Listed

First Guaranty Bancshares, Inc.: Form 10-Q for the period ended Sep 30, 2023

Filed with the SEC on Nov 9, 2023 and accepted by EDGAR at Nov 9, 2023, 15:58 ET.

Share

Management's discussion and analysis

As filed, 93,037 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

The following discussion of First Guaranty's financial condition and results of operations is intended to highlight the significant factors affecting First Guaranty's financial condition and results of operations presented in the consolidated financial statements included in this Form 10-Q. This discussion is designed to provide readers with a more comprehensive view of the operating results and financial position than would be obtained from reading the consolidated financial statements alone. Reference should be made to those statements for an understanding of the following review and analysis. The financial data at September 30, 2023 and for the three and nine months ended September 30, 2023 and 2022 have been derived from unaudited consolidated financial statements and include, in the opinion of management, all adjustments (consisting of normal recurring accruals and provisions) necessary to present fairly First Guaranty's financial position and results of operations for such periods.

Special Note Regarding Forward-Looking Statements

Congress passed the Private Securities Litigation Act of 1995 in an effort to encourage corporations to provide information about a company's anticipated future financial performance. This act provides a safe harbor for such disclosure, which protects us from unwarranted litigation, if actual results are different from management expectations. This discussion and analysis contains forward-looking statements and reflects management's current views and estimates of future economic circumstances, industry conditions, company performance and financial results. The words "may," "should," "expect," "anticipate," "intend," "plan," "continue," "believe," "seek," "estimate" and similar expressions are intended to identify forward-looking statements. These forward-looking statements are subject to a number of factors and uncertainties, including, changes in general economic conditions, either nationally or in our market areas, that are worse than expected; competition among depository and other financial institutions; inflation and changes in the interest rate environment that reduce our margins or reduce the fair value of financial instruments; adverse changes in the securities markets; changes in laws or government regulations or policies affecting financial institutions, including changes in regulatory fees and capital requirements; our ability to enter new markets successfully and capitalize on growth opportunities; our ability to successfully integrate acquired entities; changes in consumer spending, borrowing and savings habits; changes in accounting policies and practices, as may be adopted by the bank regulatory agencies, the Financial Accounting Standards Board, the Securities and Exchange Commission and the Public Company Accounting Oversight Board; changes in our organization, compensation and benefit plans; changes in our financial condition or results of operations that reduce capital available to pay dividends; increases in our provision for loan losses and changes in the financial condition or future prospects of issuers of securities that we own, which could cause our actual results and experience to differ from the anticipated results and expectations, expressed in such forward-looking statements. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future events or otherwise.

-32-

Third Quarter and Nine Months Ended September 30, 2023 Financial Overview

First Guaranty Bancshares is a Louisiana corporation and a financial holding company headquartered in Hammond, Louisiana. Our wholly-owned subsidiary, First Guaranty Bank, a Louisiana-chartered commercial bank, provides personalized commercial banking services primarily to Louisiana and Texas customers through 36 banking facilities primarily located in the MSAs of Hammond, Baton Rouge, Lafayette, Shreveport-Bossier City, Lake Charles and Alexandria, Louisiana and Dallas-Fort Worth-Arlington, Waco, Texas. First Guaranty expanded into Kentucky and West Virginia, our Mideast markets, in 2021 with loan and deposit production offices in Vanceburg, Kentucky and Bridgeport, West Virginia. The Vanceburg location is now a branch of the bank. We emphasize personal relationships and localized decision making to ensure that products and services are matched to customer needs. We compete for business principally on the basis of personal service to customers, customer access to officers and directors and competitive interest rates and fees.

Financial highlights for the third quarter and nine months ended September 30, 2023 are as follows:

  • Total assets increased $266.9 million to $3.4 billion, or 8.5% at September 30, 2023 when compared with December 31, 2022. Total loans at September 30, 2023 were $2.7 billion, an increase of $180.3 million, or 7.2%, compared with December 31, 2022. Total deposits were $2.8 billion at September 30, 2023, an increase of $91.2 million, or 3.3%, compared with December 31, 2022. Retained earnings were $69.2 million at September 30, 2023, a decrease of $7.1 million compared to $76.4 million at December 31, 2022. Shareholders' equity was $238.8 million and $235.0 million at September 30, 2023 and December 31, 2022, respectively.
  • Net income for the third quarter of 2023 and 2022 was $1.8 million and $8.1 million, respectively, a decrease of $6.3 million or 78.0%. Net income for the nine months ended September 30, 2023 and 2022 was $7.9 million and $23.8 million, respectively, a decrease of $15.8 million or 66.7%.
  • Earnings per common share were $0.10 and $0.70 for the third quarter of 2023 and 2022, respectively, and $0.56 and $2.05 for the nine months ended September 30, 2023 and September 30, 2022, respectively. Total weighted average shares outstanding were 11,431,083 and 10,716,796 for the third quarter of 2023 and 2022, respectively, and 11,022,919 and 10,716,796 for the nine months ended September 30, 2023 and 2022, respectively. The change in shares was due to the issuance of 714,287 shares of stock in a private placement in May of 2023.
  • First Guaranty participated in the SBA Paycheck Protection Program ("PPP") under the Coronavirus Aid, Relief, and Economic Security Act ("CARES Act"). The CARES Act authorized the SBA to guarantee loans under a new 7(a) loan program known as the PPP. As a qualified SBA lender, we were automatically authorized to originate PPP loans. The SBA guaranteed 100% of the PPP loans made to eligible borrowers and will forgive such loans. The program has been conducted in two phases which First Guaranty classifies as Round 1 loans (originated in 2020) and Round 2 loans (originated in 2021). As of September 30, 2023, First Guaranty had remaining Round 1 PPP loans of $0.1 million and Round 2 PPP loans of $3.1 million. No PPP fees were recognized in the third quarter of 2023 compared to $0.2 million in the third quarter of 2022. $16,000 in PPP fees were recognized during the nine months ended September 30, 2023 compared to $1.3 million for the nine months ended September 30, 2022.
  • The allowance for credit losses was 1.18% of total loans at September 30, 2023 compared to 0.93% at December 31, 2022.
  • Net interest income for the third quarter of 2023 was $20.4 million compared to $25.4 million for the same period in 2022. Net interest income for the nine months ended September 30, 2023 was $63.7 million compared to $76.7 million for the nine months ended September 30, 2022.
  • The provision for credit losses for the third quarter of 2023 was $0.6 million compared to $1.5 million for the same period in 2022. The provision for credit losses for the nine months ended September 30, 2023 was $1.5 million compared to $2.9 million for the nine months ended September 30, 2022.
  • First Guaranty had $1.1 million of other real estate owned as of September 30, 2023 compared to $0.1 million at December 31, 2022.
  • Noninterest income for the third quarter of 2023 was $2.5 million compared to $4.0 million for the same period in 2022. Noninterest income for the nine months ended September 30, 2023 was $8.0 million compared to $8.5 million for the nine months ended September 30, 2022.
  • The net interest margin for the three months ended September 30, 2023 was 2.54% which was a decrease of 92 basis points from the net interest margin of 3.46% for the same period in 2022. The net interest margin for the nine months ended September 30, 2023 was 2.75% which was a decrease of 84 basis points from the net interest margin of 3.59% for the same period in 2022. First Guaranty attributed the decrease in the net interest margin to the increase in market interest rates that began in 2022 and continued through the third quarter of 2023 that increased the cost of liabilities. Loans as a percentage of average interest earning assets increased to 83.2% at September 30, 2023 compared to 78.7% at September 30, 2022.
  • Investment securities totaled $400.5 million at September 30, 2023, a decrease of $51.0 million when compared to $451.5 million at December 31, 2022. At September 30, 2023, available for sale securities, at fair value, totaled $79.9 million, a decrease of $51.6 million when compared to $131.5 million at December 31, 2022. At September 30, 2023, held to maturity securities, at amortized cost and net of the allowance for credit losses totaled $320.6 million, an increase of $0.6 million when compared to $320.1 million at December 31, 2022. The allowance for credit losses for HTM securities was $0.1 million at September 30, 2023. A provision for credit losses on HTM securities of $0.1 million was recorded in the third quarter of 2023.
  • Total loans net of unearned income were $2.7 billion at September 30, 2023, a net increase of $180.3 million from December 31, 2022. Total loans net of unearned income are reduced by the allowance for credit losses which totaled $31.9 million at September 30, 2023 and $23.5 million at December 31, 2022, respectively. First Guaranty adopted ASC 326 effective January 1, 2023 and recorded a cumulative adoption adjustment to the allowance of $7.1 million.
  • Nonaccrual loans increased $12.0 million to $25.6 million at September 30, 2023 compared to $13.6 million at December 31, 2022.

-33-

  • First Guaranty adopted ASU 2016-13, "Financial Instruments - Credit Losses: Measurement of Credit Losses on Financial Instruments." (CECL) effective January 1, 2023. The total adjustment for CECL was $10.0 million which includes $7.0 million for the ACL, $0.1 million for HTM securities, and $2.9 million for unfunded loan commitments. The $2.9 million for unfunded loan commitments is recorded in other liabilities.
  • Return on average assets for the three months ended September 30, 2023 and 2022 was 0.21% and 1.06%, respectively. Return on average assets for the nine months ended September 30, 2023 and 2022 was 0.33% and 1.07%, respectively. Return on average common equity for the three months ended September 30, 2023 and 2022 was 2.27% and 15.15%, respectively. Return on average common equity for the nine months ended September 30, 2023 and 2022 was 4.06% and 15.29%, respectively. Return on average assets is calculated by dividing annualized net income by average assets. Return on average common equity is calculated by dividing annualized net income by average common equity.
  • Book value per common share was $18.00 as of September 30, 2023 compared to $18.84 as of December 31, 2022. The decrease was due primarily to a decrease in retained earnings associated with the adoption of CECL, the recent issuances of new shares, and changes in accumulated other comprehensive income ("AOCI"). AOCI is comprised of unrealized gains and losses on available for sale securities, including unrealized losses on available for sale securities at the time of transfer to held to maturity.
  • First Guaranty's Board of Directors declared cash dividends of $0.16 per common share in the third quarter of 2023 and 2022. First Guaranty has paid 121 consecutive quarterly dividends as of September 30, 2023.
  • First Guaranty paid preferred stock dividends of $1.7 million during the first nine months of 2023 and 2022.
  • First Guaranty was a defendant in a lawsuit alleging overpayment on a loan related to a disputed interest rate. First Guaranty settled this lawsuit in February of 2023 for $0.6 million.
  • On January 6, 2023, we entered into a definitive agreement to acquire Lone Star Bank, a Texas state-chartered bank with its main office in Houston, Texas. On July 10, 2023, First Guaranty, First Guaranty Bank, and Lone Star entered into a Mutual Termination Agreement and Release pursuant to which the parties mutually agreed to terminate the Merger Agreement. First Guaranty estimates that total costs associated with the Lone Star acquisition was approximately $0.5 million through September 30, 2023.

