x
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Large accelerated
filer
o
|
Accelerated filer
x
|
Non-accelerated filer
o
(Do not check if a smaller reporting company)
|
Smaller reporting company
o
|
Emerging growth company
o
|
Table of Contents
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|
|
|
|
March 31,
2017 |
December 31,
2016 |
||||
(Dollars in thousands)
|
||||||
Assets
|
|
|
||||
Cash and due from banks
|
$
|
56,376
|
|
$
|
58,129
|
|
Interest-bearing deposits in other banks
|
7,939
|
|
8,017
|
|
||
Total cash and cash equivalents
|
64,315
|
|
66,146
|
|
||
Available-for-sale investment securities, at fair value (amortized cost of $782,947 at March 31, 2017 and $777,017 at December 31, 2016)
|
786,961
|
|
777,940
|
|
||
Held-to-maturity investment securities, at amortized cost (fair value of $44,146 at March 31, 2017 and $43,227 at December 31, 2016)
|
44,022
|
|
43,144
|
|
||
Other investment securities, at cost
|
38,371
|
|
38,371
|
|
||
Total investment securities
|
869,354
|
|
859,455
|
|
||
Loans, net of deferred fees and costs
|
2,249,502
|
|
2,224,936
|
|
||
Allowance for loan losses
|
(18,468
|
)
|
(18,429
|
)
|
||
Net loans
|
2,231,034
|
|
2,206,507
|
|
||
Loans held for sale
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1,842
|
|
4,022
|
|
||
Bank premises and equipment, net
|
53,258
|
|
53,616
|
|
||
Bank owned life insurance
|
60,719
|
|
60,225
|
|
||
Goodwill
|
132,631
|
|
132,631
|
|
||
Other intangible assets
|
12,874
|
|
13,387
|
|
||
Other assets
|
33,249
|
|
36,359
|
|
||
Total assets
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$
|
3,459,276
|
|
$
|
3,432,348
|
|
Liabilities
|
|
|
||||
Deposits:
|
|
|
||||
Non-interest-bearing
|
$
|
785,047
|
|
$
|
734,421
|
|
Interest-bearing
|
1,917,118
|
|
1,775,301
|
|
||
Total deposits
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2,702,165
|
|
2,509,722
|
|
||
Short-term borrowings
|
105,752
|
|
305,607
|
|
||
Long-term borrowings
|
174,506
|
|
145,155
|
|
||
Accrued expenses and other liabilities
|
33,844
|
|
36,603
|
|
||
Total liabilities
|
3,016,267
|
|
2,997,087
|
|
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Stockholders’ equity
|
|
|
||||
Preferred stock, no par value, 50,000 shares authorized, no shares issued at March 31, 2017 and December 31, 2016
|
—
|
|
—
|
|
||
Common stock, no par value, 24,000,000 shares authorized, 18,941,282 shares issued at March 31, 2017 and 18,939,091 shares issued at December 31, 2016, including shares in treasury
|
343,597
|
|
344,404
|
|
||
Retained earnings
|
115,469
|
|
110,294
|
|
||
Accumulated other comprehensive income (loss), net of deferred income taxes
|
392
|
|
(1,554
|
)
|
||
Treasury stock, at cost, 729,218 shares at March 31, 2017 and 795,758 shares at December 31, 2016
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(16,449
|
)
|
(17,883
|
)
|
||
Total stockholders’ equity
|
443,009
|
|
435,261
|
|
||
Total liabilities and stockholders’ equity
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$
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3,459,276
|
|
$
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3,432,348
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
(Dollars in thousands, except per share data)
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2017
|
2016
|
||||
Interest income:
|
|
|
||||
Interest and fees on loans
|
$
|
24,299
|
|
$
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22,966
|
|
Interest and dividends on taxable investment securities
|
4,709
|
|
4,681
|
|
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Interest on tax-exempt investment securities
|
794
|
|
780
|
|
||
Other interest income
|
15
|
|
16
|
|
||
Total interest income
|
29,817
|
|
28,443
|
|
||
Interest expense:
|
|
|
||||
Interest on deposits
|
1,487
|
|
1,601
|
|
||
Interest on short-term borrowings
|
251
|
|
87
|
|
||
Interest on long-term borrowings
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1,134
|
|
988
|
|
||
Total interest expense
|
2,872
|
|
2,676
|
|
||
Net interest income
|
26,945
|
|
25,767
|
|
||
Provision for loan losses
|
624
|
|
955
|
|
||
Net interest income after provision for loan losses
|
26,321
|
|
24,812
|
|
||
Non-interest income:
|
|
|
||||
Insurance income
|
4,102
|
|
4,498
|
|
||
Trust and investment income
|
2,682
|
|
2,382
|
|
||
Electronic banking income
|
2,561
|
|
2,535
|
|
||
Deposit account service charges
|
2,429
|
|
2,603
|
|
||
Bank owned life insurance income
|
493
|
|
167
|
|
||
Mortgage banking income
|
387
|
|
160
|
|
||
Net gain on investment securities
|
340
|
|
96
|
|
||
Commercial loan swap fee income
|
268
|
|
164
|
|
||
Net loss on asset disposals and other transactions
|
(3
|
)
|
(31
|
)
|
||
Other non-interest income
|
412
|
|
545
|
|
||
Total non-interest income
|
13,671
|
|
13,119
|
|
||
Non-interest expenses:
|
|
|
||||
Salaries and employee benefit costs
|
15,496
|
|
14,325
|
|
||
Net occupancy and equipment expense
|
2,713
|
|
2,806
|
|
||
Professional fees
|
1,610
|
|
1,459
|
|
||
Electronic banking expense
|
1,514
|
|
1,433
|
|
||
Data processing and software expense
|
1,142
|
|
749
|
|
||
Amortization of other intangible assets
|
863
|
|
1,008
|
|
||
Franchise tax expense
|
583
|
|
538
|
|
||
FDIC insurance expense
|
433
|
|
617
|
|
||
Communication expense
|
410
|
|
628
|
|
||
Marketing expense
|
280
|
|
398
|
|
||
Foreclosed real estate and other loan expenses
|
196
|
|
251
|
|
||
Other non-interest expense
|
2,091
|
|
2,070
|
|
||
Total non-interest expenses
|
27,331
|
|
26,282
|
|
||
Income before income taxes
|
12,661
|
|
11,649
|
|
||
Income tax expense
|
3,852
|
|
3,654
|
|
||
Net income
|
$
|
8,809
|
|
$
|
7,995
|
|
Earnings per common share - basic
|
$
|
0.49
|
|
$
|
0.44
|
|
Earnings per common share - diluted
|
$
|
0.48
|
|
$
|
0.44
|
|
Weighted-average number of common shares outstanding - basic
|
18,029,991
|
|
18,071,746
|
|
||
Weighted-average number of common shares outstanding - diluted
|
18,192,957
|
|
18,194,990
|
|
||
Cash dividends declared
|
$
|
3,634
|
|
$
|
2,748
|
|
Cash dividends declared per common share
|
$
|
0.20
|
|
$
|
0.15
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
(Dollars in thousands)
|
2017
|
2016
|
||||
Net income
|
$
|
8,809
|
|
$
|
7,995
|
|
Other comprehensive income:
|
|
|
||||
Available-for-sale investment securities:
|
|
|
||||
Gross unrealized holding gain arising in the period
|
3,412
|
|
12,329
|
|
||
Related tax expense
|
(1,194
|
)
|
(4,316
|
)
|
||
Less: reclassification adjustment for gain included in net income
|
340
|
|
96
|
|
||
Related tax expense
|
(119
|
)
|
(34
|
)
|
||
Net effect on other comprehensive income
|
1,997
|
|
7,951
|
|
||
Defined benefit plans:
|
|
|
||||
Net gain arising during the period
|
1
|
|
—
|
|
||
Related tax expense
|
—
|
|
—
|
|
||
Amortization of unrecognized loss and service cost on benefit plans
|
23
|
|
—
|
|
||
Related tax expense
|
(8
|
)
|
—
|
|
||
Net effect on other comprehensive income
|
16
|
|
—
|
|
||
Cash flow hedges:
|
|
|
||||
Net loss arising during the period
|
(103
|
)
|
—
|
|
||
Related tax benefit
|
36
|
|
—
|
|
||
Net effect on other comprehensive loss
|
(67
|
)
|
—
|
|
||
Total other comprehensive income, net of tax expense
|
1,946
|
|
7,951
|
|
||
Total comprehensive income
|
$
|
10,755
|
|
$
|
15,946
|
|
|
|
|
Accumulated Other Comprehensive (Loss) Income
|
|
Total Stockholders' Equity
|
||||||||||
|
Common Shares
|
Retained Earnings
|
Treasury Stock
|
||||||||||||
(Dollars in thousands)
|
|||||||||||||||
Balance, December 31, 2016
|
$
|
344,404
|
|
$
|
110,294
|
|
$
|
(1,554
|
)
|
$
|
(17,883
|
)
|
$
|
435,261
|
|
Net income
|
—
|
|
8,809
|
|
—
|
|
—
|
|
8,809
|
|
|||||
Other comprehensive income, net of tax
|
—
|
|
—
|
|
1,946
|
|
—
|
|
1,946
|
|
|||||
Cash dividends declared
|
—
|
|
(3,634
|
)
|
—
|
|
—
|
|
(3,634
|
)
|
|||||
Exercise of stock options
|
(6
|
)
|
—
|
|
—
|
|
6
|
|
—
|
|
|||||
Reissuance of treasury stock for common awards
|
(1,559
|
)
|
—
|
|
—
|
|
1,559
|
|
—
|
|
|||||
Reissuance of treasury stock for deferred compensation plan for Boards of Directors
|
—
|
|
—
|
|
—
|
|
1
|
|
1
|
|
|||||
Repurchase of common shares in connection with employee incentive plan and for Boards of Directors compensation plan
|
—
|
|
—
|
|
—
|
|
(288
|
)
|
(288
|
)
|
|||||
Common shares issued under dividend reinvestment plan
|
128
|
|
—
|
|
—
|
|
—
|
|
128
|
|
|||||
Common shares issued under compensation plan for Boards of Directors
|
37
|
|
—
|
|
—
|
|
91
|
|
128
|
|
|||||
Common shares issued under employee stock purchase plan
|
25
|
|
—
|
|
—
|
|
65
|
|
90
|
|
|||||
Stock-based compensation expense
|
568
|
|
—
|
|
—
|
|
—
|
|
568
|
|
|||||
Balance, March 31, 2017
|
$
|
343,597
|
|
$
|
115,469
|
|
$
|
392
|
|
$
|
(16,449
|
)
|
$
|
443,009
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
(Dollars in thousands)
|
2017
|
2016
|
||||
Net cash provided by operating activities
|
$
|
13,386
|
|
$
|
16,826
|
|
Investing activities:
|
|
|
||||
Available-for-sale investment securities:
|
|
|
||||
Purchases
|
(41,088
|
)
|
(35,810
|
)
|
||
Proceeds from sales
|
555
|
|
981
|
|
||
Proceeds from principal payments, calls and prepayments
|
32,064
|
|
26,627
|
|
||
Held-to-maturity investment securities:
|
|
|
||||
Purchases
|
(1,310
|
)
|
—
|
|
||
Proceeds from principal payments
|
336
|
|
750
|
|
||
Net increase in loans
|
(23,528
|
)
|
(31,933
|
)
|
||
Net expenditures for bank premises and equipment
|
(490
|
)
|
(2,660
|
)
|
||
(Increase in) proceeds from sales of other real estate owned
|
(16
|
)
|
141
|
|
||
Business acquisitions, net of cash received
|
(450
|
)
|
(244
|
)
|
||
Return of investment in limited partnership and tax credit funds
|
634
|
|
12
|
|
||
Net cash used in investing activities
|
(33,293
|
)
|
(42,136
|
)
|
||
Financing activities:
|
|
|
||||
Net increase (decrease) in non-interest-bearing deposits
|
50,626
|
|
(1,737
|
)
|
||
Net increase in interest-bearing deposits
|
141,809
|
|
52,905
|
|
||
Net decrease in short-term borrowings
|
(199,855
|
)
|
(25,318
|
)
|
||
Proceeds from long-term borrowings
|
30,000
|
|
—
|
|
||
Payments on long-term borrowings
|
(701
|
)
|
(460
|
)
|
||
Cash dividends paid
|
(3,518
|
)
|
(2,645
|
)
|
||
Purchase of treasury stock under share repurchase program
|
—
|
|
(4,965
|
)
|
||
Repurchase of common shares in connection with employee incentive plan and compensation plan for Boards of Directors to be held as treasury stock
|
(288
|
)
|
(292
|
)
|
||
Proceeds from issuance of common shares
|
3
|
|
6
|
|
||
Excess tax expense from share-based payment awards
|
—
|
|
(3
|
)
|
||
Net cash provided by financing activities
|
18,076
|
|
17,491
|
|
||
Net decrease in cash and cash equivalents
|
(1,831
|
)
|
(7,819
|
)
|
||
Cash and cash equivalents at beginning of period
|
66,146
|
|
71,115
|
|
||
Cash and cash equivalents at end of period
|
$
|
64,315
|
|
$
|
63,296
|
|
|
|
Fair Value Measurements at Reporting Date Using
|
||||||||||
(Dollars in thousands)
|
|
Quoted Prices in Active Markets for Identical Assets
(Level 1)
|
Significant
Other
Observable
Inputs
(Level 2)
|
Significant Unobservable Inputs
(Level 3)
|
||||||||
Fair Value
|
||||||||||||
March 31, 2017
|
|
|
|
|
||||||||
Obligations of:
|
|
|
|
|
||||||||
States and political subdivisions
|
$
|
114,712
|
|
$
|
—
|
|
$
|
114,712
|
|
$
|
—
|
|
Residential mortgage-backed securities
|
640,299
|
|
—
|
|
640,299
|
|
—
|
|
||||
Commercial mortgage-backed securities
|
16,424
|
|
—
|
|
16,424
|
|
—
|
|
||||
Bank-issued trust preferred securities
|
4,964
|
|
—
|
|
4,964
|
|
—
|
|
||||
Equity securities
|
10,562
|
|
10,339
|
|
223
|
|
—
|
|
||||
Total available-for-sale securities
|
$
|
786,961
|
|
$
|
10,339
|
|
$
|
776,622
|
|
$
|
—
|
|
December 31, 2016
|
|
|
|
|
||||||||
Obligations of:
|
|
|
|
|
||||||||
U.S. government sponsored agencies
|
$
|
1,000
|
|
$
|
—
|
|
$
|
1,000
|
|
$
|
—
|
|
States and political subdivisions
|
117,230
|
|
—
|
|
117,230
|
|
—
|
|
||||
Residential mortgage-backed securities
|
626,567
|
|
—
|
|
626,567
|
|
—
|
|
||||
Commercial mortgage-backed securities
|
19,291
|
|
—
|
|
19,291
|
|
—
|
|
||||
Bank-issued trust preferred securities
|
4,899
|
|
—
|
|
4,899
|
|
—
|
|
||||
Equity securities
|
8,953
|
|
8,734
|
|
219
|
|
—
|
|
||||
Total available-for-sale securities
|
$
|
777,940
|
|
$
|
8,734
|
|
$
|
769,206
|
|
$
|
—
|
|
|
|
Fair Value at Reporting Date Using
|
||||||||||
(Dollars in thousands)
|
|
Quoted Prices in Active Markets for Identical Assets
|
Significant
Other
Observable
Inputs
|
Significant Unobservable Inputs
|
||||||||
Fair Value
|
(Level 1)
|
(Level 2)
|
(Level 3)
|
|||||||||
March 31, 2017
|
|
|
|
|
||||||||
Obligations of:
|
|
|
|
|
||||||||
States and political subdivisions
|
$
|
4,049
|
|
$
|
—
|
|
$
|
4,049
|
|
$
|
—
|
|
Residential mortgage-backed securities
|
34,754
|
|
—
|
|
34,754
|
|
—
|
|
||||
