 1,063,890 Residential real estate 239,570 5,976 3,844 249,390 Commercial, financial & agricultural 207,935 812 1,666 210,413 Consumer & other 17,206 54 36 17,296 Total loans $ 1,507,276 $ 21,368 $ 12,345 $ 1,540,989 The following table presents the purchased loan portfolio by credit quality indicator (risk grade) as of December 31, 2022. (dollars in thousands) Pass Special Substandard Total Loans Construction, land & land development $ 13,229 $ — $ — $ 13,229 Other commercial real estate 123,826 3,326 611 127,763 Total commercial real estate 137,055 3,326 611 140,992 Residential real estate 38,360 598 1,706 40,664 Commercial, financial & agricultural 12,973 73 464 13,510 Consumer & other 951 — — 951 Total loans $ 189,339 $ 3,997 $ 2,781 $ 196,117 The following tables present the loan portfolio, excluding purchased loans, by credit quality indicator (risk grade) as of December 31, 2021. Those loans with a risk grade of 1, 2, 3 or 4 have been combined in the pass column for presentation purposes. For the periods ending December 31, 2021, the Company did not have any loans classified as “doubtful” or a “loss”. (dollars in thousands) Pass Special Substandard Total Loans Construction, land & land development $ 116,524 $ 3,154 $ 275 $ 119,953 Other commercial real estate 562,228 25,718 7,793 595,739 Total commercial real estate 678,752 28,872 8,068 715,692 Residential real estate 148,507 5,733 5,229 159,469 Commercial, financial & agricultural 100,282 11,460 1,298 113,040 Consumer & other 15,787 78 138 16,003 Total loans $ 943,328 $ 46,143 $ 14,733 $ 1,004,204 The following table presents the purchased loan portfolio by credit quality indicator (risk grade) as of December 31, 2021. (dollars in thousands) Pass Special Substandard Total Loans Construction, land & land development $ 45,432 $ — $ 61 $ 45,493 Other commercial real estate 186,905 3,518 1,230 191,653 Total commercial real estate 232,337 3,518 1,291 237,146 Residential real estate 49,875 563 2,620 53,058 Commercial, financial & agricultural 40,711 — 297 41,008 Consumer & other 2,558 3 — 2,561 Total loans $ 325,481 $ 4,084 $ 4,208 $ 333,773 A loan’s risk grade is assigned at the inception of the loan and is based on the financial strength of the borrower and the type of collateral. Loan risk grades are subject to reassessment at various times throughout the year as part of the Company’s ongoing loan review process. Loans with an assigned risk grade of 6 or below and an outstanding balance of $500,000 or more are reassessed on a quarterly basis. During this reassessment process individual reserves may be identified and placed against certain loans which are not considered impaired. In assessing the overall economic condition of the markets in which it operates, the Company monitors the unemployment rates for its major service areas. The unemployment rates are reviewed on a quarterly basis as part of the allowance for loan loss determination. Loans are considered past due if the required principal and interest payments have not been received as of the date such payments were due. Generally, loans are placed on nonaccrual status if principal or interest payments become 90 days past due or when, in management’s opinion, the borrower may be unable to meet payment obligations as they become due, as well as when required by regulatory provision. Loans may be placed on nonaccrual status regardless of whether such loans are considered past due. The following table represents an age analysis of past due loans and nonaccrual loans, segregated by class of loans, excluding purchased loans, as of December 31, 2022: Accruing Loans (dollars in thousands) 30-89 Days 90 Days Total Accruing Nonaccrual Current Loans Total Loans Construction, land & land development $ — $ — $ — $ 149 $ 216,057 $ 216,206 Other commercial real estate 395 — 395 1,389 845,900 847,684 Total commercial real estate 395 — 395 1,538 1,061,957 1,063,890 Residential real estate 870 — 870 1,875 246,645 249,390 Commercial, financial & agricultural 403 — 403 878 209,132 210,413 Consumer & other 40 — 40 21 17,235 17,296 Total loans $ 1,708 $ — $ 1,708 $ 4,312 $ 1,534,969 $ 1,540,989 The following table represents an age analysis of past due loans and nonaccrual loans, segregated by class of loans, for purchased loans, as of December 31, 2022: Accruing Loans (dollars in thousands) 30-89 Days 90 