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Fair Value Measurements | 9 Months Ended
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Sep. 30, 2024
Fair Value Measurements |
Fair Value Measurements | Note 2 — Fair Value Measurements ​ FASB ASC Topic 820, “Fair Value Measurements” (“ASC 820”), defines fair value, establishes a framework for measuring fair value in generally accepted accounting principles, and expands disclosures about fair value measurements. ASC 820 applies to all financial instruments that are being measured and reported on a fair value basis. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date; it also establishes a fair value hierarchy that prioritizes the inputs used in valuation methodologies into the following three levels: ​
| ● | Level 1 Inputs - Unadjusted quoted prices in active markets for identical assets or liabilities.
| ● | Level 2 Inputs - Observable inputs other than Level 1 inputs, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
| ● | Level 3 Inputs - Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Level 3 assets and liabilities include financial instruments whose value is determined using pricing models, discounted cash flow methodologies, or other
|  | valuation techniques, as well as instruments for which the determination of fair value requires significant management judgment or estimation.
​ A description of the valuation methodologies used for instruments measured at fair value, as well as the general classification of such instruments pursuant to the valuation hierarchy is set forth below. ​ The following table represents assets and liabilities reported on the consolidated balance sheets at their fair value on a recurring basis as of September 30, 2024 by level within the fair value measurement hierarchy: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Fair Value Measurements at | ​
​ | ​ | ​ | ​ | ​ | Reporting Date Using | ​
​ | ​ | ​ | ​ | ​ | (in Thousands) | ​
​ | ​ | ​ | ​ | ​ | Quoted | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Prices in | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Active | ​ | Significant | ​ | ​ | ​ | ​
​ | ​ | Assets/Liabilities | ​ | Markets for | ​ | Other | ​ | Significant | ​
​ | ​ | Measured at | ​ | Identical | ​ | Observable | ​ | Unobservable | ​
​ | ​ | Fair Value | ​ | Assets | ​ | Inputs | ​ | Inputs | ​
​ | ​ | September 30, 2024 | ​ | (Level 1) | ​ | (Level 2) | ​ | (Level 3) | ​
Measured on a recurring basis: |  | ​ |  |  | ​ |  |  | ​ |  |  | ​ |  | ​
Assets: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Available for sale debt securities | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Residential mortgage-backed securities | ​ | $ | 4,855,607 | ​ | $ | — | ​ | $ | 4,855,607 | ​ | $ | — | ​
States and political subdivisions | ​ |  | 156,976 | ​ |  | — | ​ |  | 156,976 | ​ |  | — | ​
Equity Securities | ​ |  | 5,538 | ​ |  | 5,538 | ​ | ​ | — | ​ |  | — | ​
​ | ​ | $ | 5,018,121 | ​ | $ | 5,538 | ​ | $ | 5,012,583 | ​ | $ | — | ​
​ The following table represents assets and liabilities reported on the consolidated balance sheets at their fair value on a recurring basis as of December 31, 2023 by level within the fair value measurement hierarchy: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Fair Value Measurements at | ​
​ | ​ | ​ | ​ | ​ | Reporting Date Using | ​
​ | ​ | ​ | ​ | ​ | (in Thousands) | ​
​ | ​ | ​ | ​ | ​ | Quoted | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Prices in | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Active | ​ | Significant | ​ | ​ | ​ | ​
​ | ​ | Assets/Liabilities | ​ | Markets for | ​ | Other | ​ | Significant | ​
​ | ​ | Measured at | ​ | Identical | ​ | Observable | ​ | Unobservable | ​
​ | ​ | Fair Value | ​ | Assets | ​ | Inputs | ​ | Inputs | ​
​ | ​ | December 31, 2023 | ​ | (Level 1) | ​ | (Level 2) | ​ | (Level 3) | ​
Measured on a recurring basis: |  | ​ |  |  | ​ |  |  | ​ |  |  | ​ |  | ​
Assets: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Available for sale securities | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Residential mortgage-backed securities | ​ | $ | 4,660,099 | ​ | $ | — | ​ | $ | 4,660,099 | ​ | $ | — | ​
States and political subdivisions | ​ |  | 162,242 | ​ |  | — | ​ |  | 162,242 | ​ |  | — | ​
Equity Securities | ​ |  | 5,417 | ​ |  | 5,417 | ​ |  | — | ​ |  | — | ​
​ | ​ | $ | 4,827,758 | ​ | $ | 5,417 | ​ | $ | 4,822,341 | ​ | $ | — | ​