Commercial mortgage-backed securities
|
5,343
|
|
—
|
|
5,343
|
|
—
|
|
||||
Total held-to-maturity securities
|
$
|
44,146
|
|
$
|
—
|
|
$
|
44,146
|
|
$
|
—
|
|
December 31, 2016
|
|
|
|
|
||||||||
Obligations of:
|
|
|
|
|
||||||||
States and political subdivisions
|
$
|
4,041
|
|
$
|
—
|
|
$
|
4,041
|
|
$
|
—
|
|
Residential mortgage-backed securities
|
33,762
|
|
—
|
|
33,762
|
|
—
|
|
||||
Commercial mortgage-backed securities
|
5,424
|
|
—
|
|
5,424
|
|
—
|
|
||||
Total held-to-maturity securities
|
$
|
43,227
|
|
$
|
—
|
|
$
|
43,227
|
|
$
|
—
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||||||||
(Dollars in thousands)
|
Carrying Amount
|
Fair Value
|
|
Carrying Amount
|
Fair Value
|
||||||||
Financial assets:
|
|
|
|
|
|
||||||||
Cash and cash equivalents
|
$
|
64,315
|
|
$
|
64,315
|
|
|
$
|
66,146
|
|
$
|
66,146
|
|
Investment securities
|
869,354
|
|
869,478
|
|
|
859,455
|
|
859,538
|
|
||||
Loans
(1)
|
2,232,876
|
|
2,183,426
|
|
|
2,210,529
|
|
2,152,544
|
|
||||
Financial liabilities:
|
|
|
|
|
|
||||||||
Deposits
|
$
|
2,702,165
|
|
$
|
2,704,590
|
|
|
$
|
2,509,722
|
|
$
|
2,512,647
|
|
Short-term borrowings
|
105,752
|
|
105,745
|
|
|
305,607
|
|
305,607
|
|
||||
Long-term borrowings
|
174,506
|
|
174,207
|
|
|
145,155
|
|
145,106
|
|
||||
Cash flow hedges
(2)
|
1,646
|
|
1,646
|
|
|
1,779
|
|
1,779
|
|
(Dollars in thousands)
|
Amortized Cost
|
Gross Unrealized Gains
|
Gross Unrealized Losses
|
Fair Value
|
||||||||
March 31, 2017
|
|
|
|
|
||||||||
Obligations of:
|
|
|
|
|
||||||||
States and political subdivisions
|
$
|
112,774
|
|
$
|
2,121
|
|
$
|
(183
|
)
|
$
|
114,712
|
|
Residential mortgage-backed securities
|
646,503
|
|
3,840
|
|
(10,044
|
)
|
640,299
|
|
||||
Commercial mortgage-backed securities
|
16,511
|
|
33
|
|
(120
|
)
|
16,424
|
|
||||
Bank-issued trust preferred securities
|
5,176
|
|
87
|
|
(299
|
)
|
4,964
|
|
||||
Equity securities
|
1,983
|
|
8,645
|
|
(66
|
)
|
10,562
|
|
||||
Total available-for-sale securities
|
$
|
782,947
|
|
$
|
14,726
|
|
$
|
(10,712
|
)
|
$
|
786,961
|
|
December 31, 2016
|
|
|
|
|
||||||||
Obligations of:
|
|
|
|
|
||||||||
U.S. government sponsored agencies
|
$
|
1,000
|
|
$
|
—
|
|
$
|
—
|
|
$
|
1,000
|
|
States and political subdivisions
|
115,657
|
|
1,836
|
|
(263
|
)
|
117,230
|
|
||||
Residential mortgage-backed securities
|
633,802
|
|
3,758
|
|
(10,993
|
)
|
626,567
|
|
||||
Commercial mortgage-backed securities
|
19,337
|
|
41
|
|
(87
|
)
|
19,291
|
|
||||
Bank-issued trust preferred securities
|
5,169
|
|
91
|
|
(361
|
)
|
4,899
|
|
||||
Equity securities
|
2,052
|
|
6,969
|
|
(68
|
)
|
8,953
|
|
||||
Total available-for-sale securities
|
$
|
777,017
|
|
$
|
12,695
|
|
$
|
(11,772
|
)
|
$
|
777,940
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
(Dollars in thousands)
|
2017
|
2016
|
||||
Gross gains realized
|
$
|
340
|
|
$
|
96
|
|
Gross losses realized
|
—
|
|
—
|
|
||
Net gain realized
|
$
|
340
|
|
$
|
96
|
|
|
Less than 12 Months
|
|
12 Months or More
|
|
Total
|
|||||||||||||||||||
(Dollars in thousands)
|
Fair
Value
|
Unrealized Loss
|
No. of Securities
|
|
Fair
Value
|
Unrealized Loss
|
No. of Securities
|
|
Fair
Value
|
Unrealized Loss
|
||||||||||||||
March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Obligations of:
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
States and political subdivisions
|
$
|
9,795
|
|
$
|
183
|
|
11
|
|
|
$
|
—
|
|
$
|
—
|
|
—
|
|
|
$
|
9,795
|
|
$
|
183
|
|
Residential mortgage-backed securities
|
434,098
|
|
$
|
7,728
|
|
110
|
|
|
42,922
|
|
$
|
2,316
|
|
23
|
|
|
477,020
|
|
10,044
|
|
||||
Commercial mortgage-backed securities
|
13,158
|
|
120
|
|
5
|
|
|
—
|
|
—
|
|
—
|
|
|
13,158
|
|
120
|
|
||||||
Bank-issued trust preferred securities
|
—
|
|
—
|
|
—
|
|
|
2,699
|
|
299
|
|
3
|
|
|
2,699
|
|
299
|
|
||||||
Equity securities
|
252
|
|
1
|
|
1
|
|
|
112
|
|
65
|
|
1
|
|
|
364
|
|
66
|
|
||||||
Total
|
$
|
457,303
|
|
$
|
8,032
|
|
127
|
|
|
$
|
45,733
|
|
$
|
2,680
|
|
27
|
|
|
$
|
503,036
|
|
$
|
10,712
|
|
December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Obligations of:
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
States and political subdivisions
|
$
|
23,501
|
|
$
|
263
|
|
28
|
|
|
$
|
—
|
|
$
|
—
|
|
—
|
|
|
$
|
23,501
|
|
$
|
263
|
|
Residential mortgage-backed securities
|
427,088
|
|
8,495
|
|
108
|
|
|
46,631
|
|
2,498
|
|
22
|
|
|
473,719
|
|
10,993
|
|
||||||
Commercial mortgage-backed securities
|
7,770
|
|
87
|
|
4
|
|
|
—
|
|
—
|
|
—
|
|
|
7,770
|
|
87
|
|
||||||
Bank-issued trust preferred securities
|
—
|
|
—
|
|
—
|
|
|
2,637
|
|
361
|
|
3
|
|
|
2,637
|
|
361
|
|
||||||
Equity securities
|
263
|
|
3
|
|
1
|
|
|
110
|
|
65
|
|
1
|
|
|
373
|
|
68
|
|
||||||
Total
|
$
|
458,622
|
|
$
|
8,848
|
|
141
|
|
|
$
|
49,378
|
|
$
|
2,924
|
|
26
|
|
|
$
|
508,000
|
|
$
|
11,772
|
|
(Dollars in thousands)
|
Within 1 Year
|
1 to 5 Years
|
5 to 10 Years
|
Over 10 Years
|
Total
|
||||||||||
Amortized cost
|
|
|
|
|
|
||||||||||
Obligations of:
|
|
|
|
|
|
||||||||||
States and political subdivisions
|
$
|
675
|
|
$
|
14,635
|
|
$
|
29,497
|
|
$
|
67,967
|
|
$
|
112,774
|
|
Residential mortgage-backed securities
|
14
|
|
18,719
|
|
38,758
|
|
589,012
|
|
646,503
|
|
|||||
Commercial mortgage-backed securities
|
—
|
|
3,235
|
|
11,613
|
|
1,663
|
|
16,511
|
|
|||||
Bank-issued trust preferred securities
|
—
|
|
—
|
|
2,178
|
|
2,998
|
|
5,176
|
|
|||||
Equity securities
|
|
|
|
|
1,983
|
|
|||||||||
Total available-for-sale securities
|
$
|
689
|
|
$
|
36,589
|
|
$
|
82,046
|
|
$
|
661,640
|
|
$
|
782,947
|
|
Fair value
|
|
|
|
|
|
||||||||||
Obligations of:
|
|
|
|
|
|
||||||||||
States and political subdivisions
|
$
|
681
|
|
$
|
14,783
|
|
$
|
30,015
|
|
$
|
69,233
|
|
$
|
114,712
|
|
Residential mortgage-backed securities
|
14
|
|
18,493
|
|
38,858
|
|
582,934
|
|
640,299
|
|
|||||
Commercial mortgage-backed securities
|
—
|
|
3,269
|
|
11,507
|
|
1,648
|
|
16,424
|
|
|||||
Bank-issued trust preferred securities
|
—
|
|
—
|
|
2,266
|
|
2,698
|
|
4,964
|
|
|||||
Equity securities
|
|
|
|
|
10,562
|
|
|||||||||
Total available-for-sale securities
|
$
|
695
|
|
$
|
36,545
|
|
$
|
82,646
|
|
$
|
656,513
|
|
$
|
786,961
|
|
Total weighted-average yield
|
5.37
|
%
|
2.83
|
%
|
3.06
|
%
|
2.64
|
%
|
2.71
|
%
|
(Dollars in thousands)
|
Amortized Cost
|
Gross Unrealized Gains
|
Gross Unrealized Losses
|
Fair Value
|
||||||||
March 31, 2017
|
|
|
|
|
||||||||
Obligations of:
|
|
|
|
|
||||||||
States and political subdivisions
|
$
|
3,818
|
|
$
|
231
|
|
$
|
—
|
|
$
|
4,049
|
|
Residential mortgage-backed securities
|
34,812
|
|
446
|
|
(504
|
)
|
34,754
|
|
||||
Commercial mortgage-backed securities
|
5,392
|
|
—
|
|
(49
|
)
|
5,343
|
|
||||
Total held-to-maturity securities
|
$
|
44,022
|
|
$
|
677
|
|
$
|
(553
|
)
|
$
|
44,146
|
|
December 31, 2016
|
|
|
|
|
||||||||
Obligations of:
|
|
|
|
|
||||||||
States and political subdivisions
|
$
|
3,820
|
|
$
|
221
|
|
$
|
—
|
|
$
|
4,041
|
|
Residential mortgage-backed securities
|
33,858
|
|
432
|
|
(528
|
)
|
33,762
|
|
||||
Commercial mortgage-backed securities
|
5,466
|
|
—
|
|
(42
|
)
|
5,424
|
|
||||
Total held-to-maturity securities
|
$
|
43,144
|
|
$
|
653
|
|
$
|
(570
|
)
|
$
|
43,227
|
|
|
Less than 12 Months
|
|
12 Months or More
|
|
Total
|
|||||||||||||||||||
(Dollars in thousands)
|
Fair
Value
|
Unrealized Loss
|
No. of Securities
|
|
Fair
Value
|
Unrealized Loss
|
No. of Securities
|
|
Fair
Value
|
Unrealized Loss
|
||||||||||||||
March 31, 2017
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Residential mortgage-backed securities
|
$
|
12,878
|
|
$
|
449
|
|
3
|
|
|
$
|
951
|
|
$
|
55
|
|
1
|
|
|
$
|
13,829
|
|
$
|
504
|
|
Commercial mortgage-backed securities
|
5,343
|
|
49
|
|
1
|
|
|
—
|
|
—
|
|
—
|
|
|
5,343
|
|
49
|
|
||||||
Total
|
$
|
18,221
|
|
$
|
498
|
|
4
|
|
|
$
|
951
|
|
$
|
55
|
|
1
|
|
|
$
|
19,172
|
|
$
|
553
|
|
December 31, 2016
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Residential mortgage-backed securities
|
$
|
12,139
|
|
$
|
476
|
|
3
|
|
|
$
|
963
|
|
$
|
52
|
|
1
|
|
|
$
|
13,102
|
|
$
|
528
|
|
Commercial mortgage-backed securities
|
5,424
|
|
42
|
|
1
|
|
|
—
|
|
—
|
|
—
|
|
|
5,424
|
|
42
|
|
||||||
Total
|
$
|
17,563
|
|
$
|
518
|
|
4
|
|
|
$
|
963
|
|
$
|
52
|
|
1
|
|
|
$
|
18,526
|
|
$
|
570
|
|
(Dollars in thousands)
|
Within 1 Year
|
1 to 5 Years
|
5 to 10 Years
|
Over 10 Years
|
Total
|
||||||||||
Amortized cost
|
|
|
|
|
|
||||||||||
Obligations of:
|
|
|
|
|
|
||||||||||
States and political subdivisions
|
$
|
—
|
|
$
|
317
|
|
$
|
2,979
|
|
$
|
522
|
|
$
|
3,818
|
|
Residential mortgage-backed securities
|
—
|
|
—
|
|
5,912
|
|
28,900
|
|
34,812
|
|
|||||
Commercial mortgage-backed securities
|
—
|
|
—
|
|
—
|
|
5,392
|
|
5,392
|
|
|||||
Total held-to-maturity securities
|
$
|
—
|
|
$
|
317
|
|
$
|
8,891
|
|
$
|
34,814
|
|
$
|
44,022
|
|
Fair value
|
|
|
|
|
|
||||||||||
Obligations of:
|
|
|
|
|
|
||||||||||
States and political subdivisions
|
$
|
—
|
|
$
|
322
|
|
$
|
3,174
|
|
$
|
553
|
|
$
|
4,049
|
|
Residential mortgage-backed securities
|
—
|
|
—
|
|
5,943
|
|
28,811
|
|
34,754
|
|
|||||
Commercial mortgage-backed securities
|
—
|
|
—
|
|
—
|
|
5,343
|
|
5,343
|
|
|||||
Total held-to-maturity securities
|
$
|
—
|
|
$
|
322
|
|
$
|
9,117
|
|
$
|
34,707
|
|
$
|
44,146
|
|
Total weighted-average yield
|
—
|
%
|
3.14
|
%
|
2.33
|
%
|
2.93
|
%
|
2.81
|
%
|
(Dollars in thousands)
|
March 31,
2017 |
December 31, 2016
|
||||
Originated loans:
|
|
|
||||
Commercial real estate, construction
|
$
|
93,886
|
|
$
|
84,626
|
|
Commercial real estate, other
|
535,474
|
|
531,557
|
|
||
Commercial real estate
|
629,360
|
|
616,183
|
|
||
Commercial and industrial
|
384,548
|
|
378,131
|
|
||
Residential real estate
|
308,153
|
|
307,490
|
|
||
Home equity lines of credit
|
85,512
|
|
85,617
|
|
||
Consumer, indirect
|
283,106
|
|
252,024
|
|
||
Consumer, other
|
66,283
|
|
67,579
|
|
||
Consumer
|
349,389
|
|
319,603
|
|
||
Deposit account overdrafts
|
721
|
|
1,080
|
|
||
Total originated loans
|
$
|
1,757,683
|
|
$
|
1,708,104
|
|
Acquired loans:
|
|
|
||||
Commercial real estate, construction
|
$
|
9,431
|
|
$
|
10,100
|
|
Commercial real estate, other
|
194,581
|
|
204,466
|
|
||
Commercial real estate
|
204,012
|
|
214,566
|
|
||
Commercial and industrial
|
44,189
|
|
44,208
|
|
||
Residential real estate
|
216,059
|
|
228,435
|
|
||
Home equity lines of credit
|
24,516
|
|
25,875
|
|
||
Consumer, indirect
|
656
|
|
808
|
|
||
Consumer, other
|
2,387
|
|
2,940
|
|
||
Consumer
|
3,043
|
|
3,748
|
|
||
Total acquired loans
|
$
|
491,819
|
|
$
|
516,832
|
|
Loans, net of deferred fees and costs
|
$
|
2,249,502
|
|
$
|
2,224,936
|
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
||||
Commercial real estate, other
|
$
|
9,949
|
|
$
|
11,476
|
|
Commercial and industrial
|
1,506
|
|
1,573
|
|
||
Residential real estate
|
21,945
|
|
23,306
|
|
||
Consumer
|
59
|
|
76
|
|
||
Total outstanding balance
|
$
|
33,459
|
|
$
|
36,431
|
|
Net carrying amount
|
$
|
23,955
|
|
$
|
26,524
|
|
(Dollars in thousands)
|
Accretable Yield
|
||
Balance, December 31, 2016
|
$
|
7,132
|
|
Accretion
|
(461
|
)
|
|
Balance, March 31, 2017
|
$
|
6,671
|
|
|
Nonaccrual Loans
|
|
Loans 90+ Days Past Due and Accruing
|
||||||||||
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
|
March 31,
2017 |
December 31,
2016 |
||||||||
Originated loans:
|
|
|
|
|
|
||||||||
Commercial real estate, construction
|
$
|
819
|
|
$
|
826
|
|
|
$
|
—
|
|
$
|
—
|
|
Commercial real estate, other
|
8,137
|
|
9,934
|
|
|
—
|
|
—
|
|
||||
Commercial real estate
|
8,956
|
|
10,760
|
|
|
—
|
|
—
|
|
||||
Commercial and industrial
|
1,251
|
|
1,712
|
|
|
848
|
|
—
|
|
||||
Residential real estate
|
3,380
|
|
3,778
|
|
|
142
|
|
183
|
|
||||
Home equity lines of credit
|
310
|
|
383
|
|
|
76
|
|
—
|
|
||||
Consumer, indirect
|
211
|
|
130
|
|
|
61
|
|
10
|
|
||||
Consumer, other
|
2
|
|
11
|
|
|
—
|
|
—
|
|
||||
Consumer
|
213
|
|
141
|
|
|
61
|
|
10
|
|
||||
Total originated loans
|
$
|
14,110
|
|
$
|
16,774
|
|
|
$
|
1,127
|
|
$
|
193
|
|
Acquired loans:
|
|
|
|
|
|
||||||||
Commercial real estate, other
|
$
|
1,314
|
|
$
|
1,609
|
|
|
$
|
456
|
|
$
|
1,506
|
|
Commercial and industrial
|
298
|
|
390
|
|
|
510
|
|
387
|
|
||||
Residential real estate
|
2,338
|
|
2,317
|
|
|
878
|
|
1,672
|
|
||||
Home equity lines of credit
|
230
|
|
231
|
|
|
35
|
|
—
|
|
||||
Consumer, indirect
|
—
|
|
—
|
|
|
—
|
|
13
|
|
||||
Consumer, other
|
3
|
|
4
|
|
|
—
|
|
—
|
|
||||
Consumer
|
3
|
|
4
|
|
|
—
|
|
13
|
|
||||
Total acquired loans
|
$
|
4,183
|
|
$
|
4,551
|
|
|
$
|
1,879
|
|
$
|
3,578
|
|
Total loans
|
$
|
18,293
|
|
$
|
21,325
|
|
|
$
|
3,006
|
|
$
|
3,771
|
|
|
Loans Past Due
|
|
Current
Loans
|
Total
Loans
|
|||||||||||||||
(Dollars in thousands)
|
30 - 59 days
|
60 - 89 days
|
90 + Days
|
Total
|
|
||||||||||||||
