x
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ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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o
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Tennessee
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62-1497076
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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623 West Main Street
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Lebanon, Tennessee
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37087
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(Address of principal executive offices)
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(Zip Code)
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Large accelerated filer
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o
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Accelerated filer
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x
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Non-accelerated filer
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o
(Do not check if a smaller reporting company)
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Smaller reporting company
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o
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Part of Form 10-K
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Documents from which portions are incorporated by reference
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Part II
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Portions of the Registrant’s Annual Report to Shareholders for the fiscal year ended December 31, 2018 are incorporated by reference into Items 1, 5, 6, 7, 7A and 8.
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Part III
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Portions of the Registrant’s Proxy Statement to be filed relating to the Registrant’s Annual Meeting of Shareholders to be held on April 23, 2019 are incorporated by reference into Items 10, 11, 12, 13 and 14.
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•
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Changing the assessment base for federal deposit insurance from the amount of insured deposits to consolidated assets less tangible capital, eliminating the ceiling and increasing the size of the floor of the Deposit Insurance Fund, and offsetting the impact of the increase in the minimum floor on institutions with less than $10 billion in assets.
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•
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Making permanent the $250,000 limit for federal deposit insurance and increasing the cash limit of Securities Investor Protection Corporation protection to $250,000.
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•
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Repealing the federal prohibition on payment of interest on demand deposits, thereby permitting depositing institutions to pay interest on business transaction and other accounts.
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•
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Centralizing responsibility for consumer financial protection by creating a new agency, the Consumer Financial Protection Bureau, responsible for implementing federal consumer protection laws, although banks below $10 billion in assets will continue to be examined and supervised for compliance with these laws by their primary federal banking regulator.
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•
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Imposing new requirements for mortgage lending, including new minimum underwriting standards, prohibitions on certain yield-spread compensation to mortgage originators, special consumer protections for mortgage loans that do not meet certain provision qualifications, prohibitions and limitations on certain mortgage terms and various new mandated disclosures to mortgage borrowers.
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•
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Applying the same leverage and risk-based capital requirements that apply to insured depository institutions to their holding companies.
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•
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Permitting national and state banks to establish de novo interstate branches at any location where a bank based in that state could establish a branch, and requiring that bank holding companies and banks be well-capitalized and well managed in order to acquire banks located outside their home state.
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•
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Imposing new limits on affiliated transactions and causing derivative transactions to be subject to lending limits.
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•
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Implementing certain corporate governance revisions that apply to all public companies.
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•
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The bank holding company has registered securities under Section 12 of the Securities Exchange Act of 1934; or
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•
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No other person owns a greater percentage of that class of voting securities immediately after the transaction.
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•
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Factoring accounts receivable;
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•
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Acquiring or servicing loans;
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•
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Leasing personal property;
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•
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Conducting discount securities brokerage activities;
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•
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Performing selected data processing services;
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•
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Acting as agent or broker in selling credit life insurance and other types of insurance in connection with credit transactions; and
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•
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Underwriting certain insurance risks of the holding company and its subsidiaries.
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•
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A bank’s loans or extensions of credit, including purchases of assets subject to an agreement to repurchase, to or for the benefit of affiliates;
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•
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A bank’s investment in affiliates;
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•
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Assets a bank may purchase from affiliates, except for real and personal property exempted by the FRB;
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•
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The amount of loans or extensions of credit to third parties collateralized by the securities or obligations of affiliates;
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•
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Transactions involving the borrowing or lending of securities and any derivative transaction that results in credit exposure to an affiliate; and
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•
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A bank’s guarantee, acceptance or letter of credit issued on behalf of an affiliate.
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•
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applying a 150% risk weight instead of a 100% risk weight for certain high volatility commercial real estate acquisition, development and construction loans;
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•
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assigning a 150% risk weight to the unsecured portion of non-residential mortgage loans that are 90 days past due or otherwise on nonaccrual status;
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•
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providing for a 20% credit conversion factor for the unused portion of a commitment with an original maturity of one year or less that is not unconditionally cancellable (previously set at 0%);
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•
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providing for a risk weight, generally not less than 20% with certain exceptions, for securities lending transactions based on the risk weight category of the underlying collateral securing the transaction; and
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•
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eliminating the 50% cap on the risk weight for OTC derivatives.
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•
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Federal Truth-In-Lending Act, governing disclosures of credit terms and costs to consumer borrowers giving consumers the right to cancel certain credit transactions, and defining requirements for servicing consumer loans secured by a dwelling;
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•
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Home Mortgage Disclosure Act of 1975, requiring financial institutions to provide information to enable the public and public officials to determine whether a financial institution is fulfilling its obligation to help meet the housing needs of the community it serves;
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•
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Fair Credit Reporting Act of 1978, governing the use and provision of information to credit reporting agencies;
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•
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Fair Debt Collection Practices Act, governing the manner in which consumer debts may be collected by collection agencies;
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•
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Service Members' Civil Relief Act, governing the repayment terms of, and property rights underlying, secured obligations of persons in active military service;
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•
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Rules and regulations of the various federal agencies charged with the responsibility of implementing the federal laws;
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•
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Electronic Funds Transfer Act, which regulates fees and other terms of electronic funds transactions;
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•
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Fair and Accurate Credit Transactions Act of 2003, which permanently extended the national credit reporting standards of the Fair Credit Reporting Act, and permits consumers, including the Bank’s customers, to opt out of information sharing among affiliated companies for marketing purposes and requires financial institutions, including banks, to notify a customer if the institution provides negative information about the customer to a national credit reporting agency or if the credit that is granted to the customer is on less favorable terms than those generally available; and
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•
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the Real Estate Settlement and Procedures Act of 1974, which affords consumers greater protection pertaining to federally related mortgage loans by requiring, among other things, improved and streamlined good faith estimate forms including clear summary information and improved disclosure of yield spread premiums.
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•
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Right to Financial Privacy Act, which imposes a duty to maintain confidentiality of consumer financial records and prescribes procedures for complying with administrative subpoenas of financial records;
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•
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Electronic Funds Transfer Act and Regulation E issued by the Federal Reserve to implement that act, which govern automatic deposits to and withdrawals from deposit accounts and customers' rights and liabilities (including with respect to the permissibility of overdraft charges) arising from the use of automated teller machines and other electronic banking services;
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•
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the Truth in Savings Act, which requires depository institutions to disclose the terms of deposit accounts to consumers;
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•
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the Expedited Funds Availability Act, which requires financial institutions to make deposited funds available according to specified time schedules and to disclose funds availability policies to consumers; and
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•
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the Check Clearing for the 21st Century Act (“Check 21”), which is designed to foster innovation in the payments system and to enhance its efficiency by reducing some of the legal impediments to check truncation. Check 21 created a new negotiable instrument called a substitute check and permits, but does not require, banks to truncate original checks, process check information electronically, and deliver substitute checks to banks that wish to continue receiving paper checks.
|
I.
|
Distribution of Assets, Liabilities and Stockholders' Equity;
|
|
Dollars In Thousands
|
||||||||||||||||||||||||||||
|
2018
|
|
2017
|
|
2018/2017 Change
|
||||||||||||||||||||||||
|
Average
Balance
|
|
Rates/Yields
|
|
Income/
Expense
|
|
Average
Balance
|
|
Rates/Yields
|
|
Income/
Expense
|
|
Due to
Volume
|
|
Due to
Rate
|
|
Total
|
||||||||||||
Loans, net of unearned interest
|
$
|
1,898,772
|
|
|
5.11
|
%
|
|
94,917
|
|
|
$
|
1,727,499
|
|
|
4.84
|
%
|
|
83,120
|
|
|
$
|
7,623
|
|
|
4,174
|
|
|
11,797
|
|
Investment securities—taxable
|
281,154
|
|
|
2.19
|
|
|
6,158
|
|
|
277,511
|
|
|
1.94
|
|
|
5,397
|
|
|
72
|
|
|
689
|
|
|
761
|
|
|||
Investment securities—tax exempt
|
40,675
|
|
|
2.51
|
|
|
1,020
|
|
|
61,868
|
|
|
1.95
|
|
|
1,208
|
|
|
(478
|
)
|
|
290
|
|
|
(188
|
)
|
|||
Taxable equivalent adjustment
|
—
|
|
|
.66
|
|
|
271
|
|
|
—
|
|
|
1.01
|
|
|
622
|
|
|
(187
|
)
|
|
(164
|
)
|
|
(351
|
)
|
|||
Total tax-exempt investment securities
|
40,675
|
|
|
3.17
|
|
|
1,291
|
|
|
61,868
|
|
|
2.96
|
|
|
1,830
|
|
|
(665
|
)
|
|
126
|
|
|
(539
|
)
|
|||
Total investment securities
|
321,829
|
|
|
2.31
|
|
|
7,449
|
|
|
339,379
|
|
|
2.13
|
|
|
7,227
|
|
|
(593
|
)
|
|
815
|
|
|
222
|
|
|||
Loans held for sale
|
5,343
|
|
|
3.44
|
|
|
184
|
|
|
8,657
|
|
|
3.74
|
|
|
324
|
|
|
(116
|
)
|
|
(24
|
)
|
|
(140
|
)
|
|||
Federal funds sold
|
4,801
|
|
|
1.73
|
|
|
83
|
|
|
10,475
|
|
|
.93
|
|
|
97
|
|
|
(70
|
)
|
|
56
|
|
|
(14
|
)
|
|||
Interest bearing deposits
|
55,911
|
|
|
1.75
|
|
|
979
|
|
|
77,606
|
|
|
.93
|
|
|
723
|
|
|
(245
|
)
|
|
501
|
|
|
256
|
|
|||
Restricted equity securities
|
3,012
|
|
|
6.11
|
|
|
184
|
|
|
3,012
|
|
|
5.01
|
|
|
151
|
|
|
—
|
|
|
33
|
|
|
33
|
|
|||
Total earning assets
|
2,289,668
|
|
|
4.62
|
|
|
103,796
|
|
|
2,166,628
|
|
|
4.25
|
|
|
91,642
|
|
|
6,599
|
|
|
5,555
|
|
|
12,154
|
|
|||
Cash and due from banks
|
17,820
|
|
|
|
|
|
|
10,581
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for loan losses
|
(25,365
|
)
|
|
|
|
|
|
(23,174
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank premises and equipment
|
57,712
|
|
|
|
|
|
|
48,888
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Other assets
|
70,071
|
|
|
|
|
|
|
68,125
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
$
|
2,409,906
|
|
|
|
|
|
|
$
|
2,271,048
|
|
|
|
|
|
|
|
|
|
|
|
|
Dollars In Thousands
|
||||||||||||||||||||||||||||
|
2018
|
|
2017
|
|
2018/2017 Change
|
||||||||||||||||||||||||
|
Average
Balance
|
|
Rates/Yields
|
|
Income/
Expense
|
|
Average
Balance
|
|
Rates/Yields
|
|
Income/
Expense
|
|
Due to
Volume
|
|
Due to
Rate
|
|
Total
|
||||||||||||
Deposits:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Negotiable order of withdrawal accounts
|
$
|
503,312
|
|
|
.36
|
%
|
|
1,823
|
|
|
$
|
478,691
|
|
|
.27
|
%
|
|
1,308
|
|
|
$
|
70
|
|
|
445
|
|
|
515
|
|
Money market demand accounts
|
668,007
|
|
|
.52
|
|
|
3,487
|
|
|
635,072
|
|
|
.26
|
|
|
1,681
|
|
|
91
|
|
|
1,715
|
|
|
1,806
|
|
|||
Time deposits
|
556,054
|
|
|
1.43
|
|
|
7,944
|
|
|
519,732
|
|
|
1.03
|
|
|
5,353
|
|
|
396
|
|
|
2,195
|
|
|
2,591
|
|
|||
Other savings deposits
|
139,664
|
|
|
.53
|
|
|
744
|
|
|
132,557
|
|
|
.40
|
|
|
530
|
|
|
29
|
|
|
185
|
|
|
214
|
|
|||
Total interest-bearing deposits
|
1,867,037
|
|
|
.75
|
|
|
13,998
|
|
|
1,766,052
|
|
|
.50
|
|
|
8,872
|
|
|
586
|
|
|
4,540
|
|
|
5,126
|
|
|||
Securities sold under repurchase agreements
|
1,090
|
|
|
1.47
|
|
|
16
|
|
|
1,382
|
|
|
.65
|
|
|
9
|
|
|
(2
|
)
|
|
9
|
|
|
7
|
|
|||
Federal funds purchased
|
588
|
|
|
.68
|
|
|
4
|
|
|
1,176
|
|
|
.68
|
|
|
8
|
|
|
(4
|
)
|
|
—
|
|
|
(4
|
)
|
|||
Total interest-bearing liabilities
|
1,868,715
|
|
|
.75
|
|
|
14,018
|
|
|
1,768,610
|
|
|
.50
|
|
|
8,889
|
|
|
580
|
|
|
4,549
|
|
|
5,129
|
|
|||
Demand deposits
|
250,328
|
|
|
|
|
|
|
231,409
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Other liabilities
|
12,342
|
|
|
|
|
|
|
11,352
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Stockholders’ equity
|
278,521
|
|
|
|
|
|
|
259,677
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total liabilities and stockholders’ equity
|
$
|
2,409,906
|
|
|
|
|
|
|
$
|
2,271,048
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Net interest income
|
|
|
|
|
89,778
|
|
|
|
|
|
|
82,753
|
|
|
|
|
|
|
|
||||||||||
Net yield on earning assets (1)
|
|
|
4.01
|
%
|
|
|
|
|
|
3.84
|
%
|
|
|
|
|
|
|
|
|
||||||||||
Net interest spread (2)
|
|
|
3.87
|
%
|
|
|
|
|
|
3.75
|
%
|
|
|
|
|
|
|
|
|
(1)
|
Net interest income on a tax equivalent basis divided by average interest-earning assets.
|
(2)
|
Average interest rate on interest-earning assets less average interest rate on interest-bearing liabilities.
|
|
Dollars In Thousands
|
||||||||||||||||||||||||||||
|
2017
|
|
2016
|
|
2017/2016 Change
|
||||||||||||||||||||||||
|
Average
Balance
|
|
Rates/Yields
|
|
Income/
Expense
|
|
Average
Balance
|
|
Rates/Yields
|
|
Income/
Expense
|
|
Due to
Volume
|
|
Due to
Rate
|
|
Total
|
||||||||||||
Loans, net of unearned interest
|
$
|
1,727,499
|
|
|
4.84
|
%
|
|
83,120
|
|
|
$
|
1,571,528
|
|
|
4.94
|
%
|
|
77,024
|
|
|
$
|
7,583
|
|
|
(1,487
|
)
|
|
6,096
|
|
Investment securities—taxable
|
277,511
|
|
|
1.94
|
|
|
5,397
|
|
|
308,251
|
|
|
1.85
|
|
|
5,714
|
|
|
(589
|
)
|
|
272
|
|
|
(317
|
)
|
|||
Investment securities—tax exempt
|
61,868
|
|
|
1.95
|
|
|
1,208
|
|
|
60,464
|
|
|
1.97
|
|
|
1,191
|
|
|
27
|
|
|
(10
|
)
|
|
17
|
|
|||
Taxable equivalent adjustment
|
—
|
|
|
1.01
|
|
|
622
|
|
|
—
|
|
|
1.02
|
|
|
614
|
|
|
15
|
|
|
(7
|
)
|
|
8
|
|
|||
Total tax-exempt investment securities
|
61,868
|
|
|
2.96
|
|
|
1,830
|
|
|
60,464
|
|
|
2.99
|
|
|
1,805
|
|
|
42
|
|
|
(17
|
)
|
|
25
|
|
|||
Total investment securities
|
339,379
|
|
|
2.13
|
|
|
7,227
|
|
|
368,715
|
|
|
2.04
|
|
|
7,519
|
|
|
(547
|
)
|
|
255
|
|
|
(292
|
)
|
|||
Loans held for sale
|
8,657
|
|
|
3.74
|
|
|
324
|
|
|
12,228
|
|
|
3.20
|
|
|
391
|
|
|
(127
|
)
|
|
60
|
|
|
(67
|
)
|
|||
Federal funds sold
|
10,475
|
|
|
.93
|
|
|
97
|
|
|
23,742
|
|
|
.11
|
|
|
26
|
|
|
(23
|
)
|
|
94
|
|
|
71
|
|
|||
Interest bearing deposits
|
77,606
|
|
|
.93
|
|
|
723
|
|
|
53,810
|
|
|
.52
|
|
|
278
|
|
|
158
|
|
|
287
|
|
|
445
|
|
|||
Restricted equity securities
|
3,012
|
|
|
5.01
|
|
|
151
|
|
|
3,012
|
|
|
4.05
|
|
|
122
|
|
|
—
|
|
|
29
|
|
|
29
|
|
|||
Total earning assets
|
2,166,628
|
|
|
4.25
|
|
|
91,642
|
|
|
2,033,035
|
|
|
4.23
|
|
|
85,360
|
|
|
7,044
|
|
|
(762
|
)
|
|
6,282
|
|
|||
Cash and due from banks
|
10,581
|
|
|
|
|
|
|
9,687
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Allowance for loan losses
|
(23,174
|
)
|
|
|
|
|
|
(23,013
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Bank premises and equipment
|
48,888
|
|
|
|
|
|
|
42,418
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Other assets
|
68,125
|
|
|
|
|
|
|
61,102
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total assets
|
$
|
2,271,048
|
|
|
|
|
|
|
$
|
2,123,229
|
|
|
|
|
|
|
|
|
|
|
|
|
Dollars In Thousands
|
||||||||||||||||||||||||||||
|
2017
|
|
2016
|
|
2017/2016 Change
|
||||||||||||||||||||||||
|
Average
Balance
|
|
Rates/Yields
|
|
Income/
Expense
|
|
Average
Balance
|
|
Rates/Yields
|
|
Income/
Expense
|
|
Due to
Volume
|
|
Due to
Rate
|
|
Total
|
||||||||||||
Deposits:
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||
Negotiable order of withdrawal accounts
|
$
|
478,691
|
|
|
.27
|
%
|
|
1,308
|
|
|
$
|
449,053
|
|
|
.31
|
%
|
|
1,371
|
|
|
$
|
87
|
|
|
(150
|
)
|
|
(63
|
)
|
Money market demand accounts
|
635,072
|
|
|
.26
|
|
|
1,681
|
|
|
582,408
|
|
|
.25
|
|
|
1,471
|
|
|
137
|
|
|
73
|
|
|
210
|
|
|||
Time deposits
|
519,732
|
|
|
1.03
|
|
|
5,353
|
|
|
511,590
|
|
|
.97
|
|
|
4,978
|
|
|
80
|
|
|
295
|
|
|
375
|
|
|||
Other savings deposits
|
132,557
|
|
|
.40
|
|
|
530
|
|
|
117,802
|
|
|
.38
|
|
|
444
|
|
|
58
|
|
|
28
|
|
|
86
|
|
|||
Total interest-bearing deposits
|
1,766,052
|
|
|
.50
|
|
|
8,872
|
|
|
1,660,853
|
|
|
.50
|
|
|
8,264
|
|
|
362
|
|
|
246
|
|
|
608
|
|
|||
Securities sold under repurchase agreements
|
1,382
|
|
|
.65
|
|
|
9
|
|
|
1,214
|
|
|
.25
|
|
|
3
|
|
|
—
|
|
|
6
|
|
|
6
|
|
|||
Federal funds purchased
|
1,176
|
|
|
.68
|
|
|
8
|
|
|
2,348
|
|
|
.72
|
|
|
17
|
|
|
(8
|
)
|
|
(1
|
)
|
|
(9
|
)
|
|||
Total interest-bearing liabilities
|
1,768,610
|
|
|
.50
|
|
|
8,889
|
|
|
1,664,415
|
|
|
.50
|
|
|
8,284
|
|
|
354
|
|
|
251
|
|
|
605
|
|
|||
Demand deposits
|
231,409
|
|
|
|
|
|
|
210,655
|
|
|
|
|
|
|
|
||||||||||||||
Other liabilities
|
11,352
|
|
|
|
|
|
|
10,831
|
|
|
|
|
|
|
|
||||||||||||||
Stockholders’ equity
|
259,677
|
|
|
|
|
|
|
237,328
|
|
|
|
|
|
|
|
||||||||||||||
Total liabilities and stockholders’ equity
|
$
|
2,271,048
|
|
|
|
|
|
|
$
|
2,123,229
|
|
|
|
|
|
|
|
||||||||||||
Net interest income
|
|
|
|
|
82,753
|
|
|
|
|
77,076
|
|
|
|
||||||||||||||||
Net yield on earning assets (1)
|
|
|
3.84
|
%
|
|
|
|
|
|
3.82
|
%
|
|
|
|
|
||||||||||||||
Net interest spread (2)
|
|
|
3.75
|
%
|
|
|
|
|
|
3.73
|
%
|
|
|
|
|
(1)
|
Net interest income on a tax equivalent basis divided by average interest-earning assets.
|
(2)
|
Average interest rate on interest-earning assets less average interest rate on interest-bearing liabilities.
|
II.
|
Investment Portfolio:
|
|
Securities Available-For-Sale
|
|||||||||||
|
(In Thousands)
|
|||||||||||
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Estimated
Market
Value
|
|||||
U.S. Government-sponsored enterprises (GSEs)
|
$
|
71,446
|
|
|
—
|
|
|
2,979
|
|
|
68,467
|
|
Mortgage-backed securities
|
152,375
|
|
|
9
|
|
|
4,874
|
|
|
147,510
|
|
|
Asset-backed securities
|
22,534
|
|
|
10
|
|
|
844
|
|
|
21,700
|
|
|
Obligations of states and political subdivisions
|
49,328
|
|
|
22
|
|
|
1,775
|
|
|
47,575
|
|
|
|
$
|
295,683
|
|
|
41
|
|
|
10,472
|
|
|
285,252
|
|
II.
