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C&F Financial Corporation

11/04/2025 | Press release | Distributed by Public on 11/04/2025 10:57

Quarterly Report for Quarter Ending September 30, 2025 (Form 10-Q)

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion supplements and provides information about the major components of the results of operations, financial condition, liquidity and capital resources of the Corporation. This discussion and analysis should be read in conjunction with the accompanying consolidated financial statements. In addition to current and historical information, the following discussion and analysis contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to our future business, financial condition or results of operations. For a description of certain factors that may have a significant impact on our future business, financial condition or results of operations, see "Cautionary Statement About Forward-Looking Statements" at the end of this discussion and analysis.

OVERVIEW

Our primary financial goals are to maximize the Corporation's earnings and to deploy capital in profitable growth initiatives that will enhance long-term shareholder value. We track three primary financial performance measures in order to assess the level of success in achieving these goals: (1) return on average assets (ROA), (2) return on average equity (ROE), and (3) growth in earnings. In addition to these financial performance measures, we track the performance of the Corporation's three business segments: community banking, mortgage banking, and consumer finance. We balance these financial measures with acceptable levels of interest rate risk, while satisfying liquidity and capital requirements and monitoring asset quality. We also actively manage our capital through growth, dividends and share repurchases, while considering the need to maintain a strong capital position. The following table presents selected financial performance highlights for the periods indicated.

TABLE 1: Financial Performance Highlights


(Dollars in thousands, except for per share data)	Three Months Ended September 30,						Nine Months Ended September 30,
	2025			2024			2025			2024
Net Income (Loss):
Community Banking	$	7,378		$	5,337		$	19,939		$	13,920
Mortgage Banking		641			351			2,057			1,021
Consumer Finance		231			311			996			1,142
Other		(1,137)			(579)			(2,717)			(2,194)
Consolidated net income	$	7,113		$	5,420		$	20,275		$	13,889

Earnings per share - basic and diluted	$	2.18		$	1.65		$	6.22		$	4.15

Annualized return on average assets		1.06	%		0.86	%		1.02	%		0.75
Annualized return on average equity		11.60	%		9.74	%		11.36	%		8.47	%
Annualized return on average tangible common equity (ROTCE)¹		13.07	%		11.16	%		12.84	%		9.74	%

¹	Refer to "Use of Certain Non-GAAP Financial Measures," below, for information about these non-GAAP financial measures, including a quantitative reconciliation to the most directly comparable financial measures calculated in accordance with GAAP.

Consolidated net income increased $1.7 million and $6.4 million for the third quarter and first nine months of 2025 compared to the same periods in 2024 due to higher net income at the community banking and mortgage banking segments, partially offset by lower net income at the consumer finance segment. A discussion of the performance of our business segments is included under the heading "Business Segments" in the "Results of Operations" section of this discussion and analysis.

Key factors affecting comparison for the third quarter and first nine months of 2025 are as follows.

●

Community banking segment loans grew $91.4 million, or 8.4 percent annualized, compared to December 31, 2024;

●

Consumer finance segment loans decreased $3.5 million, or 1.0 percent annualized, compared to December 31, 2024;

●

Deposits increased $127.2 million, or 7.8 percent annualized, compared to December 31, 2024;

●

Consolidated annualized net interest margin was 4.24 percent for the third quarter of 2025 compared to 4.13 percent for the third quarter of 2024 and 4.27 percent in the second quarter of 2025;

●

The community banking segment recorded a net reversal of provision for credit losses of $100,000 and $300,000 for the third quarter and first nine months of 2025, respectively, compared to a provision for credit losses of $700,000 and $1.7 million for the same periods in 2024, respectively;

●

The consumer finance segment recorded provision for credit losses of $3.0 million and $8.3 million for the third quarter and first nine months of 2025, respectively, compared to $3.0 million and $8.1 million for the same periods in 2024, respectively;

●

The consumer finance segment experienced net charge-offs at an annualized rate of 2.68 percent and 2.51 percent of average total loans for the third quarter and first nine months of 2025, respectively, compared to 2.65 percent and 2.36 percent for the same periods of 2024;

●

Mortgage banking segment loan originations increased $10.1 million, or 6.4 percent, to $167.0 million for the third quarter of 2025 compared to the third quarter of 2024 and decreased $46.5 million, or 21.8 percent compared to the second quarter of 2025; and

●

The Corporation expanded into Southwest Virginia with the opening of a new loan production office in Roanoke in July 2025.

Capital Management and Dividends

Total equity was $253.9 million at September 30, 2025 compared to $227.0 million at December 31, 2024. Under regulatory capital standards, the Corporation's tier 1 risk-based capital and total risk-based capital ratios at September 30, 2025 were 12.2 percent and 15.3 percent, respectively, compared to 11.9 percent and 14.1 percent, respectively, at December 31, 2024. At September 30, 2025, the book value per share of the Corporation's common stock was $78.23 and tangible book value per share, which is a non-GAAP financial measure, was $70.15, compared to $70.00 and $61.86, respectively, at December 31, 2024.

Total equity increased $26.9 million at September 30, 2025 compared to December 31, 2024 due primarily to net income and lower net unrealized losses in the market value of securities available for sale, which are recognized as a component of other comprehensive income, partially offset by dividends paid on the Corporation's common stock. The Corporation's securities available for sale are fixed income debt securities and their net unrealized loss position is a result of increased market interest rates since they were purchased. The Corporation expects to recover its investments in debt securities through scheduled payments of principal and interest. Unrealized losses are not expected to affect the earnings or regulatory capital of the Corporation or C&F Bank. The accumulated other comprehensive loss related to the Corporation's securities available for sale, net of deferred income taxes, decreased to $12.9 million at September 30, 2025, compared to $23.7 million at December 31, 2024 due primarily to fluctuations in debt security market interest rates and a decrease in the balance of securities available for sale in an unrealized loss position as a result of maturities, calls and paydowns.

The Corporation's Board of Directors declared a quarterly cash dividend of 46 cents per share during the third quarter of 2025, which was paid on October 1, 2025. This dividend represents a payout ratio of 21.1 percent of earnings per share for the third quarter of 2025. The Board of Directors of the Corporation continually reviews the amount of cash dividends per share and the resulting dividend payout ratio in light of changes in economic conditions, current and future capital levels and requirements and expected future earnings. In making its decision on the payment of dividends on the Corporation's common stock, the Corporation's Board of Directors considers operating results, financial condition, capital adequacy, regulatory requirements, shareholder returns, growth expectations and other factors.

The Corporation has a share repurchase program that was authorized by the Board of Directors to repurchase up to $5.0 million of the Corporation's common stock, effective January 1, 2025 through December 31, 2025 (the 2025 Repurchase Program). During the third quarter and first nine months of 2025, the Corporation did not make any repurchases of its common stock under the 2025 Repurchase Program.

CRITICAL ACCOUNTING ESTIMATES

The preparation of financial statements requires us to make estimates and assumptions. Those accounting policies with the greatest uncertainty and that require management's most difficult, subjective or complex judgments affecting the application of these policies, and the greatest likelihood that materially different amounts would be reported under different conditions, or using different assumptions, are described below.

Allowance for Credit Losses: We establish the allowance for credit losses through charges to earnings in the form of a provision for credit losses. Loan losses are charged against the allowance for credit losses for the difference between the carrying value of the loan and the estimated net realizable value or fair value of the collateral, if collateral dependent, when management believes that the collectability of the principal is unlikely. Subsequent recoveries, if any, are credited to the allowance. The allowance represents management's current estimate of expected credit losses over the contractual term of loans held for investment, and is recorded at an amount that, in management's judgment, reduces the recorded investment in loans to the net amount expected to be collected. Management's judgment in determining the level of the allowance is based on evaluations of historical loan losses, current conditions and reasonable and supportable forecasts relevant to the collectability of loans. The measurement of the allowance for credit losses on commercial and consumer loans is based in part on forecasts of the national unemployment rate, which we believe to be indicative of risk factors related to the collectability of commercial and consumer loans. In addition, management's estimate of expected credit losses is based on the remaining life of loans held for investment, and changes in expected prepayment behavior may result in changes in the remaining life of loans and expected credit losses. Management also assesses the risk of credit losses arising from changes in general market, economic and business conditions; the nature and volume of the loan portfolio; the volume and severity of delinquencies and adversely classified loan balances and the value of underlying collateral in determining the recorded balance of the allowance for credit losses. This evaluation is inherently subjective because it requires estimates that are susceptible to significant revision as more information becomes available. In evaluating the level of the allowance, we consider a range of possible assumptions and outcomes related to the various factors identified above. The level of the allowance is particularly sensitive to changes in the actual and forecasted national unemployment rate and changes in current conditions or reasonably expected future conditions affecting the collectability of loans.

Goodwill: The Corporation's goodwill was recognized in connection with past business combinations and is reported at the community banking segment and the consumer finance segment. The Corporation reviews the carrying value of goodwill at least annually or more frequently if certain impairment indicators exist. In testing goodwill for impairment, the Corporation may first consider qualitative factors to determine whether the existence of events or circumstances lead to a determination that it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If, after assessing the totality of events and circumstances, we conclude that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then no further testing is required and the goodwill of the reporting unit is not impaired. If the Corporation elects to bypass the qualitative assessment or if we conclude that it is more likely than not that the fair value of a reporting unit is less than its carrying amount, then the fair value of the reporting unit is compared with its carrying value to determine whether an impairment exists. In the last evaluation of goodwill at the community banking segment and the consumer finance segment, which was the annual evaluation in the fourth quarter of 2024, the Corporation concluded that no impairment existed based on an assessment of qualitative factors.

For further information concerning accounting policies, refer to Item 8. "Financial Statements and Supplementary Data," under the heading "Note 1: Summary of Significant Accounting Policies" in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024.

RESULTS OF OPERATIONS

NET INTEREST INCOME

The following table shows the average balance sheets, the amounts of interest earned on earning assets, with related yields, and interest expense on interest-bearing liabilities, with related rates, for the three and nine months ended September 30, 2025 and 2024. Interest on tax-exempt loans and securities is presented on a taxable-equivalent basis (which converts the income on loans and investments for which no income taxes are paid to the equivalent yield as if income taxes were paid) using the federal corporate income tax rate of 21 percent that was applicable for all periods presented. Average balances of securities available for sale are included at amortized cost. Loans include loans held for sale. Loans placed on a nonaccrual status are included in the balances and are included in the computation of yields, but had no material effect.