March 31, 2017
|
|
|
|
|
|
|
|
||||||||||||
Originated loans:
|
|
|
|
|
|
|
|
||||||||||||
Commercial real estate, construction
|
$
|
—
|
|
$
|
—
|
|
$
|
819
|
|
$
|
819
|
|
|
$
|
93,067
|
|
$
|
93,886
|
|
Commercial real estate, other
|
1,958
|
|
81
|
|
7,495
|
|
9,534
|
|
|
525,940
|
|
535,474
|
|
||||||
Commercial real estate
|
1,958
|
|
81
|
|
8,314
|
|
10,353
|
|
|
619,007
|
|
629,360
|
|
||||||
Commercial and industrial
|
560
|
|
113
|
|
2,049
|
|
2,722
|
|
|
381,826
|
|
384,548
|
|
||||||
Residential real estate
|
4,285
|
|
797
|
|
1,051
|
|
6,133
|
|
|
302,020
|
|
308,153
|
|
||||||
Home equity lines of credit
|
198
|
|
31
|
|
158
|
|
387
|
|
|
85,125
|
|
85,512
|
|
||||||
Consumer, indirect
|
1,107
|
|
344
|
|
193
|
|
1,644
|
|
|
281,462
|
|
283,106
|
|
||||||
Consumer, other
|
339
|
|
44
|
|
—
|
|
383
|
|
|
65,900
|
|
66,283
|
|
||||||
Consumer
|
1,446
|
|
388
|
|
193
|
|
2,027
|
|
|
347,362
|
|
349,389
|
|
||||||
Deposit account overdrafts
|
—
|
|
—
|
|
—
|
|
—
|
|
|
721
|
|
721
|
|
||||||
Total originated loans
|
$
|
8,447
|
|
$
|
1,410
|
|
$
|
11,765
|
|
$
|
21,622
|
|
|
$
|
1,736,061
|
|
$
|
1,757,683
|
|
Acquired loans:
|
|
|
|
|
|
|
|
||||||||||||
Commercial real estate, construction
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
$
|
9,431
|
|
$
|
9,431
|
|
Commercial real estate, other
|
380
|
|
89
|
|
894
|
|
1,363
|
|
|
193,218
|
|
194,581
|
|
||||||
Commercial real estate
|
380
|
|
89
|
|
894
|
|
1,363
|
|
|
202,649
|
|
204,012
|
|
||||||
Commercial and industrial
|
251
|
|
79
|
|
709
|
|
1,039
|
|
|
43,150
|
|
44,189
|
|
||||||
Residential real estate
|
4,322
|
|
970
|
|
2,116
|
|
7,408
|
|
|
208,651
|
|
216,059
|
|
||||||
Home equity lines of credit
|
64
|
|
101
|
|
212
|
|
377
|
|
|
24,139
|
|
24,516
|
|
||||||
Consumer, indirect
|
—
|
|
—
|
|
—
|
|
—
|
|
|
656
|
|
656
|
|
||||||
Consumer, other
|
47
|
|
1
|
|
—
|
|
48
|
|
|
2,339
|
|
2,387
|
|
||||||
Consumer
|
47
|
|
1
|
|
—
|
|
48
|
|
|
2,995
|
|
3,043
|
|
||||||
Total acquired loans
|
$
|
5,064
|
|
$
|
1,240
|
|
$
|
3,931
|
|
$
|
10,235
|
|
|
$
|
481,584
|
|
$
|
491,819
|
|
Total loans
|
$
|
13,511
|
|
$
|
2,650
|
|
$
|
15,696
|
|
$
|
31,857
|
|
|
$
|
2,217,645
|
|
$
|
2,249,502
|
|
|
Loans Past Due
|
|
Current
Loans
|
Total
Loans
|
|||||||||||||||
(Dollars in thousands)
|
30 - 59 days
|
60 - 89 days
|
90 + Days
|
Total
|
|
||||||||||||||
December 31, 2016
|
|
|
|
|
|
|
|
||||||||||||
Originated loans:
|
|
|
|
|
|
|
|
||||||||||||
Commercial real estate, construction
|
$
|
—
|
|
$
|
—
|
|
$
|
826
|
|
$
|
826
|
|
|
$
|
83,800
|
|
$
|
84,626
|
|
Commercial real estate, other
|
1,420
|
|
225
|
|
9,305
|
|
10,950
|
|
|
520,607
|
|
531,557
|
|
||||||
Commercial real estate
|
1,420
|
|
225
|
|
10,131
|
|
11,776
|
|
|
604,407
|
|
616,183
|
|
||||||
Commercial and industrial
|
1,305
|
|
700
|
|
1,465
|
|
3,470
|
|
|
374,661
|
|
378,131
|
|
||||||
Residential real estate
|
7,288
|
|
1,019
|
|
1,895
|
|
10,202
|
|
|
297,288
|
|
307,490
|
|
||||||
Home equity lines of credit
|
316
|
|
45
|
|
248
|
|
609
|
|
|
85,008
|
|
85,617
|
|
||||||
Consumer, indirect
|
2,080
|
|
273
|
|
77
|
|
2,430
|
|
|
249,594
|
|
252,024
|
|
||||||
Consumer, other
|
346
|
|
38
|
|
—
|
|
384
|
|
|
67,195
|
|
67,579
|
|
||||||
Consumer
|
2,426
|
|
311
|
|
77
|
|
2,814
|
|
|
316,789
|
|
319,603
|
|
||||||
Deposit account overdrafts
|
—
|
|
—
|
|
—
|
|
—
|
|
|
1,080
|
|
1,080
|
|
||||||
Total originated loans
|
$
|
12,755
|
|
$
|
2,300
|
|
$
|
13,816
|
|
$
|
28,871
|
|
|
$
|
1,679,233
|
|
$
|
1,708,104
|
|
Acquired loans:
|
|
|
|
|
|
|
|
||||||||||||
Commercial real estate, construction
|
$
|
—
|
|
$
|
—
|
|
$
|
40
|
|
$
|
40
|
|
|
$
|
10,060
|
|
$
|
10,100
|
|
Commercial real estate, other
|
1,220
|
|
208
|
|
2,271
|
|
3,699
|
|
|
200,767
|
|
204,466
|
|
||||||
Commercial real estate
|
1,220
|
|
208
|
|
2,311
|
|
3,739
|
|
|
210,827
|
|
214,566
|
|
||||||
Commercial and industrial
|
148
|
|
3
|
|
777
|
|
928
|
|
|
43,280
|
|
44,208
|
|
||||||
Residential real estate
|
5,918
|
|
2,496
|
|
2,974
|
|
11,388
|
|
|
217,047
|
|
228,435
|
|
||||||
Home equity lines of credit
|
208
|
|
65
|
|
178
|
|
451
|
|
|
25,424
|
|
25,875
|
|
||||||
Consumer, indirect
|
4
|
|
—
|
|
—
|
|
4
|
|
|
804
|
|
808
|
|
||||||
Consumer, other
|
51
|
|
—
|
|
13
|
|
64
|
|
|
2,876
|
|
2,940
|
|
||||||
Consumer
|
55
|
|
—
|
|
13
|
|
68
|
|
|
3,680
|
|
3,748
|
|
||||||
Total acquired loans
|
$
|
7,549
|
|
$
|
2,772
|
|
$
|
6,253
|
|
$
|
16,574
|
|
|
$
|
500,258
|
|
$
|
516,832
|
|
Total loans
|
$
|
20,304
|
|
$
|
5,072
|
|
$
|
20,069
|
|
$
|
45,445
|
|
|
$
|
2,179,491
|
|
$
|
2,224,936
|
|
|
Pass Rated
(Grades 1 - 4)
|
Watch
(Grade 5)
|
Substandard
(Grade 6)
|
Doubtful (Grade 7)
|
Not
Rated
|
Total
Loans
|
||||||||||||
(Dollars in thousands)
|
||||||||||||||||||
March 31, 2017
|
|
|
|
|
|
|
||||||||||||
Originated loans:
|
|
|
|
|
|
|
||||||||||||
Commercial real estate, construction
|
$
|
84,061
|
|
$
|
8,489
|
|
$
|
819
|
|
$
|
—
|
|
$
|
517
|
|
$
|
93,886
|
|
Commercial real estate, other
|
509,865
|
|
11,725
|
|
13,884
|
|
—
|
|
—
|
|
535,474
|
|
||||||
Commercial real estate
|
593,926
|
|
20,214
|
|
14,703
|
|
—
|
|
517
|
|
629,360
|
|
||||||
Commercial and industrial
|
356,912
|
|
10,600
|
|
16,999
|
|
—
|
|
37
|
|
384,548
|
|
||||||
Residential real estate
|
19,641
|
|
916
|
|
11,802
|
|
600
|
|
275,194
|
|
308,153
|
|
||||||
Home equity lines of credit
|
555
|
|
—
|
|
—
|
|
—
|
|
84,957
|
|
85,512
|
|
||||||
Consumer, indirect
|
68
|
|
12
|
|
—
|
|
—
|
|
283,026
|
|
283,106
|
|
||||||
Consumer, other
|
51
|
|
—
|
|
—
|
|
—
|
|
66,232
|
|
66,283
|
|
||||||
Consumer
|
119
|
|
12
|
|
—
|
|
—
|
|
349,258
|
|
349,389
|
|
||||||
Deposit account overdrafts
|
—
|
|
—
|
|
—
|
|
—
|
|
721
|
|
721
|
|
||||||
Total originated loans
|
$
|
971,153
|
|
$
|
31,742
|
|
$
|
43,504
|
|
$
|
600
|
|
$
|
710,684
|
|
$
|
1,757,683
|
|
Acquired loans:
|
|
|
|
|
|
|
||||||||||||
Commercial real estate, construction
|
$
|
9,377
|
|
$
|
—
|
|
$
|
53
|
|
$
|
—
|
|
$
|
1
|
|
$
|
9,431
|
|
Commercial real estate, other
|
172,698
|
|
12,155
|
|
9,727
|
|
—
|
|
1
|
|
194,581
|
|
||||||
Commercial real estate
|
182,075
|
|
12,155
|
|
9,780
|
|
—
|
|
2
|
|
204,012
|
|
||||||
Commercial and industrial
|
42,749
|
|
257
|
|
1,183
|
|
—
|
|
—
|
|
44,189
|
|
||||||
Residential real estate
|
14,854
|
|
627
|
|
1,436
|
|
—
|
|
199,142
|
|
216,059
|
|
||||||
Home equity lines of credit
|
144
|
|
—
|
|
—
|
|
—
|
|
24,372
|
|
24,516
|
|
||||||
Consumer, indirect
|
44
|
|
—
|
|
—
|
|
—
|
|
612
|
|
656
|
|
||||||
Consumer, other
|
48
|
|
—
|
|
—
|
|
—
|
|
2,339
|
|
2,387
|
|
||||||
Consumer
|
92
|
|
—
|
|
—
|
|
—
|
|
2,951
|
|
3,043
|
|
||||||
Total acquired loans
|
$
|
239,914
|
|
$
|
13,039
|
|
$
|
12,399
|
|
$
|
—
|
|
$
|
226,467
|
|
$
|
491,819
|
|
Total loans
|
$
|
1,211,067
|
|
$
|
44,781
|
|
$
|
55,903
|
|
$
|
600
|
|
$
|
937,151
|
|
$
|
2,249,502
|
|
|
Pass Rated
(Grades 1 - 4)
|
Watch
(Grade 5)
|
Substandard
(Grade 6)
|
Doubtful (Grade 7)
|
Not
Rated
|
Total
Loans
|
||||||||||||
(Dollars in thousands)
|
||||||||||||||||||
December 31, 2016
|
|
|
|
|
|
|
||||||||||||
Originated loans:
|
|
|
|
|
|
|
||||||||||||
Commercial real estate, construction
|
$
|
73,423
|
|
$
|
—
|
|
$
|
826
|
|
$
|
—
|
|
$
|
10,377
|
|
$
|
84,626
|
|
Commercial real estate, other
|
505,029
|
|
11,855
|
|
14,673
|
|
—
|
|
—
|
|
531,557
|
|
||||||
Commercial real estate
|
578,452
|
|
11,855
|
|
15,499
|
|
—
|
|
10,377
|
|
616,183
|
|
||||||
Commercial and industrial
|
346,791
|
|
15,210
|
|
16,130
|
|
—
|
|
—
|
|
378,131
|
|
||||||
Residential real estate
|
47,336
|
|
957
|
|
12,828
|
|
304
|
|
246,065
|
|
307,490
|
|
||||||
Home equity lines of credit
|
465
|
|
—
|
|
135
|
|
—
|
|
85,017
|
|
85,617
|
|
||||||
Consumer, indirect
|
15
|
|
13
|
|
—
|
|
—
|
|
251,996
|
|
252,024
|
|
||||||
Consumer, other
|
50
|
|
—
|
|
—
|
|
—
|
|
67,529
|
|
67,579
|
|
||||||
Consumer
|
65
|
|
13
|
|
—
|
|
—
|
|
319,525
|
|
319,603
|
|
||||||
Deposit account overdrafts
|
—
|
|
—
|
|
—
|
|
—
|
|
1,080
|
|
1,080
|
|
||||||
Total originated loans
|
$
|
973,109
|
|
$
|
28,035
|
|
$
|
44,592
|
|
$
|
304
|
|
$
|
662,064
|
|
$
|
1,708,104
|
|
Acquired loans:
|
|
|
|
|
|
|
||||||||||||
Commercial real estate, construction
|
$
|
10,046
|
|
$
|
—
|
|
$
|
54
|
|
$
|
—
|
|
$
|
—
|
|
$
|
10,100
|
|
Commercial real estate, other
|
181,781
|
|
12,475
|
|
10,210
|
|
—
|
|
—
|
|
204,466
|
|
||||||
Commercial real estate
|
191,827
|
|
12,475
|
|
10,264
|
|
—
|
|
—
|
|
214,566
|
|
||||||
Commercial and industrial
|
42,809
|
|
227
|
|
978
|
|
194
|
|
—
|
|
44,208
|
|
||||||
Residential real estate
|
17,170
|
|
709
|
|
1,404
|
|
—
|
|
209,152
|
|
228,435
|
|
||||||
Home equity lines of credit
|
202
|
|
—
|
|
—
|
|
—
|
|
25,673
|
|
25,875
|
|
||||||
Consumer, indirect
|
51
|
|
—
|
|
—
|
|
—
|
|
757
|
|
808
|
|
||||||
Consumer, other
|
53
|
|
—
|
|
—
|
|
—
|
|
2,887
|
|
2,940
|
|
||||||
Consumer
|
104
|
|
—
|
|
—
|
|
—
|
|
3,644
|
|
3,748
|
|
||||||
Total acquired loans
|
$
|
252,112
|
|
$
|
13,411
|
|
$
|
12,646
|
|
$
|
194
|
|
$
|
238,469
|
|
$
|
516,832
|
|
Total loans
|
$
|
1,225,221
|
|
$
|
41,446
|
|
$
|
57,238
|
|
$
|
498
|
|
$
|
900,533
|
|
$
|
2,224,936
|
|
|
Unpaid
Principal
Balance
|
Recorded Investment
|
Total
Recorded
Investment
|
|
Average
Recorded
Investment
|
Interest
Income
Recognized
|
|||||||||||||||
|
With
Allowance
|
Without
Allowance
|
Related
Allowance
|
||||||||||||||||||
(Dollars in thousands)
|
|||||||||||||||||||||
March 31, 2017
|
|
|
|
|
|
|
|
||||||||||||||
Commercial real estate, construction
|
$
|
916
|
|
$
|
—
|
|
$
|
859
|
|
$
|
859
|
|
$
|
—
|
|
$
|
863
|
|
$
|
2
|
|
Commercial real estate, other
|
18,437
|
|
5,288
|
|
11,881
|
|
17,169
|
|
462
|
|
17,258
|
|
315
|
|
|||||||
Commercial real estate
|
19,353
|
|
5,288
|
|
12,740
|
|
18,028
|
|
462
|
|
18,121
|
|
317
|
|
|||||||
Commercial and industrial
|
7,077
|
|
2,587
|
|
910
|
|
3,497
|
|
449
|
|
3,009
|
|
33
|
|
|||||||
Residential real estate
|
27,349
|
|
592
|
|
25,498
|
|
26,090
|
|
139
|
|
26,032
|
|
575
|
|
|||||||
Home equity lines of credit
|
1,784
|
|
67
|
|
1,712
|
|
1,779
|
|
16
|
|
1,339
|
|
40
|
|
|||||||
Consumer, indirect
|
234
|
|
68
|
|
166
|
|
234
|
|
24
|
|
206
|
|
4
|
|
|||||||
Consumer, other
|
125
|
|
2
|
|
121
|
|
123
|
|
2
|
|
111
|
|
3
|
|
|||||||
Consumer
|
359
|
|
70
|
|
287
|
|
357
|
|
26
|
|
317
|
|
7
|
|
|||||||
Total
|
$
|
55,922
|
|
$
|
8,604
|
|
$
|
41,147
|
|
$
|
49,751
|
|
$
|
1,092
|
|
$
|
48,818
|
|
$
|
972
|
|
December 31, 2016
|
|
|
|
|
|
|
|
||||||||||||||
Commercial real estate, construction
|
$
|
894
|
|
$
|
—
|
|
$
|
866
|
|
$
|
866
|
|
$
|
—
|
|
$
|
913
|
|
$
|
3
|
|
Commercial real estate, other
|
20,029
|
|
7,474
|
|
12,227
|
|
19,701
|
|
803
|
|
18,710
|
|
700
|
|
|||||||
Commercial real estate
|
20,923
|
|
7,474
|
|
13,093
|
|
20,567
|
|
803
|
|
19,623
|
|
703
|
|
|||||||
Commercial and industrial
|
7,289
|
|
2,732
|
|
1,003
|
|
3,735
|
|
585
|
|
3,386
|
|
125
|
|
|||||||
Residential real estate
|
27,703
|
|
138
|
|
27,393
|
|
27,531
|
|
24
|
|
27,455
|
|
1,419
|
|
|||||||
Home equity lines of credit
|
908
|
|
—
|
|
908
|
|
908
|
|
—
|
|
717
|
|
44
|
|
|||||||
Consumer, indirect
|
220
|
|
—
|
|
224
|
|
224
|
|
—
|
|
136
|
|
16
|
|
|||||||
Consumer, other
|
130
|
|
—
|
|
130
|
|
130
|
|
—
|
|
138
|
|
13
|
|
|||||||
Consumer
|
350
|
|
—
|
|
354
|
|
354
|
|
—
|
|
274
|
|
29
|
|
|||||||
Total
|
$
|
57,173
|
|
$
|
10,344
|
|
$
|
42,751
|
|
$
|
53,095
|
|
$
|
1,412
|
|
$
|
51,455
|
|
$
|
2,320
|
|
(Dollars in thousands)
|
Commercial Real Estate
|
Commercial and Industrial
|
Residential Real Estate
|
Home Equity Lines of Credit
|
Consumer Indirect
|
Consumer Other
|
Deposit Account Overdrafts
|
Total
|
||||||||||||||||
Balance, January 1, 2017
|
$
|
7,172
|
|
$
|
6,353
|
|
$
|
982
|
|
$
|
688
|
|
$
|
2,312
|
|
$
|
518
|
|
$
|
171
|
|
$
|
18,196
|
|
Charge-offs
|
—
|
|
(117
|
)
|
(108
|
)
|
(3
|
)
|
(483
|
)
|
(40
|
)
|
(349
|
)
|
(1,100
|
)
|
||||||||
Recoveries
|
102
|
|
—
|
|
89
|
|
3
|
|
206
|
|
50
|
|
65
|
|
515
|
|
||||||||
Net recoveries (charge-offs)
|
102
|
|
(117
|
)
|
(19
|
)
|
—
|
|
(277
|
)
|
10
|
|
(284
|
)
|
(585
|
)
|
||||||||
(Recovery of) provision for loan losses
|
(208
|
)
|
298
|
|
182
|
|
(13
|
)
|
374
|
|
(90
|
)
|
224
|
|
767
|
|
||||||||
Balance, March 31, 2017
|
$
|
7,066
|
|
$
|
6,534
|
|
$
|
1,145
|
|
$
|
675
|
|
$
|
2,409
|
|
$
|
438
|
|
$
|
111
|
|
$
|
18,378
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Period-end amount allocated to:
|
|
|
|
|
|
|
|
|||||||||||||||||
Loans individually evaluated for impairment
|
$
|
462
|
|
$
|
449
|
|
$
|
139
|
|
$
|
16
|
|
24
|
|
$
|
2
|
|
$
|
—
|
|
$
|
1,092
|
|
|
Loans collectively evaluated for impairment
|
6,604
|
|
6,085
|
|
1,006
|
|
659
|
|
2,385
|
|
436
|
|
111
|
|
17,286
|
|
||||||||
Ending balance
|
$
|
7,066
|
|
$
|
6,534
|
|
$
|
1,145
|
|
$
|
675
|
|
$
|
2,409
|
|
$
|
438
|
|
$
|
111
|
|
$
|