​ Available-for-sale securities are classified within Level 1 or 2 of the valuation hierarchy. Equity securities with readily determinable fair values are classified within Level 1. For debt investments classified as Level 2 in the fair value hierarchy, we obtain fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the bond’s terms and conditions, among other things. ​ Certain financial assets and financial liabilities are measured at fair value on a non-recurring basis. The instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment). Our policy is to recognize transfers between levels at the end of each reporting period, if applicable. There were no transfers between levels of the fair value hierarchy during the nine months ended September 30, 2024. ​ The following table represents financial instruments measured at fair value on a non-recurring basis as of and for the period ended September 30, 2024 by level within the fair value measurement hierarchy: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Fair Value Measurements at Reporting | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Date Using | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | (in thousands) | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Quoted | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Assets/Liabilities | ​ | Prices in | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Measured at | ​ | Active | ​ | Significant | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Fair Value | ​ | Markets for | ​ | Other | ​ | Significant | ​ | Net
​ | ​ | Period ended | ​ | Identical | ​ | Observable | ​ | Unobservable | ​ | Provision
​ | ​ | September 30, | ​ | Assets | ​ | Inputs | ​ | Inputs | ​ | During
​ | ​ | 2024 | ​ | (Level 1) | ​ | (Level 2) | ​ | (Level 3) | ​ | Period
Measured on a non-recurring basis: |  | ​ |  |  | ​ |  |  | ​ |  |  | ​ |  |  | ​ |
Assets: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Watch List—Doubtful loans | ​ | $ | 55,479 | ​ | $ | — | ​ | $ | — | ​ | $ | 55,479 | ​ | $ | 10,985
Other real estate owned | ​ | ​ | 2,627 | ​ | ​ | — | ​ | ​ | — | ​ | ​ | 2,627 | ​ | ​ | 371
​ The following table represents financial instruments measured at fair value on a non-recurring basis as of and for the period ended December 31, 2023 by level within the fair value measurement hierarchy: ​
​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Fair Value Measurements at Reporting | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Date Using | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | (in thousands) | ​ | ​ | ​
​ | ​ | ​ | ​ | ​ | Quoted | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Assets/Liabilities | ​ | Prices in | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Measured at | ​ | Active | ​ | Significant | ​ | ​ | ​ | ​ | ​ | ​
​ | ​ | Fair Value | ​ | Markets | ​ | Other | ​ | Significant | ​ | Net
​ | ​ | Year ended | ​ | for Identical | ​ | Observable | ​ | Unobservable | ​ | Provision
​ | ​ | December 31, | ​ | Assets | ​ | Inputs | ​ | Inputs | ​ | During
​ | ​ | 2023 | ​ | (Level 1) | ​ | (Level 2) | ​ | (Level 3) | ​ | Period
Measured on a non-recurring basis: |  | ​ |  |  | ​ |  |  | ​ |  |  | ​ |  |  | ​ |
Assets: | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​ | ​
Watch List—Doubtful loans | ​ | $ | 46,124 | ​ | $ | — | ​ | $ | — | ​ | $ | 46,124 | ​ | $ | 10,221
Other real estate owned | ​ |  | 307 | ​ |  | — | ​ |  | — | ​ |  | 307 | ​ |  | 2,538
​ Our assets measured at fair value on a non-recurring basis are limited to loans classified as Watch List—Doubtful and other real estate owned. The tabular disclosures above include only those loans or other real estate owned that had a change in the provision for credit loss during the reporting period or for which a new specific provision for credit loss was established during the reporting period. The fair value of Watch List—Doubtful loans is derived in accordance with FASB ASC Subtopic 326-10, “Financial Instruments – Credit Losses - Overall”. They are primarily comprised of collateral-dependent commercial loans. As the primary sources of loan repayments decline, the secondary repayment source, the collateral, takes on greater significance. Correctly evaluating the fair value becomes even more important. Re-measurement of the loan to fair value is done through a specific valuation allowance included in the allowance for credit losses (“ACL”). The fair value of the loan is based on the fair value of the collateral, as determined through either an appraisal or internal evaluation process. The basis for our appraisal and appraisal review process are applicable regulatory guidelines, including regulatory appraisal laws and the Uniform Standards of Professional Appraisal Practice, which are incorporated into our lending policy. All collateral dependent loans are evaluated in accordance with our lending policy to assess if a third-party appraisal is required to be obtained as part of our credit underwriting and monitoring process. Collateral dependent loans that do not meet the requirements for a third-party appraisal are required to undergo an internal evaluation by our in-house independent appraisal staff. ​ Our determination to either seek an appraisal or to perform an internal evaluation is performed by our credit quality committee, which analyzes the existing collateral