TABLE 2: Average Balances, Income and Expense, Yields and Rates


	Three Months Ended September 30,
	2025						2024
	Average		Income/		Yield/		Average		Income/		Yield/
(Dollars in thousands)	Balance		Expense		Rate		Balance		Expense		Rate
Assets
Loans:
Community banking segment	$	1,538,149	$	21,706	5.60	%	$	1,411,337	$	19,797	5.58	%
Mortgage banking segment		37,596		625	6.60			40,232		597	5.90
Consumer finance segment		463,761		12,404	10.61			481,124		12,676	10.48
Total loans		2,039,506		34,735	6.76			1,932,693		33,070	6.81
Securities:
Taxable		338,354		2,391	2.82			318,834		1,828	2.29
Tax-exempt		122,605		1,256	4.10			119,253		1,130	3.79
Total securities		460,959		3,647	3.16			438,087		2,958	2.70
Interest-bearing deposits in other banks		74,629		719	3.83			38,756		389	3.99
Total earning assets		2,575,094		39,101	6.03			2,409,536		36,417	6.02
Allowance for credit losses		(40,389)						(40,879)
Total non-earning assets		156,558						158,063
Total assets	$	2,691,263					$	2,526,720

Liabilities and Equity
Interest-bearing deposits:
Interest-bearing demand deposits	$	312,095		448	0.57		$	323,019		540	0.67
Savings and money market deposit accounts		545,055		1,778	1.29			472,206		1,127	0.95
Time deposits		865,439		7,725	3.54			801,669		8,524	4.23
Total interest-bearing deposits		1,722,589		9,951	2.29			1,596,894		10,191	2.54
Borrowings:
Repurchase agreements		11,850		40	1.34			27,207		117	1.72
Other borrowings		113,462		1,618	5.71			93,961		1,134	4.83
Total borrowings		125,312		1,658	5.30			121,168		1,251	4.13
Total interest-bearing liabilities		1,847,901		11,609	2.50			1,718,062		11,442	2.65
Noninterest-bearing demand deposits		555,090						537,796
Other liabilities		43,054						48,330
Total liabilities		2,446,045						2,304,188
Equity		245,218						222,532
Total liabilities and equity	$	2,691,263					$	2,526,720
Net interest income			$	27,492					$	24,975
Interest rate spread					3.53	%					3.37	%
Interest expense to average earning assets					1.79	%					1.89	%
Net interest margin					4.24	%					4.13	%


	Nine Months Ended September 30,
	2025						2024
	Average		Income/		Yield/		Average		Income/		Yield/
(Dollars in thousands)	Balance		Expense		Rate		Balance		Expense		Rate
Assets
Loans:
Community banking segment	$	1,501,919	$	62,562	5.57	%	$	1,357,962		55,671	5.48	%
Mortgage banking segment		34,898		1,696	6.50			30,759		1,411	6.13
Consumer finance segment		464,487		36,671	10.56			477,768		37,084	10.37
Total loans		2,001,304		100,929	6.74			1,866,489		94,166	6.74
Securities:
Taxable		339,938		6,909	2.71			340,297	$	5,665	2.22
Tax-exempt		120,653		3,614	3.99			119,931		3,368	3.74
Total securities		460,591		10,523	3.05			460,228		9,033	2.62
Interest-bearing deposits in other banks		59,633		1,634	3.66			30,197		811	3.59
Total earning assets		2,521,528		113,086	5.99			2,356,914		104,010	5.89
Allowance for credit losses		(40,759)						(40,670)
Total non-earning assets		156,147						155,935
Total assets	$	2,636,916					$	2,472,179

Liabilities and Equity
Interest-bearing deposits:
Interest-bearing demand deposits	$	319,039	$	1,524	0.64	%	$	326,540	$	1,569	0.64	%
Savings and money market deposit accounts		519,113		4,513	1.16			477,137		3,262	0.91
Time deposits		839,431		23,236	3.70			753,114		23,140	4.10
Total interest-bearing deposits		1,677,583		29,273	2.33			1,556,791		27,971	2.40
Borrowings:
Repurchase agreements		21,261		236	1.48			26,774		325	1.62
Other borrowings		102,147		3,977	5.19			91,024		3,180	4.66
Total borrowings		123,408		4,213	4.55			117,798		3,505	3.97
Total interest-bearing liabilities		1,800,991		33,486	2.49			1,674,589		31,476	2.51
Noninterest-bearing demand deposits		556,305						533,113
Other liabilities		41,622						45,835
Total liabilities		2,398,918						2,253,537
Equity		237,998						218,642
Total liabilities and equity	$	2,636,916					$	2,472,179
Net interest income			$	79,600					$	72,534
Interest rate spread					3.50	%					3.38	%
Interest expense to average earning assets					1.78	%					1.78	%
Net interest margin					4.21	%					4.11	%

Interest income and expense are affected by fluctuations in interest rates, by changes in the volume of earning assets and interest-bearing liabilities, and by the interaction of rate and volume factors. The following table shows the direct causes of the period-to-period changes in the components of net interest income on a taxable-equivalent basis. The Corporation calculates the rate and volume variances using a formula prescribed by the SEC. Rate/volume variances, the third element in the calculation, are not shown separately in the table, but are allocated to the rate and volume variances in proportion to the absolute dollar amounts of each.

TABLE 3: Rate-Volume Recap


	Three Months Ended September 30, 2025 from 2024
	Increase (Decrease)				Total
	Due to				Increase
(Dollars in thousands)	Rate		Volume		(Decrease)
Interest income:
Loans:
Community banking segment	$	73	$	1,836	$	1,909
Mortgage banking segment		68		(40)		28
Consumer finance segment		165		(437)		(272)
Securities:
Taxable		445		118		563
Tax-exempt		93		33		126
Interest-bearing deposits in other banks		(17)		347		330
Total interest income		827		1,857		2,684
Interest expense:
Interest-bearing deposits:
Interest-bearing demand deposits		(75)		(17)		(92)
Savings and money market deposit accounts		455		196		651
Time deposits		(1,451)		652		(799)
Total interest-bearing deposits		(1,071)		831		(240)
Borrowings:
Repurchase agreements		(22)		(55)		(77)
Other borrowings		227		257		484
Total interest expense		(866)		1,033		167
Change in net interest income	$	1,693	$	824	$	2,517


	Nine Months Ended September 30, 2025 from 2024
	Increase (Decrease)				Total
	Due to				Increase
(Dollars in thousands)	Rate		Volume		(Decrease)
Interest income:
Loans:
Community banking segment	$	924	$	5,967	$	6,891
Mortgage banking segment		88		197		285
Consumer finance segment		654		(1,067)		(413)
Securities:
Taxable		1,250		(6)		1,244
Tax-exempt		226		20		246
Interest-bearing deposits in other banks		16		807		823
Total interest income		3,158		5,918		9,076
Interest expense:
Interest-bearing deposits:
Interest-bearing demand deposits		-		(45)		(45)
Savings and money market deposit accounts		947		304		1,251
Time deposits		(2,390)		2,486		96
Total interest-bearing deposits		(1,443)		2,745		1,302
Borrowings:
Repurchase agreements		(26)		(63)		(89)
Other borrowings		384		413		797
Total interest expense		(1,085)		3,095		2,010
Change in net interest income	$	4,243	$	2,823	$	7,066

Net interest income, on a taxable-equivalent basis, for the third quarter and first nine months of 2025 increased to $27.5 million and $79.6 million, respectively, compared to $25.0 million and $72.5 million for the same periods in 2024. Annualized net interest margin increased 11 basis points to 4.24 percent for the third quarter of 2025 and increased 10 basis points to 4.21 percent for the first nine months of 2025 compared to the same periods of 2024 due primarily to higher average balances of loans and cash reserves, a shift in the mix of the loan portfolio towards higher-yielding loans, higher average interest rates on securities and lower average interest rates on deposits, partially offset by higher average balances of interest-bearing deposits. The Federal Reserve Bank (FRB) target federal funds interest rate was at an upper limit of 5.50 percent at December 31, 2023 until the FRB began decreasing it in September 2024 to an upper limit of 4.50 percent by December 31, 2024, where it remained until September 2025 when it was reduced to 4.25 percent. The yield on interest-

earning assets increased by 1 basis point and 10 basis points for the third quarter and first nine months of 2025, respectively, compared to the same periods in 2024. The cost of interest-bearing liabilities decreased by 15 basis points and 2 basis points for the third quarter and first nine months of 2025, respectively, compared to the same periods in 2024. Average earning assets increased $165.6 million and $164.6 million for the third quarter and first nine months of 2025, respectively, compared to the same periods in 2024. Average interest-bearing liabilities increased $129.8 million and $126.4 million for the third quarter and first nine months of 2025, respectively, compared to the same periods in 2024. Average noninterest-bearing demand deposits increased $17.3 million and $23.2 million for the third quarter and first nine months of 2025, respectively, compared to the same periods in 2024.

Average loans, which includes both loans held for investment and loans held for sale, increased $106.8 million to $2.04 billion for the third quarter of 2025 and increased $134.8 million to $2.00 billion for the first nine months of 2025, compared to the same periods in 2024. Average loans at the community banking segment increased $126.8 million, or 9.0 percent, for the third quarter of 2025 and increased $144.0 million, or 10.6 percent, for the first nine months of 2025 compared to the same periods in 2024 due primarily to growth in the commercial real estate, land acquisition and development, builder lines and construction segments of the loan portfolio. Average loans at the consumer finance segment decreased $17.4 million, or 3.6 percent, for the third quarter of 2025 and decreased $13.3 million, or 2.8 percent, for the first nine months of 2025 compared to the same periods in 2024 due primarily to increased competition in the automobile segment of the loan portfolio and fewer new marine and RV loans being purchased as the third party administrator of that program significantly decreased sales of those loans to many outside parties during 2025, which led to the consumer finance segment ending future purchases during the third quarter of 2025. The marine and RV portfolio is expected to run off over the next several years as the existing loans are repaid. Average loans at the mortgage banking segment, which consist of loans held for sale, decreased $2.6 million, or 6.6 percent, for the third quarter of 2025 and increased $4.1 million, or 13.5 percent, for the first nine months of 2025 compared to the same periods in 2024.

The community banking segment average loan yield increased 2 basis points to 5.60 percent for the third quarter of 2025 and increased 9 basis points to 5.57 percent for the first nine months of 2025 compared to the same periods in 2024 due primarily to a shift in the mix of the loan portfolio towards higher-yielding loans and renewals of fixed rate loans originated during periods of lower interest rates. The consumer finance segment average loan yield increased 13 basis points to 10.61 percent for the third quarter of 2025 and increased 19 basis points to 10.56 percent for the first nine months of 2025 compared to the same periods in 2024 due primarily to a mix shift in the loan portfolio with the termination of the marine and RV loans program and the portfolio composition in general shifting towards originations within the past three years, when interest rates were higher, as loans originated prior to that in periods of lower interest rates pay off or mature. The mortgage banking segment average loan yield increased 70 basis points to 6.60 percent for the third quarter of 2025 and increased 37 basis points to 6.50 percent for the first nine months of 2025 compared to the same periods in 2024 due to fluctuations in mortgage interest rates.

Average securities available for sale increased $22.9 million to $461.0 million for the third quarter of 2025 and increased $400,000 to $460.6 million for the first nine months of 2025 compared to the same periods in 2024 due primarily to purchases of mortgage-backed securities outpacing maturities, calls and paydowns. The average yield on the securities portfolio on a taxable-equivalent basis increased 46 basis points to 3.16 percent for the third quarter of 2025 and increased 43 basis points to 3.05 percent for the first nine months of 2025 compared to the same periods in 2024 due primarily to purchases of securities during recent periods at higher average yields relative to the average yield of the portfolio as a whole and lower prepayment activity on mortgage-backed securities, which resulted in lower premium amortization.