|
Investment Portfolio, Continued:
|
|
Securities Held-To-Maturity
|
|||||||||||
|
(In Thousands)
|
|||||||||||
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Estimated
Market
Value
|
|||||
Mortgage-backed securities
|
$
|
9,886
|
|
|
31
|
|
|
156
|
|
|
9,761
|
|
Obligations of states and political subdivisions
|
22,594
|
|
|
66
|
|
|
310
|
|
|
22,350
|
|
|
|
$
|
32,480
|
|
|
97
|
|
|
466
|
|
|
32,111
|
|
|
Securities Available-For-Sale
|
|||||||||||
|
(In Thousands)
|
|||||||||||
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Estimated
Market
Value
|
|||||
U.S. Government-sponsored enterprises (GSEs)
|
$
|
74,690
|
|
|
4
|
|
|
1,714
|
|
|
72,980
|
|
Mortgage-backed securities
|
200,175
|
|
|
302
|
|
|
2,551
|
|
|
197,926
|
|
|
Asset-backed securities
|
26,387
|
|
|
—
|
|
|
789
|
|
|
25,598
|
|
|
Obligations of states and political subdivisions
|
37,197
|
|
|
7
|
|
|
992
|
|
|
36,212
|
|
|
|
$
|
338,449
|
|
|
313
|
|
|
6,046
|
|
|
332,716
|
|
II.
|
Investment Portfolio, Continued:
|
|
Securities Held-To-Maturity
|
|||||||||||
|
(In Thousands)
|
|||||||||||
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Estimated
Market
Value
|
|||||
Mortgage-backed securities
|
$
|
11,856
|
|
|
48
|
|
|
230
|
|
|
11,674
|
|
Obligations of states and political subdivisions
|
24,768
|
|
|
142
|
|
|
439
|
|
|
24,471
|
|
|
|
$
|
36,624
|
|
|
190
|
|
|
669
|
|
|
36,145
|
|
|
Securities Available-For-Sale
|
|||||||||||
|
(In Thousands)
|
|||||||||||
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Estimated
Market
Value
|
|||||
U.S. Government-sponsored enterprises (GSEs)
|
$
|
61,879
|
|
|
—
|
|
|
2,391
|
|
|
59,488
|
|
Mortgage-backed securities
|
166,316
|
|
|
496
|
|
|
2,447
|
|
|
164,365
|
|
|
Asset-backed securities
|
37,577
|
|
|
9
|
|
|
729
|
|
|
36,857
|
|
|
Obligations of states and political subdivisions
|
53,429
|
|
|
52
|
|
|
1,606
|
|
|
51,875
|
|
|
|
$
|
319,201
|
|
|
557
|
|
|
7,173
|
|
|
312,585
|
|
II.
|
Investment Portfolio, Continued:
|
B.
|
The following schedule details the contractual maturities and weighted average yields of investment securities of the Company. Actual maturities may differ from contractual maturities of mortgage and asset-backed securities because the mortgages or other assets underlying such securities may be called or prepaid with or without penalty. Therefore, these securities are not included in the maturity categories noted below as of December 31,
2018
:
|
Available-For-Sale Securities
|
Amortized
Cost
|
|
Estimated
Market
Value
|
|
Weighted
Average
Yields
|
||||
|
(In Thousands, Except Yields)
|
||||||||
Mortgage and asset-backed securities
|
$
|
174,909
|
|
|
169,210
|
|
|
2.47
|
%
|
U.S. Government-sponsored enterprises (GSEs):
|
|
|
|
|
|
||||
Less than one year
|
—
|
|
|
—
|
|
|
—
|
|
|
One to three years
|
5,025
|
|
|
4,913
|
|
|
1.68
|
|
|
Three to five years
|
12,000
|
|
|
11,655
|
|
|
1.86
|
|
|
Five to ten years
|
52,421
|
|
|
50,082
|
|
|
2.44
|
|
|
More than ten years
|
2,000
|
|
|
1,817
|
|
|
2.52
|
|
|
Total U.S. Government-sponsored enterprises (GSEs)
|
71,446
|
|
|
68,467
|
|
|
2.29
|
|
|
Obligations of states and political subdivisions*:
|
|
|
|
|
|
||||
Less than one year
|
2,230
|
|
|
2,234
|
|
|
2.77
|
|
|
One to three years
|
2,976
|
|
|
2,950
|
|
|
2.52
|
|
|
Three to five years
|
2,970
|
|
|
2,892
|
|
|
2.31
|
|
|
Five to ten years
|
24,183
|
|
|
23,101
|
|
|
2.36
|
|
|
More than ten years
|
16,969
|
|
|
16,398
|
|
|
3.06
|
|
|
Total obligations of states and political subdivisions
|
49,328
|
|
|
47,575
|
|
|
2.62
|
|
|
Total available-for-sale securities
|
$
|
295,683
|
|
|
285,252
|
|
|
2.46
|
%
|
*
|
Weighted average yield is stated on a tax-equivalent basis, assuming a weighted average Federal income tax rate of
21%
.
|
III.
|
Loan Portfolio:
|
|
In Thousands
|
||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||
Commercial, financial and agricultural
|
$
|
89,554
|
|
|
59,266
|
|
|
50,437
|
|
|
41,036
|
|
|
41,827
|
|
Real estate—construction
|
518,245
|
|
|
392,039
|
|
|
297,315
|
|
|
275,319
|
|
|
245,830
|
|
|
Real estate—mortgage
|
1,393,641
|
|
|
1,263,696
|
|
|
1,303,918
|
|
|
1,110,989
|
|
|
1,027,723
|
|
|
Installment
|
48,759
|
|
|
43,540
|
|
|
44,755
|
|
|
43,770
|
|
|
41,398
|
|
|
Total loans
|
2,050,199
|
|
|
1,758,541
|
|
|
1,696,425
|
|
|
1,471,114
|
|
|
1,356,778
|
|
|
Deferred loan fees
|
(7,020
|
)
|
|
(7,379
|
)
|
|
(6,606
|
)
|
|
(5,035
|
)
|
|
(4,341
|
)
|
|
Total loans, net of deferred fees
|
2,043,179
|
|
|
1,751,162
|
|
|
1,689,819
|
|
|
1,466,079
|
|
|
1,352,437
|
|
|
Less allowance for loan losses
|
(27,174
|
)
|
|
(23,909
|
)
|
|
(22,731
|
)
|
|
(22,900
|
)
|
|
(22,572
|
)
|
|
Net loans
|
$
|
2,016,005
|
|
|
1,727,253
|
|
|
1,667,088
|
|
|
1,443,179
|
|
|
1,329,865
|
|
III.
|
Loan Portfolio, Continued:
|
|
Amounts at December 31, 2018
|
|
|
|||||||||
|
Fixed
Rates
|
|
Variable
Rates
|
|
Totals
|
|
At
December
31, 2017
|
|||||
Based on contractual maturity:
|
|
|
|
|
|
|
|
|||||
Due within one year
|
$
|
251,028
|
|
|
72,175
|
|
|
323,203
|
|
|
15.8
|
%
|
Due in one year to five years
|
187,650
|
|
|
104,641
|
|
|
292,291
|
|
|
14.2
|
|
|
Due after five years
|
115,603
|
|
|
1,319,102
|
|
|
1,434,705
|
|
|
70.0
|
|
|
Totals
|
$
|
554,281
|
|
|
1,495,918
|
|
|
2,050,199
|
|
|
100.0
|
%
|
Based on contractual repricing dates:
|
|
|
|
|
|
|
|
|||||
Daily floating rate
|
$
|
—
|
|
|
36,581
|
|
|
36,581
|
|
|
1.8
|
%
|
Due within one year
|
251,028
|
|
|
393,013
|
|
|
644,041
|
|
|
31.4
|
|
|
Due in one year to five years
|
187,650
|
|
|
1,005,736
|
|
|
1,193,386
|
|
|
58.2
|
|
|
Due after five years
|
115,603
|
|
|
60,588
|
|
|
176,191
|
|
|
8.6
|
|
|
Totals
|
$
|
554,281
|
|
|
1,495,918
|
|
|
2,050,199
|
|
|
100.0
|
%
|
|
Due
Within
One Year
|
|
Due
in One
to Five
Years
|
|
Due
After
Five
Years
|
|
Total
|
|||||
Commercial, financial and agricultural
|
$
|
11,451
|
|
|
37,886
|
|
|
40,217
|
|
|
89,554
|
|
Real estate—construction
|
216,591
|
|
|
125,430
|
|
|
176,224
|
|
|
518,245
|
|
|
Real estate—mortgage
|
78,337
|
|
|
98,800
|
|
|
1,216,504
|
|
|
1,393,641
|
|
|
Installment
|
16,824
|
|
|
30,174
|
|
|
1,761
|
|
|
48,759
|
|
|
|
$
|
323,203
|
|
|
292,290
|
|
|
1,434,706
|
|
|
2,050,199
|
|
III.
|
Loan Portfolio, Continued:
|
|
In Thousands, Except Percentages
|
||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||
Non-accrual loans:
|
|
|
|
|
|
|
|
|
|
||||||
Commercial, financial and agricultural
|
$
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Real estate—construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Real estate—mortgage
|
2,050
|
|
|
2,039
|
|
|
3,565
|
|
|
4,909
|
|
|
616
|
|
|
Installment
|
—
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total non-accrual
|
$
|
2,050
|
|
|
2,040
|
|
|
3,565
|
|
|
4,909
|
|
|
616
|
|
Loans 90 days past due still accruing:
|
|
|
|
|
|
|
|
|
|
||||||
Commercial, financial and agricultural
|
$
|
24
|
|
|
—
|
|
|
14
|
|
|
41
|
|
|
6
|
|
Real estate—construction
|
32
|
|
|
113
|
|
|
22
|
|
|
—
|
|
|
73
|
|
|
Real estate—mortgage
|
1,058
|
|
|
716
|
|
|
1,642
|
|
|
1,883
|
|
|
1,424
|
|
|
Installment
|
95
|
|
|
148
|
|
|
129
|
|
|
54
|
|
|
38
|
|
|
Total loans 90 days past due still accruing
|
$
|
1,209
|
|
|
977
|
|
|
1,807
|
|
|
1,978
|
|
|
1,541
|
|
Troubled debt restructurings
|
$
|
2,492
|
|
|
4,084
|
|
|
4,596
|
|
|
4,104
|
|
|
8,040
|
|
Total non-performing loans
|
$
|
5,751
|
|
|
7,101
|
|
|
9,968
|
|
|
10,991
|
|
|
10,197
|
|
Total loans, net of deferred fees
|
$
|
2,043,179
|
|
|
1,751,162
|
|
|
1,689,819
|
|
|
1,466,079
|
|
|
1,352,437
|
|
Percentage of total non-performing loans to total loans outstanding, net of deferred fees
|
.28
|
%
|
|
.41
|
|
|
.59
|
|
|
.75
|
|
|
.75
|
|
|
Other real estate owned
|
$
|
1,357
|
|
|
1,635
|
|
|
4,527
|
|
|
5,410
|
|
|
7,298
|
|
III.
|
Loan Portfolio, Continued:
|
IV.
|
Summary of Loan Loss Experience:
|
|
In Thousands, Except Percentages
|
||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||
Allowance for loan losses at beginning of period
|
$
|
23,909
|
|
|
22,731
|
|
|
22,900
|
|
|
22,572
|
|
|
22,935
|
|
Charge-offs:
|
|
|
|
|
|
|
|
|
|
||||||
Commercial, financial and agricultural
|
—
|
|
|
(16
|
)
|
|
(11
|
)
|
|
—
|
|
|
(37
|
)
|
|
Real estate – construction
|
(19
|
)
|
|
—
|
|
|
(66
|
)
|
|
(26
|
)
|
|
(7
|
)
|
|
Real estate – mortgage
|
(492
|
)
|
|
(132
|
)
|
|
(209
|
)
|
|
(414
|
)
|
|
(1,436
|
)
|
|
Installment
|
(1,152
|
)
|
|
(1,074
|
)
|
|
(674
|
)
|
|
(664
|
)
|
|
(387
|
)
|
|
|
(1,663
|
)
|
|
(1,222
|
)
|
|
(960
|
)
|
|
(1,104
|
)
|
|
(1,867
|
)
|
|
Recoveries:
|
|
|
|
|
|
|
|
|
|
||||||
Commercial, financial and agricultural
|
3
|
|
|
6
|
|
|
15
|
|
|
7
|
|
|
464
|
|
|
Real estate – construction
|
88
|
|
|
121
|
|
|
34
|
|
|
39
|
|
|
324
|
|
|
Real estate – mortgage
|
116
|
|
|
174
|
|
|
131
|
|
|
767
|
|
|
84
|
|
|
Installment
|
423
|
|
|
418
|
|
|
232
|
|
|
231
|
|
|
134
|
|
|
|
630
|
|
|
719
|
|
|
412
|
|
|
1,044
|
|
|
1,006
|
|
|
Net loan charge-offs
|
(1,033
|
)
|
|
(503
|
)
|
|
(548
|
)
|
|
(60
|
)
|
|
(861
|
)
|
|
Provision for loan losses charged to expense
|
4,298
|
|
|
1,681
|
|
|
379
|
|
|
388
|
|
|
498
|
|
|
Allowance for loan losses at end of period
|
$
|
27,174
|
|
|
23,909
|
|
|
22,731
|
|
|
22,900
|
|
|
22,572
|
|
Total loans, net of deferred fees, at end of year
|
$
|
2,043,179
|
|
|
1,751,162
|
|
|
1,689,819
|
|
|
1,466,079
|
|
|
1,352,437
|
|
Average total loans outstanding, net of deferred fees, during year
|
$
|
1,898,772
|
|
|
1,727,499
|
|
|
1,571,528
|
|
|
1,418,561
|
|
|
1,261,131
|
|
Net charge-offs as a percentage of average total loans outstanding, net of deferred fees, during year
|
0.05
|
%
|
|
0.03
|
|
|
0.04
|
|
|
0.01
|
|
|
0.07
|
|
|
Ending allowance for loan losses as a percentage of total loans outstanding net of deferred fees, at end of year
|
1.33
|
%
|
|
1.37
|
|
|
1.35
|
|
|
1.56
|
|
|
1.67
|
|
|
December 31, 2018
|
|
December 31, 2017
|
||||||||||
|
In
Thousands
|
|
Percent of
Loans In
Each Category
To Total Loans
|
|
In
Thousands
|
|
Percent of
Loans In
Each Category
To Total Loans
|
||||||
Commercial, financial and agricultural
|
$
|
682
|
|
|
4.3
|
%
|
|
$
|
411
|
|
|
3.4
|
%
|
Real estate—construction
|
7,084
|
|
|
25.3
|
|
|
6,094
|
|
|
22.3
|
|
||
Real estate—mortgage
|
18,601
|
|
|
68.0
|
|
|
16,738
|
|
|
71.9
|
|
||
Installment
|
807
|
|
|
2.4
|
|
|
666
|
|
|
2.4
|
|
||
|
$
|
27,174
|
|
|
100.0
|
%
|
|
$
|
23,909
|
|
|
100.0
|
%
|
|
December 31, 2016
|
|
December 31, 2015
|
||||||||||
|
In
Thousands
|
|
Percent of
Loans In
Each Category
To Total Loans
|
|
In
Thousands
|
|
Percent of
Loans In
Each Category
To Total Loans
|
||||||
Commercial, financial and agricultural
|
$
|
386
|
|
|
3.0
|
%
|
|
$
|
339
|
|
|
2.8
|
%
|
Real estate—construction
|
5,387
|
|
|
17.5
|
|
|
5,136
|
|
|
18.7
|
|
||
Real estate—mortgage
|
16,396
|
|
|
76.9
|
|
|
16,983
|
|
|
75.5
|
|
||
Installment
|
562
|
|
|
2.6
|
|
|
442
|
|
|
3.0
|
|
||
|
$
|
22,731
|
|
|
100.0
|
%
|
|
$
|
22,900
|
|
|
100.0
|
%
|
|
December 31, 2014
|
|||||
|
In
Thousands
|
|
Percent of
Loans In
Each Category
To Total Loans
|
|||
Commercial, financial and agricultural
|
$
|
178
|
|
|
3.1
|
%
|
Real estate—construction
|
5,578
|
|
|
18.1
|
|
|
Real estate—mortgage
|
16,492
|
|
|
75.8
|
|
|
Installment
|
324
|
|
|
3.0
|
|
|
|
$
|
22,572
|
|
|
100.0
|
%
|
V.
|
Deposits:
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
|
Average
Balance
In
Thousands
|
|
Average
Rate
|
|
Average
Balance
In
Thousands
|
|
Average
Rate
|
|
Average
Balance
In
Thousands
|
|
Average
Rate
|
|||||||||
Non-interest bearing deposits
|
$
|
250,328
|
|
|
—
|
%
|
|
$
|
231,409
|
|
|
—
|
%
|
|
$
|
210,655
|
|
|
—
|
%
|
Negotiable order of withdrawal accounts
|
503,312
|
|
|
.36
|
|
|
478,691
|
|
|
.27
|
|
|
449,053
|
|
|
.31
|
|
|||
Money market demand accounts
|
668,007
|
|
|
.52
|
|
|
635,072
|
|
|
.26
|
|
|
582,408
|
|
|
.25
|
|
|||
Time deposits
|
556,054
|
|
|
1.43
|
|
|
519,732
|
|
|
1.03
|
|
|
511,590
|
|
|
.97
|
|
|||
Other savings
|
139,664
|
|
|
.53
|
|
|
132,557
|
|
|
.40
|
|
|
117,802
|
|
|
.38
|
|
|||
|
$
|
2,117,365
|
|
|
.66
|
%
|
|
$
|
1,997,461
|
|
|
.44
|
%
|
|
$
|
1,871,508
|
|
|
.44
|
%
|
|
In Thousands
|
||||||||
|
Certificates
of
Deposit
|
|
Individual
Retirement
Accounts
|
|
Total
|
||||
Less than three months
|
$
|
30,409
|
|
|
3,745
|
|
|
34,154
|
|
Three to six months
|
31,876
|
|
|
3,269
|
|
|
35,145
|
|
|
Six to twelve months
|
79,975
|
|
|
6,273
|
|
|
86,248
|
|
|
More than twelve months
|
179,420
|
|
|
20,014
|
|
|
199,434
|
|
|
|
$
|
321,680
|
|
|
33,301
|
|
|
354,981
|
|
VI.
|
Return on Equity and Assets:
|
|
2018
|
|
2017
|
|
2016
|
|||
Return on assets
(Net income divided by average total assets)
|
1.35
|
%
|
|
1.04
|
%
|
|
1.21
|
%
|
Return on equity
(Net income divided by average equity)
|
11.70
|
%
|
|
9.06
|
%
|
|
10.80
|
%
|
Dividend payout ratio
(Dividends declared per share divided by net income per share)
|
29.13
|
%
|
|
28.76
|
%
|
|
22.49
|
%
|
Equity to asset ratio
(Average equity divided by average total assets)
|
11.56
|
%
|
|
11.43
|
%
|
|
11.18
|
%
|
Leverage capital ratio
(Equity excluding the net unrealized gain (loss) on available-for-sale securities and intangible assets divided by average total assets)
|
12.31
|
%
|
|
11.86
|
%
|
|
11.17
|
%
|
VI.
|
Return on Equity and Assets, Continued:
|
VI.
|
Return on Equity and Assets, Continued:
|
|
Repricing Within
|
|||||||||||||||||
(In Thousands)
|
Total
|
|
0-30 Days
|
|
31-90 Days
|
|
91-180 Days
|
|
181-365 Days
|
|
Over 1 Year
|
|||||||
Earning assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Loans, net of deferred fees
|
$
|
2,043,179
|
|
|
260,753
|
|
|
83,359
|
|
|
111,624
|
|
|
217,866
|
|
|
1,369,577
|
|
Securities
|
285,252
|
|
|
15,563
|
|
|
860
|
|
|
2,403
|
|
|
7,269
|
|
|
259,157
|
|
|
Loans held for sale
|
7,484
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
7,484
|
|
|
Interest bearing deposits
|
80,215
|
|
|
80,215
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Federal funds sold
|
9,000
|
|
|
9,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Restricted equity securities
|
3,012
|
|
|
3,012
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total earning assets
|
2,428,142
|
|
|
368,543
|
|
|
84,219
|
|
|
114,027
|
|
|
225,135
|
|
|
1,636,218
|
|
|
Interest-bearing liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||
Negotiable order of withdrawal accounts
|
503,435
|
|
|
503,435
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Money market demand accounts
|
727,654
|
|
|
727,654
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Individual retirement accounts
|
76,568
|
|
|
4,692
|
|
|
6,615
|
|
|
9,114
|
|
|
14,452
|
|
|
41,695
|
|
|
Other savings
|
136,645
|
|
|
136,645
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Certificates of deposit
|
537,196
|
|
|
20,077
|
|
|
37,316
|
|
|
58,266
|
|
|
139,853
|
|
|
281,684
|
|
|
|
1,981,498
|
|
|
1,392,503
|
|
|
43,931
|
|
|
67,380
|
|
|
154,305
|
|
|
323,379
|
|
|
Interest-sensitivity gap
|
$
|
446,644
|
|
|
(1,023,960
|
)
|
|
40,288
|
|
|
46,647
|
|
|
70,830
|
|
|
1,312,839
|
|
Cumulative gap
|
|
|
(1,023,960
|
)
|
|
(983,672
|
)
|
|
(937,025
|
)
|
|
(866,195
|
)
|
|
446,644
|
|
||
Interest-sensitivity gap as % of total assets
|
|
|
(40.3
|
)%
|
|
1.6
|
%
|
|
1.8
|
%
|
|
2.8
|
%
|
|
51.6
|
%
|
||
Cumulative gap as % of total assets
|
|
|
(40.3
|
)%
|
|
(38.7
|
)%
|
|
(36.8
|
)%
|
|
(34.1
|
)%
|
|
17.6
|
%
|
•
|
a decrease in deposit balances or the demand for loans and other products and services the Company offers;
|
•
|
an increase in the number of borrowers who become delinquent, file for protection under bankruptcy laws or default on their loans or other obligations to the Company, which could lead to higher levels of nonperforming assets, net charge-offs and provisions for credit losses;
|
•
|
a decrease in the value of loans and other assets secured by real estate;
|
•
|
a decrease in net interest income from the Company’s lending and deposit gathering activities; and
|
•
|
an increase in competition resulting from financial services companies.