Recent Developments

On October 5, 2023, we entered into a Loan Agreement (the “Loan Agreement”) with Summit Community Bank, Inc. (“Lender”) pursuant to which Lender made (i) a term loan in the principal amount of $40.3 million (the “Term Loan”), and (ii) a revolving line of credit in the maximum principal amount of up to $21.0 million (the “Line of Credit,” and, together with the Term Loan, the “Loans”). The principal sum outstanding under the Term Loan will bear interest at a rate equal to the Prime Index Rate as published by the Wall Street Journal, reset quarterly, minus 0.50% per annum, with a floor of 4.49% per annum. The principal sum outstanding under the Line of Credit will bear interest at a rate equal to the Prime Index Rate as published by the Wall Street Journal, reset monthly, with a floor of 4.49% per annum. The principal amount due and payable under the Term Loan will be amortized over a period of forty (40) quarters and will be in quarterly installments of principal, plus accrued interest, with the final payment equal to the then-outstanding principal balance and all accrued and unpaid interest, penalties and fees due thereon due at maturity of October 5, 2033. Any outstanding amounts under the Line of Credit will be repaid with monthly installments of interest only, followed by a final payment equal to the then-outstanding principal balance and all accrued and unpaid interest, penalties and fees due thereon at maturity on October 5, 2024, unless renewed. The proceeds of the Term Loan were used to repay in full all outstanding amounts under the existing indebtedness from First Horizon Bank (formerly known as First Tennessee Bank National Association).

-34-

Financial Condition

Changes in Financial Condition from December 31, 2022 to September 30, 2023

Assets

Total assets at September 30, 2023 were $3.4 billion, an increase of $266.9 million, or 8.5%, from December 31, 2022. Assets increased primarily due to increases in net loans of $171.9 million and cash and cash equivalents of $118.1 million, partially offset by a decrease in investment securities of $51.0 million at September 30, 2023 compared to December 31, 2022.

Loans

Net loans increased $171.9 million, or 6.9%, to $2.7 billion at September 30, 2023 from December 31, 2022. Construction and land development loans increased $109.2 million principally due to advances on existing construction lines and new originations that was partially offset by the conversion of loans to permanent financing. Non-farm non-residential loan balances increased $59.8 million due to new originations. One-to-four family residential loans increased $52.7 million primarily due to new originations. Agricultural loans increased $8.9 million due to seasonal activity. Farmland loans increased $6.5 million primarily due to seasonal activity. Multifamily loans increased $1.4 million primarily due to the conversion of existing construction loans to permanent financing and the origination of new loans. Consumer and other loans decreased $1.8 million primarily due to paydowns. Commercial lease loan balances decreased $25.4 million primarily due to paydowns. First Guaranty's commercial lease portfolio generally has higher yields than commercial real estate loans but shorter average lives. Commercial and industrial loans decreased $30.4 million primarily due to paydowns. SBA PPP loans totaled $3.1 million at September 30, 2023 compared to $5.9 million at December 31, 2022. These totals are included in commercial and industrial loans. Round 1 SBA PPP loans decreased from $2.0 million at December 31, 2022 to $0.1 million at September 30, 2023 due to SBA loan forgiveness and payments received. Round 2 SBA PPP loans decreased from $3.9 million at December 31, 2022 to $3.1 million at September 30, 2023 due to SBA loan forgiveness and payments received. First Guaranty had approximately 2.9% of funded and 2.0% of unfunded commitments in our loan portfolio to businesses engaged in support or service activities for oil and gas operations. First Guaranty's hotel and hospitality portfolio totaled $195.0 million at September 30, 2023. As part of the management of risks in our loan portfolio, First Guaranty had previously established an internal guidance limit of approximately $200.0 million for its hotel and hospitality portfolio. First Guaranty's office space portfolio totaled approximately $115.0 million at September 30, 2023. First Guaranty had $359.4 million in loans related to our Texas markets at September 30, 2023 which was an increase of $25.5 million or 7.7% from $333.8 million at December 31, 2022. First Guaranty anticipates additional growth opportunities in Texas. First Guaranty had $269.3 million in loans related to our new Mideast markets in Kentucky and West Virginia at September 30, 2023 which was an increase of $58.4 million or 27.7% from $210.9 million at December 31, 2022. Syndicated loans at September 30, 2023 were $76.2 million, of which $22.9 million were shared national credits. Syndicated loans decreased $12.1 million from $88.3 million at December 31, 2022.

As of September 30, 2023, 72.6% of our loan portfolio was secured by real estate. The largest portion of our loan portfolio, at 38.9% as of September 30, 2023, was non-farm non-residential loans secured by real estate. Approximately 44.0% of the loan portfolio was based on a floating rate tied to the prime rate, Secured Overnight Financing Rate ("SOFR"), or Treasury rates as of September 30, 2023. 57.4% of the loan portfolio is scheduled to mature within five years from September 30, 2023. First Guaranty initiated a process to transfer any LIBOR indexed loans to alternative reference rates such as the prime rate or SOFR as LIBOR was discontinued for repricings after June 30, 2023.

Special mention loans increased $21.1 million to $51.4 million at September 30, 2023 compared to $30.3 million at December 31, 2022. The increase in special mention loans was primarily the result of the downgrade of one commercial lease loan relationship from pass status to special mention totaling $14.0 million and the downgrade of one commercial and industrial loan relationship from pass status to special mention totaling $4.4 million.

Substandard loans increased $49.7 million to $92.5 million at September 30, 2023 compared to $42.7 million at December 31, 2022. The increase in substandard loans was primarily the result of the downgrade of one real estate secured loan relationship in the second quarter of 2023 with an aggregate principal balance of $36.3 million as of September 30 2023. The loans are secured by shopping centers. While the loans are over collateralized based upon recent appraisals totaling $47.4 million, there is no certainty that the Bank will receive full repayment upon liquidation should that become necessary.

Net loans are reduced by the allowance for credit losses which totaled $31.9 million at September 30, 2023 and $23.5 million at December 31, 2022. First Guaranty adopted ASC 326 effective January 1, 2023 and recorded a cumulative adjustment to the allowance of $7.0 million. Loan charge-offs were $2.0 million during the first nine months of 2023 and $5.1 million during the same period in 2022. Recoveries totaled $1.2 million during the first nine months of 2023 and $1.6 million during the same period in 2022. The provision for credit losses totaled $1.5 million for the first nine months of 2023 and $2.9 million for the same period in 2022. See Note 4 of the Notes to Consolidated Financial Statements for more information on loans and Note 5 for more information on the allowance for credit losses.

-35-

Investment Securities

Investment securities at September 30, 2023 totaled $400.5 million, a decrease of $51.0 million compared to $451.5 million at December 31, 2022. The portfolio consists of both available for sale (AFS) and held to maturity securities (HTM). The securities designated as held to maturity are agency and corporate debt securities that are part of First Guaranty’s investment strategy and public funds collateralization program. We purchase securities for our investment portfolio to provide a source of liquidity, to provide an appropriate return on funds invested, to manage interest rate risk and meet pledging requirements for public funds and borrowings.

The securities portfolio consisted principally of U.S. Government and Government agency securities, agency mortgage-backed securities, corporate debt securities and municipal bonds. U.S. government agencies consist of FHLB, Federal Farm Credit Bank ("FFCB"), Freddie Mac and Fannie Mae obligations. Mortgage-backed securities that we purchase are issued by Freddie Mac and Fannie Mae. Management monitors the securities portfolio for both credit and interest rate risk. We generally limit the purchase of corporate securities to individual issuers to manage concentration and credit risk. Corporate securities generally have a maturity of 10 years or less. U.S. Government securities consist of U.S. Treasury securities that have maturities of less than two years. Government agency securities generally have maturities of 15 years or less. Agency mortgage-backed securities have stated final maturities of 15 to 20 years.

Our available for sale securities portfolio totaled $79.9 million at September 30, 2023, a decrease of $51.6 million, or 39.3%, compared to $131.5 million at December 31, 2022. The decrease was primarily due to the maturity of U.S. Treasury securities.

Our held to maturity securities portfolio totaled $320.6 million at September 30, 2023, an increase of $0.6 million, or 0.2%, compared to $320.1 million at December 31, 2022.

At September 30, 2023, $50.3 million, or 12.6%, of the securities portfolio was scheduled to mature in less than one year. The majority of these securities were U.S. Treasury securities. $5.0 million, or 1.3%, of the securities portfolio, not including collateralized mortgage obligations and mortgage-backed securities, were scheduled to mature between one and five years. The majority of these securities were corporate bonds. $133.9 million, or 33.4%, of the securities portfolio, not including collateralized mortgage obligations and mortgage-backed securities, were scheduled to mature between five and ten years. Securities, not including collateralized mortgage obligations and mortgage-backed securities, with contractual maturity dates over 10 years totaled $209.1 million, or 52.2%, of the total securities portfolio at September 30, 2023. The average maturity of the securities portfolio is affected by call options that may be exercised by the issuer of the securities and are influenced by market interest rates. Prepayments of mortgages that collateralize mortgage-backed securities also affect the maturity of the securities portfolio. Based on internal forecasts as of September 30, 2023, management believes that the securities portfolio has a forecasted weighted average life of approximately 10.44 years based on the current interest rate environment. The portfolio had an estimated effective duration of 8.03 years at September 30, 2023.

There were no credit related impairment of available for sale securities during the nine months ended September 30, 2023. An allowance for credit losses of $0.1 million for held to maturity securities was recorded upon the adoption of ASC 326 and a provision of $0.1 million was recorded in the third quarter of 2023. The allowance for credit losses for held to maturity securities was $0.1 million at September 30, 2023.