Average interest-bearing deposits in other banks, consisting primarily of excess cash reserves maintained at the FRB, increased $35.9 million to $74.6 million for the third quarter of 2025 and increased $29.4 million to $59.6 million for the first nine months of 2025 compared to the same periods in 2024. The average yield on interest-bearing deposits in other banks decreased 16 basis points for the third quarter of 2025 due primarily to the decrease in the federal funds interest rate. The average yield on interest-bearing deposits in other banks increased 7 basis points for the first nine months of 2025 compared to the same period in 2024 due primarily to fluctuations in cash items in process. These items, which do not earn interest until they settle, have a larger effect on yields during periods of lower average balances such as 2024 compared to 2025.

Average savings and money market and interest-bearing demand deposits combined increased $61.9 million to $857.2 million for the third quarter of 2025 and increased $34.5 million to $838.2 million for the first nine months of 2025 compared to the same periods in 2024. Average noninterest-bearing demand deposits increased $17.3 million to $555.1 million for the third quarter of 2025 and increased $23.2 million to $556.3 million for the first nine months of 2025 compared to the same periods in 2024. Average time deposits increased $63.8 million to $865.4 million for the third quarter of 2025 and increased $86.3 million to $839.4 million for the first nine months of 2025 compared to the same periods in 2024. The average cost of interest-bearing deposits decreased 25 basis points to 2.29 percent for the third quarter of 2025 and decreased 7 basis points to 2.33 percent for the first nine months of 2025 compared to the same periods in 2024 due primarily to decreases in interest rates paid on time deposits.

Average borrowings increased $4.1 million to $125.3 million for the third quarter of 2025 and increased $5.6 million to $123.4 million for the first nine months of 2025 compared to the same periods in 2024 due primarily to higher balances of subordinated debt and fluctuations in short-term borrowings. The average cost of borrowings increased 117 basis points for the third quarter of 2025 and increased 58 basis points for the first nine months of 2025 compared to the same periods in 2024 due primarily to higher rates paid on subordinated debt and a shift in the mix of borrowings.

The Corporation believes that the effects of declining market interest rates could adversely affect its net interest margin in the short term as its assets typically reprice downward more quickly than its deposits and borrowings. The majority of the Corporation's time deposits have repriced within the past year, however, the Corporation anticipates further declines in the cost of deposits due to the most recent decreases in market interest rates in September and October 2025. The Corporation also believes any such adverse impacts could be somewhat mitigated by renewals of fixed rate loans originated during periods of lower interest rates and purchases of securities available for sale with higher interest rates. The ultimate effect of market factors, including monetary policy actions taken by the Federal Reserve, on the Corporation's net interest margin will also depend on other factors, including the Corporation's ability to grow loans at the community banking and consumer finance segments, to compete for deposits, and the extent of its reliance on borrowings. The Corporation gives no assurance as to the timing or extent of changes in market interest rates or the impact of those changes or any other factor on the Corporation's ability to compete for loans and deposits or on its net interest margin. If market interest rates were to rise, net interest margin could be positively affected in the short term as the Corporation generally expects its assets to reprice upward more quickly than its deposits and borrowings.

Noninterest Income

TABLE 4: Noninterest Income


	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2025		2024		2025		2024
Gains on sales of loans	$	1,896	$	1,825	$	6,201	$	4,814
Interchange income		1,610		1,571		4,706		4,618
Service charges on deposit accounts		1,049		1,122		3,061		3,219
Wealth management services income, net		795		757		2,283		2,202
Mortgage banking fee income		735		650		2,193		1,751
Mortgage lender services income		768		486		2,066		1,488
Other service charges and fees		520		542		1,569		1,361
Unrealized gain on investments held in rabbi trust		860		1,005		2,283		1,941
Investment income from other equity interests		197		334		531		671
Other income, net		414		480		1,372		1,523
Total noninterest income	$	8,844	$	8,772	$	26,265	$	23,588

Total noninterest income increased $72,000, or 1.0 percent, for the third quarter of 2025 and increased $2.7 million, or 11.3 percent, for the first nine months of 2025 compared to the same periods in 2024 due primarily to higher volume of mortgage loan production which resulted in higher gains on sales of loans and higher mortgage banking fee income, fluctuations in unrealized gains and losses on investments held in the rabbi trust and higher mortgage lender services income, partially offset by lower investment income from other equity interests.

The Corporation uses a rabbi trust to fund liabilities under its nonqualified deferred compensation plan. Unrealized gains and losses on investments held in the Corporation's rabbi trust are offset by changes in deferred compensation liabilities, recorded in salaries and employee benefits expense.

Noninterest Expense

TABLE 5: Noninterest Expense


	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2025		2024		2025		2024
Salaries and employee benefits:
Compensation, payroll taxes and employee benefits	$	13,560	$	12,916	$	40,466	$	39,684
Increase in nonqualified deferred compensation plan liabilities		860		1,005		2,283		1,941
Total salaries and employee benefits		14,420		13,921		42,749		41,625

Occupancy expense		2,245		2,091		6,537		6,286
Data processing		3,026		2,893		8,881		8,685
Professional fees		901		868		2,823		2,667
Insurance expense		399		415		1,306		1,230
Marketing and advertising expenses		660		460		1,738		944
Loan processing and collection expenses		831		718		2,259		2,021
Other expenses:
Telecommunication expenses		313		372		1,011		1,142
Licenses and taxes expense		284		243		884		729
Travel and educational expenses		312		221		883		747
Postage and courier expenses		264		232		812		777
Other components of net periodic pension cost		(150)		(123)		(451)		(409)
Provision for indemnifications		(75)		(100)		(135)		(375)
All other noninterest expenses		860		880		2,682		2,545
Total other noninterest expenses		1,808		1,725		5,686		5,156
Total noninterest expense	$	24,290	$	23,091	$	71,979	$	68,614

Total noninterest expenses increased $1.2 million, or 5.2 percent, in the third quarter of 2025 and increased $3.4 million, or 4.9 percent, for the first nine months of 2025 compared to the same periods in 2024 due primarily to higher compensation, payroll taxes and employee benefits at the community banking and mortgage banking segments, higher marketing and advertising expenses and fluctuations in deferred compensation liabilities.

Changes in deferred compensation liabilities are offset by unrealized gains and losses on investments held in the Corporation's rabbi trust and are recorded in noninterest income.

Income Taxes

The Corporation's consolidated effective income tax rate was 19.4 percent and 18.8 percent for the third quarter and first nine months of 2025, respectively, compared to 18.7 percent and 17.8 percent for the same periods in 2024 due primarily to a higher share of income at the mortgage banking segment, which is subject to state income taxes.

Business Segments

The Corporation operates in a decentralized manner in three business segments: community banking, mortgage banking and consumer finance. An overview of the financial results for each of the Corporation's business segments is presented below.

Community Banking: The community banking segment comprises C&F Bank, C&F Wealth Management, C&F Insurance and CVB Title. The following table presents the community banking segment operating results for the periods indicated.

TABLE 6: Community Banking Segment Operating Results


	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2025		2024		2025		2024
Interest income	$	25,610	$	22,755	$	73,372	$	64,374
Interest expense		10,498		10,822		31,022		29,768
Net interest income before allocation		15,112		11,933		42,350		34,606
Net interest allocation¹		6,080		6,332		17,944		18,317
Net interest income		21,192		18,265		60,294		52,923
Provision for credit losses		(100)		700		(300)		1,650
Net interest income after provision for credit losses		21,292		17,565		60,594		51,273
Noninterest income:
Interchange income		1,610		1,571		4,706		4,618
Service charges on deposit accounts		1,061		1,139		3,107		3,267
Wealth management services income, net		795		757		2,283		2,202
Other service charges and fees		520		540		1,567		1,359
Investment income from other equity interests		197		334		531		671
Other income, net		247		258		844		757
Total noninterest income		4,430		4,599		13,038		12,874
Noninterest expense:
Salaries and employee benefits		9,503		8,860		28,203		27,420
Occupancy expense		1,878		1,723		5,377		5,139
Data processing		2,365		2,307		7,007		6,903
Professional fees		642		682		2,046		2,091
Insurance expense		350		349		1,111		1,036
Marketing and advertising expenses		496		332		1,295		588
Loan processing and collection expenses		46		84		114		185
Other expenses		1,310		1,250		3,944		3,791
Total noninterest expenses		16,590		15,587		49,097		47,153
Income before income taxes		9,132		6,577		24,535		16,994
Income tax expense		1,754		1,240		4,596		3,074
Net income	$	7,378	$	5,337	$	19,939	$	13,920

1	Interest expense is allocated to the mortgage banking and consumer finance segments through borrowings from the community banking segment.

The community banking segment reported net income of $7.4 million and $19.9 million for the third quarter and first nine months of 2025, respectively, compared to $5.3 million and $13.9 million for the same periods in 2024 due primarily to:

●

higher interest income resulting from higher average balances of loans and cash reserves, a shift in the mix of the loan portfolio towards higher-yielding loans; and higher average interest rates on securities; and

●

lower provision for credit losses due primarily to a shift in the mix of the loan portfolio towards loans with shorter expected lives and the resolution of a nonperforming commercial real estate loan in the second quarter of 2025 that had carried a specific reserve, partially offset by provision related to loan growth;

partially offset by:

●

higher interest expense for the first nine months of 2025 due primarily to higher average balances of interest-bearing deposits, partially offset by lower average rates on deposits;

●

higher salaries and employee benefits due primarily to increased employee incentive accruals associated with improved financial performance and the addition of a seasoned lending team with the expansion into Southwest Virginia in the third quarter of 2025; and

●

higher marketing and advertising expenses related to the Corporation's strategic marketing initiative, which began in the second half of 2024.

Net interest income for the community banking segment increased by $2.9 million to $21.2 million for the third quarter of 2025 and increased $7.4 million to $60.3 million for the first nine months of 2025 compared to the same periods in 2024 due primarily to an increase in net interest margin and higher average balances of earning assets. Average interest-earning asset yields were higher for the third quarter and first nine months of 2025 compared to the same periods in 2024 due primarily to higher average interest rates on securities available for sale and a shift in the mix of the loan portfolio towards higher-yielding loans. The average cost of interest-bearing liabilities were lower for the third quarter and first nine months of 2025 compared to the same periods in 2024 due primarily to decreases in interest rates paid on time deposits. Interest income allocated to the community banking segment includesinterest income on loans to the consumer finance and mortgage banking segments.These transactions are eliminated to reach consolidated totals.

The community banking segment recorded net reversals of provision for credit losses of $100,000 and $300,000 for the third quarter and first nine months of 2025, respectively, due primarily to a shift in the mix of the loan portfolio towards loans with shorter expected lives, which resulted in lower estimated losses over the life of the loan, and the resolution of a nonperforming commercial real estate loan during the second quarter of 2025 that had carried a specific reserve, partially offset by growth in the loan portfolio and changes in the forecast of key credit loss model assumptions, compared to provision for credit losses of $700,000 and $1.7 million for the same periods in 2024. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected.