18,378
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Balance, January 1, 2016
|
$
|
7,076
|
|
$
|
5,382
|
|
$
|
1,257
|
|
$
|
732
|
|
$
|
1,934
|
|
$
|
37
|
|
$
|
121
|
|
$
|
16,539
|
|
Charge-offs
|
—
|
|
(1,012
|
)
|
(150
|
)
|
(10
|
)
|
(507
|
)
|
(115
|
)
|
(163
|
)
|
(1,957
|
)
|
||||||||
Recoveries
|
1,164
|
|
—
|
|
29
|
|
7
|
|
182
|
|
78
|
|
70
|
|
1,530
|
|
||||||||
Net recoveries (charge-offs)
|
1,164
|
|
(1,012
|
)
|
(121
|
)
|
(3
|
)
|
(325
|
)
|
(37
|
)
|
(93
|
)
|
(427
|
)
|
||||||||
(Recovery of) provision for loan losses
|
(748
|
)
|
925
|
|
122
|
|
4
|
|
(2
|
)
|
549
|
|
97
|
|
947
|
|
||||||||
Balance, March 31, 2016
|
$
|
7,492
|
|
$
|
5,295
|
|
$
|
1,258
|
|
$
|
733
|
|
$
|
1,607
|
|
$
|
549
|
|
$
|
125
|
|
$
|
17,059
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Period-end amount allocated to:
|
|
|
|
|
|
|
|
|||||||||||||||||
Loans individually evaluated for impairment
|
$
|
1,294
|
|
$
|
453
|
|
$
|
103
|
|
$
|
—
|
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
1,850
|
|
|
Loans collectively evaluated for impairment
|
6,198
|
|
4,842
|
|
1,155
|
|
733
|
|
1,607
|
|
549
|
|
125
|
|
15,209
|
|
||||||||
Ending balance
|
$
|
7,492
|
|
$
|
5,295
|
|
$
|
1,258
|
|
$
|
733
|
|
$
|
1,607
|
|
$
|
549
|
|
$
|
125
|
|
$
|
17,059
|
|
|
Three Months Ended
|
|||||
(Dollars in thousands)
|
March 31, 2017
|
March 31, 2016
|
||||
Purchased credit impaired loans:
|
|
|
||||
Balance, beginning of period
|
$
|
233
|
|
$
|
240
|
|
Charge-offs
|
—
|
|
(46
|
)
|
||
Recoveries
|
—
|
|
—
|
|
||
Net charge-offs
|
—
|
|
(46
|
)
|
||
(Recovery of) provision for loan losses
|
(143
|
)
|
8
|
|
||
Balance, March 31
|
$
|
90
|
|
$
|
202
|
|
|
March 31, 2017
|
December 31, 2016
|
||||||||
(Dollars in thousands)
|
Balance
|
Weighted-
Average Rate |
Balance
|
Weighted-
Average Rate |
||||||
FHLB putable, non-amortizing, fixed-rate advances
|
$
|
100,000
|
|
2.16
|
%
|
$
|
70,000
|
|
2.49
|
%
|
Callable national market repurchase agreements
|
40,000
|
|
3.63
|
%
|
40,000
|
|
3.63
|
%
|
||
FHLB amortizing, fixed-rate advances
|
27,581
|
|
2.01
|
%
|
28,282
|
|
2.01
|
%
|
||
Junior subordinated debt securities
|
6,970
|
|
2.60
|
%
|
6,924
|
|
2.45
|
%
|
||
Unamortized debt issuance costs
|
(45
|
)
|
—
|
%
|
(51
|
)
|
—
|
%
|
||
Total long-term borrowings
|
$
|
174,506
|
|
2.49
|
%
|
$
|
145,155
|
|
2.71
|
%
|
(a)
|
neither Peoples nor any of its subsidiaries may create, incur or suffer to exist additional indebtedness with an aggregate principal amount which exceeds
$10
million at any time outstanding, subject to specific negotiated carve-outs;
|
(b)
|
neither Peoples nor any of its subsidiaries may be a party to certain material transactions (such as mergers or consolidations with third parties, liquidations or dissolutions, sales of assets, acquisitions, investments and sale/leaseback transactions), subject to transactions in the ordinary course of the banking business of Peoples Bank and new investments in an aggregate amount not exceeding
$10
million being permitted as well as specific negotiated carve-outs;
|
(c)
|
neither Peoples nor any of its subsidiaries may voluntarily prepay, defease, purchase, redeem, retire or otherwise acquire any subordinated indebtedness issued by them, subject to specific negotiated carve-outs and the consent of Raymond James; and
|
(d)
|
neither Peoples nor any of its subsidiaries may make any Restricted Payments (as defined in the RJB Credit Agreement), except that, to the extent legally permissible, (i) any subsidiary may declare and pay dividends to Peoples or a wholly-owned subsidiary of Peoples and (ii) Peoples may declare and pay dividends on its common shares provided that no event of default exists before or after giving effect to the dividend and Peoples is in compliance (on a pro forma basis) with the financial covenants specified in the RJB Credit Agreement, after giving effect to the dividend.
|
(i)
|
Peoples (on a consolidated basis) and Peoples Bank must be “well capitalized” at all times, as defined and determined by the applicable governmental authority having jurisdiction over Peoples or Peoples Bank;
|
(ii)
|
Peoples (on a consolidated basis) and Peoples Bank must maintain a Total risk-based capital ratio (as defined by the applicable governmental authority having regulatory authority over Peoples or Peoples Bank) of at least
12.50%
as of the last day of any fiscal quarter;
|
(iii)
|
Peoples Bank must maintain a ratio of “Non-Performing Assets” to “Tangible Primary Capital” of not more than
20%
as of the last day of any fiscal quarter;
|
(iv)
|
Peoples Bank must maintain a ratio of “Loan Loss Reserves” to “Non-Performing Loans” of not less than
70%
at all times; and
|
(v)
|
Peoples (on a consolidated basis) must maintain a “Fixed Charge Coverage Ratio” that equals or exceeds
1.25
to 1.00 as of the end of each fiscal quarter, with the items used in this ratio being determined on a trailing four-fiscal quarter basis.
|
(Dollars in thousands)
|
Balance
|
Weighted-Average Rate
|
|||
Nine months ending December 31, 2017
|
$
|
4,894
|
|
1.72
|
%
|
Year ending December 31, 2018
|
74,971
|
|
3.23
|
%
|
|
Year ending December 31, 2019
|
33,508
|
|
1.38
|
%
|
|
Year ending December 31, 2020
|
10,564
|
|
2.03
|
%
|
|
Year ending December 31, 2021
|
6,979
|
|
1.47
|
%
|
|
Thereafter
|
43,590
|
|
2.43
|
%
|
|
Total long-term borrowings
|
$
|
174,506
|
|
2.49
|
%
|
|
Common Shares
|
Treasury
Stock
|
||
Shares at December 31, 2016
|
18,939,091
|
|
795,758
|
|
Changes related to stock-based compensation awards:
|
|
|
||
Release of restricted common shares
|
—
|
|
7,359
|
|
Cancellation of restricted common shares
|
(1,674
|
)
|
540
|
|
Grant of restricted common shares
|
—
|
|
(69,007
|
)
|
Grant of common shares
|
—
|
|
(266
|
)
|
Changes related to deferred compensation plan for Boards of Directors:
|
|
|
||
Purchase of treasury stock
|
—
|
|
1,781
|
|
Reissuance of treasury stock
|
—
|
|
(71
|
)
|
Common shares issued under dividend reinvestment plan
|
3,865
|
|
—
|
|
Common shares issued under compensation plan for Boards of Directors
|
—
|
|
(4,015
|
)
|
Common shares issued under employee stock purchase plan
|
—
|
|
(2,861
|
)
|
Shares at March 31, 2017
|
18,941,282
|
|
729,218
|
|
(Dollars in thousands)
|
Unrealized Gain on Securities
|
Unrecognized Net Pension and Postretirement Costs
|
Unrealized Loss on Cash Flow Hedge
|
Accumulated Other Comprehensive Income (Loss)
|
||||||||
Balance, December 31, 2016
|
$
|
581
|
|
$
|
(3,321
|
)
|
$
|
1,186
|
|
$
|
(1,554
|
)
|
Reclassification adjustments to net income:
|
|
|
|
|
|
|||||||
Realized gain on sale of securities, net of tax
|
(221
|
)
|
—
|
|
—
|
|
(221
|
)
|
||||
Other comprehensive income (loss), net of reclassifications and tax
|
2,218
|
|
16
|
|
(67
|
)
|
2,167
|
|
||||
Balance, March 31, 2017
|
$
|
2,578
|
|
$
|
(3,305
|
)
|
$
|
1,119
|
|
$
|
392
|
|
|
Pension Benefits
|
|||||
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
(Dollars in thousands)
|
2017
|
2016
|
||||
Interest cost
|
$
|
113
|
|
$
|
110
|
|
Expected return on plan assets
|
(138
|
)
|
(100
|
)
|
||
Amortization of net loss
|
25
|
|
—
|
|
||
Net periodic cost
|
$
|
—
|
|
$
|
10
|
|
|
Postretirement Benefits
|
|||||
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
(Dollars in thousands)
|
2017
|
2016
|
||||
Interest cost
|
$
|
1
|
|
$
|
1
|
|
Amortization of net gain
|
(2
|
)
|
(1
|
)
|
||
Net periodic benefit
|
$
|
(1
|
)
|
$
|
—
|
|
|
|
|
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
(Dollars in thousands, except per share data)
|
2017
|
2016
|
||||
Distributed earnings allocated to common shareholders
|
$
|
3,604
|
|
$
|
2,740
|
|
Undistributed earnings allocated to common shareholders
|
5,162
|
|
5,255
|
|
||
Net earnings allocated to common shareholders
|
$
|
8,766
|
|
$
|
7,995
|
|
|
|
|
||||
Weighted-average common shares outstanding
|
18,029,991
|
|
18,071,746
|
|
||
Effect of potentially dilutive common shares
|
162,966
|
|
123,244
|
|
||
Total weighted-average diluted common shares outstanding
|
18,192,957
|
|
18,194,990
|
|
||
|
|
|
||||
Earnings per common share:
|
|
|
||||
Basic
|
$
|
0.49
|
|
$
|
0.44
|
|
Diluted
|
$
|
0.48
|
|
$
|
0.44
|
|
|
|
|
||||
Anti-dilutive shares excluded from calculation:
|
|
|
||||
Restricted shares, stock options and stock appreciation rights
|
455
|
|
32,806
|
|
|
|
|
|
|
|
|
|
|
Number of Common Shares Subject to SARs
|
|
Weighted-
Average
Exercise
Price
|
|
Weighted-Average Remaining Contractual Life
|
|
Aggregate Intrinsic
Value
|
|||||
Outstanding at January 1
|
|
2,338
|
|
|
$
|
27.37
|
|
|
|
|
|
||
Exercised
|
|
2,024
|
|
|
27.93
|
|
|
|
|
|
|||
Outstanding at March 31
|
|
314
|
|
|
$
|
23.77
|
|
|
0.9 years
|
|
$
|
2,477
|
|
Exercisable at March 31
|
|
314
|
|
|
$
|
23.77
|
|
|
0.9 years
|
|
$
|
2,477
|
|
|
Time-Based Vesting
|
|
Performance-Based Vesting
|
||||||||
|
Number of Common Shares
|
Weighted-Average Grant Date Fair Value
|
|
Number of Common Shares
|
Weighted-Average Grant Date Fair Value
|
||||||
Outstanding at January 1
|
40,316
|
|
$
|
21.85
|
|
|
142,415
|
|
$
|
21.95
|
|
Awarded
|
7,550
|
|
31.36
|
|
|
61,457
|
|
32.42
|
|
||
Released
|
—
|
|
—
|
|
|
21,050
|
|
21.74
|
|
||
Forfeited
|
300
|
|
31.05
|
|
|
1,914
|
|
24.67
|
|
||
Outstanding at March 31
|
47,566
|
|
$
|
23.30
|
|
|
180,908
|
|
$
|
25.50
|
|
|
Three Months Ended
|
|||||
|
March 31,
|
|||||
(Dollars in thousands)
|
2017
|
2016
|
||||
Total stock-based compensation expense
|
$
|
568
|
|
$
|
338
|
|
Recognized tax benefit
|
(199
|
)
|
(118
|
)
|
||
Net expense recognized
|
$
|
369
|
|
$
|
220
|
|
|
At or For the Three Months Ended
|
|||||
|
March 31,
|
|||||
|
2017
|
2016
|
||||
PER COMMON SHARE DATA
|
|
|
||||
Earnings per common share – basic
|
$
|
0.49
|
|
$
|
0.44
|
|
Earnings per common share – diluted
|
0.48
|
|
0.44
|
|
||
Cash dividends declared per common share
|
0.20
|
|
0.15
|
|
||
Book value per common share (a)
|
24.25
|
|
23.60
|
|
||
Tangible book value per common share (a)(b)
|
$
|
16.28
|
|
$
|
15.39
|
|
Weighted-average number of common shares outstanding – basic
|
18,029,991
|
|
18,071,746
|
|
||
Weighted-average number of common shares outstanding – diluted
|
18,192,957
|
|
18,194,990
|
|
||
Common shares outstanding at end of period
|
18,270,508
|
|
18,157,932
|
|
||
Closing stock price at end of period
|
$
|
31.66
|
|
$
|
19.54
|
|
SIGNIFICANT RATIOS
|
|
|
||||
Return on average stockholders' equity (c)
|
8.14
|
%
|
7.59
|
%
|
||
Return on average tangible stockholders' equity (c)(d)
|
12.95
|
%
|
12.70
|
%
|
||
Return on average assets (c)
|
1.04
|
%
|
0.98
|
%
|
||
Average stockholders' equity to average assets
|
12.74
|
%
|
12.94
|
%
|
||
Average loans to average deposits
|
86.51
|
%
|
81.43
|
%
|
||
Net interest margin (c)(e)
|
3.55
|
%
|
3.53
|
%
|
||
Efficiency ratio (f)
|
64.89
|
%
|
64.26
|
%
|
||
Pre-provision net revenue to total average assets (c)(g)
|
1.52
|
%
|
1.54
|
%
|
||
Dividend payout ratio
|
41.25
|
%
|
34.37
|
%
|
||
Investment securities as percentage of total assets (a)
|
25.13
|
%
|
26.87
|
%
|
||
ASSET QUALITY RATIOS
|
|
|
||||
Nonperforming loans as a percent of total loans (a)(h)
|
0.95
|
%
|
0.97
|
%
|
||
Nonperforming assets as a percent of total assets (a)(h)
|
0.64
|
%
|
0.64
|
%
|
||
Nonperforming assets as a percent of total loans and other real estate owned ("OREO") (a)(h)
|
0.98
|
%
|
1.00
|
%
|
||
Criticized loans as a percent of total loans (a)(i)
|
4.50
|
%
|
5.67
|
%
|
||
Classified loans as a percent of total loans (a)(j)
|
2.51
|
%
|
2.73
|
%
|
||
Allowance for loan losses as a percent of originated loans, net of deferred fees and costs (a)
|
1.05
|
%
|
1.17
|
%
|
||
Allowance for loan losses as a percent of nonperforming loans (a)(h)
|
86.71
|
%
|
84.92
|
%
|
||
Provision for loan losses as a percent of average total loans
|
0.11
|
%
|
0.18
|
%
|
||
Net charge-offs as a percentage of average total loans (c)
|
0.11
|
%
|
0.09
|
%
|
||
CAPITAL RATIOS (a)
|
|
|
|
|||
Common Equity Tier 1 (k)
|
13.05
|
%
|
13.10
|
%
|
||
Tier 1
|
13.34
|
%
|
13.41
|
%
|
||
Total (Tier 1 and Tier 2)
|
14.27
|
%
|
14.29
|
%
|
||
Tier 1 leverage
|
9.60
|
%
|
9.45
|
%
|
||
Tangible equity to tangible assets (b)
|
8.98
|
%
|
8.88
|
%
|
(a)
|
Data presented as of the end of the period indicated.
|
(b)
|
These amounts represent non-GAAP financial measures since they exclude other intangible assets and goodwill. Additional information regarding the calculation of these measures can be found under the caption “Capital/Stockholders’ Equity”.
|
(c)
|
Ratios are presented on an annualized basis.
|
(d)
|
These amounts represent non-GAAP financial measures since they exclude the after-tax impact of amortization of other intangible assets from earnings and exclude the balance sheet impact of goodwill and other intangible assets acquired through acquisitions on stockholders' equity.