|
•
|
maintain loan quality in the context of significant loan growth;
|
•
|
identify and expand into suitable markets;
|
•
|
obtain regulatory and other approvals;
|
•
|
identify and acquire suitable sites for new banking offices;
|
•
|
attract sufficient deposits and capital to fund anticipated loan growth;
|
•
|
avoid diversion or disruption of its existing operations or management as well as those of an acquired institution;
|
•
|
maintain adequate management personnel and systems to oversee and support such growth;
|
•
|
maintain adequate internal audit, loan review and compliance functions; and
|
•
|
implement additional policies, procedures and operating systems required to support such growth.
|
•
|
explicit standards as to capital and financial condition;
|
•
|
limitations on the permissible types, amounts and extensions of credit and investments;
|
•
|
restrictions on permissible non-banking activities; and
|
•
|
restrictions on dividend payments.
|
Plan Category
|
Number of securities to be issued upon exercise of outstanding options, warrants and rights
|
|
Weighted-average exercise price of outstanding options, warrants and rights
|
|
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in first column)
|
|||
Equity compensation plans approved by shareholders
|
277,820
|
|
|
40.11
|
|
|
537,892
|
|
Equity compensation plans not approved by shareholders
|
—
|
|
|
—
|
|
|
—
|
|
Total
|
277,820
|
|
|
40.11
|
|
|
537,892
|
|
2.1
|
|
|
|
|
|
||
2.2
|
|
|
|
|
|
||
3.1
|
|
|
|
|
|
||
3.2
|
|
|
|
|
|
||
4.1
|
|
|
|
|
|
||
10.1
|
|
|
|
|
|
||
10.2
|
|
|
|
|
|
||
10.3
|
|
|
|
|
|
||
10.4
|
|
|
|
|
|
||
10.5
|
|
|
|
|
|
||
10.6
|
|
|
|
|
|
||
10.7
|
|
|
10.8
|
|
|
|
|
|
||
10.9
|
|
|
|
|
|
||
10.10
|
|
|
|
|
|
||
10.11
|
|
|
|
|
|
||
10.12
|
|
|
|
|
|
||
10.13
|
|
|
|
|
|
||
10.14
|
|
|
|
|
|
||
10.15
|
|
|
|
|
|
||
10.16
|
|
|
|
|
|
||
10.17
|
|
|
|
|
|
||
10.18
|
|
|
|
|
|
||
10.19
|
|
|
10.20
|
|
|
|
|
|
||
10.21
|
|
|
|
|
|
||
10.22
|
|
|
|
|
|
||
10.23
|
|
|
|
|
|
||
10.24
|
|
|
|
|
|
||
10.25
|
|
|
|
|
|
||
10.26
|
|
|
|
|
|
||
10.27
|
|
|
|
|
|
||
10.28
|
|
|
|
|
|
||
10.29
|
|
|
|
|
|
||
10.30
|
|
|
|
|
|
||
10.31
|
|
|
10.32
|
|
|
|
|
|
||
10.33
|
|
|
|
|
|
||
10.34
|
|
|
|
|
|
||
10.35
|
|
|
|
|
|
||
10.36
|
|
|
|
|
|
||
10.37
|
|
|
|
|
|
||
10.38
|
|
|
|
|
|
||
10.39
|
|
|
|
|
|
||
10.40
|
|
|
|
|
|
||
10.41
|
|
|
|
|
|
||
10.42
|
|
|
|
|
|
||
10.43
|
|
|
10.45
|
|
|
|
|
|
||
10.46
|
|
|
|
|
|
|
|
10.47
|
|
|
|
|
|
|
|
10.48
|
|
|
|
|
|
|
|
10.49
|
|
|
|
|
|
|
|
10.50
|
|
|
|
|
|
|
|
10.51
|
|
|
|
|
|
|
|
10.52
|
|
|
|
|
|
|
|
10.53
|
|
|
|
|
|
|
|
10.54
|
|
|
|
|
|
|
|
10.55
|
|
|
|
|
|
|
|
10.56
|
|
|
|
|
|
|
|
10.57
|
|
|
|
|
|
|
10.58
|
|
|
|
|
|
|
|
10.59
|
|
|
|
|
|
|
|
10.60
|
|
|
|
|
|
|
|
10.61
|
|
|
|
|
|
|
|
10.62
|
|
|
|
|
|
|
|
10.63
|
|
|
|
|
|
|
|
10.64
|
|
|
|
|
|
|
|
10.65
|
|
|
|
|
|
|
|
10.66
|
|
|
|
|
|
|
|
10.67
|
|
|
|
|
|
|
|
10.68
|
|
|
|
|
|
|
|
13.1
|
|
|
|
|
|
||
21.1
|
|
|
|
|
|
||
23.1
|
|
|
|
|
|
||
31.1
|
|
|
|
|
|
||
31.2
|
|
|
|
|
|
||
32.1
|
|
|
|
|
|
32.2
|
|
|
|
|
|
||
101
|
|
|
Interactive Data File.
|
WILSON BANK HOLDING COMPANY
|
||
By:
|
|
/s/ J. Randall Clemons
|
Name:
|
|
J. Randall Clemons
|
Title:
|
|
President and Chief Executive Officer
|
Date:
|
|
March 8, 2019
|
Signature
|
|
Title
|
|
Date
|
|
|
|
||
/s/ J. Randall Clemons
J. Randall Clemons
|
|
President, Chief Executive Officer and Director (Principal Executive Officer)
|
|
March 8, 2019
|
|
|
|
||
/s/ Lisa Pominski
Lisa Pominski
|
|
Chief Financial Officer (Principal Financial and Accounting Officer)
|
|
March 8, 2019
|
|
|
|
||
/s/ John C. McDearman, III
John C. McDearman, III
|
|
Executive Vice President & Director
|
|
March 8, 2019
|
|
|
|
||
/s/ Jack W. Bell
Jack W. Bell
|
|
Director
|
|
March 8, 2019
|
|
|
|
||
/s/ James F. Comer
James F. Comer
|
|
Director
|
|
March 8, 2019
|
|
|
|
|
|
/s/ Robert H. Goodall, Jr.
Robert H. Goodall, Jr.
|
|
Director
|
|
March 8, 2019
|
|
|
|
||
/s/ William P. Jordan
William P. Jordan
|
|
Director
|
|
March 8, 2019
|
|
|
|
||
/s/ James Anthony Patton
James Anthony Patton
|
|
Director
|
|
March 8, 2019
|
|
|
|
|
|
/s/ H. Elmer Richerson
H. Elmer Richerson
|
|
Director
|
|
March 8, 2019
|
I.
|
DEFINITIONS
|
II.
|
POLICY TITLE AND OWNERSHIP
|
III.
|
BENEFICIARY DESIGNATION RIGHTS
|
IV.
|
PREMIUM PAYMENT METHOD
|
V.
|
TAXABLE BENEFIT
|
VI.
|
DIVISION OF DEATH PROCEEDS
|
A.
|
Upon the death of the Insured while employed by the Bank, the Insured’s beneficiary(ies), designated in accordance with Paragraph III, shall be entitled to an amount equal to one hundred percent (100%) of the net-at-risk insurance portion of the proceeds. Notwithstanding the foregoing, or any other provision of this Agreement, upon the death of the Insured subsequent to a termination of service (except in the case of the Insured’s assumption of the Agreement pursuant to Section VIII herein), all proceeds (including any death benefit) payable hereunder shall be retained by the Bank and neither the Insured nor their beneficiary(ies) shall have any rights regarding the proceeds under this Agreement. The net-at-risk insurance portion is the total proceeds less the cash value of the policy.
|
B.
|
The Bank shall be entitled to the remainder of such proceeds.
|
C.
|
The Bank and the Insured (or assignees) shall share in any interest due on the death proceeds on a pro rata basis as the proceeds due each respectively bears to the total proceeds, excluding any such interest.
|
VII.
|
DIVISION OF THE CASH SURRENDER VALUE OF THE POLICY
|
VIII.
|
TERMINATION OF AGREEMENT
|
A.
|
The Insured shall terminate employment with the Bank for any reason; or
|
B.
|
Surrender, lapse, or other termination of the policy by the Bank.
|
A.
|
The Bank’s share of the cash value of the policy on the date of such assignment, as defined in this Agreement; or
|
B.
|
The amount of the premiums that have been paid by the Bank prior to the date of such assignment.
|
IX.
|
INSURED’S OR ASSIGNEE’S ASSIGNMENT RIGHTS
|
X.
|
AGREEMENT BINDING UPON THE PARTIES
|
XI.
|
ERISA PROVISIONS
|
A.
|
Named Fiduciary and Plan Administrator
.
|
B.
|
Funding Policy
.
|
C.
|
Basis of Payment of Benefits
.
|
D.
|
Claim Procedures
.
|
(b)
|
a reference to the relevant provisions of the Agreement upon which the denial is based;
|
(c)
|
a description of any additional material or information necessary for the claimant to perfect the claim, together with an explanation of why such material or information is necessary; and
|
XII.
|
GENDER
|
XIII.
|
INSURANCE COMPANY NOT A PARTY TO THIS AGREEMENT
|
XIV.
|
CHANGE OF CONTROL
|
XV.
|
AMENDMENT OR REVOCATION
|
XVI.
|
EFFECTIVE DATE
|
XVII.
|
SEVERABILITY AND INTERPRETATION
|
XVIII.
|
APPLICABLE LAW
|
|
|
WILSON BANK & TRUST
|
|
|
Lebanon, Tennessee
|
|
|
|
/s/ Lisa Pominski
|
By:
|
/s/ Elmer Richerson, President
|
Witness
|
|
Title
|
|
|
|
/s/ Gary Whitaker
|
|
/s/ Clark Oakley
|
Witness
|
|
CLARK OAKLEY
|
Name
|
Address
|
Relationship
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Clark Oakley
|
|
11-23-2012
|
CLARK OAKLEY
|
|
Date
|
1.2.
|
“Actuarial (Actuarially) Equivalent”
means a benefit of equivalent value to the
|
1.3.
|
“Beneficiary”
means each designated person, or the estate of the deceased
|
1.4.
|
“Beneficiary Designation Form”
means the form established from time to time
|
1.5.
|
“Board”
means the Board of Directors of the Employer.
|
1.6.
|
“Change in Control”
shall be deemed to have taken place if there occurs a
|
1.7.
|
“Disability”
shall mean the Executive (i) is unable to engage in any substantial
|
1.8.
|
“Early Retirement Date”
means the date of retirement from service which is
|
1.9.
|
“ERISA”
means the Employee Retirement Income Security Act of 1974.
|
1.10.
|
“Rider”
means the Income Rider attached to the Annuity Contract as an endorsement.
|
1.11.
|
“Normal Retirement Age”
means age sixty-five (65).
|
1.12.
|
“Plan Administrator”
means the plan administrator described in Article 8.
|
2.1.
|
Ownership of the Annuity Contract.
The Employer is the sole owner of the
|
2.2.
|
Right to Annuity Contract.
Notwithstanding any provision hereof to the contrary,
|
2.3.
|
Rabbi Trust.
Employer may establish a “rabbi trust” to which contributions may
|
3.1
|
Normal Retirement Benefit.
Upon the Executive’s Separation from Service on or
|
3.2
|
Early Retirement Benefit.
Upon the Executive’s Separation from Service on or
|
3.3
|
Other Separation from Service.
In the event that the Executive incurs a
|
3.4
|
Disability Benefit.
Upon the Executive’s Disability while actively employed by the
|
3.5
|
Death Benefits during Active Employment.
Upon the death of the Executive while
|
3.6
|
Death Benefit On or After Benefit Commencement.
Upon death of the Executive after
|
3.7
|
Change in Control Benefit.
Upon a Change in Control, the Executive will be one hundred
|
3.8
|
Restriction on Timing of Distributions.
Notwithstanding any provision of this
|
3.9
|
Coordination of Benefits.
Notwithstanding any other provision of this Agreement to the
|
4.1.
|
Beneficiary Designations.
The Executive shall have the right to designate at any time a
|
4.2.
|
Beneficiary Designation; Changes.
The Executive shall designate a Beneficiary by
|
4.3.
|
Acknowledgment.
No designation or change in designation of a Beneficiary shall be
|
4.4.
|
No Beneficiary Designation.
If the Executive dies without a valid Beneficiary
|
4.5.
|
Facility of Payment.
If a benefit is payable to a minor, to a person declared
|
6.1.
|
Claims Procedure.
A person or Beneficiary (a
“claimant”)
who has not received benefits
|
(a)
|
Initiation - Written Claim.
In the event that benefits under this Agreement are not
|
7.1.
|
Amendments and Termination.
Strictly in compliance with section 409A of the Code,
|
7.2.
|
Binding Effect.
This Agreement shall bind the Executive and the Employer and their
|
7.3.
|
No Guarantee of Employment.
This Agreement is not an employment policy or contract.
|
7.4.
|
Non-Transferability.
Benefits under this Agreement cannot be sold, transferred, assigned,
|
7.5.
|
Tax Withholding.
The Employer shall withhold any taxes that are required to be withheld
|
7.6.
|
Applicable Law.
Except to the extent preempted by the laws of the United States of
|
7.7.
|
Unfunded Arrangement.
The Executive and the Executive’s Beneficiary are general
|
7.8.
|
Severability.
If any provision of this Agreement is held invalid, such invalidity shall
|
7.9.
|
Headings.
The headings of sections herein are included solely for convenience of
|
7.10.
|
Notices.
All notices, requests, demands, and other communications hereunder shall be in
|
7.11.
|
Entire Agreement.
This Agreement constitutes the entire agreement between the Employer
|
7.12.
|
Payment of Legal Fees.
In the event litigation ensues between the parties concerning
|
8.1.
|
Plan Administrator Duties.
This Agreement shall be administered by a Plan Administrator
|
8.2.
|
Agents.
In the administration of this Agreement, the Plan Administrator may employ
|
8.3.
|
Binding Effect of Decisions.
The decision or action of the Plan Administrator with
|
8.4.
|
Indemnity of Plan Administrator.
The Plan Administrator shall not be liable to any person
|
8.5.
|
Employer Information.
To enable the Plan Administrator to perform its functions, the
|
THE EXECUTIVE:
|
|
WILSON BANK & TRUST
|
|
|
|
/s/ Clark Oakley
|
By:
|
/s/ Elmer Richerson
|
CLARK OAKLEY
|
|
ELMER RICHERSON
|
|
Its:
|
President
|
As of
|
Early Termination Annual Benefit
|
Jan 2012
|
431
|
Jan 2013
|
2,072
|
Jan 2014
|
4,275
|
Jan 2015
|
7,088
|
Jan 2016
|
10,565
|
Jan 2017
|
14,766
|
Jan 2018
|
19,752
|
Jan 2019
|
25,593
|
Jan 2020
|
32,362
|
Jan 2021
|
40,137
|
Jan 2022
|
49,005
|
Jan 2023
|
57,900
|
Primary:
|
|
|
|
|
|
|
|
|
|
|
|
Contingent:
|
|
|
|
|
|
|
|
|
Signature:
|
|
/s/ Clark Oakley
|
|
|
|
CLARK OAKLEY
|
|
Date:
|
|
11/23/2012
|
|
|
|
|
Accepted by the Employer this 23rd day of November, 2012.
|
|||
|
|
|
|
|
By:
|
|
/s/ Elmer Richerson
|
|
|
|
|
|
Print Name:
|
|
Elmer Richerson
|
|
|
|
|
|
Title:
|
|
President
|
1.
|
In the
event that
benefits become payable
under the
Agreement
,
in all cases
except
for the Disability Benefit payable
prior to
Normal Retirement
Age the applicable
benefit payable
will
be increased by the amount of Three Hundred Thirty Dollars ($330.00) annually, with such benefits payable at the same time and in the same form as provided in the Agreement and in accordance with Section 409A of the Code.
|
2.
|
Paragraph 3.4
,
“Disability Benefit
”
is hereby
deleted
in its entirety and
replaced with the
|
3.
|
Paragraph 3.9
,
“Coordination of Benefits”
,
is hereby deleted in its entirety
.
|
|
|
|
WILSON BANK AND TRUST
|
|
|
|
|
Lebanon, Tennessee
|
|
|
|
|
|
|
Witness:
|
/s/ Christy Norton
|
|
By:
|
/s/ Elmer Richerson
|
|
|
|
|
|
|
|
|
Title:
|
President
|
|
|
|
|
|
Witness:
|
/s/ Lisa Pominski
|
|
/s/ Clark Oakley
|
|
|
|
|
Clark Oakley
|
1.1.
|
“Account Balance”
means, as of any date, the liability that should be accrued by the Bank
|
1.2.
|
“Annuity Contract”
means the following annuity contract(s) purchased and solely
|
1.3.
|
“Beneficiary”
means the person or entity designated, or otherwise determined in
|
1.4.
|
“Beneficiary Designation Form”
means the form established from time to time by the
|
1.5.
|
“Board”
means the Board of Directors of the Employer.
|
1.6.
|
“Change in Control”
shall be deemed to have taken place if there occurs a "change in
|
1.7.
|
“Disability”
shall mean the Executive (i) is unable to engage in any substantial gainful
|
1.8.
|
“ERISA”
means the Employee Retirement Income Security Act of 1974.
|
1.9.
|
“Rider”
means the income rider attached to the Annuity Contract as an endorsement
|
1.10.
|
“Normal Retirement Age”
means age sixty-five (65).
|
1.11.
|
“Normal Retirement Date”
means the date the Executive Separates from Service after reaching Normal Retirement Age.
|
2.2.
|
Ownership of the Annuity Contract.
The Bank is the sole owner of the Annuity Contract,
|
2.4.
|
Rabbi Trust.
Employer may establish a “rabbi trust” to which contributions may be made
|
3.1.
|
Normal Retirement Benefit.
Upon the Executive’s Separation from Service on or after
|
3.2.
|
Other Separation from Service.
In the event the Executive should Separate from Service
|
3.3.
|
Disability Benefit.
Upon the Executive’s Disability while actively employed by the
|
3.4.
|
Preretirement Death Benefit.
Upon death of the Executive while in service to the
|
3.5.
|
Postretirement Death Benefit.
Upon death of the Executive after benefit payments
|
3.6.
|
Change in Control Benefit.
Upon a Change in Control, the Executive will be one hundred
|
3.7.
|
Restriction on Timing of Distributions.
Notwithstanding the applicable provisions of this
|
4.1.
|
Beneficiary Designations.
The Executive shall have the right to designate at any
|
4.2.
|
Beneficiary Designation; Changes.
The Executive shall designate a Beneficiary by
|
4.3.
|
Acknowledgment.
No designation or change in designation of a Beneficiary shall be
|
4.4.
|
No Beneficiary Designation.
If the Executive dies without a valid Beneficiary
|
4.5.
|
Facility of Payment.
If a benefit is payable to a minor, to a person declared incapacitated,
|
6.1.
|
Claims Procedure.
A person or Beneficiary (a
“claimant”)
who has not received benefits
|
(a)
|
Initiation - Written Claim.
The claimant initiates a claim by submitting to the Plan
|
(b)
|
Timing of Plan Administrator Response.
The Plan Administrator shall respond
|
(c)
|
Notice of Decision
.
If the
Plan
Administrator denies part or all
of
the claim, the
|
(i)
|
The
specific reasons for
the
denial
,
|
(ii)
|
A reference to the specific provisions of the
Plan
on which the
|
(iii)
|
A description of any additional information or material necessary for the claimant
to
perfect the
claim
and an explanation
of
why it is
needed,
|
(iv)
|
An
explanation
of
the Plan’s review procedures and the time limits
|
(v)
|
A statement of the claimant’s right
to
bring a civil action under ERISA Section 502
(
a
)
following
an
adverse benefit determination on review
.
|
6.2.
|
Review Procedure.
If the Plan Administrator denies part or all of the claim, the claimant
|
(a)
|
Initiation - Written Request.
To initiate the review, the claimant, within 60 days
|
(b)
|
Additional Submissions - Information Access.
The claimant shall then have the
|
(c)
|
Considerations on Review.
In considering the review, the Plan Administrator
|
(d)
|
Timing of Plan Administrator Response.
The Plan Administrator shall respond
|
(e)
|
Notice of Decision.
The Plan Administrator shall notify the claimant in writing of
|
(i)
|
The specific reasons for the denial,
|
(ii)
|
A reference to the specific provisions of the Plan on which the
|
(iii)
|
A statement that the claimant is entitled to receive, upon request and free of charge, reasonable access to, and copies of, all documents, records and other information relevant (as defined in applicable ERISA regulations) to the claimant’s claim for benefits, and
|
(iv)
|
A statement of the claimant’s right to bring a civil action under ERISA
|
7.2.
|
No Guarantee of Employment.
This Plan is not an employment policy or contract. It does
|
7.3.
|
Non-Transferability.
Benefits under this Plan cannot be sold, transferred, assigned,
|
7.4.
|
Tax Withholding.
The Employer shall withhold any taxes that are required to be withheld
|
7.5.
|
Applicable Law.