Noninterest income decreased for the third quarter of 2025 compared to the same period in 2024 due primarily to lower investment income from other equity interests. Noninterest income increased for the first nine months of 2025 compared to the same period in 2024 due primarily to higher other service charges and fees, partially offset by lower investment income from other equity interests and lower service charges on deposit accounts. Noninterest expenses increased for the third quarter and first nine months of 2025 compared to the same periods in 2024 due primarily to higher salaries and employee benefits and higher marketing and advertising expenses.

Mortgage Banking: The following table presents the mortgage banking operating results for the periods indicated.

TABLE 7: Mortgage Banking Segment Operating Results


	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2025		2024		2025		2024
Interest income	$	625	$	597	$	1,696	$	1,411
Interest expense		-		-		-		-
Net interest income before allocation		625		597		1,696		1,411
Net interest allocation¹		(287)		(307)		(733)		(595)
Net interest income		338		290		963		816
Provision for credit losses		-		-		-		-
Net interest income after provision for credit losses		338		290		963		816
Noninterest income:
Gains of sales of loans		2,074		1,704		6,632		5,048
Mortgage banking fee income		774		704		2,299		1,902
Mortgage lender services fee income		768		492		2,073		1,494
Other income		4		7		10		47
Total noninterest income		3,620		2,907		11,014		8,491
Noninterest expense:
Salaries and employee benefits		1,899		1,829		5,662		5,392
Occupancy expense		222		203		725		670
Data processing		324		256		908		743
Professional fees		83		30		176		70
Insurance expense		15		31		82		81
Marketing and advertising expenses		152		122		417		328
Loan processing and collection expenses		335		244		892		678
Provision for indemnifications		(75)		(100)		(135)		(375)
Other expenses		144		110		502		351
Total noninterest expenses		3,099		2,725		9,229		7,938
Income before income taxes		859		472		2,748		1,369
Income tax expense		218		121		691		348
Net income	$	641	$	351	$	2,057	$	1,021

1	Interest expense is allocated to the mortgage banking segment through borrowings from the community banking segment.

The mortgage banking segment reported net income of $641,000 and $2.1 million for the third quarter and first nine months of 2025, respectively, compared to $351,000 and $1.0 million for the same periods in 2024, due primarily to:

●

higher gains on sales of loans and higher mortgage banking fee income due to higher volume of mortgage loan originations; and

●

higher mortgage lender services fee income;

partially offset by:

●

higher variable expenses tied to mortgage loan origination volume such as commissions and bonuses, reported in salaries and employee benefits, and

●

lower reversal of provision for indemnifications.

The following table presents mortgage loan originations and mortgage loans sold for the periods indicated.

TABLE 8: Mortgage Loan Originations


	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2025		2024		2025		2024
Mortgage loan originations:
Purchases	$	148,245	$	141,944	$	447,107	$	363,002
Refinancings		18,773		15,024		47,184		34,322
Total mortgage loan originations¹	$	167,018	$	156,968	$	494,291	$	397,324

Lock-adjusted originations²	$	172,245	$	146,316	$	514,565	$	416,688

Total mortgage loan originations does not include mortgage lender services.

Lock-adjusted originations includes the effect of changes in the volume of mortgage loan applications in process that have not closed, net of an estimated volume not expected to close.

Despite the sustained elevated level of mortgage interest rates, higher home prices and low levels of inventory, mortgage banking segment loan originations increased 6.4 percent and 24.4 percent for the third quarter and first nine months of 2025, respectively, compared to the same periods in 2024. Gains on sales of loans, while driven in part by mortgage loan originations, also includes the effects of changes in locked loan commitments, which reflect the volume of mortgage loan applications that are in process and have not closed. Lock-adjusted originations for the mortgage banking segment increased 17.7 percent and 23.5 percent for the third quarter and first nine months of 2025, respectively, compared to the same periods in 2024. Locked loan commitments were $62.3 million at September 30, 2025 compared to $39.3 million and $48.2 million at December 31, 2024 and September 30, 2024, respectively. Mortgage banking segment loan originations include originations of loans sold to the community banking segment, at prices similar to those paid by third-party investors. All interest expense at the mortgage banking segment is from variable rate borrowings from the community banking segment. These transactions are eliminated to reach consolidated totals.

Through the Lender Solutions division of the mortgage banking segment, mortgage lender services fee income is derived from providing mortgage origination functions to third-party mortgage lenders for a fee. Mortgage lender services fee income increased for the third quarter and first nine months of 2025 compared to the same periods in 2024 due primarily to increased mortgage loan volume in the industry and an increase in fees and the types of services provided.

During the third quarter and first nine months of 2025, the mortgage banking segment recorded net reversals of provision for indemnification losses of $75,000 and $135,000, respectively, compared to net reversals of provision for indemnification losses of $100,000 and $375,000 for the same periods in 2024. The release of indemnification reserves in 2025 and 2024 was due primarily to lower volume of mortgage loan originations in recent years, improvement in the mortgage banking segment's assessment of borrower payment performance and other factors affecting expected losses on mortgage loans sold in the secondary market, such as time since origination. The releases in 2025 decreased compared to the same periods in 2024 due primarily to the increased mortgage loan originations in 2025 compared to 2024. Management believes that the indemnification reserve is sufficient to absorb losses related to loans that have been sold in the secondary market.

Consumer Finance: The following table presents the consumer finance operating results for the periods indicated.

TABLE 9: Consumer Finance Segment Operating Results


	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2025		2024		2025		2024
Interest income	$	12,404	$	12,676	$	36,671	$	37,084
Interest expense		-		-		-		-
Net interest income before allocation		12,404		12,676		36,671		37,084
Net interest allocation¹		(5,793)		(6,025)		(17,211)		(17,722)
Net interest income		6,611		6,651		19,460		19,362
Provision for credit losses		3,000		3,000		8,300		8,100
Net interest income after provision for credit losses		3,611		3,651		11,160		11,262
Noninterest income		149		197		475		678
Noninterest expense:
Salaries and employee benefits		1,934		2,007		5,929		6,188
Occupancy expense		145		165		435		477
Data processing		327		322		938		1,005
Professional fees		168		99		394		249
Insurance expense		34		35		113		113
Marketing and advertising expenses		12		6		26		28
Loan processing and collection expenses		450		390		1,253		1,158
Other expenses		369		394		1,169		1,145
Total noninterest expenses		3,439		3,418		10,257		10,363
Income before income taxes		321		430		1,378		1,577
Income tax expense		90		119		382		435
Net income	$	231	$	311	$	996	$	1,142

1	Interest expense is allocated to the consumer finance segment through borrowings from the community banking segment.

The consumer finance segment reported net income of $231,000 and $996,000 for the third quarter and first nine months of 2025, respectively, compared to $311,000 and $1.1 million for the same periods in 2024 due primarily to:

●

higher provision for credit losses for the first nine months of 2025 due primarily to higher net charge-offs; and

●

lower interest income resulting from lower average balances of loans, partially offset by higher loan yields;

partially offset by:

●

lower interest expense allocation on borrowings from the community banking segment as a result of lower average balances of borrowings; and

●

lower salaries and employee benefits expense due to an effort to reduce overhead costs.

Net interest income for the consumer finance segment decreased by $40,000 to $6.6 million for the third quarter of 2025 compared to the same period in 2024 due primarily to lower average balances of loans, partially offset by a higher net interest margin. Net interest income increased by $98,000 to $19.5 million for the first nine months of 2025 compared to the same period in 2024, due primarily to a higher net interest margin, partially offset by lower average balances of loans. Average loans decreased $17.4 million, or 3.6 percent, for the third quarter of 2025 and decreased $13.3 million, or 2.8 percent, for the first nine months of 2025 compared to the same periods in 2024. All interest expense at the consumer finance segment is from fixed and variable rate borrowings from the community banking segment. These transactions are eliminated to reach consolidated totals.

The consumer finance segment recorded $3.0 million and $8.3 million in provision for credit losses for the third quarter and first nine months of 2025, respectively, due primarily to an increase in net charge-offs, partially offset by lower average

loan balances, compared to $3.0 million and $8.1 million for the same periods in 2024. Net charge-offs increased due primarily to an increase in delinquent loans, repossessions and the average amount charged-off when a loan was uncollectable. If loan performance deteriorates, resulting in further elevated delinquencies or net charge-offs, the provision for credit losses may increase in future periods.

ASSET QUALITY

Allowance and Provision for Credit Losses

The Corporation conducts an analysis of the collectability of the loan portfolio on a regular basis and uses this analysis to assess the sufficiency of the allowance for credit losses on loans and to determine the necessary provision for credit losses. The Corporation segments the loan portfolio into three loan portfolios based on common risk characteristics.

Commercial and consumer loans are assigned loan classification ratings based on their credit quality and risk of loss. These loan ratings are reviewed on a quarterly basis and updated as new information becomes available. The characteristics of these loan ratings are as follows:

●

Pass rated loans are to persons or business entities with an acceptable financial condition, appropriate collateral margins, appropriate cash flow to service the existing loan, and an appropriate leverage ratio. The borrower has paid all obligations as agreed and it is expected that this type of payment history will continue. When necessary, acceptable personal guarantors support the loan.

●

Special mention loans have a specific, identified weakness in the borrower's operations and in the borrower's ability to generate positive cash flow on a sustained basis. The borrower's recent payment history may be characterized by late payments. The Corporation's risk exposure is mitigated by collateral supporting the loan. The collateral is considered to be well-margined, well maintained, accessible and readily marketable.

●

Substandard loans are considered to have specific and well-defined weaknesses that jeopardize the viability of the Corporation's credit extension. The payment history for the loan has been inconsistent and the expected or projected primary repayment source may be inadequate to service the loan. The estimated net liquidation value of the collateral pledged and/or ability of the personal guarantor(s) to pay the loan may not adequately protect the Corporation. There is a distinct possibility that the Corporation will sustain some loss if the deficiencies associated with the loan are not corrected in the near term. A substandard loan would not automatically meet the Corporation's definition of impaired unless the loan is significantly past due and the borrower's performance and financial condition provide evidence that it is probable that the Corporation will be unable to collect all amounts due.

●

Substandard nonaccrual loans have the same characteristics as substandard loans; however, they have a nonaccrual classification because it is probable that the Corporation will not be able to collect all amounts due.

●

Doubtful rated loans have all the weaknesses inherent in a loan that is classified substandard but with the added characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and values, highly questionable and improbable. The possibility of loss is extremely high.

●

Loss rated loans are not considered collectible under normal circumstances and there is no realistic expectation for any future payment on the loan. Loss rated loans are fully charged off.

The Corporation monitors the consumer finance loan portfolio by past due status and by credit rating at the time of origination, which the Corporation believes serves as a relevant indicator of aggregate credit quality and risk of loan defaults in the portfolio based upon the use of Fair Isaac Corporation (FICO) Scores over time for loan approval decisions and through experience analyzing loss patterns. The characteristics of these credit ratings and our thresholds are as follows:

●

Very Good (>739) and Good (670-739) credit rated borrowers are near or above the average FICO Score of consumers. Borrowers generally have limited to no prior credit difficulties or have shown extensive creditworthiness over a recent period of time.