Nonperforming Assets

Non-performing assets consist of non-performing loans and other real-estate owned. Non-performing loans are those on which the accrual of interest has stopped or loans which are contractually 90 days past due on which interest continues to accrue. Loans are ordinarily placed on nonaccrual status when principal and interest is delinquent for 90 days or more. However, management may elect to continue the accrual when the asset is well secured and in the process of collection. It is our policy to discontinue the accrual of interest income on any loan for which we have reasonable doubt as to the payment of interest or principal. When a loan is placed on nonaccrual status, unpaid interest credited to income is reversed. Nonaccrual loans are returned to accrual status when the financial position of the borrower indicates there is no longer any reasonable doubt as to the payment of principal or interest and a reasonable payment performance period is observed (generally considered six months or longer). Other real estate owned consists of property acquired through formal foreclosure, in-substance foreclosure or by deed in lieu of foreclosure.

-36-

The table below sets forth the amounts and categories of our nonperforming assets at the dates indicated.

(in thousands)

Nonaccrual loans: Real Estate: September 30, 2023 December 31, 2022
Construction and land development $664 $225
Farmland 874 290
1- 4 family 6,827 3,826
Multifamily 537 —
Non-farm non-residential 8,403 3,746
Total Real Estate 17,305 8,087
Non-Real Estate:
Agricultural 1,378 1,622
Commercial and industrial 2,827 819
Commercial leases 1,799 1,799
Consumer and other 2,246 1,239
Total Non-Real Estate 8,250 5,479
Total nonaccrual loans 25,555 13,566
Loans 90 days and greater delinquent & accruing:
Real Estate:
Construction and land development 182 427
Farmland 2,693 —
1- 4 family 593 332
Multifamily — 157
Non-farm non-residential 956 103
Total Real Estate 4,424 1,019
Non-Real Estate:
Agricultural 61 —
Commercial and industrial 3,659 123
Commercial leases — —
Consumer and other — —
Total Non-Real Estate 3,720 123
Total loans 90 days and greater delinquent & accruing 8,144 1,142
Total non-performing loans 33,699 14,708
Real Estate Owned:
Construction and land development 251 —
Farmland — —
1- 4 family 194 113
Multifamily — —
Non-farm non-residential 690 —
Total Real Estate Owned 1,135 113
Total non-performing assets $34,834 $14,821
Non-performing assets to total loans 1.29% 0.59%
Non-performing assets to total assets 1.02% 0.47%
Non-performing loans to total loans 1.25% 0.58%
Nonaccrual loans to total loans 0.95% 0.54%
Allowance for credit losses to nonaccrual loans 124.97% 173.36%
Net loan charge-offs to average loans 0.05% 0.18%

-37-

At September 30, 2023, nonperforming assets totaled $34.8 million, or 1.02% of total assets, compared to $14.8 million, or 0.47%, of total assets at December 31, 2022, which represented an increase of $20.0 million, or 135.0%. The increase in non-performing assets occurred primarily due to an increase in nonaccrual loans, 90 days greater delinquent and still accruing, and other real estate owned. Nonperforming loans included loans previously classified as purchase credit deteriorated following the adoption of CECL.

Nonaccrual loans increased from $13.6 million at December 31, 2022 to $25.6 million at September 30, 2023. The increase in nonaccrual loans was concentrated primarily in non-farm non-residential, one-to four family, and commercial and industrial loans. Nonaccrual loans included $2.5 million in loans with a government guarantee. These are structured as net loss guarantees in which up to 90% of loss exposure is covered.

At September 30, 2023, loans 90 days or greater delinquent and still accruing totaled $8.1 million, an increase of $7.0 million compared to $1.1 million at December 31, 2022. The increase in loans 90 days or greater delinquent and still accruing was concentrated primarily in farmland, commercial and industrial, non-farm non-residential, one-to four family, and agricultural loans.

Other real estate owned at September 30, 2023 totaled $1.1 million, an increase of $1.0 million compared to $0.1 million at December 31, 2022. The increase was primarily due to the addition of a $0.8 million non-farm non-residential property during the first quarter of 2023. This property was related to a loan that was on nonaccrual status at December 31, 2022.

At September 30, 2023, our largest non-performing assets were comprised of the following nonaccrual loans and 90 days or greater delinquent and still accruing loans: (1) a non-farm non-residential loan that totaled $4.7 million; (2) a commercial and industrial loan that totaled $2.4 million; (3) a $2.2 million loan relationship that is classified as purchased credit deteriorated; (4) a commercial lease loan that totaled $1.8 million; (5) a farmland loan that totaled $1.6 million; (6) a non-farm non-residential loan secured by a mobile home facility that totaled $1.3 million; and (7) a farmland loan that totaled $1.1 million.

Allowance for Credit Losses

First Guaranty adopted FASB ASC Topic 326 “Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments” Update No. 2016-13 (“ASU 2016-13”). ASU 2016-13 on January 1, 2023. ASU 2016-13, referred to as the Current Expected Credit Loss (“CECL”) standard, requires financial assets measured on an amortized cost basis, including loans and held-to-maturity debt securities, to be presented at an amount net of an allowance for credit losses, which reflects expected losses for the full life of the financial asset. Unfunded lending commitments are also within the scope of this topic. Under prior GAAP losses were not recognized until the occurrence of the loss was probable. See Recent Accounting Pronouncements for more information on the adoption of ASC 326.

The allowance for credit losses on loans is maintained to absorb potential losses in the loan portfolio. The allowance is increased by the provision for loan losses, offset by recoveries of previously charged-off loans and is decreased by loan charge-offs. The provision is a charge to current expense to provide for current expected loan losses and to maintain the allowance commensurate with management's evaluation of the risks inherent in the loan portfolio. Various factors are taken into consideration when determining the amount of the provision and the adequacy of the allowance. These factors include but are not limited to:

  • past due and non-performing assets;
  • specific internal analysis of loans requiring special attention;
  • the current level of regulatory classified and criticized assets and the associated risk factors with each;
  • changes in underwriting standards or lending procedures and policies;
  • charge-off and recovery practices;
  • national and local economic and business conditions;
  • nature and volume of loans;
  • overall portfolio quality;
  • adequacy of loan collateral;
  • quality of loan review system and degree of oversight by our board of directors;
  • competition and legal and regulatory requirements on borrowers;
  • examinations of the loan portfolio by federal and state regulatory agencies and examinations; and
  • review by our internal loan review department and independent accountants.

The data collected from all sources in determining the adequacy of the allowance is evaluated on a regular basis by management with regard to current national and local economic trends, prior loss history, underlying collateral values, credit concentrations and industry risks. An estimate of potential loss on

-38- specific loans is developed in conjunction with an overall risk evaluation of the total loan portfolio. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as new information becomes available.

The allowance consists of specific, general, and unallocated components. The specific component relates to loans that are classified as doubtful, substandard, or collateral dependent. For such loans that are also classified as collateral dependent, an allowance is established when the collateral value is lower than the carrying value of that loan. The general component covers non-classified loans and special mention loans and is based on historical loss experience for the past three years adjusted for qualitative factors described above. An unallocated component is maintained to cover uncertainties that could affect the estimate of probable losses.

The balance in the allowance for credit losses is principally influenced by the provision for loan losses, recoveries, and by net loan loss experience. Additions to the allowance are charged to the provision for credit losses. Losses are charged to the allowance as incurred and recoveries on losses previously charged to the allowance are credited to the allowance at the time recovery is collected.

The allowance for credit losses on loans was $31.9 million, or 1.18% of total loans, and 94.8% of nonperforming loans at September 30, 2023.

Comparing September 30, 2023 to December 31, 2022, there were changes within the specific components of the allowance balance.

A provision for credit losses of $1.5 million was made during the nine months ended September 30, 2023 and $2.9 million for the same period in 2022. The $1.5 million provision included a $0.2 million provision for credit losses related to unfunded commitments and a $0.1 million provision for credit losses on HTM securities. The provisions made were taken to provide for current credit losses and to maintain the allowance proportionate to risks inherent in the loan portfolio.

-39-

The loan portfolio factors in the first nine months of 2023 that primarily affected the allocation of the allowance included the following:

  • The adoption of the CECL methodology under ASU 2016-13 was the largest contributor to changes in both the size and allocation of the allowance for credit losses. First Guaranty also made adjustments of certain qualitative factors to take into account the current estimated impact of COVID-19, changes in other market conditions, loan concentrations including those related to commercial real estate and loan relationships and related economic conditions on borrowers' ability to repay loans and for allocations to impaired loans within their respective categories.
  • Construction and land development loans increased during the first nine months of 2023 due to advances on existing construction lines of credit and new loan originations. The allowance increase related to this portfolio was due to growth in the portfolio along with changes in the qualitative analysis of the portfolio related to economic conditions.
  • One-to four-family residential loans increased $52.7 million during the first nine months of 2023. The allowance increase related to this portfolio was due to changes in the qualitative analysis of the portfolio, portfolio growth, and also the adoption of CECL.
  • Multifamily loans increased during the first nine months of 2023. The allowance related to this portfolio was increased due to the adoption of the CECL methodology and due to the growth in the portfolio which increased by $1.4 million during the first nine months of 2023.
  • Non-farm non-residential loans increased by $59.8 million during the first nine months of 2023. The allowance increase related to this portfolio was due primarily to growth in the portfolio and also to the adoption of CECL.
  • Commercial and industrial loans decreased during the first nine months of 2023. The allowance increase related to this portfolio was due to the adoption of the CECL methodology.
  • Commercial leases decreased during the first nine months of 2023 from $317.6 million at December 31, 2022 to $292.2 million at September 30, 2023. The allowance decrease related to this portfolio was due to the reduction in this portfolio and due to changes in the qualitative analysis of the portfolio related.
  • Consumer and other loans decreased slightly during the first nine months of 2023. The decrease in the related loan loss allowance balance was due primarily to qualitative analysis and the adoption of the CECL methodology.

First Guaranty charged off $2.0 million in loan balances during the first nine months of 2023. The details of the $2.0 million in charged-off loans were as follows:

1. First Guaranty charged off $0.3 million in consumer loans related to Hurricane Ida relief loans during the first nine months of 2023. These loans were originated in the fall of 2021 following Hurricane Ida that impacted Louisiana in August 2021.