Days Total Accruing Nonaccrual Current Loans Total Loans Construction, land & land development $ — $ — $ — $ — $ 13,229 $ 13,229 Other commercial real estate — — — 120 127,643 127,763 Total commercial real estate — — — 120 140,872 140,992 Residential real estate 12 — 12 811 39,841 40,664 Commercial, financial & agricultural 73 — 73 463 12,974 13,510 Consumer & other — — — — 951 951 Total loans $ 85 $ — $ 85 $ 1,394 $ 194,638 $ 196,117 The following table represents an age analysis of past due loans and nonaccrual loans, segregated by class of loans, excluding purchased loans, as of December 31, 2021: Accruing Loans (dollars in thousands) 30-89 Days 90 Days Total Accruing Nonaccrual Current Loans Total Loans Construction, land & land development $ 6 $ — $ 6 $ — $ 119,947 $ 119,953 Other commercial real estate 349 — 349 577 594,813 595,739 Total commercial real estate 355 — 355 577 714,760 715,692 Residential real estate 421 — 421 2,641 156,407 159,469 Commercial, financial & agricultural 69 — 69 708 112,263 113,040 Consumer & other 93 — 93 26 15,884 16,003 Total loans $ 938 $ — $ 938 $ 3,952 $ 999,314 $ 1,004,204 The following table represents an age analysis of past due loans and nonaccrual loans, segregated by class of loans, for purchased loans, as of December 31, 2021: Accruing Loans (dollars in thousands) 30-89 Days 90 Days Total Accruing Nonaccrual Current Loans Total Loans Construction, land & land development $ 2,680 $ — $ 2,680 $ 31 $ 42,782 $ 45,493 Other commercial real estate — — — 260 191,393 191,653 Total commercial real estate 2,680 — 2,680 291 234,175 237,146 Residential real estate 560 — 560 1,198 51,300 53,058 Commercial, financial & agricultural 389 — 389 — 40,619 41,008 Consumer & other — — — 8 2,553 2,561 Total loans $ 3,629 $ — $ 3,629 $ 1,497 $ 328,647 $ 333,773 The following table details impaired loan data, including purchased credit impaired loans, as of December 31, 2022: (dollars in thousands) Unpaid Recorded Related Average With No Related Allowance Recorded Construction, land & land development $ 40 $ 40 $ — $ 10 Other commercial real estate 3,754 3,754 — 5,311 Residential real estate 62 62 — 570 Commercial, financial & agricultural — — — 306 Consumer & other — — — 1 Total Impaired Loans with no Allowance 3,856 3,856 — 6,198 With An Allowance Recorded Construction, land & land development 474 474 44 177 Other commercial real estate — — — 503 Residential real estate — — — 588 Commercial, financial & agricultural — — — 369 Consumer & other — — — — Total Impaired Loans with Allowance 474 474 44 1,637 Purchased Credit Impaired Loans Construction, land & land development — — — — Other commercial real estate 798 798 33 760 Residential real estate — — — 13 Commercial, financial & agricultural — — — — Consumer & other — — — 65 Total Purchased Credit Impaired Loans 798 798 33 838 Total Construction, land & land development 514 514 44 187 Other commercial real estate 4,552 4,552 33 6,574 Residential real estate 62 62 — 1,171 Commercial, financial & agricultural — — — 675 Consumer & other — — — 66 $ 5,128 $ 5,128 $ 77 $ 8,673 Interest income recorded on impaired loans during the year ended December 31, 2022 was $724,000, and reflects interest income recorded on nonaccrual loans prior to them being placed on nonaccrual status and interest income recorded on TDRs. Had nonaccrual loans performed in accordance with their original contractual terms, the Company would have recognized additional interest income of approximately $1.3 million for the year ended December 31, 2022. The following table details impaired loan data as of December 31, 2021, including purchased credit impaired loans. (dollars in thousands) Unpaid Recorded Related Average With No Related Allowance Recorded Construction, land & land development $ 62 $ 62 $ — $ 4,311 Other commercial real estate 7,203 6,369 — 8,113 Residential real estate 958 997 — 1,083 Commercial, financial & agricultural 75 75 — 56 Consumer & other — — — — 8,298 7,503 — 13,563 With An Allowance Recorded Construction, land & land development — — — — Other commercial real estate 430 483 148 4,429 Residential real estate 685 773 108 1,029 Commercial, financial & agricultural — — — 79 Consumer & other — — — 1 1,115 1,256 256 5,538 Purchase credit impaired Construction, land & land development — — — 51 Other commercial real estate 2,003 1,916 18 802 