Additional information regarding the calculation of these non-GAAP financial measures can be found under the caption “Return on Average Tangible Stockholders' Equity Ratio”.
|
(e)
|
Information presented on a fully tax-equivalent basis.
|
(f)
|
Total non-interest expense (less amortization of other intangible assets) as a percentage of fully tax-equivalent net interest income plus total non-interest income (excluding all gains or losses). Additional information regarding the calculation of these non-GAAP financial measures can be found under the caption “Efficiency Ratio”.
|
(g)
|
These amounts represent non-GAAP financial measures since they exclude the provision for loan losses and all gains and losses included in earnings. Additional information regarding the calculation of these measures can be found under the caption “Pre-Provision Net Revenue”.
|
(h)
|
Nonperforming loans include loans 90 days past due and accruing, renegotiated loans and nonaccrual loans. Nonperforming assets include nonperforming loans and other real estate owned.
|
(i)
|
Includes loans categorized as watch, substandard or doubtful.
|
(j)
|
Includes loans categorized as substandard or doubtful.
|
(k)
|
Peoples' capital conservation buffer was
6.27%
at March 31, 2017 and 6.29% at March 31, 2016, compared to 2.50% for the fully phased-in capital conservation buffer required by January 1, 2019.
|
(1)
|
Peoples' ability to leverage the system upgrade (include the related core operating systems, data systems and products) without complications or difficulties that may otherwise result in the loss of customers, operational problems or one-time costs currently not anticipated to arise in connection with such upgrade;
|
(2)
|
the success, impact, and timing of the implementation of Peoples' business strategies, including the successful integration of acquisitions and the expansion of consumer lending activity;
|
(3)
|
Peoples' ability to integrate any future acquisitions which may be unsuccessful, or may be more difficult, time-consuming or costly than expected;
|
(4)
|
Peoples may issue equity securities in connection with future acquisitions, which could cause ownership and economic dilution to Peoples' current shareholders;
|
(5)
|
local, regional, national and international economic conditions and the impact these conditions may have on Peoples, its customers and its counterparties, and Peoples' assessment of the impact, which may be different than anticipated;
|
(6)
|
competitive pressures among financial institutions or from non-financial institutions which may increase significantly, including product and pricing pressures, changes to third-party relationships and revenues, and Peoples' ability to attract, develop and retain qualified professionals;
|
(7)
|
changes in the interest rate environment due to economic conditions and/or the fiscal policies of the United States ("U.S.") government and the Board of Governors of the Federal Reserve System (the "Federal Reserve Board"), which may adversely impact interest rates, interest margins, loan demand and interest rate sensitivity;
|
(8)
|
changes in prepayment speeds, loan originations, levels of nonperforming assets, delinquent loans and charge-offs, which may be less favorable than expected and adversely impact the amount of interest income generated;
|
(9)
|
adverse changes in the economic conditions and/or activities, including, but not limited to, continued economic uncertainty in the U.S., the European Union (including uncertainty created by the June 23, 2016 referendum by British voters to exit the European Union), Asia and other areas, which could decrease sales volumes, add volatility to the global stock markets and increase loan delinquencies and defaults;
|
(10)
|
uncertainty regarding the nature, timing and effect of legislative or regulatory changes or actions, promulgated and to be promulgated by governmental and regulatory agencies in the State of Ohio, the Federal Deposit Insurance Corporation, the Federal Reserve Board and the Consumer Financial Protection Bureau, which may subject Peoples, its subsidiaries, or one or more acquired companies to a variety of new
|
(11)
|
deterioration in the credit quality of Peoples' loan portfolio, which may adversely impact the provision for loan losses;
|
(12)
|
changes in accounting standards, policies, estimates or procedures which may adversely affect Peoples' reported financial condition or results of operations;
|
(13)
|
Peoples' assumptions and estimates used in applying critical accounting policies, which may prove unreliable, inaccurate or not predictive of actual results;
|
(14)
|
adverse changes in the conditions and trends in the financial markets, including political developments, which may adversely affect the fair value of securities within Peoples' investment portfolio, the interest rate sensitivity of Peoples' consolidated balance sheet, and the income generated by Peoples' trust and investment activities;
|
(15)
|
changes in law and policy accompanying the new presidential administration and uncertainty or speculation pending the enactment of such changes;
|
(16)
|
Peoples' ability to receive dividends from its subsidiaries;
|
(17)
|
Peoples' ability to maintain required capital levels and adequate sources of funding and liquidity;
|
(18)
|
the impact of minimum capital thresholds established as a part of the implementation of Basel III;
|
(19)
|
the impact of larger or similar sized financial institutions encountering problems, which may adversely affect the banking industry and/or Peoples' business generation and retention, funding and liquidity;
|
(20)
|
the costs and effects of regulatory and legal developments, including the outcome of potential regulatory or other governmental inquiries and legal proceedings and results of regulatory examinations;
|
(21)
|
Peoples' ability to secure confidential information through the use of computer systems and telecommunications networks, including those of Peoples' third-party vendors and other service providers, may prove inadequate, which could adversely affect customer confidence in Peoples and/or result in Peoples incurring a financial loss;
|
(22)
|
ability to anticipate and respond to technological changes which can impact Peoples' ability to respond to customer needs and meet competitive demands;
|
(23)
|
changes in consumer spending, borrowing and saving habits, whether due to changes in business and economic conditions, legislative or regulatory initiatives, or other factors, which may be different than anticipated;
|
(24)
|
the overall adequacy of Peoples' risk management program;
|
(25)
|
the impact on Peoples' businesses, as well as on the risks described above, of various domestic or international widespread natural or other disasters, pandemics, cyber attacks, military or terrorist activities or conflicts;
|
(26)
|
significant changes in the tax laws, which may adversely affect the fair values of deferred tax assets and obligations of states and political subdivisions held in Peoples' investment securities portfolio; and
|
(27)
|
other risk factors relating to the banking industry or Peoples as detailed from time to time in Peoples’ reports filed with the Securities and Exchange Commission (the "SEC",) including those risk factors included in the disclosures under the heading "ITEM 1A. RISK FACTORS" of Peoples’ Annual Report on Form 10-K for the fiscal year ended December 31,
2016
("Peoples'
2016
Form 10-K").
|
◦
|
On March 31, 2017, Peoples closed four full-service bank branches. The closures included two Ohio offices located in Belpre and Wilmington, and two West Virginia offices located in Huntington and Point Pleasant. Peoples continues to evaluate the branch structure in an effort to optimize efficiency.
|
◦
|
On January 31, 2017, Peoples Insurance acquired a third-party insurance administration company with annual net revenue of $0.4 million located in Piketon, Ohio. The acquisition did not materially impact Peoples' financial position, results of operations or cash flows.
|
◦
|
On January 27, 2017, Peoples entered into two $10.0 million forward starting interest rate swaps, which will become effective in 2018 and mature between 2025 and 2027, with interest rates ranging from 2.47% to 2.53%. For additional information regarding Peoples' interest rate swaps, refer to Note 9 Financial Instruments with Off-Balance Sheet Risk.
|
◦
|
In the fourth quarter of 2016, Peoples converted its core banking system (including ancillary systems as well as hardware, operating system, application software and data center locations). The conversion resulted in a pre-tax combined revenue and expense impact of $1.3 million, or $0.05 in earnings per diluted share, for the full year. The costs recorded in the fourth quarter, third quarter and second quarter of 2016 were $700,000, $423,000 and $90,000, respectively. Deposit account service charges were impacted by the system conversion as Peoples granted waivers of $85,000 related to account services charges in the fourth quarter of 2016. The remainder of the $1.3 million
|
◦
|
During the fourth quarter of 2016, Peoples entered into two $5.0 million forward starting interest rate swaps, which become effective in 2018 and mature in 2022 and 2026, with interest rates of 1.56% and 1.83%. For additional information regarding Peoples' interest rate swaps, refer to Note 9 Financial Instruments with Off-Balance Sheet Risk.
|
◦
|
During the second quarter of 2016, Peoples executed the following transactions to take advantage of the low interest rates, which included:
|
▪
|
Peoples restructured $20.0 million of FHLB borrowings that had a weighted-average rate of 2.97%, resulting in a $700,000 loss. Peoples replaced these borrowings with a long-term FHLB advance, which has an interest rate of 2.17% and matures in 2026.
|
▪
|
Peoples borrowed an additional $35.0 million of long-term FHLB amortizing advances, which had interest rates ranging from 1.08% to 1.40%, and mature between 2019 and 2031.
|
▪
|
Peoples entered into three $10.0 million forward starting interest rate swaps, which become effective in 2018 and mature between 2023 and 2025, with interest rates ranging from 1.49% to 1.56%. For additional information regarding Peoples' interest rate swaps, refer to Note 9 Financial Instruments with Off-Balance Sheet Risk.
|
◦
|
On June 8, 2016, Peoples purchased an additional $35.0 million in bank owned life insurance ("BOLI"). The additional bank owned life insurance added $326,000 in non-interest income in the first quarter of 2017 compared to the first quarter of 2016.
|
◦
|
On March 4, 2016, Peoples entered into a Credit Agreement (the "RBJ Credit Agreement") with Raymond James, which provides Peoples with a revolving line of credit in the maximum aggregate principal amount of $15 million, for the purpose of: (i) to the extent that any amounts remained then outstanding, paying off the $15 million revolving line of credit to Peoples pursuant to the U.S. Bank Loan Agreement; (ii) making acquisitions; (iii) making stock repurchases; (iv) working capital needs; and (v) other general corporate purposes. On March 4, 2016, Peoples paid upfront fees for the establishment of a revolving line of credit agreement of
$70,600
, representing
0.47%
of the loan commitment under the RJB Credit Agreement.
|
◦
|
Effective March 2, 2016, Peoples terminated the loan agreement with U.S. Bank National Association dated as of December 18, 2012, as amended (the "U.S. Bank Loan Agreement"). As of the termination date, Peoples had no outstanding borrowings under the U.S. Bank Loan Agreement. Peoples paid an immaterial non-usage fee in connection with the termination of the U.S. Bank Loan Agreement.
|
◦
|
On January 6, 2016, Peoples Bank acquired a small financial advisory book of business in Marietta, Ohio for total cash consideration of $0.5 million, and recorded $0.5 million of customer relationship intangibles. The acquisition did not materially impact Peoples' financial position, results of operations or cash flows.
|
◦
|
Peoples' net interest income and net interest margin are impacted by changes in market interest rates based upon actions taken by the Federal Reserve Board, either directly or through its Open Market Committee. These actions include changing its target Federal Funds Rate (the interest rate at which banks lend money to each other), Discount Rate (the interest rate charged to banks for money borrowed from the Federal Reserve Bank) and longer-term market interest rates (primarily U.S. Treasury securities). Longer-term market interest rates also are affected by the demand for U.S. Treasury securities. The resulting changes in the yield curve slope have a direct impact on reinvestment rates for Peoples' earning assets.
|
◦
|
The Federal Reserve raised the benchmark federal funds rate by 25 basis points in March 2017. Additional rate increases are widely anticipated in 2017. However, global developments might have dampened these expectations. Geopolitical tensions between the US and North Korea, ongoing instability in the Middle East, and the possibility of more European nations following Great Britain and exiting the European Union are all potentially significant situations that could negatively impact the market. Discouraging earnings reports and certain economic releases in the first quarter of 2017 could also cause the Federal Reserve to pause its effort to tighten monetary policy further in 2017. Peoples is closely monitoring interest rates, both foreign and domestic, and potential impacts to Peoples' operations.