2. First Guaranty charged off $0.1 million on a non-farm non-residential loan during the first quarter of 2023. This loan had no remaining principal balance at September 30, 2023. The $0.7 million property related to this loan was moved to other real estate owned during the first quarter of 2023.

3. Smaller loans and overdrawn deposit accounts comprised the remaining $1.6 million of charge-offs for the first nine months of 2023.

Other information related to the allowance for credit losses is as follows:

(in thousands)

Loans: Nine Months Ended September 30, 2023 Nine Months Ended September 30, 2022
Average outstanding balance $2,576,793 $2,248,445
Balance at end of period $2,699,393 $2,417,327
Allowance for Credit Losses:
Balance at beginning of year $23,518 $24,029
Adoption of ASC 326 8,120 —
Charge-offs (2,045) (5,079)
Recoveries 1,165 1,620
Provision 1,178 2,898
Balance at end of period $31,936 $23,468

-40-

Deposits

Managing the mix and pricing the maturities of deposit liabilities is an important factor affecting our ability to maximize our net interest margin. The strategies used to manage interest-bearing deposit liabilities are designed to adjust as the interest rate environment changes. We regularly assess our funding needs, deposit pricing and interest rate outlooks. From December 31, 2022 to September 30, 2023, total deposits increased $91.2 million, or 3.3%, to $2.8 billion. Noninterest-bearing demand deposits decreased $66.0 million, or 12.6%, to $458.4 million at September 30, 2023. The decrease in noninterest-bearing demand deposits was primarily concentrated in individual and business noninterest-bearing demand deposits. Interest-bearing demand deposits decreased $24.7 million, or 1.7%, to $1.4 billion at September 30, 2023. The decrease in interest-bearing demand deposits was primarily concentrated in public funds and individual interest-bearing demand deposits that was partially offset by an increase in brokered interest-bearing demand deposits. Savings deposits increased $8.6 million, or 4.2%, to $214.4 million at September 30, 2023, primarily related to increases in business and individual savings deposits. Time deposits increased $173.3 million, or 32.5%, to $706.7 million at September 30, 2023, primarily due to increases in consumer and business time deposits along with increased brokered time deposits of approximately $85.6 million. First Guaranty issued $100 million of additional brokered deposits that subsequently settled in October 2023. These new brokered time deposits had maturities of two and three years. The proceeds from the new deposits were used to reduce short-term FHLB borrowings.

Management will continue to evaluate and update our product mix and related technology in its efforts to attract additional customers. We currently offer a number of deposit products that are competitively priced and designed to attract and retain customers with primary emphasis on noninterest-bearing deposits and other lower cost deposits.

As of September 30, 2023, the aggregate amount of outstanding certificates of deposit in amounts greater than $250,000 was approximately $162.7 million. At September 30, 2023, approximately $21.5 million of First Guaranty's certificates of deposit greater than $250,000 had a remaining term greater than one year.

The total amount of our uninsured deposits (deposits in excess of $250,000, as calculated in accordance with FDIC regulations) was estimated at $280.0 million at September 30, 2023. This total excludes public funds deposits that are collateralized by securities or FHLB letters of credit. The amount of uninsured deposits including collateralized public funds deposits was estimated at $858.2 million at September 30, 2023.

The following table sets forth the distribution of our time deposit accounts.

(in thousands)

September 30, 2023
Time deposits of less than $100,000 $199,224
Time deposits of $100,000 through $250,000 344,718
Time deposits of more than $250,000 162,749
Total Time Deposits $706,691

The following table sets forth the maturity of the time deposits greater than $250,000 at September 30, 2023.

(in thousands)

September 30, 2023
Three months or less $35,187
Three to six months 69,409
Six months to one year 36,670
One to three years 19,210
More than three years 2,273
Total Time Deposits greater than $250,000 $162,749

-41-

Public funds deposits totaled $1.1 billion at September 30, 2023 and December 31, 2022. Public funds time deposits totaled $42.5 million at September 30, 2023 compared to $32.4 million at December 31, 2022. Public funds deposits increased primarily due to increased public fund time deposits. First Guaranty has developed a program for the retention and management of public funds deposits. Since the end of 2012, First Guaranty has maintained public funds deposits in excess of $400.0 million. These deposits are from public entities such as school districts, hospital districts, sheriff departments and municipalities. The majority of these funds are under fiscal agency agreements with terms of three years or less. Deposits under fiscal agency agreements are generally stable but public entities may maintain the ability to negotiate term deposits on a specific basis including with other financial institutions. These deposits generally have stable balances as we maintain both operating accounts and time deposits for these entities. There is a seasonal component to public deposit levels associated with annual tax collections. Public funds will increase at the end of the year and during the first quarter. In addition to seasonal fluctuations, there are monthly fluctuations associated with internal payroll and short-term tax collection accounts for our public funds deposit accounts. Public funds deposit accounts are collateralized by FHLB letters of credit, by expanded reciprocal deposit insurance programs, by Louisiana municipal bonds and by eligible government and government agency securities such as those issued by the FHLB, FFCB, Fannie Mae, and Freddie Mac. First Guaranty continues to grow the proportion of its public funds portfolio that is collateralized by reciprocal deposit insurance as an alternative to pledging securities or utilizing FHLB letters of credit. First Guaranty initiated this strategy to more efficiently invest these deposits in higher yielding loans to improve the net interest margin and earnings. Total public funds collateralized by reciprocal deposit insurance programs decreased to $532.7 million at September 30, 2023 compared to $576.3 million at December 31, 2022.

The following table sets forth public funds as a percent of total deposits.

(in thousands except for %)

Public Funds: September 30, 2023 December 31, 2022
Noninterest-bearing Demand $7,197 $11,730
Interest-bearing Demand 1,025,522 1,022,760
Savings 41,868 46,354
Time 42,452 32,427
Total Public Funds $1,117,039 $1,113,271
Total Deposits $2,815,009 $2,723,792
Total Public Funds as a percent of Total Deposits 39.7% 40.9%

-42-

Borrowings

First Guaranty maintains borrowing relationships with other financial institutions as well as the Federal Home Loan Bank on a short and long-term basis to meet liquidity needs. First Guaranty had $152.7 million in short-term borrowings outstanding at September 30, 2023 compared to $146.4 million at December 31, 2022. The short-term borrowings at September 30, 2023 were comprised of short-term Federal Home Loan Bank advances of $125.0 million, a line of credit of $20.0 million, with an outstanding balance of $20.0 million and repurchase agreements of $7.7 million. First Guaranty subsequently reduced short-term borrowings in October 2023 following the issuance of $100 million of brokered time deposits with maturities of two and three years. The short-term borrowings outstanding at December 31, 2022 were comprised of short-term Federal Home Loan Bank advances of $120.0 million, a line of credit of $20.0 million with an outstanding balance of $20.0 million and repurchase agreements of $6.4 million. First Guaranty had available lines of credit of $26.5 million, with $20.0 million outstanding at September 30, 2023. A net availability of $6.5 million remained.

First Guaranty had long-term borrowings from the FHLB that totaled $155.0 million at September 30, 2023. First Guaranty converted previous short-term floating rate borrowings from the FHLB into long-term lower fixed rate borrowings in order to reduce interest expense. First Guaranty has a $20.0 million FHLB advance that matures in the first quarter of 2025, a $100.0 million FHLB advance that matures in the second quarter of 2027, and $35.0 million FHLB advance that matures in the third quarter of 2027.

First Guaranty had senior long-term debt totaling $20.3 million as of September 30, 2023 and $21.9 million at December 31, 2022.

First Guaranty had subordinated debt totaling $15.0 million at September 30, 2023 and December 31, 2022.

First Guaranty had $503.1 million in Federal Home Loan Bank letters of credit as of September 30, 2023 compared to $388.6 million at December 31, 2022. Federal Home Loan Bank letters of credit are obtained primarily for collateralizing public deposits.

Total Shareholders' Equity

Total shareholders' equity increased to $238.8 million at September 30, 2023 from $235.0 million at December 31, 2022. The increase in shareholders' equity was principally the result of an increase of $9.3 million in surplus and a decrease of $0.9 million in accumulated other comprehensive loss, partially offset by a decrease of $7.1 million in retained earnings. The $9.3 million increase in surplus was due to common stock issued in a private placement in May 2023. The decrease in accumulated other comprehensive loss was primarily attributed to the decrease in unrealized losses on available for sale securities during the nine months ended September 30, 2023. The $7.1 million decrease in retained earnings was primarily due to the adoption of CECL which had a $7.9 million after tax reduction to retained earnings, $5.4 million in cash dividends paid on shares of our common stock and $1.7 million in cash dividends paid on shares of our preferred stock, partially offset by net income of $7.9 million during the nine months ended September 30, 2023.

-43-

Results of Operations for the Third Quarter Ended September 30, 2023 and 2022

Performance Summary

Three months ended September 30, 2023 compared to the three months ended September 30, 2022. Net income for the three months ended September 30, 2023 was $1.8 million, a decrease of $6.3 million, or 78.0%, from $8.1 million for the three months ended September 30, 2022. The decrease in net income for the three months ended September 30, 2023 as compared to the prior year period was the result of several factors. First Guaranty experienced an increase in interest income and a decrease in the provision for loan losses. This increased income was offset by an increase in interest expense, a decrease in noninterest income, and an increase in noninterest expense. Loan interest income increased due to the growth in First Guaranty's loan portfolio, repricing of existing loans to higher market rates, including loan fees recognized as an adjustment to yield. Securities interest income increased due to an increase in the average yield of the investment portfolio. The decrease in the provision was related to changes within the portfolio. Factors that offset the increase in net income included an increase in interest expense due to increases in volume and market interest rates. Noninterest income decreased primarily due to a decrease on gains on the sale of loans. Noninterest expense increased primarily due to increased personnel expenses, legal and professional fees, software expense, and regulatory assessment. Earnings per common share for the three months ended September 30, 2023 was $0.10 per common share, a decrease of 85.7% or $0.60 per common share from $0.70 per common share for the three months ended September 30, 2022.