values of the doubtful loans and identifies obsolete appraisals or internal evaluations. The credit quality committee reviews the existing appraisal to determine if the collateral value is reasonable in view of the current use of the collateral and the economic environment related to the collateral. The ultimate decision on the appropriate action is made by our independent credit administration team. A new appraisal is not required if an internal evaluation, as performed by our in-house independent appraisal staff, is able to appropriately update the original appraisal assumptions to reflect current market conditions and provide an estimate of the collateral’s market value for analysis of the doubtful loan. The internal evaluations must be in writing and contain sufficient information detailing the analysis, assumptions and conclusions, and they must support performing an evaluation in lieu of ordering a new appraisal. ​ As of September 30, 2024, we had $99,835,000 of doubtful commercial collateral-dependent loans, of which $38,167,000 had an appraisal performed within the immediately preceding rolling twelve-month period, and of which $520,000 had an internal evaluation performed within the immediately preceding rolling twelve-month period. As of December 31, 2023, we had approximately $46,491,000 of doubtful commercial collateral-dependent loans, of which $1,272,000 had an appraisal performed within the immediately preceding rolling twelve-month period and of which $35,061,000 had an internal evaluation performed within the immediately preceding rolling twelve-month period. ​ Other real estate owned is comprised of real estate acquired by foreclosure and deeds in lieu of foreclosure. Other real estate owned is carried at the lower of the recorded investment in the property or its fair value less estimated costs to sell such property (as determined by independent appraisal) within Level 3 of the fair value hierarchy. Prior to foreclosure, the value of the underlying loan is written down to the fair value of the real estate to be acquired by a charge to the ACL, if necessary. The fair value is reviewed periodically, and subsequent write-downs are made through a charge to operations, accordingly. Other real estate owned is included in other assets on the consolidated financial statements. For the three and nine months ended September 30, 2024 and the twelve months ended December 31, 2023, we recorded $0, $2,228,000, and $0, respectively, in charges to the ACL in connection with loans transferred to other real estate owned. For the three and nine months ended September 30, 2024 and the twelve months ended December 31, 2023, we recorded $355,000, $371,000, and $2,538,000, respectively, in adjustments to fair value in connection with other real estate owned. ​ The fair value estimates, methods, and assumptions for our financial instruments at September 30, 2024 and December 31, 2023 are outlined below. ​ Cash and Cash Equivalents ​ For these short-term instruments, the carrying amount is a reasonable estimate of fair value. ​ Time Deposits with Banks ​ The carrying amounts of time deposits with banks approximate fair value. ​ Investment Securities Held-to-Maturity ​ The carrying amounts of investments held-to-maturity approximate fair value. ​ Investment Securities ​ For investment securities, which include U.S. Treasury securities, obligations of other U.S. government agencies, obligations of states and political subdivisions and mortgage pass-through and related securities, fair values are established by an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the bond’s terms and conditions, among other things. See disclosures of fair value of investment securities in Note 6. ​ Loans ​ Fair values are estimated for portfolios of loans with similar financial characteristics. Loans are segregated by type, such as commercial, real estate or consumer loans, as outlined by regulatory reporting guidelines. Each category is segmented into fixed and variable interest rate terms and by performing and non-performing categories. ​ For variable rate performing loans, the carrying amount approximates fair value. For fixed-rate performing loans, except residential mortgage loans, the fair value is calculated by discounting scheduled cash flows through the estimated maturity using estimated market discount rates that reflect the credit and interest rate risk inherent in the loan. For performing residential mortgage loans, fair value is estimated by discounting contractual cash flows adjusted for prepayment estimates using discount rates based on secondary market sources or the primary origination market. Fixed-rate performing loans are within Level 3 of the fair value hierarchy. At September 30, 2024 and December 31, 2023, the carrying amount of fixed rate performing loans was $1,211,321,000 and $1,199,347,000, respectively, and the estimated fair value