|
|
For the Three Months Ended
|
|||||||||||||||||||||||||
|
March 31, 2017
|
|
December 31, 2016
|
|
March 31, 2016
|
|||||||||||||||||||||
(
Dollars in thousands)
|
Average Balance
|
Income/ Expense
|
Yield/Cost
|
|
Average Balance
|
Income/ Expense
|
Yield/Cost
|
|
Average Balance
|
Income/ Expense
|
Yield/Cost
|
|||||||||||||||
Short-term investments
|
$
|
7,415
|
|
$
|
15
|
|
0.82
|
%
|
|
$
|
8,520
|
|
$
|
13
|
|
0.61
|
%
|
|
$
|
12,436
|
|
$
|
16
|
|
0.52
|
%
|
Investment Securities (1):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Taxable
|
748,835
|
|
4,754
|
|
2.54
|
%
|
|
748,126
|
|
4,594
|
|
2.46
|
%
|
|
763,136
|
|
4,726
|
|
2.48
|
%
|
||||||
Nontaxable (2)
|
113,779
|
|
1,222
|
|
4.30
|
%
|
|
114,229
|
|
1,222
|
|
4.28
|
%
|
|
112,508
|
|
1,200
|
|
4.27
|
%
|
||||||
Total investment securities
|
862,614
|
|
5,976
|
|
2.77
|
%
|
|
862,355
|
|
5,816
|
|
2.70
|
%
|
|
875,644
|
|
5,926
|
|
2.71
|
%
|
||||||
Loans (2)(3):
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Commercial real estate, construction
|
94,215
|
|
993
|
|
4.22
|
%
|
|
89,113
|
|
889
|
|
3.90
|
%
|
|
80,202
|
|
781
|
|
3.85
|
%
|
||||||
Commercial real estate, other
|
734,442
|
|
8,423
|
|
4.59
|
%
|
|
722,003
|
|
8,456
|
|
4.58
|
%
|
|
736,036
|
|
8,492
|
|
4.56
|
%
|
||||||
Commercial and industrial
|
433,068
|
|
4,545
|
|
4.20
|
%
|
|
399,614
|
|
4,201
|
|
4.11
|
%
|
|
356,375
|
|
3,695
|
|
4.10
|
%
|
||||||
Residential real estate
|
531,457
|
|
5,769
|
|
4.34
|
%
|
|
547,640
|
|
5,938
|
|
4.34
|
%
|
|
565,514
|
|
6,166
|
|
4.36
|
%
|
||||||
Home equity lines of credit
|
111,112
|
|
1,159
|
|
4.23
|
%
|
|
111,417
|
|
1,214
|
|
4.33
|
%
|
|
106,968
|
|
1,190
|
|
4.47
|
%
|
||||||
Consumer, indirect
|
269,821
|
|
2,232
|
|
3.35
|
%
|
|
241,290
|
|
2,130
|
|
3.51
|
%
|
|
173,629
|
|
1,634
|
|
3.79
|
%
|
||||||
Consumer, other
|
70,206
|
|
1,218
|
|
7.04
|
%
|
|
73,321
|
|
1,209
|
|
6.76
|
%
|
|
73,015
|
|
1,051
|
|
6.23
|
%
|
||||||
Total loans
|
2,244,321
|
|
24,339
|
|
4.35
|
%
|
|
2,184,398
|
|
24,037
|
|
4.34
|
%
|
|
2,091,739
|
|
23,009
|
|
4.38
|
%
|
||||||
Less: Allowance for loan losses
|
(18,585
|
)
|
|
|
|
(18,254
|
)
|
|
|
|
(16,845
|
)
|
|
|
||||||||||||
Net loans
|
2,225,736
|
|
24,339
|
|
4.39
|
%
|
|
2,166,144
|
|
24,037
|
|
4.38
|
%
|
|
2,074,894
|
|
23,009
|
|
4.41
|
%
|
||||||
Total earning assets
|
3,095,765
|
|
30,330
|
|
3.93
|
%
|
|
3,037,019
|
|
29,866
|
|
3.89
|
%
|
|
2,962,974
|
|
28,951
|
|
3.90
|
%
|
||||||
Intangible assets
|
145,546
|
|
|
|
|
146,489
|
|
|
|
|
149,528
|
|
|
|
||||||||||||
Other assets
|
205,040
|
|
|
|
|
203,011
|
|
|
|
|
160,133
|
|
|
|
||||||||||||
Total assets
|
$
|
3,446,351
|
|
|
|
|
$
|
3,386,519
|
|
|
|
|
$
|
3,272,635
|
|
|
|
|||||||||
Deposits:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Savings accounts
|
$
|
439,206
|
|
$
|
59
|
|
0.05
|
%
|
|
$
|
436,733
|
|
$
|
58
|
|
0.05
|
%
|
|
$
|
421,797
|
|
$
|
56
|
|
0.05
|
%
|
Governmental deposit accounts
|
283,605
|
|
131
|
|
0.19
|
%
|
|
273,263
|
|
126
|
|
0.18
|
%
|
|
298,685
|
|
147
|
|
0.20
|
%
|
||||||
Interest-bearing demand accounts
|
286,487
|
|
78
|
|
0.11
|
%
|
|
275,653
|
|
65
|
|
0.09
|
%
|
|
251,341
|
|
45
|
|
0.07
|
%
|
||||||
Money market accounts
|
398,839
|
|
187
|
|
0.19
|
%
|
|
407,171
|
|
202
|
|
0.20
|
%
|
|
398,515
|
|
160
|
|
0.16
|
%
|
||||||
Brokered deposits
|
84,929
|
|
306
|
|
1.46
|
%
|
|
37,859
|
|
151
|
|
1.59
|
%
|
|
50,452
|
|
366
|
|
2.92
|
%
|
||||||
Retail certificates of deposit
|
342,837
|
|
726
|
|
0.86
|
%
|
|
375,347
|
|
807
|
|
0.86
|
%
|
|
437,647
|
|
827
|
|
0.76
|
%
|
||||||
Total interest-bearing deposits
|
1,835,903
|
|
1,487
|
|
0.33
|
%
|
|
1,806,026
|
|
1,409
|
|
0.31
|
%
|
|
1,858,437
|
|
1,601
|
|
0.35
|
%
|
||||||
Borrowed Funds:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Short-term FHLB advances
|
134,411
|
|
221
|
|
0.67
|
%
|
|
142,033
|
|
176
|
|
0.49
|
%
|
|
57,956
|
|
54
|
|
0.38
|
%
|
||||||
Retail repurchase agreements
|
70,885
|
|
30
|
|
0.17
|
%
|
|
71,819
|
|
31
|
|
0.17
|
%
|
|
77,733
|
|
33
|
|
0.17
|
%
|
||||||
Total short-term borrowings
|
205,296
|
|
251
|
|
0.50
|
%
|
|
213,852
|
|
207
|
|
0.39
|
%
|
|
135,689
|
|
87
|
|
0.26
|
%
|
||||||
Long-term FHLB advances
|
125,154
|
|
661
|
|
2.14
|
%
|
|
98,830
|
|
585
|
|
2.35
|
%
|
|
66,631
|
|
524
|
|
3.18
|
%
|
||||||
Wholesale repurchase agreements
|
40,000
|
|
363
|
|
3.63
|
%
|
|
40,000
|
|
371
|
|
3.71
|
%
|
|
40,000
|
|
367
|
|
3.67
|
%
|
||||||
Other borrowings
|
6,899
|
|
110
|
|
6.38
|
%
|
|
6,847
|
|
110
|
|
6.29
|
%
|
|
6,739
|
|
97
|
|
5.76
|
%
|
||||||
Total long-term borrowings
|
172,053
|
|
1,134
|
|
2.66
|
%
|
|
145,677
|
|
1,066
|
|
2.92
|
%
|
|
113,370
|
|
988
|
|
3.50
|
%
|
||||||
Total borrowed funds
|
377,349
|
|
1,385
|
|
1.48
|
%
|
|
359,529
|
|
1,273
|
|
1.41
|
%
|
|
249,059
|
|
1,075
|
|
1.74
|
%
|
||||||
Total interest-bearing liabilities
|
2,213,252
|
|
2,872
|
|
0.53
|
%
|
|
2,165,555
|
|
2,682
|
|
0.49
|
%
|
|
2,107,496
|
|
2,676
|
|
0.51
|
%
|
||||||
Non-interest-bearing deposits
|
758,446
|
|
|
|
|
743,389
|
|
|
|
|
710,297
|
|
|
|
||||||||||||
Other liabilities
|
35,663
|
|
|
|
|
|
39,337
|
|
|
|
|
|
31,299
|
|
|
|
|
|||||||||
Total liabilities
|
3,007,361
|
|
|
|
|
2,948,281
|
|
|
|
|
2,849,092
|
|
|
|
||||||||||||
Total stockholders’ equity
|
438,990
|
|
|
|
|
|
438,238
|
|
|
|
|
|
423,543
|
|
|
|
|
|||||||||
Total liabilities and stockholders’ equity
|
$
|
3,446,351
|
|
|
|
|
|
$
|
3,386,519
|
|
|
|
|
|
$
|
3,272,635
|
|
|
|
|
||||||
Interest rate spread
|
|
$
|
27,458
|
|
3.40
|
%
|
|
|
$
|
27,184
|
|
3.40
|
%
|
|
|
$
|
26,275
|
|
3.39
|
%
|
||||||
Net interest margin
|
3.55
|
%
|
|
|
|
3.54
|
%
|
|
|
|
3.53
|
%
|
(1)
|
Average balances are based on carrying value.
|
(2)
|
Interest income and yields are presented on a fully tax-equivalent basis using a 35% federal tax rate.
|
(3)
|
Average balances include nonaccrual, impaired loans and loans held for sale. Interest income includes interest earned and received on nonaccrual loans prior to the loans being placed on nonaccrual status. Loan fees included in interest income were immaterial for all periods presented.
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
|
|
|
|
||||||||||||
|
Three Months Ended March 31, 2017 Compared to
|
||||||||||||||||||
(Dollars in thousands)
|
December 31, 2016
|
|
March 31, 2016
|
||||||||||||||||
Increase (decrease) in:
|
Rate
|
Volume
|
Total
(1)
|
|
Rate
|
Volume
|
Total
(1)
|
||||||||||||
INTEREST INCOME:
|
|
|
|
|
|
|
|
||||||||||||
Short-term investments
|
$
|
11
|
|
$
|
(9
|
)
|
$
|
2
|
|
|
$
|
30
|
|
$
|
(31
|
)
|
$
|
(1
|
)
|
Other long-term investments
|
—
|
|
—
|
|
—
|
|
|
—
|
|
—
|
|
—
|
|
||||||
Investment Securities (2):
|
|
|
|
|
|
|
|
||||||||||||
Taxable
|
156
|
|
4
|
|
160
|
|
|
422
|
|
(394
|
)
|
28
|
|
||||||
Nontaxable
|
19
|
|
(19
|
)
|
—
|
|
|
8
|
|
14
|
|
22
|
|
||||||
Total investment income
|
175
|
|
(15
|
)
|
160
|
|
|
430
|
|
(380
|
)
|
50
|
|
||||||
Loans (2)
:
|
|
|
|
|
|
|
|
||||||||||||
Commercial real estate, construction
|
61
|
|
43
|
|
104
|
|
|
74
|
|
138
|
|
212
|
|
||||||
Commercial real estate, other
|
(2
|
)
|
(31
|
)
|
(33
|
)
|
|
54
|
|
(123
|
)
|
(69
|
)
|
||||||
Commercial and industrial
|
68
|
|
276
|
|
344
|
|
|
84
|
|
766
|
|
850
|
|
||||||
Residential real estate
|
45
|
|
(214
|
)
|
(169
|
)
|
|
(27
|
)
|
(370
|
)
|
(397
|
)
|
||||||
Home equity lines of credit
|
(49
|
)
|
(6
|
)
|
(55
|
)
|
|
(235
|
)
|
204
|
|
(31
|
)
|
||||||
Consumer, indirect
|
(522
|
)
|
624
|
|
102
|
|
|
(1,138
|
)
|
1,736
|
|
598
|
|
||||||
Consumer, other
|
211
|
|
(202
|
)
|
9
|
|
|
398
|
|
(231
|
)
|
167
|
|
||||||
Total loan income
|
(188
|
)
|
490
|
|
302
|
|
|
(790
|
)
|
2,120
|
|
1,330
|
|
||||||
Total interest income
|
(2
|
)
|
466
|
|
464
|
|
|
(330
|
)
|
1,709
|
|
1,379
|
|
||||||
INTEREST EXPENSE:
|
|
|
|
|
|
|
|
||||||||||||
Deposits:
|
|
|
|
|
|
|
|
||||||||||||
Savings accounts
|
1
|
|
—
|
|
1
|
|
|
1
|
|
2
|
|
3
|
|
||||||
Government deposit accounts
|
2
|
|
3
|
|
5
|
|
|
(8
|
)
|
(8
|
)
|
(16
|
)
|
||||||
Interest-bearing demand accounts
|
11
|
|
2
|
|
13
|
|
|
26
|
|
7
|
|
33
|
|
||||||
Money market accounts
|
(10
|
)
|
(5
|
)
|
(15
|
)
|
|
27
|
|
—
|
|
27
|
|
||||||
Brokered certificates of deposit
|
(80
|
)
|
235
|
|
155
|
|
|
(875
|
)
|
815
|
|
(60
|
)
|
||||||
Retail certificates of deposit
|
28
|
|
(109
|
)
|
(81
|
)
|
|
509
|
|
(610
|
)
|
(101
|
)
|
||||||
Total deposit cost
|
(48
|
)
|
126
|
|
78
|
|
|
(320
|
)
|
206
|
|
(114
|
)
|
||||||
Borrowed funds:
|
|
|
|
|
|
|
|
||||||||||||
Short-term borrowings
|
103
|
|
(59
|
)
|
44
|
|
|
61
|
|
103
|
|
164
|
|
||||||
Long-term borrowings
|
(303
|
)
|
371
|
|
68
|
|
|
(834
|
)
|
980
|
|
146
|
|
||||||
Total borrowed funds cost
|
(200
|
)
|
312
|
|
112
|
|
|
(773
|
)
|
1,083
|
|
310
|
|
||||||
Total interest expense
|
(248
|
)
|
438
|
|
190
|
|
|
(1,093
|
)
|
1,289
|
|
196
|
|
||||||
Net interest income
|
$
|
246
|
|
$
|
28
|
|
$
|
274
|
|
|
$
|
763
|
|
$
|
420
|
|
$
|
1,183
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Net interest income, as reported
|
$
|
26,945
|
|
$
|
26,667
|
|
$
|
25,767
|
|
Taxable equivalent adjustments
|
513
|
|
517
|
|
508
|
|
|||
Fully tax-equivalent net interest income
|
$
|
27,458
|
|
$
|
27,184
|
|
$
|
26,275
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Loan losses
|
$
|
400
|
|
$
|
480
|
|
$
|
858
|
|
Checking account overdrafts
|
224
|
|
231
|
|
97
|
|
|||
Provision for loan losses
|
$
|
624
|
|
$
|
711
|
|
$
|
955
|
|
As a percentage of average total loans (a)
|
0.11
|
%
|
0.13
|
%
|
0.18
|
%
|
|||
(a) Presented on an annualized basis
|
|
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Net loss on other real estate owned
|
$
|
—
|
|
$
|
(33
|
)
|
$
|
(1
|
)
|
Net loss on bank premises and equipment
|
(3
|
)
|
(62
|
)
|
(30
|
)
|
|||
Net loss on other
|
—
|
|
(14
|
)
|
—
|
|
|||
Net loss on asset disposals and other transactions
|
$
|
(3
|
)
|
$
|
(109
|
)
|
$
|
(31
|
)
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Property and casualty insurance commissions
|
$
|
2,242
|
|
$
|
2,365
|
|
$
|
2,448
|
|
Performance-based commissions
|
1,306
|
|
22
|
|
1,580
|
|
|||
Life and health insurance commissions
|
410
|
|
415
|
|
419
|
|
|||
Credit life and A&H insurance commissions
|
8
|
|
5
|
|
9
|
|
|||
Other fees and charges
|
136
|
|
105
|
|
42
|
|
|||
Insurance income
|
$
|
4,102
|
|
$
|
2,912
|
|
$
|
4,498
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Fiduciary
|
$
|
1,873
|
|
$
|
1,917
|
|
$
|
1,661
|
|
Brokerage
|
809
|
|
822
|
|
721
|
|
|||
Trust and investment income
|
$
|
2,682
|
|
$
|
2,739
|
|
$
|
2,382
|
|
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
(Dollars in thousands)
|
|||||||||||||||
Trust assets under administration and management
|
$
|
1,362,243
|
|
$
|
1,301,509
|
|
$
|
1,292,044
|
|
$
|
1,280,004
|
|
$
|
1,254,824
|
|
Brokerage assets under administration and management
|
805,361
|
|
777,771
|
|
754,168
|
|
729,519
|
|
706,314
|
|
|||||
Total assets under administration and management
|
$
|
2,167,604
|
|
$
|
2,079,280
|
|
$
|
2,046,212
|
|
$
|
2,009,523
|
|
$
|
1,961,138
|
|
Quarterly average
|
$
|
2,122,036
|
|
$
|
2,053,121
|
|
$
|
2,031,378
|
|
$
|
1,992,856
|
|
$
|
1,935,108
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Overdraft and non-sufficient funds fees
|
$
|
1,614
|
|
$
|
2,043
|
|
$
|
1,806
|
|
Account maintenance fees
|
536
|
|
509
|
|
561
|
|
|||
Other fees and charges
|
279
|
|
111
|
|
236
|
|
|||
Deposit account service charges
|
$
|
2,429
|
|
$
|
2,663
|
|
$
|
2,603
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Base salaries and wages
|
$
|
10,067
|
|
$
|
9,983
|
|
$
|
9,837
|
|
Sales-based and incentive compensation
|
2,099
|
|
2,442
|
|
1,803
|
|
|||
Employee benefits
|
1,927
|
|
1,355
|
|
1,548
|
|
|||
Stock-based compensation
|
568
|
|
323
|
|
338
|
|
|||
Deferred personnel costs
|
(360
|
)
|
(382
|
)
|
(425
|
)
|
|||
Payroll taxes and other employment costs
|
1,195
|
|
831
|
|
1,224
|
|
|||
Salaries and employee benefit costs
|
$
|
15,496
|
|
$
|
14,552
|
|
$
|
14,325
|
|
Full-time equivalent employees:
|
|
|
|
|
|||||
Actual at end of period
|
776
|
|
782
|
|
821
|
|
|||
Average during the period
|
780
|
|
788
|
|
817
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Depreciation
|
$
|
1,243
|
|
$
|
1,306
|
|
$
|
1,239
|
|
Repairs and maintenance costs
|
672
|
|
531
|
|
652
|
|
|||
Net rent expense
|
219
|
|
189
|
|
229
|
|
|||
Property taxes, utilities and other costs
|
579
|
|
554
|
|
686
|
|
|||
Net occupancy and equipment expense
|
$
|
2,713
|
|
$
|
2,580
|
|
$
|
2,806
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Pre-Provision Net Revenue:
|
|
|
|
||||||
Income before income taxes
|
$
|
12,661
|
|
$
|
10,744
|
|
$
|
11,649
|
|
Add: provision for loan losses
|
624
|
|
711
|
|
955
|
|
|||
Add: net loss on loans held-for-sale and OREO
|
—
|
|
33
|
|
1
|
|
|||
Add: net loss on other assets
|
3
|
|
76
|
|
30
|
|
|||
Less: net gain on securities transactions
|
340
|
|
68
|
|
96
|
|
|||
Pre-provision net revenue
|
$
|
12,948
|
|
$
|
11,496
|
|
$
|
12,539
|
|
Total average assets
|
$
|
3,446,351
|
|
$
|
3,386,519
|
|
$
|
3,272,635
|
|
Pre-provision net revenue to total average assets (a)
|
1.52
|
%
|
1.35
|
%
|
1.54
|
%
|
|||
(a) Presented on an annualized basis.