●

Fairly Good (625-669) and Fair (580-624) credit rated borrowers are approaching or slightly below the average FICO Score of consumers but typically have a credit profile acceptable to most lenders. Borrowers may have experienced minor credit difficulties or have a relatively limited credit history.

●

Marginal (<580) credit rated borrowers are well below the average FICO Score of consumers. Borrowers may have limited access to traditional financing due to having experienced prior credit difficulties or have a limited credit history. The risk of future charge-offs is higher.

The allowance for credit losses represents an amount that, in our judgment, reduces the recorded investment in loans to the net amount expected to be collected. The provision for credit losses increases the allowance, and loans charged off, net of recoveries, reduce the allowance.

The following tables present the Corporation's credit loss experience for the periods indicated.

TABLE 10: Allowance for Credit Losses

Consumer

(Dollars in thousands)

Commercial

Consumer¹

Finance

Total

For the three months ended September 30, 2025:

Balance at June 30, 2025

13,026

4,167

22,385

39,578

Provision charged to operations

(38)

3,000

Loans charged off

(15)

(51)

(4,266)

(4,332)

Recoveries of loans previously charged off

1,157

1,200

Balance at September 30, 2025

12,986

4,184

22,276

39,446

Average loans²

1,148,245

389,904

463,761

2,001,910

Ratio of annualized net charge-offs to average loans

0.00

0.02

2.68

0.63


							Consumer
(Dollars in thousands)	Commercial			Consumer¹			Finance			Total
For the three months ended September 30, 2024:
Balance at June 30, 2024	$	12,978		$	3,942		$	23,423		$	40,343
Provision charged to operations		515			185			3,000			3,700
Loans charged off		-			(124)			(4,135)			(4,259)
Recoveries of loans previously charged off		10			27			950			987
Balance at September 30, 2024	$	13,503		$	4,030		$	23,238		$	40,771

Average loans²	$	1,036,639		$	380,035		$	481,124		$	1,897,798
Ratio of annualized net charge-offs to average loans		0.00	%		0.10	%		2.65	%		0.69	%

Consumer

(Dollars in thousands)

Commercial

Consumer¹

Finance

Total

For the nine months ended September 30, 2025:

Balance at December 31, 2024

13,347

4,032

22,708

40,087

Provision charged to operations

(362)

212

8,300

8,150

Loans charged off

(35)

(167)

(11,985)

(12,187)

Recoveries of loans previously charged off

107

3,253

3,396

Balance at September 30, 2025

12,986

4,184

22,276

39,446

Average loans²

1,117,673

384,246

464,487

1,966,406

Ratio of net charge-offs to average loans

0.00

0.02

2.51

0.60


							Consumer
(Dollars in thousands)	Commercial			Consumer¹			Finance			Total
For the nine months ended September 30, 2024:
Balance at December 31, 2023	$	12,315		$	3,758		$	23,578		$	39,651
Provision charged to operations		1,160			440			8,100			9,700
Loans charged off		-			(293)			(11,707)			(12,000)
Recoveries of loans previously charged off		28			125			3,267			3,420
Balance at September 30, 2024	$	13,503		$	4,030		$	23,238		$	40,771

Average loans²	$	992,491		$	369,452		$	477,768		$	1,839,711
Ratio of net charge-offs to average loans		0.00	%		0.06	%		2.36	%		0.62	%

1Consumer loans includes provision, charge-offs and recoveries related to demand deposit overdrafts.

2Average loans does not include loans held for sale at the mortgage banking segment.

For further information regarding the adequacy of our allowance for credit losses, refer to "Table 16: Nonperforming Assets" and the accompanying disclosure below.

The allocation of the allowance for credit losses and the ratio of corresponding outstanding loan balances to total loans are as follows as of the dates indicated.

TABLE 11: Allocation of Allowance for Credit Losses


	September 30,			December 31,
(Dollars in thousands)	2025			2024
Allocation of allowance for credit losses:
Commercial	$	12,986		$	13,347
Consumer		4,184			4,032
Consumer Finance		22,276			22,708
Total allowance for credit losses	$	39,446		$	40,087
Ratio of loans to total period-end loans:
Commercial		57	%		55	%
Consumer		20			20
Consumer Finance		23			25
		100	%		100	%

Loans are required to be measured at amortized cost and to be presented at the net amount expected to be collected. Credit losses on available for sale debt securities are accounted for as an allowance for credit losses, which is a valuation account that is deducted from the amortized cost basis of the financial asset to present the net carrying value and the amount expected to be collected on the financial asset. Off balance sheet credit exposures, including loan commitments, are not recorded on balance sheet, but expected credit losses arising from off balance sheet credit exposures are recorded as a reserve for unfunded commitments and reported in Other Liabilities. The following table presents the Corporation's reserve for unfunded commitments for the periods indicated.

TABLE 12: Reserve for Unfunded Commitments


	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2025		2024		2025		2024
Balance at the beginning of period	$	1,750	$	1,700	$	1,800	$	1,650
Provision charged to operations		(100)		-		(150)		50
Total	$	1,650	$	1,700	$	1,650	$	1,700

The allowance for credit losses on loans and available for sale debt securities and the reserve for unfunded commitments are established through a provision for credit losses charged against earnings. The following table presents a breakdown of the provision for credit losses for the periods indicated.

TABLE 13: Provision for Credit Losses


	Three Months Ended September 30,				Nine Months Ended September 30,
(Dollars in thousands)	2025		2024		2025		2024
Provision for credit losses:
Provision for loans	$	3,000	$	3,700	$	8,150	$	9,700
Provision for unfunded commitments		(100)		-		(150)		50
Total	$	2,900	$	3,700	$	8,000	$	9,750

TABLE 14: Credit Quality Indicators

Loans by credit quality indicators as of September 30, 2025 were as follows:


			Special				Substandard
(Dollars in thousands)	Pass		Mention		Substandard		Nonaccrual		Total¹
Commercial real estate	$	793,765	$	-	$	-	$	-	$	793,765
Commercial business		107,535		-		-		-		107,535
Construction - commercial real estate		119,076		-		-		-		119,076
Land acquisition and development		59,722		-		-		-		59,722
Builder lines		43,473		-		-		-		43,473
Construction - consumer real estate		25,366		-		-		-		25,366
Residential mortgage		313,144		401		159		1,164		314,868
Equity lines		71,151		-		80		-		71,231
Other consumer		9,943		-		-		-		9,943
	$	1,543,175	$	401	$	239	$	1,164	$	1,544,979

(Dollars in thousands)

Very Good

Good

Fairly Good

Fair

Marginal

Total

Consumer finance - automobiles

47,329

113,214

134,718

86,828

20,446

402,535

Consumer finance - marine and recreational vehicles

40,560

19,730

419

60,709

87,889

132,944

135,137

86,828

20,446

463,244

1At September 30, 2025, the Corporation did not have any loans classified as Doubtful or Loss.

Loans by credit quality indicators as of December 31, 2024 were as follows:


			Special				Substandard
(Dollars in thousands)	Pass		Mention		Substandard		Nonaccrual		Total¹
Commercial real estate	$	733,242	$	940	$	-	$	-	$	734,182
Commercial business		104,947		-		-		-		104,947
Construction - commercial real estate		132,717		-		-		-		132,717
Land acquisition and development		46,072		-		-		-		46,072
Builder lines		35,605		-		-		-		35,605
Construction - consumer real estate		18,799		-		-		-		18,799
Residential mortgage		306,877		1,427		172		333		308,809
Equity lines		62,042		76		86		-		62,204
Other consumer		10,270		-		-		-		10,270
	$	1,450,571	$	2,443	$	258	$	333	$	1,453,605



(Dollars in thousands)	Very Good		Good		Fairly Good		Fair		Marginal		Total
Consumer finance - automobiles	$	43,033	$	106,791	$	135,175	$	90,581	$	23,071	$	398,651
Consumer finance - marine and recreational vehicles		46,761		20,902		479		-		-		68,142
	$	89,794	$	127,693	$	135,654	$	90,581	$	23,071	$	466,793

1	At December 31, 2024, the Corporation did not have any loans classified as Doubtful or Loss.

Table 15 summarizes the Corporation's credit ratios on a consolidated basis and Table 16 summarizes nonperforming assets by principal business segment as of September 30, 2025 and December 31, 2024. The mortgage banking segment did not have any nonperforming assets as September 30, 2025 or December 31, 2024.

TABLE 15: Consolidated Credit Ratios


	September 30,			December 31,
(Dollars in thousands)	2025			2024
Total loans¹	$	2,008,223		$	1,920,398
Nonaccrual loans	$	2,491		$	947
Allowance for credit losses (ACL)	$	39,446		$	40,087
Nonaccrual loans to total loans		0.12	%		0.05	%
ACL to total loans		1.96	%		2.09	%
ACL to nonaccrual loans		1,583.54	%		4,233.05	%

1Total loans does not include loans held for sale at the mortgage banking segment.

TABLE 16: Nonperforming Assets

Community Banking Segment


	September 30,			December 31,
(Dollars in thousands)	2025			2024
Total loans	$	1,544,979		$	1,453,605
Nonaccrual loans	$	1,164		$	333
ACL	$	17,170		$	17,379
Nonaccrual loans to total loans		0.08	%		0.02	%
ACL to total loans		1.11	%		1.20	%
ACL to nonaccrual loans		1,475.09	%		5,218.92	%
Annualized year-to-date net charge-offs to average total loans		0.01	%		0.01	%

Consumer Finance Segment


	September 30,			December 31,
(Dollars in thousands)	2025			2024
Total loans	$	463,244		$	466,793
Nonaccrual loans	$	1,327		$	614
Repossessed assets	$	867		$	779
ACL	$	22,276		$	22,708
Nonaccrual loans to total loans		0.29	%		0.13	%
ACL to total loans		4.81	%		4.86	%
ACL to nonaccrual loans		1,678.67	%		3,698.37	%
Annualized year-to-date net charge-offs to average total loans		2.51	%		2.62	%

The community banking segment's nonaccrual loans were $1.2 million at September 30, 2025 compared to $333,000 at December 31, 2024. The increase in nonaccrual loans compared to December 31, 2024 is due primarily to the downgrade of one residential mortgage relationship in the first quarter of 2025. The community banking segment recorded net reversals of provision for credit losses of $100,000 and $300,000 for the third quarter and first nine months of 2025, respectively, compared to provision for credit losses of $700,000 and $1.7 million for the same periods in 2024. At September 30, 2025, the allowance for credit losses decreased to $17.2 million compared to $17.4 million at December 31, 2024. The allowance for credit losses as a percentage of total loans decreased to 1.11 percent at September 30, 2025 from 1.20 percent at December 31, 2024. These decreases are due primarily to the resolution of a nonperforming commercial real estate loan that had carried a specific reserve and growth in loans with shorter expected lives, which resulted in lower estimated losses over the life of the loans, partially offset by growth in the loan portfolio and changes in the forecast of key credit loss model assumptions. Management believes that the level of the allowance for credit losses is adequate to reflect the net amount expected to be collected.