Residential real estate 4 — 6 7 Commercial, financial & agricultural — — — 35 Consumer & other 192 73 96 72 2,199 1,989 120 967 Total Construction, land & land development 62 62 — 4,362 Other commercial real estate 9,636 8,768 166 13,344 Residential real estate 1,647 1,770 114 2,119 Commercial, financial & agricultural 75 75 — 170 Consumer & other 192 73 96 73 $ 11,612 $ 10,748 $ 376 $ 20,068 Interest income recorded on impaired loans during the year ended December 31, 2021 was $570,000, and reflects interest income recorded on nonaccrual loans prior to them being placed on nonaccrual status and interest income recorded on TDRs. Had nonaccrual loans performed in accordance with their original contractual terms, the Company would have recognized additional interest income of approximately $1.2 million for the year ended December 31, 2021. Troubled Debt Restructurings (TDRs) are troubled loans on which the original terms of the loan have been modified in favor of the borrower due to deterioration in the borrower’s financial condition. Each potential loan modification is reviewed individually and the terms of the loan are modified to meet the borrower’s specific circumstances at a point in time. Not all loan modifications are TDRs. Loan modifications are reviewed and approved by the Company’s senior lending staff, who then determine whether the loan meets the criteria for a TDR. Generally, the types of concessions granted to borrowers that are evaluated in determining whether a loan is classified as a TDR include: • Interest rate reductions - Occur when the stated interest rate is reduced to a nonmarket rate or a rate the borrower would not be able to obtain elsewhere under similar circumstances. • Amortization or maturity date changes - Result when the amortization period of the loan is extended beyond what is considered a normal amortization period for loans of similar type with similar collateral. • Principal reductions - These are often the result of commercial real estate loan workouts where two new notes are created. The primary note is underwritten based upon the Company’s normal underwriting standards and is structured so that the projected cash flows are sufficient to repay the contractual principal and interest of the newly restructured note. The terms of the secondary note vary by situation and often involve that note being charged off, or the principal and interest payments being deferred until after the primary note has been repaid. In situations where a portion of the note is charged off during modification, there is often no specific reserve allocated to those loans. This is due to the fact that the amount of the charge-off usually represents the excess of the original loan balance over the collateral value and the Company has determined there is no additional exposure on those loans. As discussed in Note 1, Summary of Significant Accounting Policies, once a loan is identified as a TDR, it is accounted for as an impaired loan. Loans modified in a troubled debt restructuring are considered to be in default once the loan becomes 90 days past due. A TDR may cease being classified as impaired if the loan is subsequently modified at market terms and, has performed according to the modified terms for at least six months, and there has not been any prior principal forgiveness on a cumulative basis. The Company had no unfunded commitments to lend to a customer that has a troubled debt restructured loan as of December 31, 2022 and 2021. The Company had one commercial real estate loan with outstanding principal balance of $181,000 restructured related to payment terms. The Company had three loan contracts totaling $647,000 restructured and one of these loans which was a construction, land and development loan for $511,000, was subsequently paid off during 2021. The remaining two loan contracts restructured at December 31, 2021 were payment deferral modifications. The loans consisted of two residential real estate loans totaling $136,000. Both residential real estate loans were also placed on non-accrual status as of December 31, 2021. A TDR may cease being classified as impaired if the loan is subsequently modified at market terms and, has performed according to the modified terms for at least six months, and there has not been any prior principal forgiveness on a cumulative basis. During 2022 and |