Except to the extent preempted by the laws of the United States of
|
7.6.
|
Unfunded Arrangement.
The Executive and his/her Beneficiary are general unsecured
|
7.7.
|
Benefit Provision.
Notwithstanding the provisions of this Plan in the payment of the
|
7.8.
|
Severability.
If any provision of this Plan is held invalid, such invalidity shall not affect
|
7.9.
|
Headings.
The headings of articles herein are included solely for convenience of
|
7.11.
|
Payment of Legal Fees.
In the event litigation ensues between the parties concerning the
|
8.1.
|
Plan Administrator Duties.
This Plan shall be administered by a Plan Administrator
|
8.2.
|
Agents.
In the administration of this Plan, the Plan Administrator may employ agents and
|
8.3.
|
Binding Effect of Decisions.
The decision or action of the Plan Administrator with
|
8.4.
|
Indemnity of Plan Administrator.
The Plan Administrator shall not be liable to any person
|
8.5.
|
Employer Information.
To enable the Plan Administrator to perform its functions, the
|
THE EXECUTIVE:
|
|
|
WILSON BANK & TRUST
|
|
|
|
|
/s/ Clark Oakley
|
|
By:
|
/s/ Elmer Richerson
|
CLARK OAKLEY
|
|
Title:
|
President
|
Primary:
|
|
|
|
|
|
|
|
|
|
|
|
Contingent:
|
|
|
|
|
|
|
|
|
|
Signature:
|
/s/ Clark Oakley
|
|
|
|
Clark Oakley
|
|
|
|
|
|
|
Date:
|
May 22, 2015
|
|
|
|
|
Accepted by the Employer this 22nd day of May, 2015.
|
|||
|
|
|
|
|
|
By:
|
/s/ Elmer Richerson
|
|
|
|
|
|
|
Print Name
|
Elmer Richerson
|
|
|
|
|
|
|
Title:
|
President
|
|
|
|
WILSON BANK AND TRUST
|
|
|
|
|
Lebanon, Tennessee
|
|
|
|
|
|
|
Witness:
|
/s/ Christy Norton
|
|
By:
|
/s/ Elmer Richerson
|
|
|
|
Title:
|
President
|
|
|
|
|
|
Witness:
|
/s/ Lisa Pominski
|
|
|
/s/ Clark Oakley
|
|
|
|
|
Clark Oakley
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Years Ended December 31,
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
|
(Dollars in Thousands except per share amounts)
|
||||||||
Basic EPS Computation:
|
|
|
|
|
|
||||
Numerator – Earnings available to common stockholders
|
$
|
32,594
|
|
|
23,526
|
|
|
25,633
|
|
Denominator – Weighted average number of common shares outstanding
|
10,564,172
|
|
|
10,407,211
|
|
|
10,279,332
|
|
|
Basic earnings per common share
|
$
|
3.09
|
|
|
2.26
|
|
|
2.49
|
|
Diluted EPS Computation:
|
|
|
|
|
|
||||
Numerator – Earnings available to common stockholders
|
$
|
32,594
|
|
|
23,526
|
|
|
25,633
|
|
Denominator – Weighted average number of common shares outstanding
|
10,564,172
|
|
|
10,407,211
|
|
|
10,279,332
|
|
|
Dilutive effect of stock options
|
8,049
|
|
|
5,325
|
|
|
4,996
|
|
|
|
10,572,221
|
|
|
10,412,536
|
|
|
10,284,328
|
|
|
Diluted earnings per common share
|
$
|
3.08
|
|
|
2.26
|
|
|
2.49
|
|
|
December 31, 2018
|
|
December 31, 2017
|
||||||||||
|
(Dollar Amounts in Thousands)
|
|
(Dollar Amounts in Thousands)
|
||||||||||
|
AMOUNT
|
|
PERCENTAGE
|
|
AMOUNT
|
|
PERCENTAGE
|
||||||
Commercial, financial and agricultural
|
$
|
89,554
|
|
|
4.3
|
%
|
|
$
|
59,797
|
|
|
3.4
|
%
|
Installment and other
|
48,759
|
|
|
2.4
|
|
|
43,009
|
|
|
2.4
|
|
||
Real estate – mortgage
|
1,393,641
|
|
|
68.0
|
|
|
1,263,696
|
|
|
71.9
|
|
||
Real estate – construction
|
518,245
|
|
|
25.3
|
|
|
392,039
|
|
|
22.3
|
|
||
Total
|
$
|
2,050,199
|
|
|
100.0
|
%
|
|
$
|
1,758,541
|
|
|
100.0
|
%
|
Loans on Nonaccrual Status
|
In Thousands
|
||||||
|
2018
|
|
2017
|
||||
Residential 1-4 family
|
$
|
948
|
|
|
$
|
—
|
|
Multifamily
|
—
|
|
|
—
|
|
||
Commercial real estate
|
1,102
|
|
|
1,729
|
|
||
Construction
|
—
|
|
|
—
|
|
||
Farmland
|
—
|
|
|
310
|
|
||
Second mortgages
|
—
|
|
|
—
|
|
||
Equity lines of credit
|
—
|
|
|
—
|
|
||
Commercial
|
—
|
|
|
—
|
|
||
Agricultural, installment and other
|
—
|
|
|
1
|
|
||
Total
|
$
|
2,050
|
|
|
$
|
2,040
|
|
|
(In thousands)
|
|||||||||||||||||||||
|
30-59 Days Past Due
|
|
60-89 Days Past Due
|
|
Nonaccrual and Greater Than 90 Days Past Due
|
|
Past Due
|
|
Current
|
|
Loans
|
|
Loans Greater Than 90 Days Past Due and Accruing Interest
|
|||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Residential 1-4 family
|
$
|
3,258
|
|
|
1,092
|
|
|
1,868
|
|
|
6,218
|
|
|
454,474
|
|
|
460,692
|
|
|
$
|
920
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
134,613
|
|
|
134,613
|
|
|
—
|
|
||
Commercial real estate
|
312
|
|
|
109
|
|
|
1,174
|
|
|
1,595
|
|
|
699,460
|
|
|
701,055
|
|
|
72
|
|
||
Construction
|
1,567
|
|
|
26
|
|
|
32
|
|
|
1,625
|
|
|
516,620
|
|
|
518,245
|
|
|
32
|
|
||
Farmland
|
43
|
|
|
9
|
|
|
21
|
|
|
73
|
|
|
23,998
|
|
|
24,071
|
|
|
21
|
|
||
Second mortgages
|
333
|
|
|
—
|
|
|
—
|
|
|
333
|
|
|
10,864
|
|
|
11,197
|
|
|
—
|
|
||
Equity lines of credit
|
297
|
|
|
—
|
|
|
45
|
|
|
342
|
|
|
61,671
|
|
|
62,013
|
|
|
45
|
|
||
Commercial
|
93
|
|
|
—
|
|
|
24
|
|
|
117
|
|
|
78,128
|
|
|
78,245
|
|
|
24
|
|
||
Agricultural, installment and other
|
407
|
|
|
85
|
|
|
95
|
|
|
587
|
|
|
59,481
|
|
|
60,068
|
|
|
95
|
|
||
Total
|
$
|
6,310
|
|
|
1,321
|
|
|
3,259
|
|
|
10,890
|
|
|
2,039,309
|
|
|
2,050,199
|
|
|
$
|
1,209
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Residential 1-4 family
|
$
|
3,631
|
|
|
524
|
|
|
673
|
|
|
4,828
|
|
|
401,839
|
|
|
406,667
|
|
|
$
|
673
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
91,992
|
|
|
91,992
|
|
|
—
|
|
||
Commercial real estate
|
—
|
|
|
83
|
|
|
1,729
|
|
|
1,812
|
|
|
659,411
|
|
|
661,223
|
|
|
—
|
|
||
Construction
|
433
|
|
|
—
|
|
|
113
|
|
|
546
|
|
|
391,493
|
|
|
392,039
|
|
|
113
|
|
||
Farmland
|
112
|
|
|
—
|
|
|
310
|
|
|
422
|
|
|
33,790
|
|
|
34,212
|
|
|
—
|
|
||
Second mortgages
|
—
|
|
|
—
|
|
|
2
|
|
|
2
|
|
|
8,950
|
|
|
8,952
|
|
|
2
|
|
||
Equity lines of credit
|
—
|
|
|
—
|
|
|
41
|
|
|
41
|
|
|
60,609
|
|
|
60,650
|
|
|
41
|
|
||
Commercial
|
2
|
|
|
137
|
|
|
—
|
|
|
139
|
|
|
47,800
|
|
|
47,939
|
|
|
—
|
|
||
Agricultural, installment and other
|
432
|
|
|
57
|
|
|
149
|
|
|
638
|
|
|
54,229
|
|
|
54,867
|
|
|
148
|
|
||
Total
|
$
|
4,610
|
|
|
801
|
|
|
3,017
|
|
|
8,428
|
|
|
1,750,113
|
|
|
1,758,541
|
|
|
$
|
977
|
|
|
In Thousands
|
||||||||||||||
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||
December 31, 2018
|
|
|
|
|
|
||||||||||
With no related allowance recorded:
|
|
|
|
|
|
||||||||||
Residential 1-4 family
|
$
|
1,196
|
|
|
1,795
|
|
|
—
|
|
|
1,862
|
|
|
42
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
317
|
|
|
316
|
|
|
—
|
|
|
320
|
|
|
16
|
|
|
Construction
|
690
|
|
|
686
|
|
|
—
|
|
|
822
|
|
|
42
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
233
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
2,203
|
|
|
2,797
|
|
|
—
|
|
|
3,237
|
|
|
100
|
|
With allowance recorded:
|
|
|
|
|
|
|
|
||||||||
Residential 1-4 family
|
$
|
1,641
|
|
|
1,635
|
|
|
852
|
|
|
1,782
|
|
|
77
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
1,515
|
|
|
1,515
|
|
|
312
|
|
|
2,001
|
|
|
17
|
|
|
Construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
3,156
|
|
|
3,150
|
|
|
1,164
|
|
|
3,783
|
|
|
94
|
|
Total
|
|
||||||||||||||
Residential 1-4 family
|
$
|
2,837
|
|
|
3,430
|
|
|
852
|
|
|
3,644
|
|
|
119
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
1,832
|
|
|
1,831
|
|
|
312
|
|
|
2,321
|
|
|
33
|
|
|
Construction
|
690
|
|
|
686
|
|
|
—
|
|
|
822
|
|
|
42
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
233
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
5,359
|
|
|
5,947
|
|
|
1,164
|
|
|
7,020
|
|
|
194
|
|
|
In Thousands
|
||||||||||||||
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
||||||
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
||||||
Residential 1-4 family
|
$
|
2,314
|
|
|
2,322
|
|
|
—
|
|
|
742
|
|
|
103
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
893
|
|
|
889
|
|
|
—
|
|
|
902
|
|
|
39
|
|
|
Construction
|
1,185
|
|
|
1,182
|
|
|
—
|
|
|
1,354
|
|
|
64
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
26
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
4,392
|
|
|
4,393
|
|
|
—
|
|
|
3,024
|
|
|
206
|
|
With allowance recorded:
|
|
|
|
|
|
|
|
|
|
||||||
Residential 1-4 family
|
$
|
409
|
|
|
581
|
|
|
136
|
|
|
461
|
|
|
29
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
2,157
|
|
|
2,157
|
|
|
291
|
|
|
2,894
|
|
|
17
|
|
|
Construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
2,566
|
|
|
2,738
|
|
|
427
|
|
|
3,355
|
|
|
46
|
|
Total
|
|
|
|
|
|
|
|
|
|
||||||
Residential 1-4 family
|
$
|
2,723
|
|
|
2,903
|
|
|
136
|
|
|
1,203
|
|
|
132
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
3,050
|
|
|
3,046
|
|
|
291
|
|
|
3,796
|
|
|
56
|
|
|
Construction
|
1,185
|
|
|
1,182
|
|
|
—
|
|
|
1,354
|
|
|
64
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
26
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
6,958
|
|
|
7,131
|
|
|
427
|
|
|
6,379
|
|
|
252
|
|
|
December 31, 2018
|
||||||
(In Thousands)
|
Available-For-Sale
|
||||||
|
Amortized Cost
|
|
Estimated Market Value
|
||||
U.S. Government-sponsored enterprises (GSEs)
|
$
|
71,446
|
|
|
$
|
68,467
|
|
Mortgage-backed securities
|
152,375
|
|
|
147,510
|
|
||
Asset-backed securities
|
22,534
|
|
|
21,700
|
|
||
Obligations of state and political subdivisions
|
49,328
|
|
|
47,575
|
|
||
|
$
|
295,683
|
|
|
$
|
285,252
|
|
|
December 31, 2017
|
|
December 31, 2017
|
||||||||||||
(In Thousands)
|
Held-To-Maturity
|
|
Available-For-Sale
|
||||||||||||
|
Amortized Cost
|
|
Estimated Market Value
|
|
Amortized Cost
|
|
Estimated Market Value
|
||||||||
U.S. Government-sponsored enterprises (GSEs)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
74,690
|
|
|
$
|
72,980
|
|
Mortgage-backed securities
|
9,886
|
|
|
9,761
|
|
|
200,175
|
|
|
197,926
|
|
||||
Asset-backed securities
|
—
|
|
|
—
|
|
|
26,387
|
|
|
25,598
|
|
||||
Obligations of state and political subdivisions
|
22,594
|
|
|
22,350
|
|
|
37,197
|
|
|
36,212
|
|
||||
|
$
|
32,480
|
|
|
$
|
32,111
|
|
|
$
|
338,449
|
|
|
$
|
332,716
|
|
|
In Thousands, Except Number of Securities
|
|
|
|
|
||||||||||||||||||||||||
|
Less than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||||||||
|
Fair
Value |
|
Unrealized
Losses |
|
Number
of Securities |
|
Fair
Value |
|
Unrealized
Losses |
|
Number
of Securities |
|
Fair
Value |
|
Unrealized
Losses |
||||||||||||||
Available-for-Sale Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
GSEs
|
$
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
68,467
|
|
|
$
|
2,979
|
|
|
28
|
|
|
$
|
68,467
|
|
|
$
|
2,979
|
|
Mortgage-backed securities
|
8,651
|
|
|
64
|
|
|
10
|
|
|
137,457
|
|
|
4,810
|
|
|
94
|
|
|
146,108
|
|
|
4,874
|
|
||||||
Asset-backed securities
|
—
|
|
|
—
|
|
|
—
|
|
|
20,597
|
|
|
844
|
|
|
14
|
|
|
20,597
|
|
|
844
|
|
||||||
Obligations of states and political subdivisions
|
4,064
|
|
|
26
|
|
|
6
|
|
|
39,841
|
|
|
1,749
|
|
|
94
|
|
|
43,905
|
|
|
1,775
|
|
||||||
|
$
|
12,715
|
|
|
$
|
90
|
|
|
16
|
|
|
$
|
266,362
|
|
|
$
|
10,382
|
|
|
230
|
|
|
$
|
279,077
|
|
|
$
|
10,472
|
|
(In Thousands)
|
Less than 1
Year |
|
1 –3 Years
|
|
3-5 Years
|
|
More than
5 Years |
|
Total
|
||||||||||
Long-Term Debt
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Operating Leases
|
401
|
|
|
748
|
|
|
265
|
|
|
13
|
|
|
1,427
|
|
|||||
Purchases
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Other Long-Term Liabilities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
$
|
401
|
|
|
$
|
748
|
|
|
$
|
265
|
|
|
$
|
13
|
|
|
$
|
1,427
|
|
(In Thousands)
|
1-90 Days
|
|
91-180 Days
|
|
181-365 Days
|
|
One Year And Longer
|
|
Total
|
||||||
Interest-earning assets
|
$
|
452,762
|
|
|
114,027
|
|
|
225,135
|
|
|
1,636,218
|
|
|
2,428,142
|
|
Interest-bearing liabilities
|
(1,436,434
|
)
|
|
(67,380
|
)
|
|
(154,305
|
)
|
|
(323,379
|
)
|
|
(1,981,498
|
)
|
|
Interest-rate sensitivity gap
|
$
|
(983,672
|
)
|
|
46,647
|
|
|
70,830
|
|
|
1,312,839
|
|
|
446,644
|
|
Cumulative gap
|
$
|
(983,672
|
)
|
|
(937,025
|
)
|
|
(866,195
|
)
|
|
446,644
|
|
|
|
|
% Change from Base Case for
Immediate Parallel Changes in Rates |
|||||||||||||
|
-200 BP(1)
|
|
-100 BP(1)
|
|
+100 BP
|
|
+200 BP
|
|
+300 BP
|
|||||
Net interest income
|
(6.82
|
)%
|
|
(1.08
|
)%
|
|
(1.14
|
)%
|
|
(2.60
|
)%
|
|
(4.41
|
)%
|
EVE
|
(13.26
|
)
|
|
(3.81
|
)
|
|
0.36
|
|
|
(0.49
|
)
|
|
(2.06
|
)
|
|
Actual
|
|
Minimum Capital Adequacy Requirements With Basel III Capital Conservation Buffer
|
|
Minimum To Be Well Capitalized Under Applicable Prompt Corrective Action Regulatory Provisions
|
|||||||||||||||
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|||||||||
|
(dollars in thousands)
|
|||||||||||||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
326,099
|
|
|
14.1
|
%
|
|
$
|
227,974
|
|
|
9.875
|
%
|
|
$
|
230,860
|
|
|
10.0
|
%
|
Wilson Bank
|
323,852
|
|
|
14.0
|
|
|
227,915
|
|
|
9.875
|
|
|
230,800
|
|
|
10.0
|
|
|||
Tier 1 capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
298,566
|
|
|
12.9
|
|
|
181,802
|
|
|
7.875
|
|
|
138,516
|
|
|
6.0
|
|
|||
Wilson Bank
|
296,319
|
|
|
12.8
|
|
|
181,756
|
|
|
7.875
|
|
|
184,641
|
|
|
8.0
|
|
|||
Common equity Tier 1 capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
298,566
|
|
|
12.9
|
|
|
147,173
|
|
|
6.375
|
|
|
N/A
|
|
|
N/A
|
|
|||
Wilson Bank
|
296,319
|
|
|
12.8
|
|
|
147,136
|
|
|
6.375
|
|
|
150,021
|
|
|
6.5
|
|
|||
Tier 1 capital to average assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
298,566
|
|
|
12.3
|
|
|
97,022
|
|
|
4.0
|
|
|
N/A
|
|
|
N/A
|
|
|||
Wilson Bank
|
296,319
|
|
|
11.9
|
|
|
99,373
|
|
|
4.0
|
|
|
124,217
|
|
|
5.0
|
|
|
Actual
|
|
Minimum Capital Adequacy Requirements With Basel III Capital Conservation Buffer
|
|
Minimum To Be Well Capitalized Under Applicable Prompt Corrective Action Regulatory Provisions
|
|||||||||||||||
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|||||||||
|
(dollars in thousands)
|
|||||||||||||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
291,395
|
|
|
14.2
|
%
|
|
$
|
189,658
|
|
|
9.25
|
%
|
|
$
|
205,036
|
|
|
10.0
|
%
|
Wilson Bank
|
289,824
|
|
|
14.1
|
|
|
189,618
|
|
|
9.25
|
|
|
204,992
|
|
|
10.0
|
|
|||
Tier 1 capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
267,159
|
|
|
13.0
|
|
|
148,651
|
|
|
7.25
|
|
|
123,021
|
|
|
6.0
|
|
|||
Wilson Bank
|
265,588
|
|
|
13.0
|
|
|
148,619
|
|
|
7.25
|
|
|
163,994
|
|
|
8.0
|
|
|||
Common equity Tier 1 capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
267,159
|
|
|
13.0
|
|
|
117,895
|
|
|
5.75
|
|
|
N/A
|
|
|
N/A
|
|
|||
Wilson Bank
|
265,588
|
|
|
13.0
|
|
|
117,871
|
|
|
5.75
|
|
|
133,245
|
|
|
6.5
|
|
|||
Tier 1 capital to average assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
267,159
|
|
|
11.9
|
|
|
90,110
|
|
|
4.0
|
|
|
N/A
|
|
|
N/A
|
|
|||
Wilson Bank
|
265,588
|
|
|
11.5
|
|
|
92,062
|
|
|
4.0
|
|
|
115,078
|
|
|
5.0
|
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
||||
Common Equity Tier I Ratio
|
5.125
|
%
|
|
5.75
|
%
|
|
6.375
|
%
|
|
7.0
|
%
|
Tier I Capital to Risk Weighted Assets Ratio
|
6.625
|
%
|
|
7.25
|
%
|
|
7.875
|
%
|
|
8.5
|
%
|
Total Capital to Risk Weighted Assets Ratio
|
8.625
|
%
|
|
9.25
|
%
|
|
9.875
|
%
|
|
10.5
|
%
|
2017
|
High
|
|
|
Low
|
|
||
First Quarter
|
$
|
43.00
|
|
*
|
$
|
40.75
|
|
Second Quarter
|
$
|
42.75
|
|
|
$
|
41.75
|
|
Third Quarter
|
$
|
44.00
|
|
*
|
$
|
42.75
|
|
Fourth Quarter
|
$
|
100.00
|
|
*
|
$
|
43.75
|
|
2018
|
High
|
|
|
Low
|
|
||
First Quarter
|
$
|
46.00
|
|
|
$
|
44.75
|
|
Second Quarter
|
$
|
125.00
|
|
*
|
$
|
46.00
|
|
Third Quarter
|
$
|
48.50
|
|
|
$
|
47.25
|
|
Fourth Quarter
|
$
|
50.00
|
|
*
|
$
|
48.50
|
|
*Represents one transaction of 2,400 shares during the first quarter of 2017, one transaction of 3,395 shares during the third quarter of 2017, one transaction of 100 shares during the fourth quarter of 2017, one transaction of 21 shares during the second quarter of 2018, and one transaction of 20 shares during the fourth quarter of 2018 of which the Company is aware where the sale prices was at least $0.25 higher than any other trade during the quarter. The volume weighted average stock price during the first quarter of 2017 was $41.17 and the volume weighted average stock price during the third quarter of 2017 and fourth quarter of 2017 was $42.90 and $44.48, respectively. The volume weighted average stock price during the second quarter of 2018 was $46.46 and the volume weighted average stock price during the fourth quarter of 2018 was $48.65.