Nine months ended September 30, 2023 compared to the nine months ended September 30, 2022. Net income for the nine months ended September 30, 2023 was $7.9 million, a decrease of $15.8 million, or 66.7%, from $23.8 million for the nine months ended September 30, 2022. The decrease in net income for the nine months ended September 30, 2023 as compared to the prior year period was the result of several factors. First Guaranty experienced an increase in interest income and a decrease in the provision for loan losses. This increased income was offset by an increase in interest expense, a decrease in noninterest income, and an increase in noninterest expense. Loan interest income increased due to the growth in First Guaranty's loan portfolio and repricing of existing loans to higher market rates, including loan fees recognized as an adjustment to yield. Securities interest income increased due to an increase in the average yield of the investment portfolio. The decrease in the provision was related to changes within the portfolio. Factors that offset the increase in net income included an increase in interest expense due to increases in volume and market interest rates. Noninterest income decreased primarily due a decrease on the sale of loans. Noninterest expense increased primarily due to increased personnel expenses, legal and professional fees, software expense, regulatory assessment, and data processing expenses. Earnings per common share for the nine months ended September 30, 2023 was $0.56 per common share, a decrease of 72.7% or $1.49 per common share from $2.05 per common share for the nine months ended September 30, 2022.

-44-

Net Interest Income

Our operating results depend primarily on our net interest income, which is the difference between interest income earned on interest-earning assets, including loans and securities, and interest expense incurred on interest-bearing liabilities, including deposits and other borrowed funds. Interest rate fluctuations, as well as changes in the amount and type of interest-earning assets and interest-bearing liabilities, combine to affect net interest income. First Guaranty’s assets and liabilities are generally most affected by changes in the Federal Funds rate, LIBOR rate, SOFR rate, short term Treasury rates such as one month and three month Treasury bills, and longer term Treasury rates such as the U.S. ten year Treasury rate. Our net interest income is affected by changes in the amount and mix of interest-earning assets and interest-bearing liabilities. There may also be a time lag in the effect of interest rate changes on assets and liabilities. It is also affected by changes in yields earned on interest-earning assets and rates paid on interest-bearing deposits and other borrowed funds.

A financial institution's asset and liability structure is substantially different from that of a non-financial company, in that virtually all assets and liabilities are monetary in nature. Accordingly, changes in interest rates may have a significant impact on a financial institution's performance. The impact of interest rate changes depends on the sensitivity to the change of our interest-earning assets and interest-bearing liabilities. The effects of the changing interest rate environment in recent periods and our interest sensitivity position is discussed below.

Three months ended September 30, 2023 compared to the three months ended September 30, 2022. Net interest income for the three months ended September 30, 2023 and 2022 was $20.4 million and $25.4 million, respectively. The decrease in net interest income for the three months ended September 30, 2023 as compared to the prior year period was primarily due to an increase in the average balance of our total interest-bearing liabilities and an increase in the average rate of our total interest-bearing liabilities, partially offset by an increase in the average balance of our total interest-earning assets and an increase in the average yield of our total interest-earning assets. For the three months ended September 30, 2023, the average balance of our total interest-bearing liabilities increased by $350.7 million to $2.6 billion primarily due to growth in interest-bearing deposits and borrowings. The average rate of our total interest-bearing liabilities increased by 244 basis points to 4.19% for the three months ended September 30, 2023 from 1.75% for the three months ended September 30, 2022. The rise in market interest rates, particularly associated with Treasury rates, contributed to the increase in our liabilities cost. The primary source of the increase in liabilities cost was associated with interest bearing demand deposits for public funds that are primarily indexed to Treasury rates. For the three months ended September 30, 2023, the average balance of our total interest-earning assets increased by $275.5 million to $3.2 billion due to strong growth in our loan portfolio. The average yield of our interest-earning assets increased by 112 basis points to 5.92% for the three months ended September 30, 2023 from 4.80% for the three months ended September 30, 2022 due to an improved mix of higher yielding assets. As a result, our net interest rate spread decreased 132 basis points to 1.73% for the three months ended September 30, 2023 from 3.05% for the three months ended September 30, 2022. Our net interest margin decreased 92 basis points to 2.54% for the three months ended September 30, 2023 from 3.46% for the three months ended September 30, 2022.

Nine months ended September 30, 2023 compared to the nine months ended September 30, 2022. Net interest income for the nine months ended September 30, 2023 and 2022 was $63.7 million and $76.7 million, respectively. The decrease in net interest income for the nine months ended September 30, 2023 as compared to the prior year period was primarily due to an increase in the average balance of our total interest-bearing liabilities and an increase in the average rate of our total interest-bearing liabilities, partially offset by an increase in the average balance of our total interest-earning assets and an increase in the average yield of our total interest-earning assets. For the nine months ended September 30, 2023, the average balance of our total interest-bearing liabilities increased by $285.8 million to $2.5 billion due to growth in interest-bearing deposits and borrowings. The average rate of our total interest-bearing liabilities increased by 243 basis points to 3.75% for the nine months ended September 30, 2023 from 1.32% for the nine months ended September 30, 2022. The rise in market interest rates, particularly associated with Treasury rates, contributed to the increase in our liabilities cost. The primary source of the increase in liabilities cost was associated with interest bearing demand deposits for public funds that are primarily indexed to Treasury rates. For the nine months ended September 30, 2023, the average balance of our total interest-earning assets increased by $238.6 million to $3.1 billion due to strong growth in our loan portfolio. The average yield of our interest-earning assets increased by 113 basis points to 5.73% for the nine months ended September 30, 2023 from 4.60% for the nine months ended September 30, 2022 due to an improved mix of higher yielding assets. As a result, our net interest rate spread decreased 130 basis points to 1.98% for the nine months ended September 30, 2023 from 3.28% for the nine months ended September 30, 2022. Our net interest margin decreased 84 basis points to 2.75% for the nine months ended September 30, 2023 from 3.59% for the nine months ended September 30, 2022.

-45-

Interest Income

Three months ended September 30, 2023 compared to the three months ended September 30, 2022. Interest income increased $12.4 million, or 35.1%, to $47.6 million for the three months ended September 30, 2023 as compared to the prior year period. First Guaranty's loan portfolio expanded during the third quarter of 2023 due to growth associated with our loan originations and existing loans repriced to higher market rates. These factors contributed to the increase in interest income as the average balance of our total interest-earning assets, primarily associated with loans, increased, and the average yield of interest-earning assets increased. The average balance of our interest-earning assets increased $275.5 million to $3.2 billion for the three months ended September 30, 2023 as compared to the prior year. The average yield of interest-earning assets increased by 112 basis points to 5.92% for the three months ended September 30, 2023 compared to 4.80% for the three months ended September 30, 2022.

Interest income on securities increased $20,000 to $2.3 million for the three months ended September 30, 2023 as compared to the prior year period primarily as a result of an increase in average yield of securities. The average yield on securities increased 26 basis points to 2.24% for the three months ended September 30, 2023 compared to 1.98% for the nine months ended September 30, 2022 due to the decrease in lower yielding Treasury securities that matured in the second quarter of 2023. The average balance of securities decreased $48.2 million to $412.2 million for the three months ended September 30, 2023 from $460.4 million for the three months ended September 30, 2022 primarily due to a decrease in the average balance of our U.S. Treasuries securities portfolio compared to the prior year.

Interest income on loans increased $11.0 million or 34.0%, to $43.4 million for the three months ended September 30, 2023 as compared to the prior year period as a result of an increase in the average balance and average yield of loans. The average balance of loans (excluding loans held for sale) increased by $287.7 million to $2.6 billion for the three months ended September 30, 2023 from $2.3 billion for the three months ended September 30, 2022 as a result of new loan originations. The average yield on loans (excluding loans held for sale) increased by 106 basis points to 6.54% for the three months ended September 30, 2023 from 5.48% for the three months ended September 30, 2022 due to the improved mix of loans along with an increase in market interest rates.

Nine months ended September 30, 2023 compared to the nine months ended September 30, 2022. Interest income increased $34.4 million, or 35.0%, to $132.7 million for the nine months ended September 30, 2023 as compared to the prior year period. First Guaranty's loan portfolio expanded during the first nine months of 2023 due to growth associated with our loan originations and existing loans repricing to higher market rates. These factors contributed to the increase in interest income as the average balance of our total interest-earning assets, primarily associated with loans, increased, and the average yield of interest-earning assets increased. The average balance of our interest-earning assets increased $238.6 million to $3.1 billion for the nine months ended September 30, 2023 as compared to the prior year. The average yield of interest-earning assets increased by 113 basis points to 5.73% for the nine months ended September 30, 2023 compared to 4.60% for the nine months ended September 30, 2022.

Interest income on securities increased $0.2 million to $7.1 million for the nine months ended September 30, 2023 as compared to the prior year period primarily as a result of an increase in average yield of securities. The average yield on securities increased 23 basis points to 2.29% for the nine months ended September 30, 2023 compared to 2.06% for the nine months ended September 30, 2022 due to the decrease in lower yielding Treasury securities that matured in the first nine months of 2023. The average balance of securities decreased $34.7 million to $415.4 million for the nine months ended September 30, 2023 from $450.1 million for the nine months ended September 30, 2022 primarily due to a decrease in the average balance of our U.S. Treasuries securities portfolio compared to the prior year.

Interest income on loans increased $31.4 million, or 34.8%, to $121.8 million for the nine months ended September 30, 2023 as compared to the prior year period as a result of an increase in the average balance and average yield of loans. The average balance of loans (excluding loans held for sale) increased by $328.3 million to $2.6 billion for the nine months ended September 30, 2023 from $2.2 billion for the nine months ended September 30, 2022 as a result of new loan originations. The average yield on loans (excluding loans held for sale) increased by 94 basis points to 6.32% for the nine months ended September 30, 2023 from 5.38% for the nine months ended September 30, 2022 due to the improved mix of loans along with an increase in market interest rates.