Nonaccrual loans at the consumer finance segment were $1.3 million at September 30, 2025 compared to $614,000 at December 31, 2024. Nonaccrual consumer finance loans remain low relative to the allowance for credit losses and the total

consumer finance loan portfolio because the consumer finance segment generally initiates repossession of loan collateral once a loan becomes more than 60 days delinquent. Repossessed vehicles of the consumer finance segment are classified as other assets and consist only of vehicles the Corporation has the legal right to sell. Prior to the reclassification from loans to repossessed vehicles, the difference between the carrying amount of each loan and the fair value of each vehicle (i.e. the deficiency) is charged against the allowance for credit losses. At September 30, 2025, repossessed vehicles available for sale totaled $867,000 compared to $779,000 at December 31, 2024.

The consumer finance segment experienced net charge-offs at an annualized rate of 2.51 percent of average total loans for the first nine months of 2025 compared to 2.36 percent for the same period of 2024 due primarily to an increase in delinquent loans, repossessions and the average amount charged-off when a loan was uncollectable. At September 30, 2025, total delinquent loans as a percentage of total loans was 4.00 percent compared to 3.90 percent at December 31, 2024 and 3.49 percent at September 30, 2024. The allowance for credit losses decreased to $22.3 million at September 30, 2025 compared to $22.7 million at December 31, 2024 due primarily to lower balances of loans. The allowance for credit losses as a percentage of total loans decreased to 4.81 percent at September 30, 2025, compared to 4.86 percent at December 31, 2024 due primarily to changes in qualitative model adjustments primarily related to the relative stabilization of collateral values during 2025.

The consumer finance segment at times offers payment deferrals to borrowers as a portfolio management technique to achieve higher ultimate cash collections on select loan accounts. A significant reliance on deferrals as a means of managing collections may result in a lengthening of the loss confirmation period, which would increase expectations of credit losses inherent in the portfolio. Average amounts of payment deferrals of automobile loans on a monthly basis, which are not included in delinquent loans, were 1.88 percent and 1.79 percent of average automobile loans outstanding during the third quarter and first nine months of 2025, respectively, compared to 1.91 percent and 1.70 percent during the same periods during 2024.

The consumer finance segment is an indirect lender that provides automobile financing through lending programs that are designed to serve customers in both the "prime" and "non-prime" markets, including those who may have limited access to traditional automobile financing due to having experienced prior credit difficulties. The preferred automobile is a later model, low mileage used vehicle because the value of new vehicles typically depreciates rapidly. In addition to automobile financing, marine and RV loan contracts were also purchased on an indirect basis through a referral program administered by a third party. The marine and RV loan contracts were for "prime" loans averaging less than $50,000 made to individuals with higher credit scores. The third party administrator of that program significantly decreased sales of those loans to many outside parties during 2025, which led to the consumer finance segment ending future purchases during the third quarter of 2025. The marine and RV portfolio is expected to run off over the next several years as the existing loans are repaid.

The consumer finance segment's focus has included "non-prime" borrowers and, therefore, the anticipated rates of delinquencies, defaults, repossessions and losses on the consumer finance loans are higher than those experienced in the general automobile finance industry and could be more dramatically affected by changes in general economic conditions. Changes in economic conditions may also affect consumer demand for used automobiles and values of automobiles securing outstanding loans, due to changes in demand or changes in levels of inventory of used automobiles, which may directly affect the amount of a loss incurred by the consumer finance segment in the event of default. While we manage the higher risk inherent in loans made to "non-prime" borrowers through the underwriting criteria, portfolio management and collection methods employed by the consumer finance segment, we cannot guarantee that these criteria or methods will afford adequate protection against these risks. With the consumer finance segment's scorecard model for purchasing loan contracts, the credit-worthiness of borrowers at origination has improved for automobile loans purchased and the level of credit losses experienced has decreased relative to long-term historical averages. We cannot provide any assurance that the consumer finance segment's net charge-off ratio will not increase in future periods. However, we believe that the current allowance for credit losses is adequate to reflect the net amount expected to be collected on existing consumer finance segment loans that may become uncollectible. If factors influencing the consumer finance segment result in higher net charge-off ratios in future periods, the consumer finance segment may need to increase the level of its allowance for credit losses through additional provisions for credit losses, which could negatively affect future earnings of the consumer finance segment.

FINANCIAL CONDITION

At September 30, 2025, the Corporation had total assets of $2.7 billion, an increase of $147.9 million since December 31, 2024. The increase was attributable primarily to growth in loans held for investment, interest-bearing deposits in other banks, available for sale securities, and loans held for sale, funded by growth in deposits. The significant components of the Corporation's Consolidated Balance Sheets are discussed below.

Loan Portfolio

Tables 17, 18 and 19 present information pertaining to the composition of loans held for investment, the composition of commercial real estate and construction commercial real estate loans, and the maturity/repricing of certain loans held for investment, respectively.

TABLE 17: Summary of Loans Held for Investment


	September 30, 2025				December 31, 2024
(Dollars in thousands)	Amount		Percent		Amount		Percent
Commercial real estate	$	793,765	40	%	$	734,182	38	%
Commercial business		107,535	5			104,947	5
Construction - commercial real estate		119,076	6			132,717	7
Land acquisition and development		59,722	3			46,072	2
Builder lines		43,473	2			35,605	2
Construction - consumer real estate		25,366	1			18,799	1
Residential mortgage		314,868	16			308,809	16
Equity lines		71,231	3			62,204	3
Other consumer		9,943	1			10,270	1
Consumer finance - automobiles		402,535	20			398,651	21
Consumer finance - marine and recreational vehicles		60,709	3			68,142	4
Subtotal		2,008,223	100	%		1,920,398	100	%
Less allowance for credit losses		(39,446)				(40,087)
Loans, net	$	1,968,777			$	1,880,311

During the first nine months of 2025, loans held for investment increased $88.5 million to $1.97 billion at September 30, 2025 due primarily to growth in commercial real estate and land acquisition and development loans, partially offset by a decrease in construction loans at the community banking segment.

TABLE 18: Commercial Real Estate and Construction Commercial Real Estate Loans


	September 30, 2025
(Dollars in thousands)	Amount		% of Commercial Real Estate and Construction Commercial Real Estate Loans			% of Total
Multifamily	$	170,687		18.7	%		8.5	%
Retail		160,097		17.5			8.0
Office		123,645		13.5			6.2
Hotels		97,049		10.6			4.8
1-4 family investment properties		90,755		9.9			4.5
Industrial/warehouse		81,900		9.0			4.1
Mini-storage		63,504		7.0			3.2
Medical office		43,815		4.8			2.2
Other		81,389		9.0			4.0
	$	912,841		100	%		45.5	%


	December 31, 2024
(Dollars in thousands)	Amount		% of Commercial Real Estate and Construction Commercial Real Estate Loans			% of Total
Multifamily	$	172,574		19.9	%		9.0	%
Retail		153,227		17.7			8.0
Office		120,412		13.9			6.3
Industrial/warehouse		94,100		10.9			4.9
Hotels		84,936		9.8			4.4
1-4 family investment properties		80,950		9.3			4.2
Mini-storage		39,368		4.5			2.1
Medical office		40,335		4.7			2.1
Other		80,997		9.3			4.1
	$	866,899		100	%		45.1	%

TABLE 19: Maturity/Repricing Schedule of Loans Held for Investment

September 30, 2025

(Dollars in thousands)

Commercial

Consumer

Consumer Finance

Total

Variable Rate:

Within 1 year

351,095

71,941

423,036

1 to 5 years

102,607

1,070

103,677

5 to 15 years

8,171

After 15 years

Fixed Rate:

Within 1 year

122,237

7,140

4,517

133,894

1 to 5 years

355,664

105,109

234,002

694,775

5 to 15 years

195,577

169,670

224,725

589,972

After 15 years

13,586

41,112

54,698

1,148,937

396,042

463,244

2,008,223

Securities

The investment portfolio plays a primary role in the management of the Corporation's interest rate sensitivity. In addition, the portfolio serves as a source of liquidity and is used as needed to meet collateral requirements. The investment portfolio consists of securities available for sale, which may be sold in response to changes in market interest rates, changes in prepayment risk, increases in loan demand, general liquidity needs and other similar factors. These securities are carried at estimated fair value. At September 30, 2025 and December 31, 2024, all debt securities in the Corporation's investment portfolio were classified as available for sale.

The following table sets forth the composition of the Corporation's securities available for sale in dollar amounts at fair value and as a percentage of the Corporation's total securities available for sale at the dates indicated.

TABLE 20: Securities Available for Sale


	September 30, 2025				December 31, 2024
(Dollars in thousands)	Amount		Percent		Amount		Percent
U.S. Treasury securities	$	4,851	1	%	$	10,700	3	%
U.S. government agencies and corporations		59,571	14			60,659	14
Mortgage-backed securities		204,460	47			182,436	44
Obligations of states and political subdivisions		148,568	33			143,610	34
Corporate and other debt securities		21,584	5			21,220	5
Total available for sale securities at fair value	$	439,034	100	%	$	418,625	100	%

During the first nine months of 2025, securities available for sale increased $20.4 million to $439.0 million at September 30, 2025 due primarily to an increase in mortgage-backed securities, partially offset by a decrease in U.S. Treasury securities. Net unrealized losses in the market value of securities available for sale decreased to $16.4 million at September 30, 2025 compared to $30.0 million at December 31, 2024.

For more information about the Corporation's securities available for sale, including information about securities in an unrealized loss position at September 30, 2025 and December 31, 2024, see Part I, Item 1, "Financial Statements" under the heading "Note 2: Securities" in this Quarterly Report on Form 10-Q.

The following table presents additional information pertaining to the composition of the securities portfolio at amortized cost, by the earlier of contractual maturity or expected maturity. Expected maturities will differ from contractual maturities because borrowers may have the right to prepay obligations with or without call or prepayment penalties. The total effective duration of the investment portfolio is 3.8 years as of September 30, 2025.