|
|
In Thousands, Except Per Share Information
|
|||||||||||||||
|
As Of December 31,
|
|||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|||||||
CONSOLIDATED BALANCE SHEETS:
|
|
|
|
|
|
|
|
|
|
|||||||
Total assets end of year
|
$
|
2,543,682
|
|
|
$
|
2,317,033
|
|
|
2,198,051
|
|
|
2,021,604
|
|
|
1,873,242
|
|
Loans, net
|
$
|
2,016,005
|
|
|
$
|
1,727,253
|
|
|
1,667,088
|
|
|
1,443,179
|
|
|
1,329,865
|
|
Securities
|
$
|
285,252
|
|
|
$
|
365,196
|
|
|
349,209
|
|
|
359,323
|
|
|
374,543
|
|
Deposits
|
$
|
2,235,655
|
|
|
$
|
2,037,745
|
|
|
1,942,135
|
|
|
1,789,850
|
|
|
1,660,270
|
|
Stockholders’ equity
|
$
|
295,667
|
|
|
$
|
267,730
|
|
|
244,620
|
|
|
223,438
|
|
|
200,892
|
|
|
Years Ended December 31,
|
||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||
CONSOLIDATED STATEMENTS OF EARNINGS:
|
|
|
|
|
|
|
|
|
|
||||||
Interest income
|
$
|
103,525
|
|
|
91,020
|
|
|
84,746
|
|
|
78,839
|
|
|
74,380
|
|
Interest expense
|
14,018
|
|
|
8,889
|
|
|
8,284
|
|
|
8,608
|
|
|
9,768
|
|
|
Net interest income
|
89,507
|
|
|
82,131
|
|
|
76,462
|
|
|
70,231
|
|
|
64,612
|
|
|
Provision for loan losses
|
4,298
|
|
|
1,681
|
|
|
379
|
|
|
388
|
|
|
498
|
|
|
Net interest income after provision for loan losses
|
85,209
|
|
|
80,450
|
|
|
76,083
|
|
|
69,843
|
|
|
64,114
|
|
|
Non-interest income
|
25,248
|
|
|
22,821
|
|
|
21,654
|
|
|
19,941
|
|
|
16,678
|
|
|
Non-interest expense
|
69,080
|
|
|
60,391
|
|
|
57,263
|
|
|
52,159
|
|
|
47,705
|
|
|
Earnings before income taxes
|
41,377
|
|
|
42,880
|
|
|
40,474
|
|
|
37,625
|
|
|
33,087
|
|
|
Income taxes
|
8,783
|
|
|
19,354
|
|
|
14,841
|
|
|
13,762
|
|
|
12,310
|
|
|
Net earnings
|
$
|
32,594
|
|
|
23,526
|
|
|
25,633
|
|
|
23,863
|
|
|
20,777
|
|
Cash dividends declared
|
$
|
9,447
|
|
|
6,729
|
|
|
5,756
|
|
|
4,935
|
|
|
4,510
|
|
PER SHARE DATA:
(1)
|
|
|
|
|
|
|
|
|
|
||||||
Basic earnings per common share
|
$
|
3.09
|
|
|
2.26
|
|
|
2.49
|
|
|
2.35
|
|
|
2.06
|
|
Diluted earnings per common share
|
$
|
3.08
|
|
|
2.26
|
|
|
2.49
|
|
|
2.35
|
|
|
2.06
|
|
Cash dividends
|
$
|
0.90
|
|
|
0.65
|
|
|
0.56
|
|
|
0.49
|
|
|
0.45
|
|
Book value
|
$
|
27.83
|
|
|
25.62
|
|
|
23.71
|
|
|
21.90
|
|
|
19.90
|
|
RATIOS:
|
|
|
|
|
|
|
|
|
|
||||||
Return on average stockholders’ equity
|
11.70
|
%
|
|
9.06
|
|
|
10.80
|
|
|
11.17
|
|
|
10.95
|
|
|
Return on average assets
|
1.35
|
%
|
|
1.04
|
|
|
1.21
|
|
|
1.23
|
|
|
1.15
|
|
|
Total capital to assets
|
11.62
|
%
|
|
11.55
|
|
|
11.13
|
|
|
11.05
|
|
|
10.72
|
|
|
Dividends declared per share as a percentage of basic earnings per share
|
29.13
|
%
|
|
28.76
|
|
|
22.49
|
|
|
20.85
|
|
|
21.82
|
|
|
|
Stephen M. Maggart, CPA, ABV, CFF
J. Mark Allen, CPA
Joshua K. Cundiff, CPA
Michael T. Holland, CPA, ABV, CFF
M. Todd Maggart, CPA, ABV, CFF
Michael F. Murphy, CPA
P. Jason Ricciardi, CPA, CGMA
David B. von Dohlen, CPA
T. Keith Wilson, CPA, CITP
|
|
Dollars in thousands
|
|||||
|
2018
|
|
2017
|
|||
ASSETS
|
|
|
|
|||
Loans, net of allowance for loan losses of $27,174 and $23,909, respectively
|
$
|
2,016,005
|
|
|
1,727,253
|
|
Securities:
|
|
|
|
|||
Held-to-maturity, at amortized cost (market value $32,111)
|
—
|
|
|
32,480
|
|
|
Available-for-sale, at market (amortized cost $295,683 and $338,449, respectively)
|
285,252
|
|
|
332,716
|
|
|
Total securities
|
285,252
|
|
|
365,196
|
|
|
Loans held for sale
|
7,484
|
|
|
5,106
|
|
|
Interest bearing deposits
|
80,215
|
|
|
83,787
|
|
|
Federal funds sold
|
9,000
|
|
|
—
|
|
|
Restricted equity securities, at cost
|
3,012
|
|
|
3,012
|
|
|
Total earning assets
|
2,400,968
|
|
|
2,184,354
|
|
|
Cash and due from banks
|
9,976
|
|
|
11,731
|
|
|
Premises and equipment, net
|
58,363
|
|
|
54,215
|
|
|
Accrued interest receivable
|
6,724
|
|
|
6,266
|
|
|
Deferred income taxes
|
8,901
|
|
|
7,424
|
|
|
Other real estate
|
1,357
|
|
|
1,635
|
|
|
Bank owned life insurance
|
30,952
|
|
|
29,475
|
|
|
Goodwill
|
4,805
|
|
|
4,805
|
|
|
Other assets
|
21,636
|
|
|
17,128
|
|
|
Total assets
|
$
|
2,543,682
|
|
|
2,317,033
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|||
Deposits
|
$
|
2,235,655
|
|
|
2,037,745
|
|
Securities sold under repurchase agreements
|
—
|
|
|
864
|
|
|
Accrued interest and other liabilities
|
12,360
|
|
|
10,694
|
|
|
Total liabilities
|
2,248,015
|
|
|
2,049,303
|
|
|
Stockholders’ equity:
|
|
|
|
|||
Common stock, par value $2.00 per share, authorized 50,000,000 shares, 10,623,810 and 10,450,711 shares issued and outstanding, respectively
|
21,248
|
|
|
20,901
|
|
|
Additional paid-in capital
|
73,960
|
|
|
66,047
|
|
|
Retained earnings
|
208,164
|
|
|
185,017
|
|
|
Net unrealized losses on available-for-sale securities, net of taxes of $2,726 and $1,498, respectively
|
(7,705
|
)
|
|
(4,235
|
)
|
|
Total stockholders’ equity
|
295,667
|
|
|
267,730
|
|
|
COMMITMENTS AND CONTINGENCIES
|
|
|
|
|||
Total liabilities and stockholders’ equity
|
$
|
2,543,682
|
|
|
2,317,033
|
|
|
Dollars In Thousands (except per share data)
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Interest income:
|
|
|
|
|
|
||||
Interest and fees on loans
|
$
|
94,917
|
|
|
83,120
|
|
|
77,024
|
|
Interest and dividends on securities:
|
|
|
|
|
|
||||
Taxable securities
|
6,158
|
|
|
5,397
|
|
|
5,714
|
|
|
Exempt from Federal income taxes
|
1,020
|
|
|
1,208
|
|
|
1,191
|
|
|
Interest on loans held for sale
|
184
|
|
|
324
|
|
|
391
|
|
|
Interest on Federal funds sold
|
83
|
|
|
97
|
|
|
26
|
|
|
Interest on interest bearing deposits
|
979
|
|
|
723
|
|
|
278
|
|
|
Interest and dividends on restricted equity securities
|
184
|
|
|
151
|
|
|
122
|
|
|
Total interest income
|
103,525
|
|
|
91,020
|
|
|
84,746
|
|
|
Interest expense:
|
|
|
|
|
|
||||
Interest on negotiable order of withdrawal accounts
|
1,823
|
|
|
1,308
|
|
|
1,371
|
|
|
Interest on money market accounts and other savings accounts
|
4,231
|
|
|
2,211
|
|
|
1,915
|
|
|
Interest on certificates of deposit and individual retirement accounts
|
7,944
|
|
|
5,353
|
|
|
4,978
|
|
|
Interest on securities sold under repurchase agreements
|
16
|
|
|
9
|
|
|
3
|
|
|
Interest on Federal funds purchased
|
4
|
|
|
8
|
|
|
17
|
|
|
Total interest expense
|
14,018
|
|
|
8,889
|
|
|
8,284
|
|
|
Net interest income before provision for loan losses
|
89,507
|
|
|
82,131
|
|
|
76,462
|
|
|
Provision for loan losses
|
4,298
|
|
|
1,681
|
|
|
379
|
|
|
Net interest income after provision for loan losses
|
85,209
|
|
|
80,450
|
|
|
76,083
|
|
|
Non-interest income
|
25,248
|
|
|
22,821
|
|
|
21,654
|
|
|
Non-interest expense
|
(69,080
|
)
|
|
(60,391
|
)
|
|
(57,263
|
)
|
|
Earnings before income taxes
|
41,377
|
|
|
42,880
|
|
|
40,474
|
|
|
Income taxes
|
8,783
|
|
|
19,354
|
|
|
14,841
|
|
|
Net earnings
|
$
|
32,594
|
|
|
23,526
|
|
|
25,633
|
|
Basic earnings per common share
|
$
|
3.09
|
|
|
2.26
|
|
|
2.49
|
|
Diluted earnings per common share
|
$
|
3.08
|
|
|
2.26
|
|
|
2.49
|
|
Weighted average common shares outstanding:
|
|
|
|
|
|
||||
Basic
|
10,564,172
|
|
|
10,407,211
|
|
|
10,279,332
|
|
|
Diluted
|
10,572,221
|
|
|
10,412,536
|
|
|
10,284,328
|
|
|
Dollars In Thousands
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Net earnings
|
$
|
32,594
|
|
|
23,526
|
|
|
25,633
|
|
Other comprehensive earnings (losses), net of tax:
|
|
|
|
|
|
||||
Net unrealized gains (losses) on available-for-sale securities arising during period, net of taxes of $1,398, $271, and $1,830, respectively
|
(3,950
|
)
|
|
437
|
|
|
(2,948
|
)
|
|
Reclassification adjustment for net losses (gains) included in net earnings, net of taxes of $170, $67, and $176, respectively
|
480
|
|
|
108
|
|
|
(284
|
)
|
|
Other comprehensive earnings (losses)
|
(3,470
|
)
|
|
545
|
|
|
(3,232
|
)
|
|
Comprehensive earnings
|
$
|
29,124
|
|
|
24,071
|
|
|
22,401
|
|
|
Dollars In Thousands
|
||||||||||||||
|
Common Stock
|
|
Additional Paid-In Capital
|
|
Retained Earnings
|
|
Net Unrealized Gain (Loss) On Available-For-Sale Securities
|
|
Total
|
||||||
Balance December 31, 2015
|
$
|
15,304
|
|
|
61,339
|
|
|
147,646
|
|
|
(851
|
)
|
|
223,438
|
|
Cash dividends declared, $.56 per share
|
—
|
|
|
—
|
|
|
(5,756
|
)
|
|
—
|
|
|
(5,756
|
)
|
|
Issuance of 98,318 shares of common stock pursuant to dividend reinvestment plan
|
197
|
|
|
4,119
|
|
|
—
|
|
|
—
|
|
|
4,316
|
|
|
Issuance of 5,120 shares of common stock pursuant to exercise of stock options
|
10
|
|
|
142
|
|
|
—
|
|
|
—
|
|
|
152
|
|
|
Issuance of 2,564,091 shares of common stock pursuant to a 4 for 3 stock split
|
5,128
|
|
|
(5,128
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Share based compensation expense
|
—
|
|
|
69
|
|
|
—
|
|
|
—
|
|
|
69
|
|
|
Net change in fair value of available-for-sale securities during the year, net of taxes of $2,006
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,232
|
)
|
|
(3,232
|
)
|
|
Net earnings for the year
|
—
|
|
|
—
|
|
|
25,633
|
|
|
—
|
|
|
25,633
|
|
|
Balance December 31, 2016
|
20,639
|
|
|
60,541
|
|
|
167,523
|
|
|
(4,083
|
)
|
|
244,620
|
|
|
Cash dividends declared, $.65 per share
|
—
|
|
|
—
|
|
|
(6,729
|
)
|
|
—
|
|
|
(6,729
|
)
|
|
Issuance of 125,960 shares of common stock pursuant to dividend reinvestment plan
|
252
|
|
|
5,014
|
|
|
—
|
|
|
—
|
|
|
5,266
|
|
|
Issuance of 5,078 shares of common stock pursuant to exercise of stock options
|
10
|
|
|
142
|
|
|
—
|
|
|
—
|
|
|
152
|
|
|
Reclassification of deferred tax asset revaluation
|
—
|
|
|
—
|
|
|
697
|
|
|
(697
|
)
|
|
—
|
|
|
Share based compensation expense
|
—
|
|
|
350
|
|
|
—
|
|
|
—
|
|
|
350
|
|
|
Net change in fair value of available-for-sale securities during the year, net of taxes of $338
|
—
|
|
|
—
|
|
|
—
|
|
|
545
|
|
|
545
|
|
|
Net earnings for the year
|
—
|
|
|
—
|
|
|
23,526
|
|
|
—
|
|
|
23,526
|
|
|
Balance December 31, 2017
|
20,901
|
|
|
66,047
|
|
|
185,017
|
|
|
(4,235
|
)
|
|
267,730
|
|
|
Cash dividends declared, $.90 per share
|
—
|
|
|
—
|
|
|
(9,447
|
)
|
|
—
|
|
|
(9,447
|
)
|
|
Issuance of 161,514 shares of common stock pursuant to dividend reinvestment plan
|
324
|
|
|
7,146
|
|
|
—
|
|
|
—
|
|
|
7,470
|
|
|
Issuance of 11,585 shares of common stock pursuant to exercise of stock options
|
23
|
|
|
371
|
|
|
—
|
|
|
—
|
|
|
394
|
|
|
Share based compensation expense
|
—
|
|
|
396
|
|
|
—
|
|
|
—
|
|
|
396
|
|
|
Net change in fair value of available-for-sale securities during the year, net of taxes of $1,228
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,470
|
)
|
|
(3,470
|
)
|
|
Net earnings for the year
|
—
|
|
|
—
|
|
|
32,594
|
|
|
—
|
|
|
32,594
|
|
|
Balance December 31, 2018
|
$
|
21,248
|
|
|
73,960
|
|
|
208,164
|
|
|
(7,705
|
)
|
|
295,667
|
|
|
Dollars In Thousands
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Cash flows from operating activities:
|
|
|
|
|
|
||||
Interest received
|
$
|
105,318
|
|
|
93,506
|
|
|
86,641
|
|
Fees and other income received
|
20,503
|
|
|
17,876
|
|
|
16,029
|
|
|
Proceeds from sales of loans
|
131,321
|
|
|
149,775
|
|
|
160,816
|
|
|
Origination of loans held for sale
|
(129,060
|
)
|
|
(135,835
|
)
|
|
(161,114
|
)
|
|
Interest paid
|
(12,565
|
)
|
|
(8,612
|
)
|
|
(8,278
|
)
|
|
Cash paid to suppliers and employees
|
(64,186
|
)
|
|
(57,643
|
)
|
|
(53,454
|
)
|
|
Income taxes paid
|
(10,558
|
)
|
|
(16,400
|
)
|
|
(13,837
|
)
|
|
Net cash provided by operating activities
|
40,773
|
|
|
42,667
|
|
|
26,803
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
||||
Purchase of available-for-sale securities
|
(9,118
|
)
|
|
(96,180
|
)
|
|
(181,285
|
)
|
|
Proceeds from calls, maturities and paydowns of available-for-sale securities
|
36,955
|
|
|
38,839
|
|
|
102,596
|
|
|
Proceeds from sale of available-for-sale securities
|
35,093
|
|
|
35,555
|
|
|
90,007
|
|
|
Purchase of held-to-maturity securities
|
—
|
|
|
—
|
|
|
(11,479
|
)
|
|
Proceeds from maturities and paydowns of held-to-maturity securities
|
4,651
|
|
|
3,859
|
|
|
2,742
|
|
|
Proceeds from sale of held-to-maturity securities
|
4,764
|
|
|
—
|
|
|
—
|
|
|
Loans made to customers, net of repayments
|
(293,655
|
)
|
|
(61,826
|
)
|
|
(223,950
|
)
|
|
Purchase of bank owned life insurance and annuity contracts
|
(4,301
|
)
|
|
—
|
|
|
(11,916
|
)
|
|
Purchase of bank premises and equipment
|
(7,752
|
)
|
|
(12,660
|
)
|
|
(5,147
|
)
|
|
Proceeds from sale of other assets
|
4
|
|
|
43
|
|
|
15
|
|
|
Proceeds from sale of other real estate
|
796
|
|
|
2,876
|
|
|
581
|
|
|
Net cash used in investing activities
|
(232,563
|
)
|
|
(89,494
|
)
|
|
(237,836
|
)
|
|
Cash flows from financing activities:
|
|
|
|
|
|
||||
Net increase in non-interest bearing, savings, NOW and money market deposit accounts
|
101,248
|
|
|
87,116
|
|
|
158,775
|
|
|
Net increase (decrease) in time deposits
|
96,662
|
|
|
8,494
|
|
|
(6,490
|
)
|
|
Net increase (decrease) in securities sold under agreements to repurchase
|
(864
|
)
|
|
128
|
|
|
(1,299
|
)
|
|
Dividends paid
|
(9,447
|
)
|
|
(6,729
|
)
|
|
(5,756
|
)
|
|
Proceeds from sale of common stock pursuant to dividend reinvestment
|
7,470
|
|
|
5,266
|
|
|
4,316
|
|
|
Proceeds from sale of common stock pursuant to exercise of stock options
|
394
|
|
|
152
|
|
|
152
|
|
|
Net cash provided by financing activities
|
195,463
|
|
|
94,427
|
|
|
149,698
|
|
|
Net increase (decrease) in cash and cash equivalents
|
3,673
|
|
|
47,600
|
|
|
(61,335
|
)
|
|
Cash and cash equivalents at beginning of year
|
95,518
|
|
|
47,918
|
|
|
109,253
|
|
|
Cash and cash equivalents at end of year
|
$
|
99,191
|
|
|
95,518
|
|
|
47,918
|
|
|
Dollars In Thousands
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Reconciliation of net earnings to net cash provided by operating activities:
|
|
|
|
|
|
||||
Net earnings
|
$
|
32,594
|
|
|
23,526
|
|
|
25,633
|
|
Adjustments to reconcile net earnings to net cash provided by operating activities:
|
|
|
|
|
|
||||
Depreciation, amortization and accretion
|
5,853
|
|
|
5,507
|
|
|
5,515
|
|
|
Provision for loan losses
|
4,298
|
|
|
1,681
|
|
|
379
|
|
|
Share-based compensation expense
|
1,237
|
|
|
692
|
|
|
69
|
|
|
Provision for deferred tax expense (benefit)
|
(248
|
)
|
|
(607
|
)
|
|
(164
|
)
|
|
Revaluation of deferred tax assets due to change in tax rates
|
—
|
|
|
3,603
|
|
|
—
|
|
|
Loss (gain) on sales of other real estate, net
|
80
|
|
|
(6
|
)
|
|
(52
|
)
|
|
Loss on sales of other assets
|
3
|
|
|
15
|
|
|
1
|
|
|
Loss on sales of premises and equipment
|
2
|
|
|
—
|
|
|
73
|
|
|
Security loss (gain)
|
650
|
|
|
175
|
|
|
(460
|
)
|
|
Decrease (increase) in loans held for sale
|
(2,378
|
)
|
|
9,682
|
|
|
(4,653
|
)
|
|
Increase (decrease) in taxes payable
|
(1,526
|
)
|
|
(42
|
)
|
|
1,168
|
|
|
Increase in other assets, bank owned life insurance and annuity contract earnings
|
(1,684
|
)
|
|
(1,231
|
)
|
|
(2,408
|
)
|
|
Increase in accrued interest receivable
|
(458
|
)
|
|
(162
|
)
|
|
(860
|
)
|
|
Increase in interest payable
|
1,453
|
|
|
277
|
|
|
6
|
|
|
Increase (decrease) in other liabilities
|
897
|
|
|
(443
|
)
|
|
2,556
|
|
|
Total adjustments
|
8,179
|
|
|
19,141
|
|
|
1,170
|
|
|
Net cash provided by operating activities
|
$
|
40,773
|
|
|
42,667
|
|
|
26,803
|
|
Supplemental Schedule of Non-Cash Activities:
|
|
|
|
|
|
||||
Change in fair value of securities available-for-sale, net of taxes of $1,228 in 2018, $338 in 2017, and $2,006 in 2016
|
$
|
(3,470
|
)
|
|
545
|
|
|
(3,232
|
)
|
Non-cash transfers from held-to-maturity to available-for-sale securities
|
$
|
22,800
|
|
|
—
|
|
|
—
|
|
Non-cash transfers from loans to other real estate
|
$
|
693
|
|
|
173
|
|
|
696
|
|
Non-cash transfers from other real estate to loans
|
$
|
95
|
|
|
195
|
|
|
1,050
|
|
Non-cash transfers from loans to other assets
|
$
|
7
|
|
|
2
|
|
|
16
|
|
(1)
|
Summary of Significant Accounting Policies
|
(a)
|
Principles of Consolidation
|
(b)
|
Nature of Operations
|
(c)
|
Estimates
|
(d)
|
Significant Group Concentrations of Credit Risk
|
(e)
|
Loans
|
(f)
|
Allowance for Loan Losses
|
(g)
|
Debt and Equity Securities
|
(h)
|
Federal Home Loan Bank Stock
|
(i)
|
Loans Held for Sale
|
(j)
|
Premises and Equipment
|
(k)
|
Other Real Estate
|
(l)
|
Intangible Assets
|
(m)
|
Cash and Cash Equivalents
|
(n)
|
Long-Term Assets
|
(o)
|
Securities Sold Under Agreements to Repurchase
|
(p)
|
Income Taxes
|
(q)
|
Mortgage Banking Derivatives
|
(r)
|
Equity-Based Incentives