|
|
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Core non-interest income:
|
|
|
|
||||||
Total non-interest income
|
$
|
13,334
|
|
$
|
12,111
|
|
$
|
13,054
|
|
Plus: system conversion revenue waived
|
—
|
|
85
|
|
—
|
|
|||
Core non-interest income
|
$
|
13,334
|
|
$
|
12,196
|
|
$
|
13,054
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
Core non-interest expense:
|
|
|
|
||||||
Total non-interest expense
|
$
|
27,331
|
|
$
|
27,282
|
|
$
|
26,282
|
|
Less: system conversion costs
|
—
|
|
746
|
|
—
|
|
|||
Core non-interest expense
|
$
|
27,331
|
|
$
|
26,536
|
|
$
|
26,282
|
|
|
Three Months Ended
|
||||||||
|
March 31,
2017 |
December 31,
2016 |
March 31,
2016 |
||||||
(Dollars in thousands)
|
|||||||||
|
|
|
|
||||||
Efficiency ratio:
|
|
|
|
||||||
Total non-interest expense
|
$
|
27,331
|
|
$
|
27,282
|
|
$
|
26,282
|
|
Less: Amortization of other intangible assets
|
863
|
|
1,007
|
|
1,008
|
|
|||
Adjusted total non-interest expense
|
$
|
26,468
|
|
$
|
26,275
|
|
$
|
25,274
|
|
Total non-interest income
|
13,334
|
|
12,111
|
|
13,054
|
|
|||
Net interest income
|
$
|
26,945
|
|
$
|
26,667
|
|
$
|
25,767
|
|
Add: Fully tax-equivalent adjustment
|
513
|
|
517
|
|
508
|
|
|||
Net interest income on a fully taxable-equivalent basis
|
$
|
27,458
|
|
$
|
27,184
|
|
$
|
26,275
|
|
Adjusted revenue
|
$
|
40,792
|
|
$
|
39,295
|
|
$
|
39,329
|
|
Efficiency ratio
|
64.89
|
%
|
66.87
|
%
|
64.26
|
%
|
|||
Core non-interest expenses
|
$
|
27,331
|
|
$
|
26,536
|
|
$
|
26,282
|
|
Less: Amortization of other intangible assets
|
863
|
|
1,007
|
|
1,008
|
|
|||
Adjusted non-interest expense
|
$
|
26,468
|
|
$
|
25,529
|
|
$
|
25,274
|
|
Core non-interest income
|
$
|
13,334
|
|
$
|
12,196
|
|
$
|
13,054
|
|
Net interest income on fully taxable-equivalent basis
|
$
|
27,458
|
|
$
|
27,184
|
|
$
|
26,275
|
|
Adjusted core revenue
|
40,792
|
|
39,380
|
|
39,329
|
|
|||
Efficiency ratio adjusted for non-core items
|
64.89
|
%
|
64.83
|
%
|
64.26
|
%
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Total fair value
|
$
|
2,702
|
|
$
|
2,991
|
|
$
|
3,288
|
|
$
|
3,640
|
|
$
|
4,046
|
|
Total amortized cost
|
$
|
2,916
|
|
$
|
3,206
|
|
$
|
3,499
|
|
$
|
3,843
|
|
$
|
4,244
|
|
Net unrealized loss
|
$
|
(214
|
)
|
$
|
(215
|
)
|
$
|
(211
|
)
|
$
|
(203
|
)
|
$
|
(198
|
)
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Gross originated loans:
|
|
|
|
|
|
||||||||||
Commercial real estate, construction
|
$
|
93,886
|
|
$
|
84,626
|
|
$
|
70,838
|
|
$
|
88,672
|
|
$
|
69,499
|
|
Commercial real estate, other
|
535,474
|
|
531,557
|
|
507,842
|
|
468,404
|
|
471,998
|
|
|||||
Commercial real estate
|
629,360
|
|
616,183
|
|
578,680
|
|
557,076
|
|
541,497
|
|
|||||
Commercial and industrial
|
384,548
|
|
378,131
|
|
351,340
|
|
322,512
|
|
308,649
|
|
|||||
Residential real estate
|
308,153
|
|
307,490
|
|
306,374
|
|
304,275
|
|
302,512
|
|
|||||
Home equity lines of credit
|
85,512
|
|
85,617
|
|
83,412
|
|
80,049
|
|
76,959
|
|
|||||
Consumer, indirect
|
283,106
|
|
252,024
|
|
229,334
|
|
205,980
|
|
182,428
|
|
|||||
Consumer, other
|
66,283
|
|
67,579
|
|
67,973
|
|
65,717
|
|
63,168
|
|
|||||
Consumer
|
349,389
|
|
319,603
|
|
297,307
|
|
271,697
|
|
245,596
|
|
|||||
Deposit account overdrafts
|
721
|
|
1,080
|
|
1,074
|
|
1,214
|
|
2,083
|
|
|||||
Total originated loans
|
$
|
1,757,683
|
|
$
|
1,708,104
|
|
$
|
1,618,187
|
|
$
|
1,536,823
|
|
$
|
1,477,296
|
|
Gross acquired loans (a):
|
|
|
|
|
|
||||||||||
Commercial real estate, construction
|
$
|
9,431
|
|
$
|
10,100
|
|
$
|
10,242
|
|
$
|
10,321
|
|
$
|
11,882
|
|
Commercial real estate, other
|
194,581
|
|
204,466
|
|
221,036
|
|
240,506
|
|
256,201
|
|
|||||
Commercial real estate
|
204,012
|
|
214,566
|
|
231,278
|
|
250,827
|
|
268,083
|
|
|||||
Commercial and industrial
|
44,189
|
|
44,208
|
|
48,702
|
|
55,840
|
|
59,161
|
|
|||||
Residential real estate
|
216,059
|
|
228,435
|
|
238,787
|
|
250,848
|
|
263,237
|
|
|||||
Home equity lines of credit
|
24,516
|
|
25,875
|
|
27,784
|
|
28,968
|
|
30,742
|
|
|||||
Consumer, indirect
|
656
|
|
808
|
|
952
|
|
1,136
|
|
1,369
|
|
|||||
Consumer, other
|
2,387
|
|
2,940
|
|
3,518
|
|
4,348
|
|
5,227
|
|
|||||
Consumer
|
3,043
|
|
3,748
|
|
4,470
|
|
5,484
|
|
6,596
|
|
|||||
Total acquired loans
|
$
|
491,819
|
|
$
|
516,832
|
|
$
|
551,021
|
|
$
|
591,967
|
|
$
|
627,819
|
|
Total loans
|
$
|
2,249,502
|
|
$
|
2,224,936
|
|
$
|
2,169,208
|
|
$
|
2,128,790
|
|
$
|
2,105,115
|
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Percent of loans to total loans:
|
|
|
|
|
|
||||||||||
Commercial real estate, construction
|
4.6
|
%
|
4.3
|
%
|
3.7
|
%
|
4.7
|
%
|
3.9
|
%
|
|||||
Commercial real estate, other
|
32.4
|
%
|
33.0
|
%
|
33.8
|
%
|
33.2
|
%
|
34.5
|
%
|
|||||
Commercial real estate
|
37.0
|
%
|
37.3
|
%
|
37.5
|
%
|
37.9
|
%
|
38.4
|
%
|
|||||
Commercial and industrial
|
19.1
|
%
|
19.0
|
%
|
18.4
|
%
|
17.8
|
%
|
17.5
|
%
|
|||||
Residential real estate
|
23.3
|
%
|
24.1
|
%
|
25.1
|
%
|
26.1
|
%
|
26.9
|
%
|
|||||
Home equity lines of credit
|
4.9
|
%
|
5.0
|
%
|
5.1
|
%
|
5.1
|
%
|
5.1
|
%
|
|||||
Consumer, indirect
|
12.6
|
%
|
11.4
|
%
|
10.6
|
%
|
9.7
|
%
|
8.8
|
%
|
|||||
Consumer, other
|
3.1
|
%
|
3.2
|
%
|
3.3
|
%
|
3.3
|
%
|
3.2
|
%
|
|||||
Consumer
|
15.7
|
%
|
14.6
|
%
|
13.9
|
%
|
13.0
|
%
|
12.0
|
%
|
|||||
Deposit account overdrafts
|
—
|
%
|
—
|
%
|
—
|
%
|
0.1
|
%
|
0.1
|
%
|
|||||
Total percentage
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
100.0
|
%
|
|||||
Residential real estate loans being serviced for others
|
$
|
399,279
|
|
$
|
398,134
|
|
$
|
389,090
|
|
$
|
380,741
|
|
$
|
383,531
|
|
(a)
|
Includes all loans acquired, and related loan discount recorded as part of acquisition accounting, in 2012 and thereafter.
|
(Dollars in thousands)
|
Outstanding Balance
|
Loan Commitments
|
Total Exposure
|
% of Total
|
|||||||
Commercial real estate, construction:
|
|
|
|
|
|||||||
Apartment complexes
|
$
|
38,177
|
|
$
|
36,027
|
|
$
|
74,204
|
|
32.7
|
%
|
Mixed commercial use facilities
|
13,105
|
|
27,880
|
|
$
|
40,985
|
|
18.1
|
%
|
||
Office buildings
|
1,139
|
|
30,500
|
|
31,639
|
|
14.0
|
%
|
|||
Assisted living facilities and nursing homes
|
7,102
|
|
4,722
|
|
11,824
|
|
5.2
|
%
|
|||
Light industrial
|
10,192
|
|
752
|
|
10,944
|
|
4.8
|
%
|
|||
Land development
|
6,582
|
|
2,537
|
|
9,119
|
|
4.0
|
%
|
|||
Residential property
|
2,719
|
|
4,733
|
|
7,452
|
|
3.3
|
%
|
|||
Other
|
24,301
|
|
24,787
|
|
40,497
|
|
17.9
|
%
|
|||
Total commercial real estate, construction
|
$
|
103,317
|
|
$
|
131,938
|
|
$
|
226,664
|
|
100.0
|
%
|
(Dollars in thousands)
|
Outstanding Balance
|
Loan Commitments
|
Total Exposure
|
% of Total
|
|||||||
Commercial real estate, other:
|
|
|
|
|
|||||||
Office buildings and complexes:
|
|
|
|
|
|||||||
Owner occupied
|
$
|
35,770
|
|
$
|
2,281
|
|
$
|
38,051
|
|
5.0
|
%
|
Non-owner occupied
|
41,823
|
|
929
|
|
42,752
|
|
5.6
|
%
|
|||
Total office buildings and complexes
|
77,593
|
|
3,210
|
|
80,803
|
|
10.6
|
%
|
|||
Apartment complexes
|
65,620
|
|
291
|
|
65,911
|
|
8.7
|
%
|
|||
Retail facilities:
|
|
|
|
|
|||||||
Owner occupied
|
20,420
|
|
535
|
|
20,955
|
|
2.8
|
%
|
|||
Non-owner occupied
|
32,827
|
|
1,319
|
|
34,146
|
|
4.5
|
%
|
|||
Total retail facilities
|
53,247
|
|
1,854
|
|
55,101
|
|
7.3
|
%
|
|||
Mixed commercial use facilities:
|
|
|
|
|
|||||||
Owner occupied
|
25,582
|
|
727
|
|
26,309
|
|
3.5
|
%
|
|||
Non-owner occupied
|
22,654
|
|
249
|
|
22,903
|
|
3.0
|
%
|
|||
Total mixed commercial use facilities
|
48,236
|
|
976
|
|
49,212
|
|
6.5
|
%
|
|||
Light industrial facilities:
|
|
|
|
|
|||||||
Owner occupied
|
49,495
|
|
38
|
|
49,533
|
|
6.5
|
%
|
|||
Non-owner occupied
|
10,148
|
|
—
|
|
10,148
|
|
1.3
|
%
|
|||
Total light industrial facilities
|
59,643
|
|
38
|
|
59,681
|
|
7.8
|
%
|
|||
Lodging and lodging related
|
40,028
|
|
1,881
|
|
41,909
|
|
5.5
|
%
|
|||
Assisted living facilities and nursing homes
|
32,173
|
|
250
|
|
32,423
|
|
4.3
|
%
|
|||
Warehouse facilities
|
26,365
|
|
595
|
|
26,960
|
|
3.6
|
%
|
|||
Other
|
327,150
|
|
19,039
|
|
346,189
|
|
45.7
|
%
|
|||
Total commercial real estate, other
|
$
|
730,055
|
|
$
|
28,134
|
|
$
|
758,189
|
|
100.0
|
%
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Commercial real estate
|
$
|
7,066
|
|
$
|
7,172
|
|
$
|
7,490
|
|
$
|
7,536
|
|
$
|
7,492
|
|
Commercial and industrial
|
6,534
|
|
6,353
|
|
5,690
|
|
5,234
|
|
5,295
|
|
|||||
Total commercial
|
13,600
|
|
13,525
|
|
13,180
|
|
12,770
|
|
12,787
|
|
|||||
Residential real estate
|
1,145
|
|
982
|
|
1,120
|
|
1,296
|
|
1,258
|
|
|||||
Home equity lines of credit
|
675
|
|
688
|
|
686
|
|
684
|
|
733
|
|
|||||
Consumer, indirect
|
2,409
|
|
2,312
|
|
2,240
|
|
2,116
|
|
1,607
|
|
|||||
Consumer, other
|
438
|
|
518
|
|
592
|
|
631
|
|
549
|
|
|||||
Consumer
|
2,847
|
|
2,830
|
|
2,832
|
|
2,747
|
|
2,156
|
|
|||||
Deposit account overdrafts
|
111
|
|
171
|
|
143
|
|
144
|
|
125
|
|
|||||
Originated allowance for loan losses
|
18,378
|
|
18,196
|
|
17,961
|
|
17,641
|
|
17,059
|
|
|||||
Acquired allowance for loan losses
|
90
|
|
233
|
|
258
|
|
197
|
|
202
|
|
|||||
Allowance for loan losses
|
$
|
18,468
|
|
$
|
18,429
|
|
$
|
18,219
|
|
$
|
17,838
|
|
$
|
17,261
|
|
As a percent of originated loans, net of deferred fees and costs
|
1.05
|
%
|
1.08
|
%
|
1.13
|
%
|
1.16
|
%
|
1.17
|
%
|
|
Three Months Ended
|
||||||||||||||
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Gross charge-offs:
|
|
|
|
|
|
||||||||||
Commercial real estate, other
|
$
|
—
|
|
$
|
13
|
|
$
|
28
|
|
$
|
—
|
|
$
|
28
|
|
Commercial and industrial
|
117
|
|
—
|
|
—
|
|
6
|
|
1,012
|
|
|||||
Residential real estate
|
108
|
|
63
|
|
146
|
|
234
|
|
168
|
|
|||||
Home equity lines of credit
|
3
|
|
15
|
|
29
|
|
19
|
|
10
|
|
|||||
Consumer, indirect
|
483
|
|
571
|
|
674
|
|
320
|
|
507
|
|
|||||
Consumer, other
|
40
|
|
185
|
|
177
|
|
105
|
|
115
|
|
|||||
Consumer
|
523
|
|
756
|
|
851
|
|
425
|
|
622
|
|
|||||
Deposit account overdrafts
|
349
|
|
229
|
|
210
|
|
171
|
|
163
|
|
|||||
Total gross charge-offs
|
1,100
|
|
1,076
|
|
1,264
|
|
855
|
|
2,003
|
|
|||||
Recoveries:
|
|
|
|
|
|
||||||||||
Commercial real estate, other
|
102
|
|
10
|
|
18
|
|
17
|
|
1,164
|
|
|||||
Commercial and industrial
|
—
|
|
56
|
|
—
|
|
250
|
|
—
|
|
|||||
Residential real estate
|
89
|
|
85
|
|
123
|
|
40
|
|
29
|
|
|||||
Home equity lines of credit
|
3
|
|
22
|
|
8
|
|
19
|
|
7
|
|
|||||
Consumer, indirect
|
206
|
|
333
|
|
253
|
|
291
|
|
182
|
|
|||||
Consumer, other
|
50
|
|
42
|
|
56
|
|
50
|
|
78
|
|
|||||
Consumer
|
256
|
|
375
|
|
309
|
|
341
|
|
260
|
|
|||||
Deposit account overdrafts
|
65
|
|
27
|
|
41
|
|
38
|
|
70
|
|
|||||
Total recoveries
|
515
|
|
575
|
|
499
|
|
705
|
|
1,530
|
|
|||||
Net charge-offs (recoveries):
|
|
|
|
|
|
||||||||||
Commercial real estate, other
|
(102
|
)
|
3
|
|
10
|
|
(17
|
)
|
(1,136
|
)
|
|||||
Commercial and industrial
|
117
|
|
(56
|
)
|
—
|
|
(244
|
)
|
1,012
|
|
|||||
Residential real estate
|
19
|
|
(22
|
)
|
23
|
|
194
|
|
139
|
|
|||||
Home equity lines of credit
|
—
|
|
(7
|
)
|
21
|
|
—
|
|
3
|
|
|||||
Consumer, indirect
|
277
|
|
238
|
|
421
|
|
29
|
|
325
|
|
|||||
Consumer, other
|
(10
|
)
|
143
|
|
121
|
|
55
|
|
37
|
|
|||||
Consumer
|
267
|
|
381
|
|
542
|
|
84
|
|
362
|
|
|||||
Deposit account overdrafts
|
284
|
|
202
|
|
169
|
|
133
|
|
93
|
|
|||||
Total net charge-offs
|
$
|
585
|
|
$
|
501
|
|
$
|
765
|
|
$
|
150
|
|
$
|
473
|
|
|
Three Months Ended
|
|||||||||
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
|||||
Ratio of net charge-offs (recoveries) to average total loans (annualized):
|
|
|
||||||||
Commercial real estate
|
(0.01
|
)%
|
—
|
%
|
—
|
%
|
—
|
%
|
(0.22
|
)%
|
Commercial and industrial
|
0.02
|
%
|
(0.01
|
)%
|
—
|
%
|
(0.05
|
)%
|
0.19
|
%
|
Residential real estate
|
—
|
%
|
—%
|
|
—
|
%
|
0.04
|
%
|
0.03
|
%
|
Home equity lines of credit
|
—
|
%
|
—%
|
|
—
|
%
|
—
|
%
|
—
|
%
|
Consumer, indirect
|
0.05
|
%
|
0.06
|
%
|
0.04
|
%
|
0.02
|
%
|
0.02
|
%
|
Consumer, other
|
—
|
%
|
—
|
%
|
0.07
|
%
|
—
|
%
|
0.05
|
%
|
Consumer
|
0.05
|
%
|
0.06
|
%
|
0.11
|
%
|
0.02
|
%
|
0.07
|
%
|
Deposit account overdrafts
|
0.05
|
%
|
0.04
|
%
|
0.03
|
%
|
0.02
|
%
|
0.02
|
%
|
Total
|
0.11
|
%
|
0.09
|
%
|
0.14
|
%
|
0.03
|
%
|
0.09
|
%
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Loans 90+ days past due and accruing:
|
|
|
|
|
|
||||||||||
Commercial real estate, other
|
$
|
456
|
|
$
|
1,506
|
|
$
|
1,636
|
|
$
|
3,982
|
|
$
|
2,763
|
|
Commercial and industrial
|
1,358
|
|
387
|
|
452
|
|
459
|
|
2,074
|
|
|||||
Residential real estate
|
1,020
|
|
1,855
|
|
1,792
|
|
1,421
|
|
1,707
|
|
|||||
Home equity lines of credit
|
111
|
|
—
|
|
199
|
|
—
|
|
184
|
|
|||||
Consumer, indirect
|
61
|
|
—
|
|
82
|
|
—
|
|
—
|
|
|||||
Consumer, other
|
—
|
|
23
|
|
—
|
|
7
|
|
18
|
|
|||||
Consumer
|
61
|
|
23
|
|
82
|
|
7
|
|
18
|
|
|||||
Total loans 90+ days past due and accruing
|
3,006
|
|
3,771
|
|
4,161
|
|
5,869
|
|
6,746
|
|
|||||
Nonaccrual loans:
|
|
|
|