TABLE 21: Maturity of Securities



	September 30, 2025
			Weighted
	Amortized		Average
(Dollars in thousands)	Cost		Yield ¹
U.S. Treasury securities:
Maturing after 1 year, but within 5 years	$	4,992	1.38	%
Total U.S. Treasury securities		4,992	1.38
U.S. government agencies and corporations:
Maturing within 1 year		10,555	1.08
Maturing after 1 year, but within 5 years		31,929	1.41
Maturing after 5 years, but within 10 years		20,237	1.95
Maturing after 10 years		2,351	2.25
Total U.S. government agencies and corporations		65,072	1.55
Mortgage-backed securities:
Maturing within 1 year		34,962	2.73
Maturing after 1 year, but within 5 years		96,593	2.86
Maturing after 5 years, but within 10 years		58,408	3.23
Maturing after 10 years		21,555	4.59
Total mortgage-backed securities		211,518	3.12
States and municipals:¹
Maturing within 1 year		28,327	3.57
Maturing after 1 year, but within 5 years		46,435	2.69
Maturing after 5 years, but within 10 years		60,791	4.48
Maturing after 10 years		15,517	4.45
Total states and municipals		151,070	3.76
Corporate and other debt securities:
Maturing within 1 year		6,250	3.74
Maturing after 1 year, but within 5 years		12,000	4.71
Maturing after 5 years, but within 10 years		4,500	5.04
Total corporate and other debt securities		22,750	4.51
Total securities:
Maturing within 1 year		80,094	2.89
Maturing after 1 year, but within 5 years		191,949	2.65
Maturing after 5 years, but within 10 years		143,936	3.64
Maturing after 10 years		39,423	4.40
Total securities	$	455,402	3.16

1.	Yields on tax-exempt securities have been computed on a taxable-equivalent basis using the federal corporate income tax rate of 21 percent. The weighted average yield is calculated based on the relative amortized costs of the securities.

Deposits

TheCorporation's predominant source of funds is depository accounts, which are comprised of demand deposits, savings and money market accounts and time deposits. The Corporation's deposits are principally provided by individuals and businesses located within the communities served.

During the first nine months of 2025, deposits increased $127.2 million to $2.30 billion at September 30, 2025. Noninterest-bearing demand deposits increased $31.9 million, savings and interest-bearing demand deposits increased $43.8 million and time deposits increased $51.4 million during the same period. The increase in deposits was due in part to the opening of new deposit accounts and higher average balances within deposit accounts. The Corporation had $109.7 million in municipal deposits at September 30, 2025 compared to $163.4 million at December 31, 2024.

The Corporation had $10.0 million and $25.0 million in brokered time deposits outstanding at September 30, 2025 and December 31, 2024, respectively. The Corporation may continue to use brokered deposits on a limited basis as a means of maintaining and diversifying liquidity and funding sources.

Borrowings

During the first nine months of 2025, borrowings decreased $9.2 million to $113.4 million at September 30, 2025 due primarily to the wind-down of the repurchase agreement program with certain commercial deposit customers during the third quarter of 2025, partially offset by an increase in the Corporation's subordinated debt.

Liquidity

The objective of the Corporation's liquidity management is to ensure the continuous availability of funds to satisfy the credit needs of our customers and the demands of our depositors, creditors and investors. Stable core deposits and a strong capital position are the components of a solid foundation for the Corporation's liquidity position. Additional sources of liquidity available to the Corporation include cash flows from operations, loan payments and payoffs, deposit growth, maturities, calls and sales of securities, the issuance of brokered certificates of deposit and the capacity to borrow additional funds. Depending on the Corporation's liquidity levels, conditions in the capital markets and other factors, the Corporation may from time to time consider the issuance of debt, equity or other securities, the proceeds of which could provide additional liquidity for our operations.

Liquid assets, which include cash and due from banks, interest-bearing deposits at other banks and nonpledged securities available for sale, totaled $441.4 million at September 30, 2025 compared to $288.1 million at December 31, 2024. The Corporation's funding sources, including capacity, amount outstanding and amount available at September 30, 2025 are presented in Table 22. The Corporation's capacity and amount available increased $6.1 million and $6.1 million, respectively, from December 31, 2024 due primarily to fluctuations in loans pledged to the FHLB.

TABLE 22: Funding Sources


	September 30, 2025
(Dollars in thousands)	Capacity		Outstanding		Available
Unsecured federal funds agreements	$	75,000	$	-	$	75,000
Borrowings from FHLB		263,772		40,000		223,772
Borrowings from FRB		313,549		-		313,549
Total	$	652,321	$	40,000	$	612,321


	December 31, 2024
(Dollars in thousands)	Capacity		Outstanding		Available
Unsecured federal funds agreements	$	75,000	$	-	$	75,000
Borrowings from FHLB		257,734		40,000		217,734
Borrowings from FRB		313,499		-		313,499
Total	$	646,233	$	40,000	$	606,233

We have no reason to believe these arrangements will not be renewed at maturity. Additional loans and securities are available that can be pledged as collateral for future borrowings from the FHLB and FRB above the current lendable collateral value. Our ability to maintain sufficient liquidity may be affected by numerous factors, including economic conditions nationally and in our markets. Depending on our liquidity levels, our capital position, conditions in the capital markets, our business operations and initiatives, and other factors, we may from time to time consider the issuance of debt, equity or other securities or other possible capital market transactions, the proceeds of which could provide additional liquidity for our operations.

Uninsured deposits represent an estimate of amounts above the Federal Deposit Insurance Corporation (FDIC) insurance coverage limit of $250,000. As of September 30, 2025, the Corporation's uninsured deposits were approximately $686.2 million, or 29.9 percent of total deposits. Excluding intercompany cash holdings and municipal deposits which are secured with pledged securities, amounts uninsured were approximately $557.4 million, or 24.3 percent of total deposits as of September 30, 2025, compared to $455.2 million, or 21.0 percent of total deposits as of December 31, 2024. The

Corporation's liquid assets and borrowing availability as of September 30, 2025 totaled $1.05 billion, exceeding uninsured deposits, excluding intercompany cash holdings and secured municipal deposits, by $496.3 million.

The Corporation's internal policy limits brokered deposits to 20 percent of total deposits, representing approximately $449.6 million of additional net availability for additional brokered deposits as of September 30, 2025.

In the ordinary course of business, the Corporation has entered into contractual obligations and has made other commitments to make future payments. For further information concerning the Corporation's expected timing of such payments refer to "Item 8. Financial Statements and Supplementary Data," under the headings "Note 9: Leases," "Note 11: Borrowings," and "Note 18: Commitments and Contingent Liabilities" in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024.

As a result of the Corporation's management of liquid assets and the ability to generate liquidity through liability funding, management believes that the Corporation maintains overall liquidity sufficient to satisfy its operational requirements and contractual obligations.

Capital Resources

The assessment of capital adequacy depends on such factors as asset quality, liquidity, earnings performance, and changing competitive conditions and economic forces. We regularly review the adequacy of the Corporation's and the Bank's capital. We maintain a structure that will assure an adequate level of capital to support anticipated asset growth and to absorb potential losses. While we will continue to look for opportunities to invest capital in profitable growth, share repurchases are another tool that facilitates improving shareholder return, as measured by ROE and earnings per share.

The disclosure below presents the Corporation's and the Bank's actual capital amounts and ratios under currently applicable regulatory capital standards. Under the small bank holding company policy statement of the Federal Reserve Board, which applies to certain bank holding companies with consolidated total assets of less than $3 billion, the Corporation is not subject to regulatory capital requirements. The following tables reflect the Corporation's consolidated capital as determined under regulations that apply to bank holding companies that are not small bank holding companies and minimum capital requirements that would apply to the Corporation if it were not a small bank holding company. Although the minimum regulatory capital requirements are not applicable to the Corporation, the Corporation calculates these ratios for its own planning and monitoring purposes. Total risk-weighted assets at September 30, 2025 for the Corporation were $2.20 billion and for the Bank were $2.18 billion. Total risk-weighted assets at December 31, 2024 for the Corporation were $2.13 billion and for the Bank were $2.10 billion. As of September 30, 2025, the Bank met all capital adequacy requirements to which it is subject.

TABLE 23: Regulatory Capital

September 30, 2025

Minimum Capital

Well Capitalized

Actual

Requirements

(Dollars in thousands)

Amount

Ratio

Amount

Ratio

Amount

Ratio

The Corporation

Total risk-based capital ratio

337,005

15.3

176,362

8.0

N/A

Tier 1 risk-based capital ratio

269,281

12.2

132,271

6.0

N/A

Common Equity Tier 1 capital ratio

244,281

11.1

99,203

4.5

N/A

Tier 1 leverage ratio

269,281

10.0

107,778

4.0

N/A

The Bank

Total risk-based capital ratio

326,424

15.0

174,147

8.0

217,684

10.0

Tier 1 risk-based capital ratio

299,042

13.7

130,610

6.0

174,147

8.0

Common Equity Tier 1 capital ratio

299,042

13.7

97,958

4.5

141,495

6.5

Tier 1 leverage ratio

299,042

11.2

106,923

4.0

133,653

5.0


	December 31, 2024
					Minimum Capital				Well Capitalized
	Actual				Requirements				Requirements
(Dollars in thousands)	Amount		Ratio		Amount		Ratio		Amount		Ratio
The Corporation
Total risk-based capital ratio	$	299,157	14.1	%	$	170,256	8.0	%	$	N/A	N/A	%
Tier 1 risk-based capital ratio		252,373	11.9			127,692	6.0			N/A	N/A
Common Equity Tier 1 capital ratio		227,373	10.7			95,769	4.5			N/A	N/A
Tier 1 leverage ratio		252,373	9.8			102,645	4.0			N/A	N/A

The Bank
Total risk-based capital ratio	$	284,550	13.5	%	$	168,233	8.0	%	$	210,291	10.0	%
Tier 1 risk-based capital ratio		258,078	12.3			126,175	6.0			168,233	8.0
Common Equity Tier 1 capital ratio		258,078	12.3			94,631	4.5			136,689	6.5
Tier 1 leverage ratio		258,078	10.1			101,805	4.0			127,256	5.0

The regulatory risk-based capital amounts presented above include: (1) common equity tier 1 capital (CET1) which consists principally of common stock (including surplus) and retained earnings with adjustments for goodwill and intangible assets; (2) Tier 1 capital which consists principally of CET1 plus the Corporation's "grandfathered" trust preferred securities; and (3) Tier 2 capital which consists principally of Tier 1 capital plus a limited amount of the allowance for credit losses and $40.0 million of outstanding subordinated notes of the Corporation. The Corporation repurchased $20.0 million of subordinated notes and issued $40.0 million of subordinated notes during the second quarter of 2025. The net increase of $20 million in subordinated notes increased Total Capital of the Corporation. The Corporation used a portion of the proceeds from the new subordinated notes issuance to increase its investment in the Bank, which increased CET1, Tier 1 capital and Total Capital of the Bank. The Total Capital ratio, Tier 1 Capital ratio and CET1 ratio are calculated as a percentage of risk-weighted assets. The Tier 1 Leverage ratio is calculated as a percentage of average tangible assets. In addition, the Corporation has made the one-time irrevocable election to continue treating accumulated other comprehensive income (AOCI) under regulatory standards that were in place prior to the Basel III Final Rule in order to eliminate volatility of regulatory capital that can result from fluctuations in AOCI and the inclusion of AOCI in regulatory capital, as would otherwise be required under the Basel III Capital Rule. As a result of this election, changes in AOCI, including unrealized losses on securities available for sale, do not affect regulatory capital amounts shown in the table above for the Corporation or the Bank. For additional information about the Basel III Final Rules, see "Item 1. Business" under the heading "Regulation and Supervision" and "Item 8. Financial Statements and Supplementary Data," under the heading "Note 17: Regulatory Requirements and Restrictions" in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024.