|
(s)
|
Advertising Costs
|
(t)
|
Earnings Per Share
|
(u)
|
Fair Value of Financial Instruments
|
(v)
|
Reclassification
|
(w)
|
Off-Balance-Sheet Financial Instruments
|
(x)
|
Stock Split
|
(y)
|
Accounting Standard Updates
|
(2)
|
Loans and Allowance for Loan Losses
|
|
In Thousands
|
|||||
|
2018
|
|
2017
|
|||
Mortgage loans on real estate:
|
|
|
|
|||
Residential 1-4 family
|
$
|
460,692
|
|
|
406,667
|
|
Multifamily
|
134,613
|
|
|
91,992
|
|
|
Commercial
|
701,055
|
|
|
661,223
|
|
|
Construction
|
518,245
|
|
|
392,039
|
|
|
Farmland
|
24,071
|
|
|
34,212
|
|
|
Second mortgages
|
11,197
|
|
|
8,952
|
|
|
Equity lines of credit
|
62,013
|
|
|
60,650
|
|
|
Total mortgage loans on real estate
|
1,911,886
|
|
|
1,655,735
|
|
|
Commercial loans
|
78,245
|
|
|
47,939
|
|
|
Agricultural loans
|
1,985
|
|
|
1,665
|
|
|
Consumer installment loans:
|
|
|
|
|||
Personal
|
45,072
|
|
|
40,155
|
|
|
Credit cards
|
3,687
|
|
|
3,385
|
|
|
Total consumer installment loans
|
48,759
|
|
|
43,540
|
|
|
Other loans
|
9,324
|
|
|
9,662
|
|
|
|
2,050,199
|
|
|
1,758,541
|
|
|
Net deferred loan fees
|
(7,020
|
)
|
|
(7,379
|
)
|
|
Total loans
|
2,043,179
|
|
|
1,751,162
|
|
|
Less: Allowance for loan losses
|
(27,174
|
)
|
|
(23,909
|
)
|
|
Loans, net
|
$
|
2,016,005
|
|
|
1,727,253
|
|
|
In Thousands
|
|||||
|
December 31,
|
|||||
|
2018
|
|
2017
|
|||
Balance, January 1
|
$
|
7,759
|
|
|
9,692
|
|
New loans and renewals during the year
|
17,278
|
|
|
15,299
|
|
|
Repayments (including loans paid by renewal) during the year
|
(12,018
|
)
|
|
(17,232
|
)
|
|
Balance, December 31
|
$
|
13,019
|
|
|
7,759
|
|
|
In Thousands
|
||||||||||||||
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
||||||
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
||||||
Residential 1-4 family
|
$
|
1,196
|
|
|
1,795
|
|
|
—
|
|
|
1,862
|
|
|
42
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
317
|
|
|
316
|
|
|
—
|
|
|
320
|
|
|
16
|
|
|
Construction
|
690
|
|
|
686
|
|
|
—
|
|
|
822
|
|
|
42
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
233
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
2,203
|
|
|
2,797
|
|
|
—
|
|
|
3,237
|
|
|
100
|
|
|
In Thousands
|
||||||||||||||
|
Record Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
||||||
With allowance recorded:
|
|
|
|
|
|
|
|
|
|
||||||
Residential 1-4 family
|
$
|
1,641
|
|
|
1,635
|
|
|
852
|
|
|
1,782
|
|
|
77
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
1,515
|
|
|
1,515
|
|
|
312
|
|
|
2,001
|
|
|
17
|
|
|
Construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
3,156
|
|
|
3,150
|
|
|
1,164
|
|
|
3,783
|
|
|
94
|
|
|
In Thousands
|
||||||||||||||
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
||||||
Total:
|
|
|
|
|
|
|
|
|
|
||||||
Residential 1-4 family
|
$
|
2,837
|
|
|
3,430
|
|
|
852
|
|
|
3,644
|
|
|
119
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
1,832
|
|
|
1,831
|
|
|
312
|
|
|
2,321
|
|
|
33
|
|
|
Construction
|
690
|
|
|
686
|
|
|
—
|
|
|
822
|
|
|
42
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
233
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
5,359
|
|
|
5,947
|
|
|
1,164
|
|
|
7,020
|
|
|
194
|
|
|
In Thousands
|
||||||||||||||
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
||||||
With no related allowance recorded:
|
|
|
|
|
|
|
|
|
|
||||||
Residential 1-4 family
|
$
|
2,314
|
|
|
2,322
|
|
|
—
|
|
|
742
|
|
|
103
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
893
|
|
|
889
|
|
|
—
|
|
|
902
|
|
|
39
|
|
|
Construction
|
1,185
|
|
|
1,182
|
|
|
—
|
|
|
1,354
|
|
|
64
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
26
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
4,392
|
|
|
4,393
|
|
|
—
|
|
|
3,024
|
|
|
206
|
|
|
In Thousands
|
||||||||||||||
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
||||||
With allowance recorded:
|
|
|
|
|
|
|
|
|
|
||||||
Residential 1-4 family
|
$
|
409
|
|
|
581
|
|
|
136
|
|
|
461
|
|
|
29
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
2,157
|
|
|
2,157
|
|
|
291
|
|
|
2,894
|
|
|
17
|
|
|
Construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
2,566
|
|
|
2,738
|
|
|
427
|
|
|
3,355
|
|
|
46
|
|
|
|
|
|
|
|
|
|
|
|
||||||
|
In Thousands
|
||||||||||||||
|
Recorded Investment
|
|
Unpaid Principal Balance
|
|
Related Allowance
|
|
Average Recorded Investment
|
|
Interest Income Recognized
|
||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
||||||
Total:
|
|
|
|
|
|
|
|
|
|
||||||
Residential 1-4 family
|
$
|
2,723
|
|
|
2,903
|
|
|
136
|
|
|
1,203
|
|
|
132
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial real estate
|
3,050
|
|
|
3,046
|
|
|
291
|
|
|
3,796
|
|
|
56
|
|
|
Construction
|
1,185
|
|
|
1,182
|
|
|
—
|
|
|
1,354
|
|
|
64
|
|
|
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
26
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
$
|
6,958
|
|
|
7,131
|
|
|
427
|
|
|
6,379
|
|
|
252
|
|
|
In Thousands
|
|||||
|
2018
|
|
2017
|
|||
Residential 1-4 family
|
$
|
948
|
|
|
—
|
|
Multifamily
|
—
|
|
|
—
|
|
|
Commercial real estate
|
1,102
|
|
|
1,729
|
|
|
Construction
|
—
|
|
|
—
|
|
|
Farmland
|
—
|
|
|
310
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
Commercial
|
—
|
|
|
—
|
|
|
Agricultural, installment and other
|
—
|
|
|
1
|
|
|
Total
|
$
|
2,050
|
|
|
2,040
|
|
•
|
Special mention loans have potential weaknesses that deserve management’s close attention. If left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the asset or in the Company’s credit position at some future date.
|
•
|
Substandard loans are inadequately protected by the current sound worth and paying capacity of the obligor or of the collateral pledged, if any. Assets so classified must have a well-defined weakness or weaknesses that jeopardize liquidation of the debt. Substandard loans are characterized by the distinct possibility that the Company will sustain some loss if the deficiencies are not corrected.
|
•
|
Doubtful loans have all the characteristics of substandard loans with the added characteristics that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions and values, highly questionable and improbable. The Company considers all doubtful loans to be impaired and places the loans on nonaccrual status.
|
|
In Thousands
|
|||||||||||||||||||||||||||||
|
Residential
1-4 Family |
|
Multifamily
|
|
Commercial
Real Estate |
|
Construction
|
|
Farmland
|
|
Second
Mortgages |
|
Equity Lines
of Credit |
|
Commercial
|
|
Agricultural,
Installment and Other |
|
Total
|
|||||||||||
Credit Risk Profile by Internally Assigned Grade
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Pass
|
$
|
452,411
|
|
|
134,613
|
|
|
698,083
|
|
|
518,123
|
|
|
23,895
|
|
|
10,979
|
|
|
61,927
|
|
|
78,206
|
|
|
59,923
|
|
|
2,038,160
|
|
Special mention
|
3,949
|
|
|
—
|
|
|
1,690
|
|
|
64
|
|
|
112
|
|
|
179
|
|
|
—
|
|
|
39
|
|
|
78
|
|
|
6,111
|
|
|
Substandard
|
4,332
|
|
|
—
|
|
|
1,282
|
|
|
58
|
|
|
64
|
|
|
39
|
|
|
86
|
|
|
—
|
|
|
67
|
|
|
5,928
|
|
|
Doubtful
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
$
|
460,692
|
|
|
134,613
|
|
|
701,055
|
|
|
518,245
|
|
|
24,071
|
|
|
11,197
|
|
|
62,013
|
|
|
78,245
|
|
|
60,068
|
|
|
2,050,199
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Pass
|
$
|
395,664
|
|
|
91,992
|
|
|
657,456
|
|
|
391,778
|
|
|
33,500
|
|
|
8,765
|
|
|
60,553
|
|
|
47,937
|
|
|
54,697
|
|
|
1,742,342
|
|
Special mention
|
5,677
|
|
|
—
|
|
|
646
|
|
|
84
|
|
|
125
|
|
|
43
|
|
|
41
|
|
|
2
|
|
|
77
|
|
|
6,695
|
|
|
Substandard
|
5,326
|
|
|
—
|
|
|
3,121
|
|
|
177
|
|
|
587
|
|
|
144
|
|
|
56
|
|
|
—
|
|
|
93
|
|
|
9,504
|
|
|
Doubtful
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
Total
|
$
|
406,667
|
|
|
91,992
|
|
|
661,223
|
|
|
392,039
|
|
|
34,212
|
|
|
8,952
|
|
|
60,650
|
|
|
47,939
|
|
|
54,867
|
|
|
1,758,541
|
|
|
In Thousands
|
||||||||||||||||||||
|
30-59
Days Past Due |
|
60-89
Days Past Due |
|
Nonaccrual
and Greater Than 90 Days |
|
Total
Nonaccrual and Past Due |
|
Current
|
|
Total Loans
|
|
Recorded
Investment Greater Than 90 Days and Accruing |
||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Residential 1-4 family
|
$
|
3,258
|
|
|
1,092
|
|
|
1,868
|
|
|
6,218
|
|
|
454,474
|
|
|
460,692
|
|
|
920
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
134,613
|
|
|
134,613
|
|
|
—
|
|
|
Commercial real estate
|
312
|
|
|
109
|
|
|
1,174
|
|
|
1,595
|
|
|
699,460
|
|
|
701,055
|
|
|
72
|
|
|
Construction
|
1,567
|
|
|
26
|
|
|
32
|
|
|
1,625
|
|
|
516,620
|
|
|
518,245
|
|
|
32
|
|
|
Farmland
|
43
|
|
|
9
|
|
|
21
|
|
|
73
|
|
|
23,998
|
|
|
24,071
|
|
|
21
|
|
|
Second mortgages
|
333
|
|
|
—
|
|
|
—
|
|
|
333
|
|
|
10,864
|
|
|
11,197
|
|
|
—
|
|
|
Equity lines of credit
|
297
|
|
|
—
|
|
|
45
|
|
|
342
|
|
|
61,671
|
|
|
62,013
|
|
|
45
|
|
|
Commercial
|
93
|
|
|
—
|
|
|
24
|
|
|
117
|
|
|
78,128
|
|
|
78,245
|
|
|
24
|
|
|
Agricultural, installment and other
|
407
|
|
|
85
|
|
|
95
|
|
|
587
|
|
|
59,481
|
|
|
60,068
|
|
|
95
|
|
|
Total
|
$
|
6,310
|
|
|
1,321
|
|
|
3,259
|
|
|
10,890
|
|
|
2,039,309
|
|
|
2,050,199
|
|
|
1,209
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Residential 1-4 family
|
$
|
3,631
|
|
|
524
|
|
|
673
|
|
|
4,828
|
|
|
401,839
|
|
|
406,667
|
|
|
673
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
91,992
|
|
|
91,992
|
|
|
—
|
|
|
Commercial real estate
|
—
|
|
|
83
|
|
|
1,729
|
|
|
1,812
|
|
|
659,411
|
|
|
661,223
|
|
|
—
|
|
|
Construction
|
433
|
|
|
—
|
|
|
113
|
|
|
546
|
|
|
391,493
|
|
|
392,039
|
|
|
113
|
|
|
Farmland
|
112
|
|
|
—
|
|
|
310
|
|
|
422
|
|
|
33,790
|
|
|
34,212
|
|
|
—
|
|
|
Second mortgages
|
—
|
|
|
—
|
|
|
2
|
|
|
2
|
|
|
8,950
|
|
|
8,952
|
|
|
2
|
|
|
Equity lines of credit
|
—
|
|
|
—
|
|
|
41
|
|
|
41
|
|
|
60,609
|
|
|
60,650
|
|
|
41
|
|
|
Commercial
|
2
|
|
|
137
|
|
|
—
|
|
|
139
|
|
|
47,800
|
|
|
47,939
|
|
|
—
|
|
|
Agricultural, installment and other
|
432
|
|
|
57
|
|
|
149
|
|
|
638
|
|
|
54,229
|
|
|
54,867
|
|
|
148
|
|
|
Total
|
$
|
4,610
|
|
|
801
|
|
|
3,017
|
|
|
8,428
|
|
|
1,750,113
|
|
|
1,758,541
|
|
|
977
|
|
|
In Thousands
|
|||||||||||||||||||||||||||||
|
Residential
1-4 Family |
|
Multifamily
|
|
Commercial
Real Estate |
|
Construction
|
|
Farmland
|
|
Second
Mortgages |
|
Equity Lines
of Credit |
|
Commercial
|
|
Agricultural,
Installment and Other |
|
Total
|
|||||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Beginning balance
|
$
|
5,156
|
|
|
1,011
|
|
|
9,267
|
|
|
6,094
|
|
|
487
|
|
|
94
|
|
|
723
|
|
|
401
|
|
|
676
|
|
|
23,909
|
|
Provision
|
1,568
|
|
|
470
|
|
|
436
|
|
|
921
|
|
|
(266
|
)
|
|
24
|
|
|
7
|
|
|
218
|
|
|
920
|
|
|
4,298
|
|
|
Charge-offs
|
(492
|
)
|
|
—
|
|
|
—
|
|
|
(19
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,152
|
)
|
|
(1,663
|
)
|
|
Recoveries
|
65
|
|
|
—
|
|
|
50
|
|
|
88
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
3
|
|
|
423
|
|
|
630
|
|
|
Ending balance
|
$
|
6,297
|
|
|
1,481
|
|
|
9,753
|
|
|
7,084
|
|
|
221
|
|
|
118
|
|
|
731
|
|
|
622
|
|
|
867
|
|
|
27,174
|
|
Ending balance individually evaluated for impairment
|
$
|
852
|
|
|
—
|
|
|
312
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,164
|
|
Ending balance collectively evaluated for impairment
|
$
|
5,445
|
|
|
1,481
|
|
|
9,441
|
|
|
7,084
|
|
|
221
|
|
|
118
|
|
|
731
|
|
|
622
|
|
|
867
|
|
|
26,010
|
|
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending balance
|
$
|
460,692
|
|
|
134,613
|
|
|
701,055
|
|
|
518,245
|
|
|
24,071
|
|
|
11,197
|
|
|
62,013
|
|
|
78,245
|
|
|
60,068
|
|
|
2,050,199
|
|
Ending balance individually evaluated for impairment
|
$
|
2,829
|
|
|
—
|
|
|
1,831
|
|
|
686
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,346
|
|
Ending balance collectively evaluated for impairment
|
$
|
457,863
|
|
|
134,613
|
|
|
699,224
|
|
|
517,559
|
|
|
24,071
|
|
|
11,197
|
|
|
62,013
|
|
|
78,245
|
|
|
60,068
|
|
|
2,044,853
|
|
|
In thousands
|
|||||||||||||||||||||||||||||
|
Residential
1-4 Family |
|
Multifamily
|
|
Commercial
Real Estate |
|
Construction
|
|
Farmland
|
|
Second
Mortgages |
|
Equity Lines
of Credit |
|
Commercial
|
|
Agricultural,
Installment and Other |
|
Total
|
|||||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Allowance for loan losses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Beginning balance
|
$
|
4,571
|
|
|
839
|
|
|
9,541
|
|
|
5,387
|
|
|
658
|
|
|
112
|
|
|
675
|
|
|
386
|
|
|
562
|
|
|
22,731
|
|
Provision
|
675
|
|
|
172
|
|
|
(414
|
)
|
|
586
|
|
|
(168
|
)
|
|
(10
|
)
|
|
45
|
|
|
9
|
|
|
786
|
|
|
1,681
|
|
|
Charge-offs
|
(118
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3
|
)
|
|
(11
|
)
|
|
—
|
|
|
—
|
|
|
(1,090
|
)
|
|
(1,222
|
)
|
|
Recoveries
|
28
|
|
|
—
|
|
|
140
|
|
|
121
|
|
|
—
|
|
|
3
|
|
|
3
|
|
|
6
|
|
|
418
|
|
|
719
|
|
|
Ending balance
|
$
|
5,156
|
|
|
1,011
|
|
|
9,267
|
|
|
6,094
|
|
|
487
|
|
|
94
|
|
|
723
|
|
|
401
|
|
|
676
|
|
|
23,909
|
|
Ending balance individually evaluated for impairment
|
$
|
136
|
|
|
—
|
|
|
291
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
427
|
|
Ending balance collectively evaluated for impairment
|
$
|
5,020
|
|
|
1,011
|
|
|
8,976
|
|
|
6,094
|
|
|
487
|
|
|
94
|
|
|
723
|
|
|
401
|
|
|
676
|
|
|
23,482
|
|
Loans:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
Ending balance
|
$
|
406,667
|
|
|
91,992
|
|
|
661,223
|
|
|
392,039
|
|
|
34,212
|
|
|
8,952
|
|
|
60,650
|
|
|
47,939
|
|
|
54,867
|
|
|
1,758,541
|
|
Ending balance individually evaluated for impairment
|
$
|
2,678
|
|
|
—
|
|
|
3,046
|
|
|
1,182
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,906
|
|
Ending balance collectively evaluated for impairment
|
$
|
403,989
|
|
|
91,992
|
|
|
658,177
|
|
|
390,857
|
|
|
34,212
|
|
|
8,952
|
|
|
60,650
|
|
|
47,939
|
|
|
54,867
|
|
|
1,751,635
|
|
|
2018
|
|
2017
|
|||
Performing TDRs
|
$
|
1,676
|
|
|
2,250
|
|
Nonperforming TDRs
|
816
|
|
|
1,834
|
|
|
Total TDRs
|
$
|
2,492
|
|
|
4,084
|
|
|
December 31, 2018
|
|
December 31, 2017
|
||||||||||||||||||
|
Number
of Contracts |
|
Pre
Modification Outstanding Recorded Investment |
|
Post
Modification Outstanding Recorded Investment, Net of Related Allowance |
|
Number of
Contracts |
|
Pre
Modification Outstanding Recorded Investment |
|
Post
Modification Outstanding Recorded Investment, Net of Related Allowance |
||||||||||
Residential 1-4 family
|
4
|
|
|
$
|
448
|
|
|
$
|
448
|
|
|
6
|
|
|
$
|
610
|
|
|
$
|
535
|
|
Multifamily
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Commercial real estate
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Construction
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Farmland
|
—
|
|
|
—
|
|
|
—
|
|
|
1
|
|
|
86
|
|
|
86
|
|
||||
Second mortgages
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Equity lines of credit
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Commercial
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Agricultural, installment and other
|
2
|
|
|
5
|
|
|
5
|
|
|
1
|
|
|
3
|
|
|
3
|
|
||||
Total
|
6
|
|
|
$
|
453
|
|
|
$
|
453
|
|
|
8
|
|
|
$
|
699
|
|
|
$
|
624
|
|
(3)
|
Debt and Equity Securities
|
|
Securities Available-For-Sale
|
|||||||||||
|
In Thousands
|
|||||||||||
|
Amortized
Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Estimated
Market Value |
|||||
Government-sponsored enterprises (GSEs)
|
$
|
71,446
|
|
|
—
|
|
|
2,979
|
|
|
68,467
|
|
Mortgage-backed securities
|
152,375
|
|
|
9
|
|
|
4,874
|
|
|
147,510
|
|
|
Asset-backed securities
|
22,534
|
|
|
10
|
|
|
844
|
|
|
21,700
|
|
|
Obligations of states and political subdivisions
|
49,328
|
|
|
22
|
|
|
1,775
|
|
|
47,575
|
|
|
|
$
|
295,683
|
|
|
41
|
|
|
10,472
|
|
|
285,252
|
|
|
Securities Held-To-Maturity
|
|||||||||||
|
In Thousands
|
|||||||||||
|
Amortized
Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Estimated
Market Value |
|||||
Mortgage-backed securities
|
$
|
9,886
|
|
|
31
|
|
|
156
|
|
|
9,761
|
|
Obligations of states and political subdivisions
|
22,594
|
|
|
66
|
|
|
310
|
|
|
22,350
|
|
|
|
$
|
32,480
|
|
|
97
|
|
|
466
|
|
|
32,111
|
|
|
Securities Available-For-Sale
|
|||||||||||
|
In Thousands
|
|||||||||||
|
Amortized
Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Estimated
Market Value |
|||||
Government-sponsored enterprises (GSEs)
|
$
|
74,690
|
|
|
4
|
|
|
1,714
|
|
|
72,980
|
|
Mortgage-backed securities
|
200,175
|
|