-46-

Interest Expense

Three months ended September 30, 2023 compared to the three months ended September 30, 2022. Interest expense increased $17.4 million, or 177.3%, to $27.2 million for the three months ended September 30, 2023 from $9.8 million for the three months ended September 30, 2022 due primarily to an increase in market interest rates and due to an increase in the average balance of interest-bearing liabilities. The average rate of interest-bearing demand deposits was 4.47% for the three months ended September 30, 2023 and 1.77% for the three months ended September 30, 2022. The increase in market interest rates, particularly U.S. Treasury rates, contributed to the increase in rates paid on interest-bearing demand deposits. The largest concentration of interest-bearing demand deposits is associated with public funds deposits that are primarily indexed to Treasury rates. Treasury rates increased as the Federal Reserve increased rates to address increased inflation in the U.S. economy. The average rate of time deposits increased 191 basis points during the three months ended September 30, 2023 to 3.80% as compared to the prior year period. The increase in the average rate of time deposits was due to changes in market rates. The average balance of interest-bearing liabilities increased by $350.7 million during the three months ended September 30, 2023 to $2.6 billion as compared to the prior year period. This increase was a result of a $31.7 million increase in the average balance of interest-bearing demand deposits, a $146.3 million increase in the average balance of time deposits, and a $177.2 million increase in the average balance of borrowings, offset by a $4.5 million decrease in the average balance of savings deposits.

Nine months ended September 30, 2023 compared to the nine months ended September 30, 2022. Interest expense increased $47.5 million, or 220.7%, to $69.0 million for the nine months ended September 30, 2023 from $21.5 million for the nine months ended September 30, 2022 due primarily to an increase in market interest rates and due to an increase in the average balance of interest-bearing liabilities. The average rate of interest-bearing demand deposits was 4.05% for the nine months ended September 30, 2023 and 1.13% for the nine months ended September 30, 2022. The increase in market interest rates, particularly U.S. Treasury rates, contributed to the increase in rates paid on interest-bearing demand deposits. The largest concentration of interest-bearing demand deposits is associated with public funds deposits that are primarily indexed to Treasury rates. Treasury rates increased as the Federal Reserve increased rates to address increased inflation in the U.S. economy. The average rate of time deposits increased 139 basis points during the nine months ended September 30, 2023 to 3.28% as compared to the prior year period. The increase in the average rate of time deposits was due to changes in market rates. The average balance of interest-bearing liabilities increased by $285.8 million during the nine months ended September 30, 2023 to $2.5 billion as compared to the prior year period. This increase was a result of a $108.2 million increase in the average balance of interest-bearing demand deposits, a $71.9 million increase in the average balance of time deposits, and a $106.2 million increase in the average balance of borrowings, offset by a $0.5 million decrease in the average balance of savings deposits.

-47-

The following tables set forth average balance sheets, average yields and costs, and certain other information for the periods indicated. No tax-equivalent yield adjustments were made, as the effect thereof was not material. All average balances are daily average balances. Non-accrual loans were included in the computation of average balances, but have been reflected in the tables as loans carrying a zero yield. The yields set forth below include the effect of deferred fees, discounts and premiums that are amortized or accreted to interest income or expense.

The net interest income yield shown below in the average balance sheet is calculated by dividing net interest income by average interest-earning assets and is a measure of the efficiency of the earnings from balance sheet activities. It is affected by changes in the difference between interest on interest-earning assets and interest-bearing liabilities and the percentage of interest-earning assets funded by interest-bearing liabilities.

(in thousands except for %)

Assets Interest-earning assets: Three Months Ended September 30, 2023 Average Balance Interest Yield/Rate (5) Three Months Ended September 30, 2022 Average Balance Interest Yield/Rate (5)
Interest-earning deposits with banks $145,235 $1,897 5.18% $109,333 $561 2.04%
Securities (including FHLB stock) 412,169 2,323 2.24% 460,370 2,303 1.98%
Federal funds sold 331 — —% 272 — —%
Loans held for sale — — —% — — —%
Loans, net of unearned income(6) 2,632,564 43,407 6.54% 2,344,868 32,386 5.48%
Total interest-earning assets 3,190,299 $47,627 5.92% 2,914,843 $35,250 4.80%
Noninterest-earning assets:
Cash and due from banks 18,418 17,611
Premises and equipment, net 62,348 58,126
Other assets 27,420 27,430
Total Assets $3,298,485 $3,018,010
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Demand deposits $1,429,402 $16,102 4.47% $1,397,720 $6,243 1.77%
Savings deposits 216,089 1,001 1.84% 220,567 267 0.48%
Time deposits 678,521 6,504 3.80% 532,253 2,533 1.89%
Borrowings 251,317 3,575 5.64% 74,078 758 4.06%
Total interest-bearing liabilities 2,575,329 $27,182 4.19% 2,224,618 $9,801 1.75%
Noninterest-bearing liabilities:
Demand deposits 461,489 554,218
Other 20,660 10,448
Total Liabilities 3,057,478 2,789,284
Shareholders' equity 241,007 228,726
Total Liabilities and Shareholders' Equity $3,298,485 $3,018,010
Net interest income $20,445 $25,449
Net interest rate spread (1) 1.73% 3.05%
Net interest-earning assets (2) $614,970 $690,225
Net interest margin (3), (4) 2.54% 3.46%
Average interest-earning assets to interest-bearing liabilities 123.88% 131.03%

(1) Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.

(2) Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.

(3) Net interest margin represents net interest income divided by average total interest-earning assets.

(4) The tax adjusted net interest margin was 2.55% and 3.47% for the above periods ended September 30, 2023 and 2022, respectively. A 21% tax rate was used to calculate the effect on securities income from tax exempt securities for the above periods ended September 30, 2023 and 2022, respectively.

(5) Annualized.

(6) Includes loan fees of $1.5 million and $1.8 million or the above periods ended September 30, 2023 and 2022, respectively. PPP loan fee income of $0 and $0.2 million was recognized for above periods ended September 30, 2023 and 2022, respectively.

-48-

(in thousands except for %)

Assets Interest-earning assets: Nine Months Ended September 30, 2023 Average Balance Interest Yield/Rate (5) Nine Months Ended September 30, 2022 Average Balance Interest Yield/Rate (5)
Interest-earning deposits with banks $102,976 $3,719 4.83% $158,206 $924 0.78%
Securities (including FHLB stock) 415,442 7,130 2.29% 450,100 6,922 2.06%
Federal funds sold 391 — —% 222 — —%
Loans held for sale — — —% — — —%
Loans, net of unearned income(6) 2,576,793 121,846 6.32% 2,248,445 90,423 5.38%
Total interest-earning assets 3,095,602 $132,695 5.73% 2,856,973 $98,269 4.60%
Noninterest-earning assets:
Cash and due from banks 18,706 18,472
Premises and equipment, net 60,157 58,251
Other assets 27,707 28,461
Total Assets $3,202,172 $2,962,157
Liabilities and Shareholders' Equity
Interest-bearing liabilities:
Demand deposits $1,458,405 $44,187 4.05% $1,350,190 $11,403 1.13%
Savings deposits 211,515 2,418 1.53% 212,013 429 0.27%
Time deposits 624,190 15,304 3.28% 552,340 7,828 1.89%
Borrowings 165,508 7,127 5.76% 59,263 1,867 4.21%
Total interest-bearing liabilities 2,459,618 $69,036 3.75% 2,173,806 $21,527 1.32%
Noninterest-bearing liabilities:
Demand deposits 489,154 554,388
Other 16,954 8,424
Total Liabilities 2,965,726 2,736,618
Shareholders' equity 236,446 225,539
Total Liabilities and Shareholders' Equity $3,202,172 $2,962,157
Net interest income $63,659 $76,742
Net interest rate spread (1) 1.98% 3.28%
Net interest-earning assets (2) $635,984 $683,167
Net interest margin (3), (4) 2.75% 3.59%
Average interest-earning assets to interest-bearing liabilities 125.86% 131.43%

(1) Net interest rate spread represents the difference between the yield on average interest-earning assets and the cost of average interest-bearing liabilities.

(2) Net interest-earning assets represents total interest-earning assets less total interest-bearing liabilities.

(3) Net interest margin represents net interest income divided by average total interest-earning assets.

(4) The tax adjusted net interest margin was 2.75% and 3.60% for the above periods ended September 30, 2023 and 2022, respectively. A 21% tax rate was used to calculate the effect on securities income from tax exempt securities for the above periods ended September 30, 2023 and 2022, respectively.

(5) Annualized.

(6) Includes loan fees of $4.3 million and $6.3 million or the above periods ended September 30, 2023 and 2022, respectively. PPP loan fee income of $16,000 and $1.3 million was recognized for above periods ended September 30, 2023 and 2022, respectively.

-49-

Provision for Credit and Loan Losses

A provision for credit and loan losses is a charge to income in an amount that management believes is necessary to maintain an adequate allowance for credit losses. The provision is based on management's regular evaluation of current economic conditions in our specific markets as well as regionally and nationally, changes in the character and size of the loan portfolio, underlying collateral values securing loans, and other factors which deserve recognition in estimating loan losses. This evaluation is inherently subjective as it requires estimates that are susceptible to significant revision as more information becomes available or as future events change.

For the three months ended September 30, 2023, the provision for credit losses was $0.6 million compared to $1.5 million for the same period in 2022. The $0.6 million included a $0.1 million provision for credit losses related to unfunded commitments and a $0.1 million provision for credit losses on HTM securities. The decrease in the provision was attributable to the evaluation of the loan portfolio at September 30, 2023. Total charge-offs were $0.5 million for the three months ended September 30, 2023 and $1.8 million for the same period in 2022. Partially offsetting these charge-offs were recoveries that totaled $0.2 million for the three months ended September 30, 2023 and 2022.

For the nine months ended September 30, 2023, the provision for credit losses was $1.5 million compared to $2.9 million for the same period in 2022. The $1.5 million provision included a $0.2 million provision for credit losses related to unfunded commitments and a $0.1 million provision for credit losses on HTM securities. Total charge-offs were $2.0 million for the nine months ended September 30, 2023 and $5.1 million for the same period in 2022. Charge-offs for the nine months ended September 30, 2023 were concentrated in consumer relief loans associated with Hurricane Ida and a non-farm non-residential loan. Hurricane Ida consumer relief loans charge-offs totaled $0.3 million during the first nine months of 2023. Partially offsetting these charge-offs were recoveries that totaled $1.2 million for the nine months ended September 30, 2023 and $1.6 million for the same period in 2022.

We believe that the allowance is adequate to cover current expected losses in the loan portfolio given the current economic conditions, and current expected net charge-offs and non-performing asset levels. Economic uncertainty may result in additional increases to the allowance for credit losses in future periods.

Noninterest Income

Our primary sources of recurring noninterest income are customer service fees, ATM and debit card fees, loan fees, gains on the sales of loans and available for sale securities and other service fees. Noninterest income does not include loan origination fees which are recognized over the life of the related loan as an adjustment to yield using the interest method.