In addition to the regulatory risk-based capital requirements, the Bank must maintain a capital conservation buffer of 2.5 percent of risk-weighted assets as required by the Basel III Final Rule. Including the capital conservation buffer, the minimum ratios are a common equity Tier 1 risk-based capital ratio of 7.0 percent, a Tier 1 risk-based capital ratio of 8.5 percent, and a total risk-based capital ratio of 10.5 percent. The Corporation and the Bank exceeded these ratios at September 30, 2025 and December 31, 2024.

The Corporation's capital resources are impacted by its share repurchase programs. The Board of Directors authorized a program, effective January 1, 2025 through December 31, 2025, to repurchase up to $5.0 million of the Corporation's common stock (the 2025 Repurchase Program). Repurchases under the 2025 Repurchase Program may be made through privately negotiated transactions or open market transactions, including pursuant to a trading plan in accordance with Rule 10b5-1 and/or Rule 10b-18 under the Securities Exchange Act of 1934, as amended, (Exchange Act) and shares repurchased will be returned to the status of authorized and unissued shares of common stock. The timing, number and purchase price of shares repurchased under the program will be determined by management in its discretion and will depend on a number of factors, including the market price of the shares, general market and economic conditions, applicable legal requirements and other conditions, and there is no assurance that the Corporation will purchase any shares under the 2025 Repurchase Program. As of September 30, 2025, there was $5.0 million remaining available for repurchases of the Corporation's common stock under the 2025 Repurchase Program.

USE OF CERTAIN NON-GAAP FINANCIAL MEASURES

The accounting and reporting policies of the Corporation conform to GAAP in the United States and prevailing practices in the banking industry. However, certain non-GAAP measures are used by management to supplement the evaluation of the Corporation's performance. These include net tangible income attributable to the Corporation, ROTCE, tangible book value per share, and the following fully-taxable equivalent (FTE) measures: interest income on loans-FTE, interest income on securities-FTE, total interest income-FTE and net interest income-FTE. Interest on tax-exempt loans and securities is presented on a taxable-equivalent basis (which converts the income on loans and investments for which no income taxes are paid to the equivalent yield as if income taxes were paid) using the federal corporate income tax rate of 21 percent that was applicable for all periods presented.

Management believes that the use of these non-GAAP measures provides meaningful information about operating performance by enhancing comparability with other financial periods, other financial institutions, and between different sources of interest income. The non-GAAP measures used by management enhance comparability by excluding the effects of balances of intangible assets, including goodwill, that vary significantly between institutions, and tax benefits that are not consistent across different opportunities for investment. These non-GAAP financial measures should not be considered an alternative to, or more important than, GAAP-basis financial statements, and other bank holding companies may define or calculate these or similar measures differently. A reconciliation of the non-GAAP financial measures used by the Corporation to evaluate and measure the Corporation's performance to the most directly comparable GAAP financial measures is presented below.

TABLE 24: Non-GAAP Table


	For The Quarter Ended						For The Nine Months Ended
	September 30,			September 30,			September 30,			September 30,
(Dollars in thousands, except for share and per share data)	2025			2024			2025			2024
Reconciliation of Certain Non-GAAP Financial Measures
Return on Average Tangible Common Equity
Average total equity, as reported	$	245,218		$	222,532		$	237,998		$	218,642
Average goodwill		(25,191)			(25,191)			(25,191)			(25,191)
Average other intangible assets		(985)			(1,242)			(1,049)			(1,303)
Average noncontrolling interest		(538)			(573)			(702)			(670)
Average tangible common equity	$	218,504		$	195,526		$	211,056		$	191,478

Net income	$	7,113		$	5,420		$	20,275		$	13,889
Amortization of intangibles		63			66			188			196
Net income attributable to noncontrolling interest		(38)			(31)			(141)			(92)
Net tangible income attributable to C&F Financial Corporation	$	7,138		$	5,455		$	20,322		$	13,993

Annualized return on average equity, as reported		11.60	%		9.74	%		11.36	%		8.47	%
Annualized return on average tangible common equity		13.07	%		11.16	%		12.84	%		9.74	%


	For The Quarter Ended				For The Nine Months Ended
	September 30,		September 30,		September 30,		September 30,
(Dollars in thousands, except for share and per share data)	2025		2024		2025		2024
Fully Taxable Equivalent Net Interest Income¹
Interest income on loans	$	34,683	$	33,021	$	100,781	$	94,014
FTE adjustment		52		49		148		152
FTE interest income on loans	$	34,735	$	33,070	$	100,929	$	94,166

Interest income on securities	$	3,381	$	2,721	$	9,763	$	8,326
FTE adjustment		266		237		760		707
FTE interest income on securities	$	3,647	$	2,958	$	10,523	$	9,033

Total interest income	$	38,783	$	36,131	$	112,178	$	103,151
FTE adjustment		318		286		908		859
FTE interest income	$	39,101	$	36,417	$	113,086	$	104,010

Net interest income	$	27,174	$	24,689	$	78,692	$	71,675
FTE adjustment		318		286		908		859
FTE net interest income	$	27,492	$	24,975	$	79,600	$	72,534

1	Assuming a tax rate of 21%.


	September 30,		December 31,
(Dollars in thousands except for per share data)	2025		2024
Tangible Book Value Per Share
Equity attributable to C&F Financial Corporation	$	253,283	$	226,360
Goodwill		(25,191)		(25,191)
Other intangible assets		(959)		(1,147)
Tangible equity attributable to C&F Financial Corporation	$	227,133	$	200,022

Shares outstanding		3,237,634		3,233,672

Book value per share	$	78.23	$	70.00
Tangible book value per share	$	70.15	$	61.86

CAUTIONARY STATEMENT ABOUT FORWARD-LOOKING STATEMENTS

This report contains statements concerning the Corporation's expectations, plans, objectives or beliefs regarding future financial performance and other statements that are not historical facts, which may constitute "forward-looking statements" as defined by federal securities laws. Forward-looking statements generally can be identified by the use of words such as "believe," "expect," "anticipate," "estimate," "plan," "may," "might," "will," "intend," "target," "should," "could," or similar expressions, are not statements of historical fact, and are based on management's beliefs, assumptions and expectations regarding future events or performance as of the date of this report, taking into account all information currently available. These statements may include, but are not limited to: statements regarding expected future operations and financial performance; expected trends in yields on loans; expected future recovery of investments in debt securities; future dividend payments; deposit trends, charge-offs and delinquencies; changes in cost of funds and net interest margin and items affecting net interest margin; strategic business initiatives, including our expansion into Southwest Virginia, and the anticipated effects thereof; changes in interest rates and the effects thereof on net interest income, expected impact of unrealized losses on earnings and regulatory capital of the Corporation or the Bank; expected renewal of unsecured federal funds agreements; expected impact of unrealized losses on earnings and regulatory capital of the Corporation or the Bank; mortgage loan originations; expectations regarding the Bank's regulatory risk-based capital requirement levels; competition; our loan portfolio; our digital services; deposit trends; improving operational efficiencies; retention of qualified loan officers and expectations regarding new mortgage loan originations; higher quality automobile loan contracts, technology initiatives; our diversified business strategy; asset quality; credit quality; adequacy of allowances for credit losses and the level of future charge-offs; market interest rates and housing inventory and resulting effects in mortgage loan origination volume; sources of liquidity; adequacy of the reserve for indemnification losses related to loans sold in the secondary market; capital levels; the effect of future market and industry trends and conditions; the effects of future interest rate levels and fluctuations; cybersecurity risks; and inflation. These forward-looking statements are subject to significant risks and uncertainties due to factors that could have a material adverse effect on the operations and future prospects of the Corporation including, but not limited to, changes in:

●

interest rates, such as volatility in short-term interest rates or yields on U.S. Treasury bonds, fluctuations in interest rates following actions by the Federal Reserve and increases or volatility in mortgage interest rates

●general business conditions, as well as conditions within the financial markets

●general economic conditions, including unemployment levels, inflation rates, supply chain disruptions, slowdowns in economic growth and government shutdowns

●general market conditions, including disruptions due to pandemics or significant health hazards, severe weather conditions, natural disasters, terrorist activities, financial crises, political crises, changes in trade policy and the implementation of tariffs, war and other military conflicts or other major events, or the prospect of these events

●average loan yields and securities yields and average costs of interest-bearing deposits and borrowings

●financial services industry conditions, including bank failures or concerns involving liquidity

●labor market conditions, including attracting, hiring, training, motivating and retaining qualified employees

●the legislative and regulatory climate, regulatory initiatives with respect to financial institutions, products and services, the Consumer Financial Protection Bureau (the CFPB) and the regulatory and enforcement activities of the CFPB

●monetary and fiscal policies of the U.S. Government, including policies of the FDIC, U.S. Department of the Treasury and the Board of Governors of the Federal Reserve System (the Federal Reserve Board), and the effect of these policies on interest rates and business in our markets

●demand for financial services in the Corporation's market areas

●the value of securities held in the Corporation's investment portfolios

●the quality or composition of the loan portfolios and the value of the collateral securing those loans

●the inventory level, demand and fluctuations in the pricing of used automobiles, including sales prices of repossessed vehicles

●the level of automobile loan delinquencies or defaults and our ability to repossess automobiles securing delinquent automobile finance installment contracts

●the level of net charge-offs on loans and the adequacy of our allowance for credit losses

●the level of indemnification losses related to mortgage loans sold

●demand for loan products

●deposit flows

●the strength of the Corporation's counterparties

●the availability of lines of credit from the FHLB and other counterparties

●the soundness of other financial institutions and any indirect exposure related to the closing of other financial institutions and their impact on the broader market through other customers, suppliers and partners, or that the conditions which resulted in the liquidity concerns experienced by closed financial institutions may also adversely impact, directly or indirectly, other financial institutions and market participants with which the Corporation has commercial or deposit relationships

●competition from both banks and non-banks, including competition in the automobile finance market

●services provided by, or the level of the Corporation's reliance upon third parties for key services

●the commercial and residential real estate markets, including changes in property values

●the demand for residential mortgages and conditions in the secondary residential mortgage loan markets

●the Corporation's technology initiatives and other strategic initiatives

●the Corporation's branch expansion, relocation and consolidation plans

●cyber threats, attacks or events

●C&F Bank's product offerings

●accounting principles, policies and guidelines, and elections made by the Corporation thereunder

These risks and uncertainties, and the risks discussed in more detail in Item 1A. "Risk Factors," of Part I of the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024 and other reports filed with the SEC should be considered in evaluating the forward-looking statements contained herein.

Readers should not place undue reliance on any forward-looking statement. There can be no assurance that actual results will not differ materially from historical results or those expressed in or implied by such forward-looking statements, or that the beliefs, assumptions and expectations underlying such forward-looking statements will be proven to be accurate. Forward-looking statements are made as of the date of this report and we undertake no obligation to update or revise any forward-looking statement to reflect events or circumstances arising after the date on which the statement was made, except as otherwise required by law.

C&F Financial Corporation published this content on November 04, 2025, and is solely responsible for the information contained herein. Distributed via Edgar on November 04, 2025 at 16:58 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]