|
302
|
|
|
2,551
|
|
|
197,926
|
|
|
Asset-backed securities
|
26,387
|
|
|
—
|
|
|
789
|
|
|
25,598
|
|
|
Obligations of states and political subdivisions
|
37,197
|
|
|
7
|
|
|
992
|
|
|
36,212
|
|
|
|
$
|
338,449
|
|
|
313
|
|
|
6,046
|
|
|
332,716
|
|
|
In Thousands
|
|||||
Securities Available-For-Sale
|
Amortized Cost
|
|
Estimated Market Value
|
|||
Due in one year or less
|
$
|
2,230
|
|
|
2,234
|
|
Due after one year through five years
|
22,971
|
|
|
22,409
|
|
|
Due after five years through ten years
|
76,604
|
|
|
73,184
|
|
|
Due after ten years
|
18,969
|
|
|
18,215
|
|
|
|
120,774
|
|
|
116,042
|
|
|
Mortgage and asset-backed securities
|
174,909
|
|
|
169,210
|
|
|
|
$
|
295,683
|
|
|
285,252
|
|
|
In Thousands
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Gross proceeds
|
$
|
39,857
|
|
|
35,555
|
|
|
90,007
|
|
Gross realized gains
|
$
|
102
|
|
|
76
|
|
|
716
|
|
Gross realized losses
|
(752
|
)
|
|
(251
|
)
|
|
(256
|
)
|
|
Net realized gains (losses)
|
$
|
(650
|
)
|
|
(175
|
)
|
|
460
|
|
|
In Thousands, Except Number of Securities
|
||||||||||||||||||||||||||||
|
Less than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||||||||
2018
|
Fair Value
|
|
Unrealized
Losses |
|
Number
of Securities Included |
|
Fair Value
|
|
Unrealized
Losses |
|
Number
of Securities Included |
|
Fair Value
|
|
Unrealized
Losses |
||||||||||||||
Available-for-Sale Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
GSEs
|
$
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
68,467
|
|
|
$
|
2,979
|
|
|
28
|
|
|
$
|
68,467
|
|
|
$
|
2,979
|
|
Mortgage-backed securities
|
8,651
|
|
|
64
|
|
|
10
|
|
|
137,457
|
|
|
4,810
|
|
|
94
|
|
|
146,108
|
|
|
4,874
|
|
||||||
Asset-backed securities
|
—
|
|
|
—
|
|
|
—
|
|
|
20,597
|
|
|
844
|
|
|
14
|
|
|
20,597
|
|
|
844
|
|
||||||
Obligations of states and political subdivisions
|
4,064
|
|
|
26
|
|
|
6
|
|
|
39,841
|
|
|
1,749
|
|
|
94
|
|
|
43,905
|
|
|
1,775
|
|
||||||
|
$
|
12,715
|
|
|
$
|
90
|
|
|
16
|
|
|
$
|
266,362
|
|
|
$
|
10,382
|
|
|
230
|
|
|
$
|
279,077
|
|
|
$
|
10,472
|
|
|
In Thousands, Except Number of Securities
|
||||||||||||||||||||||||||||
|
Less than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||||||||
2017
|
Fair Value
|
|
Unrealized
Losses |
|
Number
of Securities Included |
|
Fair Value
|
|
Unrealized
Losses |
|
Number
of Securities Included |
|
Fair Value
|
|
Unrealized
Losses |
||||||||||||||
Held-to-Maturity Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Mortgage-backed securities
|
$
|
3,316
|
|
|
$
|
21
|
|
|
4
|
|
|
$
|
5,206
|
|
|
$
|
135
|
|
|
5
|
|
|
$
|
8,522
|
|
|
$
|
156
|
|
Obligations of states and political subdivisions
|
10,137
|
|
|
46
|
|
|
27
|
|
|
7,278
|
|
|
264
|
|
|
18
|
|
|
17,415
|
|
|
310
|
|
||||||
|
$
|
13,453
|
|
|
$
|
67
|
|
|
31
|
|
|
$
|
12,484
|
|
|
$
|
399
|
|
|
23
|
|
|
$
|
25,937
|
|
|
$
|
466
|
|
Available-for-Sale Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Debt securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
GSEs
|
$
|
16,099
|
|
|
$
|
190
|
|
|
8
|
|
|
$
|
55,726
|
|
|
$
|
1,524
|
|
|
21
|
|
|
$
|
71,825
|
|
|
$
|
1,714
|
|
Mortgage-backed securities
|
92,180
|
|
|
769
|
|
|
43
|
|
|
81,434
|
|
|
1,782
|
|
|
54
|
|
|
173,614
|
|
|
2,551
|
|
||||||
Asset-backed securities
|
9,087
|
|
|
181
|
|
|
7
|
|
|
16,510
|
|
|
608
|
|
|
8
|
|
|
25,597
|
|
|
789
|
|
||||||
Obligations of states and political subdivisions
|
12,128
|
|
|
113
|
|
|
22
|
|
|
21,762
|
|
|
879
|
|
|
56
|
|
|
33,890
|
|
|
992
|
|
||||||
|
$
|
129,494
|
|
|
$
|
1,253
|
|
|
80
|
|
|
$
|
175,432
|
|
|
$
|
4,793
|
|
|
139
|
|
|
$
|
304,926
|
|
|
$
|
6,046
|
|
(4)
|
Restricted Equity Securities
|
(5)
|
Premises and Equipment
|
|
In Thousands
|
|||||
|
2018
|
|
2017
|
|||
Land
|
$
|
17,022
|
|
|
17,022
|
|
Buildings
|
44,921
|
|
|
31,686
|
|
|
Leasehold improvements
|
492
|
|
|
425
|
|
|
Furniture and equipment
|
12,600
|
|
|
12,521
|
|
|
Automobiles
|
343
|
|
|
353
|
|
|
Construction-in-progress
|
100
|
|
|
10,895
|
|
|
|
75,478
|
|
|
72,902
|
|
|
Less accumulated depreciation
|
(17,115
|
)
|
|
(18,687
|
)
|
|
|
$
|
58,363
|
|
|
54,215
|
|
(6)
|
Acquired Intangible Assets and Goodwill
|
|
In Thousands
|
|||||
|
2018
|
|
2017
|
|||
Goodwill:
|
|
|
|
|||
Balance at January 1,
|
$
|
4,805
|
|
|
4,805
|
|
Goodwill acquired during year
|
—
|
|
|
—
|
|
|
Impairment loss
|
—
|
|
|
—
|
|
|
Balance at December 31,
|
$
|
4,805
|
|
|
4,805
|
|
(7)
|
Deposits
|
|
In Thousands
|
|||||
|
2018
|
|
2017
|
|||
Demand deposits
|
$
|
254,157
|
|
|
239,559
|
|
Savings accounts
|
136,645
|
|
|
136,549
|
|
|
Negotiable order of withdrawal accounts
|
503,435
|
|
|
495,930
|
|
|
Money market demand accounts
|
727,654
|
|
|
648,606
|
|
|
Certificates of deposit $250,000 or greater
|
134,506
|
|
|
67,614
|
|
|
Other certificates of deposit
|
402,690
|
|
|
370,608
|
|
|
Individual retirement accounts $250,000 or greater
|
8,525
|
|
|
6,954
|
|
|
Other individual retirement accounts
|
68,043
|
|
|
71,925
|
|
|
|
$
|
2,235,655
|
|
|
2,037,745
|
|
(8)
|
Securities Sold Under Repurchase Agreements
|
(9)
|
Non-Interest Income and Non-Interest Expense
|
|
In Thousands
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Non-interest income:
|
|
|
|
|
|
||||||
Service charges on deposits
|
$
|
6,799
|
|
|
$
|
6,124
|
|
|
$
|
5,769
|
|
Other fees and commissions
|
13,704
|
|
|
$
|
11,752
|
|
|
$
|
10,260
|
|
|
BOLI and annuity earnings
|
841
|
|
|
$
|
871
|
|
|
$
|
832
|
|
|
Security gains (losses), net
|
(650
|
)
|
|
$
|
(175
|
)
|
|
$
|
460
|
|
|
Fees and gains on sales of mortgage loans
|
4,639
|
|
|
$
|
4,258
|
|
|
$
|
4,355
|
|
|
Gain (loss) on sale of other real estate, net
|
(80
|
)
|
|
$
|
6
|
|
|
$
|
52
|
|
|
Loss on sale of fixed assets, net
|
(2
|
)
|
|
$
|
—
|
|
|
$
|
(73
|
)
|
|
Loss on sale of other assets, net
|
(3
|
)
|
|
$
|
(15
|
)
|
|
$
|
(1
|
)
|
|
|
$
|
25,248
|
|
|
22,821
|
|
|
21,654
|
|
|
In Thousands
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Non-interest expense:
|
|
|
|
|
|
||||
Employee salaries and benefits
|
$
|
39,590
|
|
|
35,830
|
|
|
34,106
|
|
Equity-based compensation
|
1,237
|
|
|
692
|
|
|
104
|
|
|
Occupancy expenses
|
4,403
|
|
|
3,718
|
|
|
3,638
|
|
|
Furniture and equipment expenses
|
2,767
|
|
|
2,085
|
|
|
2,019
|
|
|
Data processing expenses
|
2,900
|
|
|
2,834
|
|
|
2,576
|
|
|
Advertising expenses
|
2,552
|
|
|
2,326
|
|
|
2,310
|
|
|
ATM & interchange fees
|
3,091
|
|
|
2,569
|
|
|
2,475
|
|
|
FDIC insurance
|
843
|
|
|
683
|
|
|
968
|
|
|
Directors’ fees
|
543
|
|
|
677
|
|
|
691
|
|
|
Other operating expenses
|
11,154
|
|
|
8,977
|
|
|
8,376
|
|
|
|
69,080
|
|
|
60,391
|
|
|
57,263
|
|
(10)
|
Income Taxes
|
|
In Thousands
|
|||||
|
2018
|
|
2017
|
|||
Deferred tax asset:
|
|
|
|
|||
Federal
|
$
|
9,046
|
|
|
7,222
|
|
State
|
2,739
|
|
|
2,068
|
|
|
|
11,785
|
|
|
9,290
|
|
|
Deferred tax liability:
|
|
|
|
|||
Federal
|
(2,167
|
)
|
|
(1,402
|
)
|
|
State
|
(717
|
)
|
|
(464
|
)
|
|
|
(2,884
|
)
|
|
(1,866
|
)
|
|
Net deferred tax asset
|
$
|
8,901
|
|
|
7,424
|
|
|
In Thousands
|
|||||
|
2018
|
|
2017
|
|||
Financial statement allowance for loan losses in excess of tax allowance
|
$
|
6,846
|
|
|
5,925
|
|
Excess of depreciation deducted for tax purposes over the amounts deducted in the financial statements
|
(2,557
|
)
|
|
(1,539
|
)
|
|
Financial statement deduction for deferred compensation in excess of deduction for tax purposes
|
1,128
|
|
|
1,075
|
|
|
Writedown of other real estate not deductible for income tax purposes until sold
|
176
|
|
|
161
|
|
|
Financial statement income on FHLB stock dividends not recognized for tax purposes
|
(327
|
)
|
|
(327
|
)
|
|
Unrealized loss on securities available-for-sale
|
2,726
|
|
|
1,498
|
|
|
Equity based compensation
|
469
|
|
|
178
|
|
|
Other items, net
|
440
|
|
|
453
|
|
|
Net deferred tax asset
|
$
|
8,901
|
|
|
7,424
|
|
|
In Thousands
|
||||||||
|
Federal
|
|
State
|
|
Total
|
||||
2018
|
|
|
|
|
|
||||
Current
|
$
|
8,310
|
|
|
721
|
|
|
9,031
|
|
Deferred
|
(136
|
)
|
|
(112
|
)
|
|
(248
|
)
|
|
Total
|
$
|
8,174
|
|
|
609
|
|
|
8,783
|
|
2017
|
|
|
|
|
|
||||
Current
|
$
|
14,004
|
|
|
2,354
|
|
|
16,358
|
|
Deferred
|
3,205
|
|
|
(209
|
)
|
|
2,996
|
|
|
Total
|
$
|
17,209
|
|
|
2,145
|
|
|
19,354
|
|
2016
|
|
|
|
|
|
||||
Current
|
$
|
12,910
|
|
|
2,095
|
|
|
15,005
|
|
Deferred
|
(136
|
)
|
|
(28
|
)
|
|
(164
|
)
|
|
Total
|
$
|
12,774
|
|
|
2,067
|
|
|
14,841
|
|
|
In Thousands
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Computed “expected” tax expense
|
$
|
8,689
|
|
|
14,579
|
|
|
13,761
|
|
State income taxes, net of Federal income tax benefit
|
432
|
|
|
1,346
|
|
|
1,364
|
|
|
Tax exempt interest, net of interest expense exclusion
|
(226
|
)
|
|
(415
|
)
|
|
(401
|
)
|
|
Federal income tax rate in excess of statutory rate related to taxable income over $10 million
|
—
|
|
|
399
|
|
|
370
|
|
|
Earnings on cash surrender value of life insurance
|
(177
|
)
|
|
(292
|
)
|
|
(283
|
)
|
|
Expenses not deductible for tax purposes
|
16
|
|
|
43
|
|
|
40
|
|
|
Equity based compensation expense
|
(39
|
)
|
|
16
|
|
|
35
|
|
|
Revaluation of federal deferred tax assets due to change in tax rates
|
—
|
|
|
3,603
|
|
|
—
|
|
|
Other
|
88
|
|
|
75
|
|
|
(45
|
)
|
|
|
$
|
8,783
|
|
|
19,354
|
|
|
14,841
|
|
(11)
|
Commitments and Contingent Liabilities
|
(12)
|
Financial Instruments with Off-Balance-Sheet Risk
|
|
In Thousands
|
|||||
|
Contract or
Notional Amount |
|||||
|
2018
|
|
2017
|
|||
Financial instruments whose contract amounts represent credit risk:
|
|
|
|
|||
Unused commitments to extend credit
|
$
|
582,897
|
|
|
605,114
|
|
Standby letters of credit
|
80,165
|
|
|
69,156
|
|
|
Total
|
$
|
663,062
|
|
|
674,270
|
|
(13)
|
Concentration of Credit Risk
|
(14)
|
Employee Benefit Plan
|
(15)
|
Dividend Reinvestment Plan
|
(16)
|
Regulatory Matters and Restrictions on Dividends
|
|
Actual
|
|
Regulatory Minimum Capital Requirement with Basel III Capital Conservation Buffer
|
|
Regulatory Minimum To Be Well Capitalized
|
|||||||||||||||
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|||||||||
|
(dollars in thousands)
|
|||||||||||||||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
326,099
|
|
|
14.1
|
%
|
|
$
|
227,974
|
|
|
9.875
|
%
|
|
$
|
230,860
|
|
|
10.0
|
%
|
Wilson Bank
|
323,852
|
|
|
14.0
|
|
|
227,915
|
|
|
9.875
|
|
|
230,800
|
|
|
10.0
|
|
|||
Tier 1 capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
298,566
|
|
|
12.9
|
|
|
181,802
|
|
|
7.875
|
|
|
138,516
|
|
|
6.0
|
|
|||
Wilson Bank
|
296,319
|
|
|
12.8
|
|
|
181,756
|
|
|
7.875
|
|
|
184,641
|
|
|
8.0
|
|
|||
Common equity Tier 1 capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
298,566
|
|
|
12.9
|
|
|
147,173
|
|
|
6.375
|
|
|
N/A
|
|
|
N/A
|
|
|||
Wilson Bank
|
296,319
|
|
|
12.8
|
|
|
147,136
|
|
|
6.375
|
|
|
150,021
|
|
|
6.5
|
|
|||
Tier 1 capital to average assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
298,566
|
|
|
12.3
|
|
|
97,022
|
|
|
4.0
|
|
|
N/A
|
|
|
N/A
|
|
|||
Wilson Bank
|
296,319
|
|
|
11.9
|
|
|
99,373
|
|
|
4.0
|
|
|
124,217
|
|
|
5.0
|
|
|
Actual
|
|
Regulatory Minimum Capital Requirement with Basel III Capital Conservation Buffer
|
|
Regulatory Minimum To Be Well Capitalized
|
|||||||||||||||
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|
Amount
|
|
Ratio
|
|||||||||
|
(dollars in thousands)
|
|||||||||||||||||||
December 31, 2017
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Total capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
$
|
291,395
|
|
|
14.2
|
%
|
|
$
|
189,658
|
|
|
9.25
|
%
|
|
$
|
205,036
|
|
|
10.0
|
%
|
Wilson Bank
|
289,824
|
|
|
14.1
|
|
|
189,618
|
|
|
9.25
|
|
|
204,992
|
|
|
10.0
|
|
|||
Tier 1 capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
267,159
|
|
|
13.0
|
|
|
148,651
|
|
|
7.25
|
|
|
123,021
|
|
|
6.0
|
|
|||
Wilson Bank
|
265,588
|
|
|
13.0
|
|
|
148,619
|
|
|
7.25
|
|
|
163,994
|
|
|
8.0
|
|
|||
Common Equity Tier 1 capital to risk weighted assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
267,159
|
|
|
13.0
|
|
|
117,895
|
|
|
5.75
|
|
|
N/A
|
|
|
N/A
|
|
|||
Wilson Bank
|
265,588
|
|
|
13.0
|
|
|
117,871
|
|
|
5.75
|
|
|
133,245
|
|
|
6.5
|
|
|||
Tier 1 capital to average assets:
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Consolidated
|
267,159
|
|
|
11.9
|
|
|
90,110
|
|
|
4.0
|
|
|
N/A
|
|
|
N/A
|
|
|||
Wilson Bank
|
265,588
|
|
|
11.5
|
|
|
92,062
|
|
|
4.0
|
|
|
115,078
|
|
|
5.0
|
|
|
2016
|
|
2017
|
|
2018
|
|
2019
|
||||
Common Equity Tier I Ratio
|
5.125
|
%
|
|
5.75
|
%
|
|
6.375
|
%
|
|
7.0
|
%
|
Tier I Capital to Risk Weighted Assets Ratio
|
6.625
|
%
|
|
7.25
|
%
|
|
7.875
|
%
|
|
8.5
|
%
|
Total Capital to Risk Weighted Assets Ratio
|
8.625
|
%
|
|
9.25
|
%
|
|
9.875
|
%
|
|
10.5
|
%
|
(17)
|
Salary Deferral Plans
|
(18)
|
Equity Incentive Plan
|
|
2018
|
|
2017
|
|
2016
|
|||
Expected dividends
|
1.22
|
%
|
|
1.27
|
%
|
|
1.21
|
%
|
Expected term (in years)
|
9.35
|
|
|
7.79
|
|
|
8.71
|
|
Expected stock price volatility
|
24
|
%
|
|
26
|
%
|
|
26
|
%
|
Risk-free rate
|
2.83
|
%
|
|
2.23
|
%
|
|
2.02
|
%
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
|
Shares
|
|
Weighted
Average Exercise Price |
|
Shares
|
|
Weighted
Average Exercise Price |
|
Shares
|
|
Weighted
Average Exercise Price |
|||||||||
Outstanding at beginning of year
|
285,780
|
|
|
$
|
39.31
|
|
|
183,747
|
|
|
$
|
38.09
|
|
|
49,895
|
|
|
$
|
30.19
|
|
Granted
|
21,666
|
|
|
46.59
|
|
|
112,333
|
|
|
40.87
|
|
|
140,997
|
|
|
40.36
|
|
|||
Exercised
|
(22,460
|
)
|
|
37.07
|
|
|
(5,078
|
)
|
|
29.65
|
|
|
(5,545
|
)
|
|
27.38
|
|
|||
Forfeited or expired
|
(7,166
|
)
|
|
37.53
|
|
|
(5,222
|
)
|
|
39.22
|
|
|
(1,600
|
)
|
|
28.44
|
|
|||
Outstanding at end of year
|
277,820
|
|
|
$
|
40.11
|
|
|
285,780
|
|
|
$
|
39.31
|
|
|
183,747
|
|
|
$
|
38.09
|
|
Options and cash-settled SARs exercisable at year end
|
94,951
|
|
|
$
|
39.14
|
|
|
42,256
|
|
|
$
|
36.66
|
|
|
13,553
|
|
|
$
|
29.29
|
|
|
Options and Cash-Settled SARs Outstanding
|
|
Options and Cash-Settled SARs Exercisable
|
||||||||||||||||
Range of
Exercise
Prices
|
Number
Outstanding at 12/31/18 |
|
Weighted
Average Exercise Price |
|
Weighted
Average Remaining Contractual Term |
|
Number
Exercisable at 12/31/18 |
|
Weighted
Average Exercise Price |
|
Weighted
Average Remaining Contractual Term |
||||||||
$22.00 - $32.00
|
16,388
|
|
|
$
|
29.02
|
|
|
1.50 years
|
|
9,022
|
|
|
$
|
28.74
|
|
|
1.32 years
|
||
$32.01 - $47.75
|
261,432
|
|
|
$
|
40.81
|
|
|
7.38 years
|
|
85,929
|
|
|
$
|
40.23
|
|
|
6.12 years
|
||
|
277,820
|
|
|
|
|
|
|
94,951
|
|
|
|
|
|
||||||
Aggregate intrinsic value (in thousands)
|
$
|
2,679
|
|
|
|
|
|
|
$
|
1,008
|
|
|
|
|
|
(19)
|
Earnings Per Share
|
|
In Thousands (except share data)
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Basic EPS Computation:
|
|
|
|
|
|
||||
Numerator - Earnings available to common stockholders
|
$
|
32,594
|
|
|
23,526
|
|
|
25,633
|
|
Denominator - Weighted average number of common shares outstanding
|
10,564,172
|
|
|
10,407,211
|
|
|
10,279,332
|
|
|
Basic earnings per common share
|
$
|
3.09
|
|
|
2.26
|
|
|
2.49
|
|
Diluted EPS Computation:
|
|
|
|
|
|
||||
Numerator - Earnings available to common stockholders
|
$
|
32,594
|
|
|
23,526
|
|
|
25,633
|
|
Denominator - Weighted average number of common shares outstanding
|
10,564,172
|
|
|
10,407,211
|
|
|
10,279,332
|
|
|
Dilutive effect of stock options
|
8,049
|
|
|
5,325
|
|
|
4,996
|
|
|
|
10,572,221
|
|
|
10,412,536
|
|
|
10,284,328
|
|
|
Diluted earnings per common share
|
$
|
3.08
|
|
|
2.26
|
|
|
2.49
|
|
(20)
|
Mortgage Banking Derivatives
|
|
In Thousands
|
||
|
2018
|
||
Forward contracts related to mortgage loans held for sale and interest rate contracts
|
$
|
(88
|
)
|
Interest rate contracts for customers
|
335
|
|
|
In Thousands
|
|||||
|
2018
|
|||||
|
Notional Amount
|
|
Fair Value
|
|||
Included in other assets (liabilities):
|
|
|
|
|||
Interest rate contracts for customers
|
$
|
9,655
|
|
|
335
|
|
Forward contracts related to mortgage loans held-for-sale
|
11,750
|
|
|
(88
|
)
|
(21)
|
Disclosures About Fair Value of Financial Instruments
|
•
|
Level 1 - inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets
|
•
|
Level 2 - inputs to the valuation methodology include all prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.