Noninterest income totaled $2.5 million for the three months ended September 30, 2023, a decrease of $1.5 million from $4.0 million for the three months ended September 30, 2022. The decrease was primarily due to decreased gains on the sale of loans. Service charges, commissions and fees totaled $0.9 million for the three months ended September 30, 2023 compared to $0.8 million for the same period in 2022. ATM and debit card fees totaled $0.8 million for the three months ended September 30, 2023 compared to $0.9 million for the same period in 2022. Net securities losses were $0 for the three months ended September 30, 2023 and 2022. Net gains on the sale of loans were $0 for the three months ended September 30, 2023 compared to $1.6 million for the same period in 2022. Other noninterest income totaled $0.8 million for the three months ended September 30, 2023 compared to $0.7 million for the same period in 2022.

Noninterest income totaled $8.0 million for the nine months ended September 30, 2023, a decrease of $0.5 million from $8.5 million for the nine months ended September 30, 2022. The decrease was primarily due decrease gains on the sale of loans. Service charges, commissions and fees totaled $2.5 million for the nine months ended September 30, 2023 compared to $2.4 million for the same period in 2022. ATM and debit card fees totaled $2.4 million for the nine months ended September 30, 2023 compared to $2.6 million for the same period in 2022. Net securities losses were $0 for the nine months ended September 30, 2023 and compared to $17,000 for the same period in 2022. Net gains on the sale of loans were $12,000 for the nine months ended September 30, 2023 compared to $1.7 million for the same period in 2022. Other noninterest income totaled $3.1 million for the nine months ended September 30, 2023 compared to $1.9 million for the same period in 2022.

-50-

Noninterest Expense

Noninterest expense includes salaries and employee benefits, occupancy and equipment expense and other types of expenses. Noninterest expense totaled $20.0 million for the three months ended September 30, 2023 and $17.8 million for the three months ended September 30, 2022. Salaries and benefits expense totaled $10.4 million for the three months ended September 30, 2023 and $9.2 million for the three months ended September 30, 2022. The increase was primarily due to the increase in personnel expense from new hires. Occupancy and equipment expense totaled $2.1 million for the three months ended September 30, 2023 and $2.3 million for the same period in 2022. Other noninterest expense totaled $7.4 million for the three months ended September 30, 2023 and $6.3 million for the same period in 2022.

Noninterest expense totaled $59.9 million for the nine months ended September 30, 2023 and $52.4 million for the nine months ended September 30, 2022. Salaries and benefits expense totaled $30.4 million for the nine months ended September 30, 2023 and $27.2 million for the nine months ended September 30, 2022. The increase was primarily due to the increase in personnel expense from new hires. Occupancy and equipment expense totaled $6.5 million for the nine months ended September 30, 2023 and $6.7 million for the same period in 2022. Other noninterest expense totaled $23.0 million for the nine months ended September 30, 2023 and $18.4 million for the same period in 2022. Legal and professional fees were higher due to the settlement of a lawsuit and the settlement payment made to the SEC for the Employee Stock Grant Program.

The following table presents, for the periods indicated, the major categories of other noninterest expense:

(in thousands)

Other noninterest expense: Three Months Ended September 30, 2023 2022 Nine Months Ended September 30, 2023 2022
Legal and professional fees $1,296 $982 $4,829 $2,974
Data processing 497 430 1,559 1,101
ATM fees 448 381 1,271 1,233
Marketing and public relations 463 448 1,472 1,167
Taxes - sales, capital, and franchise 558 485 1,664 1,323
Operating supplies 224 160 664 484
Software expense and amortization 1,366 1,023 3,768 2,921
Travel and lodging 330 289 1,118 810
Telephone 96 127 264 337
Amortization of core deposit intangibles 174 174 522 522
Donations 148 176 574 514
Net costs from other real estate and repossessions 124 83 243 344
Regulatory assessment 676 531 2,112 1,581
Other 1,046 1,023 2,930 3,053
Total other noninterest expense $7,446 $6,312 $22,990 $18,364

Income Taxes

The amount of income tax expense is influenced by the amount of pre-tax income, the amount of tax-exempt income and the amount of other non-deductible expenses and the statutory tax rate. The provision for income taxes for the three months ended September 30, 2023 and 2022 was $0.5 million and $2.1 million, respectively. The provision for income taxes decreased due to a decrease in income before income taxes. First Guaranty's statutory tax rate was 21.0% for the three months ended September 30, 2023 and 2022.

The provision for income taxes for the nine months ended September 30, 2023 and 2022 was $2.4 million and $6.2 million, respectively. The provision for income taxes decreased due to a decrease in income before income taxes. First Guaranty's statutory tax rate was 21.0% for the nine months ended September 30, 2023 and 2022.

-51-

Liquidity and Capital Resources

Liquidity

Liquidity refers to the ability or flexibility to manage future cash flows to meet the needs of depositors and borrowers and fund operations. Maintaining appropriate levels of liquidity allows us to have sufficient funds available to meet customer demand for loans, withdrawal of deposit balances and maturities of deposits and other liabilities. Liquid assets include cash and due from banks, interest-earning demand deposits with banks, federal funds sold and available for sale investment securities.

First Guaranty's cash and cash equivalents totaled $201.3 million at September 30, 2023 compared to $83.2 million at December 31, 2022. Loans maturing within one year or less at September 30, 2023 totaled $384.8 million. At September 30, 2023, time deposits maturing within one year or less totaled $507.6 million compared to $312.9 million at December 31, 2022. Time deposits maturing after one year through three years totaled $109.2 million at September 30, 2023 compared to $183.0 million at December 31, 2022. Time deposits maturing after three years totaled $89.9 million at September 30, 2023 compared to $37.4 million at December 31, 2022. First Guaranty's held to maturity ("HTM") securities portfolio at September 30, 2023 was $320.6 million, or 80.1% of the investment portfolio, compared to $320.1 million, or 70.9% at December 31, 2022. First Guaranty's available for sale ("AFS") securities portfolio was $79.9 million, or 19.9% of the investment portfolio as of September 30, 2023 compared to $131.5 million, or 29.1% of the investment portfolio at December 31, 2022. The majority of the AFS portfolio was comprised of U.S. Government Treasuries, municipal bonds and subordinated debt securities.

First Guaranty maintained a net borrowing capacity at the Federal Home Loan Bank totaling $207.7 million and $369.5 million at September 30, 2023 and December 31, 2022, respectively with $280.0 million in FHLB advances outstanding at September 30, 2023 compared to $120.0 million at December 31, 2022, respectively. The advances outstanding at September 30, 2023 were comprised of short-term advances totaling $125.0 million along with long-term advances that totaled $155.0 million. The $20.0 million long-term FHLB advance matures in the first quarter of 2025, the $100.0 million FHLB long-term advance matures in the second quarter of 2027, and the $35.0 million FHLB long-term advance matures in the third quarter of 2027. The advances outstanding at December 31, 2022 were comprised of short-term advances that totaled $120.0 million. The change in borrowing capacity with the Federal Home Loan Bank was due to changes in the value that First Guaranty receives on pledged collateral and due to First Guaranty's usage of the line. First Guaranty has increasingly transitioned public funds deposits into reciprocal deposit programs for collateralization as an alternative to FHLB letters of credit. We also maintain federal funds lines of credit at various correspondent banks with borrowing capacity of $100.5 million. As of September 30, 2023, First Guaranty had two revolving lines of credit totaling $26.5 million at the parent company level secured by a pledge of the Bank's common stock, with an outstanding balance of $20.0 million at September 30, 2023. On October 5, 2023, First Guaranty entered into a loan agreement providing for term debt in the amount of $40.3 million and a revolving line of credit in the amount of $21.0 million. The proceeds of the term loan were used to repay the $20.0 million of the line of credit outstanding as of September 30, 2023, which previous line of credit was also terminated at that time. We also have a discount window line with the Federal Reserve Bank that totaled $214.7 million at September 30, 2023 which was an increase of $185.7 million compared to availability of $29.0 million at December 31, 2022. First Guaranty did not have any advances under this facility at September 30, 2023. Management believes there is sufficient liquidity to satisfy current operating needs.

Capital Resources

First Guaranty's capital position is reflected in shareholders' equity, subject to certain adjustments for regulatory purposes. Further, our capital base allows us to take advantage of business opportunities while maintaining the level of resources we deem appropriate to address business risks inherent in daily operations.

Total shareholders' equity increased to $238.8 million at September 30, 2023 from $235.0 million at December 31, 2022. The increase in shareholders' equity was principally the result of an increase of $9.3 million in surplus and a decrease of $0.9 million in accumulated other comprehensive loss, partially offset by a $7.1 million decrease in retained earnings, driven in large part by the one-time CECL adjustment. The $9.3 million increase in surplus was due to common stock issues in a private placement in May 2023. The decrease in accumulated other comprehensive loss was primarily attributed to the decrease in unrealized losses on available for sale securities during the nine months ended September 30, 2023. The $7.1 million decrease in retained earnings was due to an after tax CECL adjustment of $7.9 million, $5.4 million in cash dividends paid on shares of our common stock and $1.7 million in cash dividends paid on shares of our preferred stock, partially offset by net income of $7.9 million during the nine months ended September 30, 2023.

-52-

Regulatory Capital

Risk-based capital regulations adopted by the FDIC require banks to achieve and maintain specified ratios of capital to risk-weighted assets. Similar capital regulations apply to bank holding companies over $3.0 billion in assets. The risk-based capital rules are designed to measure "Tier 1" capital (consisting of common equity, retained earnings and a limited amount of qualifying perpetual preferred stock and trust preferred securities, net of goodwill and other intangible assets and accumulated other comprehensive income) and total capital in relation to the credit risk of both on- and off- balance sheet items. Under the guidelines, one of its risk weights is applied to the different on-balance sheet items. Off-balance sheet items, such as loan commitments, are also subject to risk weighting. Applicable bank holding companies and all banks must maintain a minimum total capital to total risk weighted assets ratio of 8.00%, at least half of which must be in the form of core or Tier 1 capital. These guidelines also specify that bank holding companies that are experiencing internal growth or making acquisitions will be expected to maintain capital positions substantially above the minimum supervisory levels.