was $1,112,046,000 and $1,073,892,000, respectively. ​ Accrued Interest ​ The carrying amounts of accrued interest approximate fair value. ​ Deposits ​ The fair value of deposits with no stated maturity, such as non-interest-bearing demand deposit accounts, savings accounts and interest-bearing demand deposit accounts, was equal to the amount payable on demand as of September 30, 2024 and December 31, 2023. The fair value of time deposits is based on the discounted value of contractual cashflows. The discount rate is based on currently offered rates. Time deposits are within Level 3 of the fair value hierarchy. At September 30, 2024 and December 31, 2023, the carrying amount of time deposits was $2,801,761,000 and $2,425,177,000, respectively, and the estimated fair value was $2,797,797,000 and $2,428,681,000, respectively. ​ Securities Sold Under Repurchase Agreements ​ Securities sold under repurchase agreements are short-term maturities. Due to the contractual terms of the instruments, the carrying amounts approximated fair value at September 30, 2024 and December 31, 2023. ​ Junior Subordinated Deferrable Interest Debentures ​ We currently have floating-rate junior subordinated deferrable interest debentures outstanding. Due to the contractual terms of the floating-rate junior subordinated deferrable interest debentures, the carrying amounts approximated fair value at September 30, 2024 and December 31, 2023. ​ Other Borrowed Funds ​ We currently have long-term borrowings issued from the Federal Home Loan Bank (“FHLB”). The long-term borrowings outstanding at September 30, 2024 and December 31, 2023 are fixed-rate borrowings and the fair value is based on established market spreads for similar types of borrowings. The fixed rate long-term borrowings are included in Level 2 of the fair value hierarchy. At September 30, 2024 and December 31, 2023, the carrying amount of the fixed rate long-term FHLB borrowings was $10,593,000 and $10,745,000, respectively, and the estimated fair value was $10,593,000 and $10,745,000, respectively. ​ Commitments to Extend Credit and Letters of Credit ​ Commitments to extend credit and fund letters of credit are principally at current interest rates, and, therefore, the carrying amount approximates fair value. ​ Limitations ​ Fair value estimates are made at a point in time, based on relevant market information and information about the financial instrument. These estimates do not reflect any premium or discount that could result from offering for sale at one time our entire holdings of a particular financial instrument. Because no market exists for a significant portion of our financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments and other factors. These estimates are subjective in nature and involve uncertainties and matters of significant judgment and therefore cannot be determined with precision. Changes in assumptions could significantly affect the estimates. ​ Fair value estimates are based on existing on- and off-statement of condition financial instruments without attempting to estimate the value of anticipated future business and the value of assets and liabilities that are not considered financial instruments. Other significant assets and liabilities that are not considered financial assets or liabilities include the bank premises and equipment and core deposit value. In addition, the tax ramifications related to the effect of fair value estimates have not been considered in the above estimates.

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- Definition The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. + References Reference 1: http://www.xbrl.org/2003/role/exampleRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 107 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482078/820-10-55-107 Reference 2: http://www.xbrl.org/2003/role/exampleRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 55 -Paragraph 100 -Publisher FASB -URI https://asc.fasb.org/1943274/2147482078/820-10-55-100 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (c)(3) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2E -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2E Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (f) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (e) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 6A -Subparagraph (d) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-6A Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (h) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Topic 820 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (g) -Publisher FASB -URI https://asc.fasb.org/1943274/2147482106/820-10-50-2 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Topic 940 -SubTopic 820 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org/1943274/2147478119/940-820-50-1 + Details
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