|
|
||||||||||
Commercial real estate, construction
|
819
|
|
826
|
|
855
|
|
877
|
|
891
|
|
|||||
Commercial real estate, other
|
8,893
|
|
10,792
|
|
10,020
|
|
7,154
|
|
7,220
|
|
|||||
Commercial real estate
|
9,712
|
|
11,618
|
|
10,875
|
|
8,031
|
|
8,111
|
|
|||||
Commercial and industrial
|
639
|
|
1,620
|
|
1,365
|
|
1,714
|
|
500
|
|
|||||
Residential real estate
|
4,019
|
|
4,481
|
|
3,951
|
|
3,429
|
|
2,966
|
|
|||||
Home equity lines of credit
|
438
|
|
554
|
|
458
|
|
426
|
|
308
|
|
|||||
Consumer, indirect
|
153
|
|
9
|
|
—
|
|
—
|
|
—
|
|
|||||
Consumer, other
|
1
|
|
81
|
|
—
|
|
—
|
|
30
|
|
|||||
Consumer
|
154
|
|
90
|
|
—
|
|
—
|
|
30
|
|
|||||
Total nonaccrual loans
|
14,962
|
|
18,363
|
|
16,649
|
|
13,600
|
|
11,915
|
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Nonaccrual troubled debt restructurings (TDRs):
|
|
|
|
|
|
||||||||||
Commercial real estate, other
|
558
|
|
751
|
|
742
|
|
123
|
|
107
|
|
|||||
Commercial and industrial
|
910
|
|
482
|
|
384
|
|
394
|
|
374
|
|
|||||
Residential real estate
|
1,699
|
|
1,614
|
|
1,484
|
|
1,354
|
|
1,022
|
|
|||||
Home equity lines of credit
|
102
|
|
60
|
|
47
|
|
52
|
|
65
|
|
|||||
Consumer, indirect
|
58
|
|
6
|
|
30
|
|
46
|
|
82
|
|
|||||
Consumer, other
|
4
|
|
49
|
|
10
|
|
13
|
|
14
|
|
|||||
Consumer
|
62
|
|
55
|
|
40
|
|
59
|
|
96
|
|
|||||
Total nonaccrual TDRs
|
3,331
|
|
2,962
|
|
2,697
|
|
1,982
|
|
1,664
|
|
|||||
Total nonperforming loans (NPLs)
|
21,299
|
|
25,096
|
|
23,507
|
|
21,451
|
|
20,325
|
|
|||||
Other real estate owned (OREO):
|
|
|
|
|
|
||||||||||
Commercial
|
545
|
|
594
|
|
594
|
|
597
|
|
597
|
|
|||||
Residential
|
132
|
|
67
|
|
125
|
|
82
|
|
82
|
|
|||||
Total OREO
|
677
|
|
661
|
|
719
|
|
679
|
|
679
|
|
|||||
Total nonperforming assets (NPAs)
|
$
|
21,976
|
|
$
|
25,757
|
|
$
|
24,226
|
|
$
|
22,130
|
|
$
|
21,004
|
|
Criticized loans (a)(c)
|
101,284
|
|
99,182
|
|
99,294
|
|
106,616
|
|
119,368
|
|
|||||
Classified loans (b)(c)
|
56,503
|
|
57,736
|
|
53,755
|
|
51,762
|
|
57,409
|
|
|||||
Asset Quality Ratios:
|
|
|
|
|
|
||||||||||
NPLs as a percent of total loans
|
0.95
|
%
|
1.13
|
%
|
1.08
|
%
|
1.01
|
%
|
0.97
|
%
|
|||||
NPAs as a percent of total assets
|
0.64
|
%
|
0.75
|
%
|
0.72
|
%
|
0.66
|
%
|
0.64
|
%
|
|||||
NPAs as a percent of total loans and OREO
|
0.98
|
%
|
1.16
|
%
|
1.11
|
%
|
1.04
|
%
|
1.00
|
%
|
|||||
Allowance for loan losses as a percent of NPLs
|
86.71
|
%
|
73.43
|
%
|
77.50
|
%
|
83.16
|
%
|
84.92
|
%
|
|||||
Criticized loans as a percent of total loans (a)
|
4.50
|
%
|
4.46
|
%
|
4.58
|
%
|
5.01
|
%
|
5.67
|
%
|
|||||
Classified loans as a percent of total loans (b)
|
2.51
|
%
|
2.59
|
%
|
2.48
|
%
|
2.43
|
%
|
2.73
|
%
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Non-interest-bearing deposits
|
$
|
785,047
|
|
$
|
734,421
|
|
$
|
745,468
|
|
$
|
699,695
|
|
$
|
716,202
|
|
Interest-bearing deposits:
|
|
|
|
|
|
||||||||||
Retail certificates of deposit (a)
|
353,918
|
|
360,464
|
|
390,568
|
|
418,748
|
|
417,043
|
|
|||||
Money market deposit accounts
|
386,999
|
|
407,754
|
|
411,111
|
|
401,828
|
|
395,022
|
|
|||||
Governmental deposit accounts
|
330,477
|
|
251,671
|
|
286,716
|
|
300,639
|
|
313,904
|
|
|||||
Savings accounts
|
445,720
|
|
436,344
|
|
438,087
|
|
438,952
|
|
434,381
|
|
|||||
Interest-bearing demand accounts
|
292,187
|
|
278,975
|
|
270,490
|
|
235,473
|
|
254,241
|
|
|||||
Brokered certificates of deposits (a)
|
107,817
|
|
40,093
|
|
33,017
|
|
37,636
|
|
56,290
|
|
|||||
Total interest-bearing deposits
|
1,917,118
|
|
1,775,301
|
|
1,829,989
|
|
1,833,276
|
|
1,870,881
|
|
|||||
Total deposits
|
$
|
2,702,165
|
|
$
|
2,509,722
|
|
$
|
2,575,457
|
|
$
|
2,532,971
|
|
$
|
2,587,083
|
|
(a)
|
Prior periods reclassified.
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Short-term borrowings:
|
|
|
|
|
|
||||||||||
FHLB advances
|
$
|
32,000
|
|
$
|
231,000
|
|
$
|
90,000
|
|
$
|
103,000
|
|
$
|
63,000
|
|
Retail repurchase agreements
|
73,752
|
|
74,607
|
|
72,807
|
|
70,512
|
|
72,068
|
|
|||||
Total short-term borrowings
|
105,752
|
|
305,607
|
|
162,807
|
|
173,512
|
|
135,068
|
|
|||||
Long-term borrowings:
|
|
|
|
|
|
||||||||||
FHLB advances
|
127,581
|
|
98,282
|
|
100,743
|
|
101,214
|
|
66,474
|
|
|||||
National market repurchase agreements
|
40,000
|
|
40,000
|
|
40,000
|
|
40,000
|
|
40,000
|
|
|||||
Unamortized debt issuance costs
|
(45
|
)
|
(51
|
)
|
(57
|
)
|
(63
|
)
|
(69
|
)
|
|||||
Junior subordinated debt securities
|
6,970
|
|
6,924
|
|
6,877
|
|
6,829
|
|
6,783
|
|
|||||
Total long-term borrowings
|
174,506
|
|
145,155
|
|
147,563
|
|
147,980
|
|
113,188
|
|
|||||
Total borrowed funds
|
$
|
280,258
|
|
$
|
450,762
|
|
$
|
310,370
|
|
$
|
321,492
|
|
$
|
248,256
|
|
▪
|
On January 27, 2017, Peoples entered into two $10.0 million forward starting interest rate swaps, which will become effective in 2018 and mature between 2025 and 2027, with interest rates ranging from 2.47% to 2.53%.
|
▪
|
During the fourth quarter of 2016, Peoples entered into two $5.0 million forward starting interest rate swaps, which become effective in 2018 and mature in 2022 and 2026, with interest rates of 1.56% and 1.83%.
|
▪
|
During the second quarter of 2016, Peoples executed the following transactions to take advantage of the low interest rates, which included:
|
•
|
Peoples restructured $20.0 million of FHLB borrowings that had a weighted-average rate of 2.97%, resulting in a $700,000 loss. Peoples replaced these borrowings with a long-term FHLB advance, which had an interest rate of 2.17% and matures in 2026.
|
•
|
Peoples entered into three $10.0 million forward starting interest rate swaps, which become effective in 2018 and mature between 2023 and 2025, with interest rates ranging from 1.49% to 1.56%.
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Capital Amounts:
|
|
|
|
|
|
||||||||||
Common Equity Tier 1
|
$
|
310,856
|
|
$
|
306,506
|
|
$
|
301,222
|
|
$
|
295,148
|
|
$
|
288,787
|
|
Tier 1
|
317,826
|
|
313,430
|
|
308,099
|
|
301,977
|
|
295,569
|
|
|||||
Total (Tier 1 and Tier 2)
|
340,147
|
|
334,957
|
|
328,948
|
|
322,413
|
|
314,896
|
|
|||||
Net risk-weighted assets
|
$
|
2,382,874
|
|
$
|
2,373,359
|
|
$
|
2,309,951
|
|
$
|
2,265,022
|
|
$
|
2,203,776
|
|
Capital Ratios:
|
|
|
|
|
|
||||||||||
Common Equity Tier 1
|
13.05
|
%
|
12.91
|
%
|
13.04
|
%
|
13.03
|
%
|
13.10
|
%
|
|||||
Tier 1
|
13.34
|
%
|
13.21
|
%
|
13.34
|
%
|
13.33
|
%
|
13.41
|
%
|
|||||
Total (Tier 1 and Tier 2)
|
14.27
|
%
|
14.11
|
%
|
14.24
|
%
|
14.23
|
%
|
14.29
|
%
|
|||||
Leverage ratio
|
9.60
|
%
|
9.66
|
%
|
9.71
|
%
|
9.56
|
%
|
9.45
|
%
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Tangible equity:
|
|
|
|
|
|
||||||||||
Total stockholders' equity
|
$
|
443,009
|
|
$
|
435,261
|
|
$
|
440,637
|
|
$
|
437,753
|
|
$
|
428,486
|
|
Less: goodwill and other intangible assets
|
145,505
|
|
146,018
|
|
147,005
|
|
147,971
|
|
148,997
|
|
|||||
Tangible equity
|
$
|
297,504
|
|
$
|
289,243
|
|
$
|
293,632
|
|
$
|
289,782
|
|
$
|
279,489
|
|
|
|
|
|
|
|
||||||||||
Tangible assets:
|
|
|
|
|
|
||||||||||
Total assets
|
$
|
3,459,276
|
|
$
|
3,432,348
|
|
$
|
3,363,585
|
|
$
|
3,333,455
|
|
$
|
3,294,929
|
|
Less: goodwill and other intangible assets
|
145,505
|
|
146,018
|
|
147,005
|
|
147,971
|
|
148,997
|
|
|||||
Tangible assets
|
$
|
3,313,771
|
|
$
|
3,286,330
|
|
$
|
3,216,580
|
|
$
|
3,185,484
|
|
$
|
3,145,932
|
|
|
|
|
|
|
|
||||||||||
Tangible book value per common share:
|
|
|
|
|
|||||||||||
Tangible equity
|
$
|
297,504
|
|
$
|
289,243
|
|
$
|
293,632
|
|
$
|
289,782
|
|
$
|
279,489
|
|
Common shares outstanding
|
18,270,508
|
|
18,200,067
|
|
18,195,986
|
|
18,185,708
|
|
18,157,932
|
|
|||||
|
|
|
|
|
|
||||||||||
Tangible book value per common share
|
$
|
16.28
|
|
$
|
15.89
|
|
$
|
16.14
|
|
$
|
15.93
|
|
$
|
15.39
|
|
|
|
|
|
|
|
||||||||||
Tangible equity to tangible assets ratio:
|
|
|
|
|
|||||||||||
Tangible equity
|
$
|
297,504
|
|
$
|
289,243
|
|
$
|
293,632
|
|
$
|
289,782
|
|
$
|
279,489
|
|
Tangible assets
|
$
|
3,313,771
|
|
$
|
3,286,330
|
|
$
|
3,216,580
|
|
$
|
3,185,484
|
|
$
|
3,145,932
|
|
|
|
|
|
|
|
||||||||||
Tangible equity to tangible assets
|
8.98
|
%
|
8.80
|
%
|
9.13
|
%
|
9.10
|
%
|
8.88
|
%
|
(Dollars in thousands)
|
March 31,
2017 |
December 31,
2016 |
September 30,
2016 |
June 30,
2016 |
March 31,
2016 |
||||||||||
Home equity lines of credit
|
$
|
86,037
|
|
$
|
85,024
|
|
$
|
83,267
|
|
$
|
85,139
|
|
$
|
84,826
|
|
Unadvanced construction loans
|
116,168
|
|
119,075
|
|
100,484
|
|
88,342
|
|
70,389
|
|
|||||
Other loan commitments
|
267,132
|
|
269,669
|
|
268,259
|
|
242,914
|
|
245,679
|
|
|||||
Loan commitments
|
$
|
469,337
|
|
$
|
473,768
|
|
$
|
452,010
|
|
$
|
416,395
|
|
$
|
400,894
|
|
Standby letters of credit
|
$
|
25,797
|
|
$
|
25,651
|
|
$
|
27,072
|
|
$
|
22,065
|
|
$
|
22,376
|
|
(a)
|
information required to be disclosed by Peoples in this Quarterly Report on Form 10-Q and other reports Peoples files or submits under the Exchange Act would be accumulated and communicated to Peoples’ management, including its President and Chief Executive Officer and its Executive Vice President, Chief Financial Officer and Treasurer, as appropriate to allow timely decisions regarding required disclosure;
|
(b)
|
information required to be disclosed by Peoples in this Quarterly Report on Form 10-Q and other reports Peoples files or submits under the Exchange Act would be recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms; and
|
(c)
|
Peoples’ disclosure controls and procedures were effective as of the end of the fiscal quarter covered by this Quarterly Report on Form 10-Q.
|
(1)
|
On November 3, 2015, Peoples announced that on that same date, Peoples' Board of Directors authorized a share repurchase program authorizing Peoples to purchase up to $20.0 million of its outstanding common shares. No common shares were purchased under this share repurchase program during the three months ended March 31, 2017.
|
(2)
|
Information reported includes 468 common shares and 6,891 common shares withheld in January and February, respectively, to pay income tax associated with vested restricted common shares.
|
(3)
|
Information reported includes 1,067 and 333 common shares purchased in open market transactions during January and March, respectively, by Peoples Bank under the Rabbi Trust Agreement. The Rabbi Trust Agreement establishes a rabbi trust that holds assets to provide funds for the payment of the benefits under the Peoples Bancorp Inc. Third Amended and Restated Deferred Compensation Plan for Directors of Peoples Bancorp Inc. and Subsidiaries.
|
|
|
|
PEOPLES BANCORP INC.
|
|
|
|
|
Date:
|
April 27, 2017
|
By: /s/
|
CHARLES W. SULERZYSKI
|
|
|
|
Charles W. Sulerzyski
|
|
|
|
President and Chief Executive Officer
|
|
|
|
|
|
|
|
|
Date:
|
April 27, 2017
|
By: /s/
|
JOHN C. ROGERS
|
|
|
|
John C. Rogers
|
|
|
|
Executive Vice President,
|
|
|
|
Chief Financial Officer and Treasurer
|
If to the Company, to:
|
If to the Executive, to:
|
||
|
Attn: General Counsel
|
|
|
|
PEOPLES BANCORP INC.
|
|
|
|
138 Putnam Street
|
|
|
|
Marietta, Ohio 45750
|
Fax:
|
|
|
Fax: (740) 568-1422
|
|
|
EXECUTIVE
:
|
|
|
PEOPLES BANCORP INC.
|
By:
/s/ Douglas V. Wyatt
|
By:
/s/ Matthew M. Edgell
|
Name of Executive:
Douglas V. Wyatt
|
Printed Name:
Matthew M. Edgell
|
|
Title:
SVP - Director of HR
|
•
|
The Company has net income greater than zero.
|
•
|
The Company maintains a “well-capitalized” status as determined in accordance with applicable regulatory standards.
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended
March 31, 2017
, of Peoples Bancorp 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 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 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 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:
|
April 27, 2017
|
|
By:/s/
|
CHARLES W. SULERZYSKI
|
|
|
|
|
Charles W. Sulerzyski
|
|
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q for the quarterly period ended
March 31, 2017
, of Peoples Bancorp 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 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 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 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:
|
April 27, 2017
|
|
By:/s/
|
JOHN C. ROGERS
|
|
|
|
|
John C. Rogers
|
|
|
|
|
Executive Vice President,
|
|
|
|
|
Chief Financial Officer and Treasurer
|
(1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended; and
|
(2)
|
The information contained in the Report fairly presents, in all material respects, the consolidated financial condition and results of operations of Peoples Bancorp and its subsidiaries.
|
|
|
|
|
|
Date:
|
April 27, 2017
|
|
By: /s/
|
CHARLES W. SULERZYSKI
|
|
|
|
|
Charles W. Sulerzyski
|
|
|
|
|
President and Chief Executive Officer
|
|
|
|
|
|
Date:
|
April 27, 2017
|
|
By:/s/
|
JOHN C. ROGERS
|
|
|
|
|
John C. Rogers
|
|
|
|
|
Executive Vice President,
|
|
|
|
|
Chief Financial Officer and Treasurer
|