|
•
|
Level 3 - inputs to the valuation methodology that are unobservable and significant to the fair value measurement.
|
|
Measured on a Recurring Basis
|
|||||||||||
|
Total Carrying
Value in the Consolidated Balance Sheet |
|
Quoted Market
Prices in an Active Market (Level 1) |
|
Models with
Significant Observable Market Parameters (Level 2) |
|
Models with
Significant Unobservable Market Parameters (Level 3) |
|||||
December 31, 2018
|
|
|
|
|
|
|
|
|||||
Investment securities available-for-sale:
|
|
|
|
|
|
|
|
|||||
U.S. Government sponsored enterprises
|
$
|
68,467
|
|
|
—
|
|
|
68,467
|
|
|
—
|
|
Mortgage-backed securities
|
147,510
|
|
|
—
|
|
|
147,510
|
|
|
—
|
|
|
Asset-backed securities
|
21,700
|
|
|
—
|
|
|
21,700
|
|
|
—
|
|
|
State and municipal securities
|
47,575
|
|
|
—
|
|
|
47,575
|
|
|
—
|
|
|
Total investment securities available-for-sale
|
285,252
|
|
|
—
|
|
|
285,252
|
|
|
—
|
|
|
Mortgage loans held for sale
|
7,484
|
|
|
—
|
|
|
7,484
|
|
|
—
|
|
|
Mortgage banking derivatives
|
335
|
|
|
—
|
|
|
335
|
|
|
—
|
|
|
Bank owned life insurance
|
30,952
|
|
|
—
|
|
|
—
|
|
|
30,952
|
|
|
Total assets
|
$
|
324,023
|
|
|
—
|
|
|
293,071
|
|
|
30,952
|
|
|
|
|
|
|
|
|
|
|||||
Mortgage banking derivatives
|
$
|
88
|
|
|
—
|
|
|
88
|
|
|
—
|
|
Total liabilities
|
$
|
88
|
|
|
—
|
|
|
88
|
|
|
—
|
|
|
Measured on a Recurring Basis
|
|||||||||||
|
Total Carrying
Value in the Consolidated Balance Sheet |
|
Quoted Market
Prices in an Active Market (Level 1) |
|
Models with
Significant Observable Market Parameters (Level 2) |
|
Models with
Significant Unobservable Market Parameters (Level 3) |
|||||
December 31, 2017
|
|
|
|
|
|
|
|
|||||
Investment securities available-for-sale:
|
|
|
|
|
|
|
|
|||||
U.S. Government sponsored enterprises
|
$
|
72,980
|
|
|
—
|
|
|
72,980
|
|
|
—
|
|
Mortgage-backed securities
|
197,926
|
|
|
—
|
|
|
197,926
|
|
|
—
|
|
|
Asset-backed securities
|
25,598
|
|
|
—
|
|
|
25,598
|
|
|
—
|
|
|
State and municipal securities
|
36,212
|
|
|
—
|
|
|
36,212
|
|
|
—
|
|
|
Total investment securities available-for-sale
|
332,716
|
|
|
—
|
|
|
332,716
|
|
|
—
|
|
|
Mortgage loans held for sale
|
5,106
|
|
|
—
|
|
|
5,106
|
|
|
—
|
|
|
Bank owned life insurance
|
29,475
|
|
|
—
|
|
|
—
|
|
|
29,475
|
|
|
Total
|
$
|
367,297
|
|
|
—
|
|
|
337,822
|
|
|
29,475
|
|
|
Measured on a Non-Recurring Basis
|
|||||||||||
|
Total Carrying
Value in the Consolidated Balance Sheet |
|
Quoted Market
Prices in an Active Market (Level 1) |
|
Models with
Significant Observable Market Parameters (Level 2) |
|
Models with
Significant Unobservable Market Parameters (Level 3) |
|||||
December 31, 2018
|
|
|
|
|
|
|
|
|||||
Other real estate owned
|
$
|
1,357
|
|
|
—
|
|
|
—
|
|
|
1,357
|
|
Impaired loans, net (¹)
|
4,195
|
|
|
—
|
|
|
—
|
|
|
4,195
|
|
|
Total
|
$
|
5,552
|
|
|
—
|
|
|
—
|
|
|
5,552
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|||||
Other real estate owned
|
$
|
1,635
|
|
|
—
|
|
|
—
|
|
|
1,635
|
|
Impaired loans, net (¹)
|
6,531
|
|
|
—
|
|
|
—
|
|
|
6,531
|
|
|
Total
|
$
|
8,166
|
|
|
—
|
|
|
—
|
|
|
8,166
|
|
(¹)
|
Amount is net of a valuation allowance of
$1,164,000
at December 31,
2018
and
$427,000
at December 31,
2017
as required by ASC 310, “Receivables.”
|
|
Valuation Techniques (
2
)
|
Significant Unobservable Inputs
|
Range (Weighted Average)
|
Impaired loans
|
Appraisal
|
Estimated costs to sell
|
10%
|
Other real estate owned
|
Appraisal
|
Estimated costs to sell
|
10%
|
(
2
)
|
The fair value is generally determined through independent appraisals of the underlying collateral, which may include Level 3 inputs that are not identifiable, or by using the discounted cash flow method if the loan is not collateral dependent.
|
|
For the Year Ended December 31,
|
||||||||||||
|
2018
|
|
2017
|
||||||||||
|
Other
Assets |
|
Other
Liabilities |
|
Other
Assets |
|
Other
Liabilities |
||||||
Fair value, January 1
|
$
|
29,475
|
|
|
—
|
|
|
$
|
28,616
|
|
|
—
|
|
Total realized gains included in income
|
841
|
|
|
—
|
|
|
859
|
|
|
—
|
|
||
Change in unrealized gains/losses included in other comprehensive income for assets and liabilities still held at December 31
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Purchases, issuances and settlements, net
|
636
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Transfers out of Level 3
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||
Fair value, December 31
|
$
|
30,952
|
|
|
—
|
|
|
$
|
29,475
|
|
|
—
|
|
Total realized gains included in income related to financial assets and liabilities still on the consolidated balance sheet at December 31
|
$
|
841
|
|
|
—
|
|
|
$
|
859
|
|
|
—
|
|
(in Thousands)
|
Carrying/
Notional Amount |
|
Estimated
Fair Value (¹) |
|
Quoted Market
Prices in an Active Market (Level 1) |
|
Models with
Significant Observable Market Parameters (Level 2) |
|
Models with
Significant Unobservable Market Parameters (Level 3) |
||||||
December 31, 2018
|
|
|
|
|
|
|
|
|
|
||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
99,191
|
|
|
99,191
|
|
|
99,191
|
|
|
—
|
|
|
—
|
|
Loans, net
|
2,016,005
|
|
|
2,017,272
|
|
|
—
|
|
|
—
|
|
|
2,017,272
|
|
|
Restricted equity securities
|
3,012
|
|
|
NA
|
|
|
NA
|
|
|
NA
|
|
|
NA
|
|
|
Accrued interest receivable
|
6,724
|
|
|
6,724
|
|
|
3
|
|
|
1,362
|
|
|
5,359
|
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
||||||
Deposits
|
2,235,655
|
|
|
1,974,554
|
|
|
—
|
|
|
—
|
|
|
1,974,554
|
|
|
Accrued interest payable
|
3,132
|
|
|
3,132
|
|
|
—
|
|
|
—
|
|
|
3,132
|
|
|
December 31, 2017
|
|
|
|
|
|
|
|
|
|
||||||
Financial assets:
|
|
|
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
95,518
|
|
|
95,518
|
|
|
95,518
|
|
|
—
|
|
|
—
|
|
Securities held-to-maturity
|
32,480
|
|
|
32,111
|
|
|
—
|
|
|
32,111
|
|
|
—
|
|
|
Loans, net
|
1,727,253
|
|
|
1,724,937
|
|
|
—
|
|
|
—
|
|
|
1,724,937
|
|
|
Restricted equity securities
|
3,012
|
|
|
NA
|
|
|
NA
|
|
|
NA
|
|
|
NA
|
|
|
Accrued interest receivable
|
6,266
|
|
|
6,266
|
|
|
5
|
|
|
1,562
|
|
|
4,699
|
|
|
Financial liabilities:
|
|
|
|
|
|
|
|
|
|
||||||
Deposits and securities sold under agreements to repurchase
|
2,038,609
|
|
|
1,812,011
|
|
|
—
|
|
|
—
|
|
|
1,812,011
|
|
|
Accrued interest payable
|
1,679
|
|
|
1,679
|
|
|
—
|
|
|
—
|
|
|
1,679
|
|
(¹)
|
Estimated fair values are consistent with an exit-price concept. The assumptions used to estimate the fair values are intended to approximate those that a market-participant would realize in a hypothetical orderly transaction.
|
(22)
|
Wilson Bank Holding Company -
|
|
Dollars In Thousands
|
|||||||
|
2018
|
|
|
2017
|
|
|||
ASSETS
|
|
|
|
|
|
|||
Cash
|
$
|
2,759
|
|
*
|
|
1,589
|
|
*
|
Investment in wholly-owned commercial bank subsidiary
|
293,420
|
|
|
|
266,159
|
|
|
|
Deferred income taxes
|
469
|
|
|
|
178
|
|
|
|
Refundable income taxes
|
177
|
|
|
|
181
|
|
|
|
Total assets
|
$
|
296,825
|
|
|
|
268,107
|
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|||
Stock appreciation rights payable
|
$
|
1,158
|
|
|
|
377
|
|
|
Total liabilities
|
1,158
|
|
|
|
377
|
|
|
|
|
|
|
|
|
|
|||
Stockholders’ equity:
|
|
|
|
|
|
|||
Common stock, par value $2.00 per share, authorized 50,000,000 shares, 10,623,810 and 10,450,711 shares issued and outstanding, respectively
|
21,248
|
|
|
|
20,901
|
|
|
|
Additional paid-in capital
|
73,960
|
|
|
|
66,047
|
|
|
|
Retained earnings
|
208,164
|
|
|
|
185,017
|
|
|
|
Net unrealized losses on available-for-sale securities, net of income taxes of $2,726 and $1,498, respectively
|
(7,705
|
)
|
|
|
(4,235
|
)
|
|
|
Total stockholders’ equity
|
295,667
|
|
|
|
267,730
|
|
|
|
Total liabilities and stockholders’ equity
|
$
|
296,825
|
|
|
|
268,107
|
|
|
*
|
Eliminated in consolidation.
|
|
Dollars In Thousands
|
|||||||||||
|
2018
|
|
|
2017
|
|
|
2016
|
|
||||
Income:
|
|
|
|
|
|
|
|
|
||||
Dividends from commercial bank subsidiary
|
$
|
3,000
|
|
|
|
1,500
|
|
|
|
1,500
|
|
|
Expenses:
|
|
|
|
|
|
|
|
|
||||
Directors’ fees
|
254
|
|
|
|
334
|
|
|
|
327
|
|
|
|
Other
|
1,351
|
|
|
|
805
|
|
|
|
194
|
|
|
|
|
1,605
|
|
|
|
1,139
|
|
|
|
521
|
|
|
|
Income before Federal income tax benefits and equity in undistributed earnings of commercial bank subsidiary
|
1,395
|
|
|
|
361
|
|
|
|
979
|
|
|
|
Federal income tax benefits
|
468
|
|
|
|
359
|
|
|
|
169
|
|
|
|
|
1,863
|
|
|
|
720
|
|
|
|
1,148
|
|
|
|
Equity in undistributed earnings of commercial bank subsidiary
|
30,731
|
|
*
|
|
22,806
|
|
*
|
|
24,485
|
|
*
|
|
Net earnings
|
$
|
32,594
|
|
|
|
23,526
|
|
|
|
25,633
|
|
|
*
|
Eliminated in consolidation.
|
|
Dollars In Thousands
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Cash flows from operating activities:
|
|
|
|
|
|
||||
Cash paid to suppliers and other
|
$
|
(367
|
)
|
|
(447
|
)
|
|
(417
|
)
|
Tax benefits received
|
181
|
|
|
169
|
|
|
198
|
|
|
Net cash used in operating activities
|
(186
|
)
|
|
(278
|
)
|
|
(219
|
)
|
|
Cash flows from investing activities:
|
|
|
|
|
|
||||
Dividends received from commercial bank subsidiary
|
3,000
|
|
|
1,500
|
|
|
1,500
|
|
|
Net cash provided by investing activities
|
3,000
|
|
|
1,500
|
|
|
1,500
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
||||
Payments made to stock appreciation rights holders
|
(61
|
)
|
|
—
|
|
|
—
|
|
|
Dividends paid
|
(9,447
|
)
|
|
(6,729
|
)
|
|
(5,756
|
)
|
|
Proceeds from sale of stock pursuant to dividend reinvestment plan
|
7,470
|
|
|
5,266
|
|
|
4,316
|
|
|
Proceeds from exercise of stock options
|
394
|
|
|
152
|
|
|
152
|
|
|
Net cash used in financing activities
|
(1,644
|
)
|
|
(1,311
|
)
|
|
(1,288
|
)
|
|
Net increase (decrease) in cash and cash equivalents
|
1,170
|
|
|
(89
|
)
|
|
(7
|
)
|
|
Cash and cash equivalents at beginning of year
|
1,589
|
|
|
1,678
|
|
|
1,685
|
|
|
Cash and cash equivalents at end of year
|
$
|
2,759
|
|
|
1,589
|
|
|
1,678
|
|
|
Dollars in Thousands
|
||||||||
|
2018
|
|
2017
|
|
2016
|
||||
Reconciliation of net earnings to net cash used in operating activities:
|
|
|
|
|
|
||||
Net earnings
|
$
|
32,594
|
|
|
23,526
|
|
|
25,633
|
|
Adjustments to reconcile net earnings to net cash used in operating activities:
|
|
|
|
|
|
||||
Equity in earnings of commercial bank subsidiary
|
(33,731
|
)
|
|
(24,306
|
)
|
|
(25,985
|
)
|
|
Decrease (increase) in refundable income taxes
|
5
|
|
|
(12
|
)
|
|
29
|
|
|
Increase in deferred taxes
|
(291
|
)
|
|
(178
|
)
|
|
—
|
|
|
Share based compensation expense
|
1,237
|
|
|
692
|
|
|
104
|
|
|
Total adjustments
|
(32,780
|
)
|
|
(23,804
|
)
|
|
(25,852
|
)
|
|
Net cash used in operating activities
|
$
|
(186
|
)
|
|
(278
|
)
|
|
(219
|
)
|
(23)
|
Quarterly Financial Data (Unaudited)
|
|
(In Thousands, except per share data)
|
|||||||||||||||||||||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||||||||||||||||||||
|
Fourth Quarter
|
|
Third Quarter
|
|
Second Quarter
|
|
First Quarter
|
|
Fourth Quarter
|
|
Third Quarter
|
|
Second Quarter
|
|
First Quarter
|
|
Fourth Quarter
|
|
Third Quarter
|
|
Second Quarter
|
|
First Quarter
|
|||||||||||||||
Interest income
|
$
|
27,585
|
|
|
26,298
|
|
|
25,548
|
|
|
24,094
|
|
|
$
|
23,487
|
|
|
22,904
|
|
|
22,871
|
|
|
21,758
|
|
|
$
|
22,078
|
|
|
21,454
|
|
|
20,877
|
|
|
20,337
|
|
Interest expense
|
4,606
|
|
|
3,656
|
|
|
3,097
|
|
|
2,659
|
|
|
2,439
|
|
|
2,332
|
|
|
2,094
|
|
|
2,024
|
|
|
1,990
|
|
|
2,077
|
|
|
2,106
|
|
|
2,111
|
|
|||
Net interest income
|
22,979
|
|
|
22,642
|
|
|
22,451
|
|
|
21,435
|
|
|
21,048
|
|
|
20,572
|
|
|
20,777
|
|
|
19,734
|
|
|
20,088
|
|
|
19,377
|
|
|
18,771
|
|
|
18,226
|
|
|||
Provision for loan losses
|
1,097
|
|
|
1,088
|
|
|
1,090
|
|
|
1,023
|
|
|
436
|
|
|
436
|
|
|
420
|
|
|
389
|
|
|
89
|
|
|
141
|
|
|
82
|
|
|
67
|
|
|||
Earnings before income taxes
|
10,708
|
|
|
10,718
|
|
|
9,798
|
|
|
10,153
|
|
|
10,694
|
|
|
10,438
|
|
|
11,386
|
|
|
10,362
|
|
|
10,120
|
|
|
11,095
|
|
|
10,162
|
|
|
9,097
|
|
|||
Net earnings
|
9,833
|
|
|
7,972
|
|
|
7,309
|
|
|
7,480
|
|
|
3,574
|
|
|
6,469
|
|
|
6,988
|
|
|
6,495
|
|
|
6,802
|
|
|
6,918
|
|
|
6,270
|
|
|
5,643
|
|
|||
Basic earnings per common share
|
0.93
|
|
|
0.75
|
|
|
0.69
|
|
|
0.71
|
|
|
0.34
|
|
|
0.62
|
|
|
0.67
|
|
|
0.63
|
|
|
0.66
|
|
|
0.67
|
|
|
0.61
|
|
|
0.55
|
|
|||
Diluted earnings per common share
|
0.92
|
|
|
0.75
|
|
|
0.69
|
|
|
0.71
|
|
|
0.34
|
|
|
0.62
|
|
|
0.67
|
|
|
0.63
|
|
|
0.66
|
|
|
0.67
|
|
|
0.61
|
|
|
0.55
|
|
(24)
|
Subsequent Events
|
I, J. Randall Clemons, certify that:
|
||
|
|
|
1.
|
I have reviewed this annual report on Form 10-K of Wilson Bank Holding Company;
|
|
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;
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3.
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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;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15(d)-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:
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(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;
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(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;
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(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
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(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
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
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(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
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(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.
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Date: March 08, 2019
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By:
/s/ J. Randall Clemons
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Name: J. Randall Clemons
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President and Chief Executive Officer
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I, Lisa Pominski , certify that:
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1.
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I have reviewed this annual report on Form 10-K of Wilson Bank Holding Company;
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2.
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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;
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3.
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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;
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4.
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The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15(d)-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;
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(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;
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(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
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(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
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5.
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The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent function):
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(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
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(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.
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Date: March 08, 2019
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By:
/s/ Lisa Pominski
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Name: Lisa Pominski
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Executive Vice President and Chief Financial Officer
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/s/ J. Randall Clemons
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Randall Clemons
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President and Chief Executive Officer
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Date: March 08, 2019
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/s/ Lisa Pominski
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Lisa Pominski, Executive Vice President and Chief
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Financial Officer
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Date: March 08, 2019
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