In order to avoid limitations on distributions, including dividend payments, and certain discretionary bonus payments to executive officers, an institution must hold a capital conservation buffer above its minimum risk-based capital requirements. As of September 30, 2023, the Bank's capital conservation buffer was 2.72% exceeding the minimum of 2.50%.

As a result of the Economic Growth, Regulatory Relief, and Consumer Protection Act, the Federal Reserve Board has amended its small bank holding company and savings and loan holding company policy statement to provide that holding companies with consolidated assets of less than $3 billion that are (i) not engaged in significant nonbanking activities, (ii) do not conduct significant off-balance sheet activities, and (3) do not have a material amount of SEC-registered debt or equity securities, other than trust preferred securities, that contribute to an organization's complexity, are no longer subject to regulatory capital requirements, effective August 30, 2018.

In addition, as a result of the legislation, the federal banking agencies have developed a "Community Bank Leverage Ratio" (the ratio of a bank's Tier 1 capital to average total consolidated assets) for financial institutions with assets of less than $10 billion. A "qualifying community bank" that exceeds this ratio will be deemed to be in compliance with all other capital and leverage requirements, including the capital requirements to be considered "well capitalized" under Prompt Corrective Action statutes. The federal banking agencies may consider a financial institution's risk profile when evaluating whether it qualifies as a community bank for purposes of the capital ratio requirement. The federal banking agencies set the new Community Bank Leverage Ratio at 9%. Pursuant to the CARES Act, the federal banking agencies set the Community Bank Leverage Ratio at 8% beginning in the second quarter of 2020 through the end of 2020. Beginning in 2021, the Community Bank Leverage Ratio increased to 8.5% for the calendar year. Community banks will have until January 1, 2022, before the Community Bank Leverage Ratio requirement will return to 9%. A financial institution can elect to be subject to this new definition. As of September 30, 2023, the Bank did not elect to follow the Community Bank Leverage Ratio.

At September 30, 2023, we satisfied the minimum regulatory capital requirements and were well capitalized within the meaning of federal regulatory requirements.

Bank: "Well Capitalized Minimums" As of September 30, 2023 As of December 31, 2022
Tier 1 Leverage Ratio 5.00% 8.94% 9.35%
Tier 1 Risk-based Capital Ratio 8.00% 9.79% 10.31%
Total Risk-based Capital Ratio 10.00% 10.72% 11.16%
Common Equity Tier One Capital Ratio 6.50% 9.79% 10.31%

Although we had over $3.0 billion in assets at September 30, 2023, under Federal Reserve guidance, First Guaranty will maintain its status as a "small bank holding company" until March 31, 2024 or earlier in certain circumstances. Once we are no longer a small bank holding company, both the Bank and First Guaranty will be required to maintain specified ratios of capital to risk-weighted assets.

-53-

Market risk

As filed, 5,927 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Asset/Liability Management and Market Risk

Our asset/liability management (ALM) process consists of quantifying, analyzing and controlling interest rate risk (IRR) to maintain reasonably stable net interest income levels under various interest rate environments. The principal objective of ALM is to maximize net interest income while operating within acceptable limits established for interest rate risk and to maintain adequate levels of liquidity.

The majority of our assets and liabilities are monetary in nature. Consequently, one of our most significant forms of market risk is interest rate risk, which is inherent in our lending and deposit-taking activities. Our assets, consisting primarily of loans secured by real estate and fixed rate securities in our investment portfolio, have longer maturities than our liabilities, consisting primarily of deposits. As a result, a principal part of our business strategy is to manage interest rate risk and reduce the exposure of our net interest income to changes in market interest rates. The board of directors of First Guaranty Bank has established two committees, the management asset liability committee and the board investment committee, to oversee the interest rate risk inherent in our assets and liabilities, for determining the level of risk that is appropriate given our business strategy, operating environment, capital, liquidity and performance objectives, and for managing this risk consistent with the guidelines approved by the board of directors. The management asset liability committee is comprised of senior officers of the Bank and meets as needed to review our asset liability policies and interest rate risk position. The board ALCO investment committee is comprised of certain members of the board of directors of the Bank and meets monthly. The management asset liability committee provides a monthly report to the board ALCO investment committee.

The need for interest sensitivity gap management is most critical in times of rapid changes in overall interest rates. We generally seek to limit our exposure to interest rate fluctuations by maintaining a relatively balanced mix of rate sensitive assets and liabilities on a one-year time horizon and greater than one-year time horizon. Because of the significant impact on net interest margin from mismatches in repricing opportunities, we monitor the asset-liability mix periodically depending upon the management asset liability committee's assessment of current business conditions and the interest rate outlook. We maintain exposure to interest rate fluctuations within prudent levels using varying investment strategies. These strategies include, but are not limited to, frequent internal modeling of asset and liability values and behavior due to changes in interest rates. We monitor cash flow forecasts closely and evaluate the impact of both prepayments and extension risk.

-54-

The following interest sensitivity analysis is one measurement of interest rate risk. This analysis reflects the contractual maturity characteristics of assets and liabilities over various time periods. This analysis does not factor in prepayments or interest rate floors on loans which may significantly change the report. This table includes nonaccrual loans in their respective maturity periods. The gap indicates whether more assets or liabilities are subject to repricing over a given time period. The interest sensitivity analysis at September 30, 2023 illustrated below reflects a liability-sensitive position with a negative cumulative gap on a one-year basis.

The interest spread and liability funding discussed below are directly related to changes in asset and liability mixes, volumes, maturities and repricing opportunities for interest-earning assets and interest-bearing liabilities. Interest-sensitive assets and liabilities are those which are subject to repricing in the near term, including both floating or adjustable rate instruments and instruments approaching maturity. The interest sensitivity gap is the difference between total interest-sensitive assets and total interest-sensitive liabilities. Interest rates on our various asset and liability categories do not respond uniformly to changing market conditions. Interest rate risk is the degree to which interest rate fluctuations in the marketplace can affect net interest income.

(in thousands except for %)

Earning Assets: September 30, 2023 Interest Sensitivity Within 3 Months Or Less Over 3 Months thru 12 Months Total One Year Over One Year Total
Loans (including loans held for sale) $658,611 $337,109 $995,720 $1,703,673 $2,699,393
Securities (including FHLB stock) 13,435 50,122 63,557 350,165 413,722
Federal Funds Sold 450 — 450 — 450
Other earning assets 185,227 — 185,227 — 185,227
Total earning assets $857,723 $387,231 $1,244,954 $2,053,838 $3,298,792
Source of Funds:
Interest-bearing accounts:
Demand deposits $1,435,555 $— $1,435,555 $— $1,435,555
Savings deposits 214,371 — 214,371 — 214,371
Time deposits 129,200 378,413 507,613 199,078 706,691
Short-term borrowings 145,000 — 145,000 6,867 151,867
Long-term borrowings 20,306 — 20,306 155,000 175,306
Junior subordinated debt 15,000 — 15,000 — 15,000
Noninterest-bearing, net — — — 600,002 600,002
Total source of funds $1,959,432 $378,413 $2,337,845 $960,947 $3,298,792
Period gap $(1,101,709) $8,818 $(1,092,891) $1,092,891
Cumulative gap $(1,101,709) $(1,092,891) $(1,092,891) $—
Cumulative gap as a percent of earning assets (33.4)% (33.1)% (33.1)%

-55-

Controls and procedures

As filed, 1,471 characters, with its headings, lists and tables. Extracted from the main document; charts and exhibits are in the original on sec.gov.

Evaluation of Disclosure Controls and Procedures

As defined by the Securities and Exchange Commission in Exchange Act Rules 13a-15(e) and 15d-15(e), a Company's "disclosure controls and procedures" means controls and other procedures of an issuer that are designed to ensure that information required to be disclosed by the issuer in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported, within time periods specified in the Commission's rules and forms. First Guaranty maintains such controls designed to ensure this material information is communicated to Management, including the Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), as appropriate, to allow timely decision regarding required disclosure.

Management, with the participation of the CEO and CFO, have evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this quarterly report on Form 10-Q. Based on that evaluation, the CEO and CFO have concluded that the disclosure controls and procedures as of the end of the period covered by this quarterly report are effective. There were no changes in First Guaranty's internal control over financial reporting during the last fiscal quarter in the period covered by this quarterly report that have materially affected, or are reasonably likely to materially affect, First Guaranty's internal control over financial reporting.

-56-

Figures reported in this filing

Standardized line items from the XBRL in this filing, for the period ended 2023-09-30. Comparative periods it repeats are left out.

Figures reported in this filing
Line itemPeriodValueXBRL concept
Interest expense3 months2023-07-01 to 2023-09-30$27.2mus-gaap:InterestExpense
Interest expense9 months2023-01-01 to 2023-09-30$69.0mus-gaap:InterestExpense
Income tax3 months2023-07-01 to 2023-09-30$539.0kus-gaap:IncomeTaxExpenseBenefit
Income tax9 months2023-01-01 to 2023-09-30$2.4mus-gaap:IncomeTaxExpenseBenefit
Net income3 months2023-07-01 to 2023-09-30$1.8mus-gaap:NetIncomeLoss
Net income9 months2023-01-01 to 2023-09-30$7.9mus-gaap:NetIncomeLoss
Basic EPS3 months2023-07-01 to 2023-09-30$0.10us-gaap:EarningsPerShareBasic
Basic EPS9 months2023-01-01 to 2023-09-30$0.56us-gaap:EarningsPerShareBasic
Operating cash flow9 months2023-01-01 to 2023-09-30$8.8mus-gaap:NetCashProvidedByUsedInOperatingActivities
Capital expenditure9 months2023-01-01 to 2023-09-30$8.3mus-gaap:PaymentsToAcquirePropertyPlantAndEquipment
Dividends paid9 months2023-01-01 to 2023-09-30$5.4mus-gaap:PaymentsOfDividendsCommonStock
Total assetsAt period end2023-09-30$3.42bnus-gaap:Assets
Total liabilitiesAt period end2023-09-30$3.18bnus-gaap:Liabilities
Shareholders' equityAt period end2023-09-30$238.8mus-gaap:StockholdersEquity

Source: SEC EDGAR, the filing index for accession 0001408534-23-000094. Last ingested by Listed: Nov 10, 2026, 03:19 ET. Listed shows no prices and gives no investment advice.