.
United States Securities and Exchange Commission
Washington, D.C. 20549
FORM
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from __________ to __________
Commission File Number:
(Exact name of registrant as specified in its charter)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading symbol(s) | Name of Exchange on which Registered |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or and emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company”, and "emerging growth company" in Rule 12b-2 of the Exchange Act:
Large accelerated filer ☐ | Non-accelerated filer ☐ | Smaller reporting company | Emerging growth company |
If an emerging growth company, indicate by check market if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes
As of August 05, 2024, there were
TABLE OF CONTENTS
2
PART I –FINANCIAL INFORMATION
ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
SMARTFINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except for share data)
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| June 30, |
| December 31, | ||
2024 | 2023* | |||||
ASSETS: |
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Cash and due from banks | $ | | $ | | ||
Interest-bearing deposits with banks |
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Federal funds sold |
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Total cash and cash equivalents |
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Securities available-for-sale, at fair value |
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Securities held-to-maturity, at amortized cost | | | ||||
Other investments |
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Loans held for sale |
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Loans and leases |
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Less: Allowance for credit losses |
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Loans and leases, net |
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Premises and equipment, net |
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Other real estate owned |
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Goodwill and other intangibles, net |
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Bank owned life insurance |
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Other assets |
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Total assets | $ | | $ | | ||
LIABILITIES AND SHAREHOLDERS' EQUITY: |
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Deposits: |
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Noninterest-bearing demand | $ | | $ | | ||
Interest-bearing demand |
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Money market and savings |
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Time deposits |
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Total deposits |
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Borrowings |
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Subordinated debt |
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Other liabilities |
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Total liabilities |
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Commitments and contingent liabilities - see Note 8 | ||||||
Shareholders' equity: |
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Preferred stock, $ |
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Common stock, $ |
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Additional paid-in capital |
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Retained earnings |
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Accumulated other comprehensive income (loss) |
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Total shareholders' equity |
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Total liabilities and shareholders' equity | $ | | $ | |
* Derived from audited financial statements.
The accompanying notes are an integral part of the consolidated financial statements.
3
SMARTFINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(Dollars in thousands, except share and per share data)
Three Months Ended | Six Months Ended | |||||||||||
June 30, | June 30, | |||||||||||
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| 2023 |
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Interest income: |
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Loans and leases, including fees | $ | | $ | | $ | | $ | | ||||
Securities: |
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Taxable |
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Tax-exempt |
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Federal funds sold and other earning assets |
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Total interest income |
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Interest expense: |
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Deposits |
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Borrowings |
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Subordinated debt |
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Total interest expense |
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Net interest income |
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Provision for credit losses |
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Net interest income after provision for credit losses |
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Noninterest income: |
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Service charges on deposit accounts | | | | | ||||||||
Mortgage banking |
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Investment services |
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Insurance commissions | | | | | ||||||||
Interchange and debit card transaction fees, net | | | | | ||||||||
Other |
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Total noninterest income |
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Noninterest expense: |
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Salaries and employee benefits |
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Occupancy and equipment |
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FDIC insurance |
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Other real estate and loan related expense |
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Advertising and marketing |
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Data processing and technology |
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Professional services |
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Amortization of intangibles |
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Other |
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Total noninterest expense |
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Income before income tax expense |
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Income tax expense |
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Net income | $ | | $ | | $ | | $ | | ||||
Earnings per common share: |
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Basic | $ | | $ | | $ | | $ | | ||||
Diluted | $ | | $ | | $ | | $ | | ||||
Weighted average common shares outstanding: |
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Basic |
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Diluted |
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The accompanying notes are an integral part of the consolidated financial statements.
4
SMARTFINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Unaudited)
(Dollars in thousands)
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| Three Months Ended |
| Six Months Ended | ||||||||
June 30, | June 30, | |||||||||||
2024 | 2023 | 2024 |
| 2023 | ||||||||
Net income | $ | | $ | | $ | | $ | | ||||
Other comprehensive income (loss): |
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Investment securities: | ||||||||||||
Unrealized holding gains (losses) on securities available-for-sale |
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Tax effect |
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Amortization of unrealized gains (losses) on investment securities transferred from available-for-sale to held-to-maturity | | | | | ||||||||
Tax effect | ( | ( | ( | ( | ||||||||
Unrealized gains (losses) on securities available-for-sale, net of tax |
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Fair value hedging activities: | ||||||||||||
Unrealized gains (losses) on fair value municipal security hedges |
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Tax effect |
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Reclassification adjustment for realized losses (gains) included in net income | | — | | — | ||||||||
Tax effect | ( | — | ( | — | ||||||||
Unrealized gains (losses) on fair value hedged instruments arising during the period, net of tax |
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Cash flow hedging activities: | ||||||||||||
Unrealized gains (losses) on cash flow hedges | | ( | | ( | ||||||||
Tax effect | ( | | ( | | ||||||||
Reclassification adjustment for realized losses (gains) included in net income | ( | | ( | | ||||||||
Tax effect | | ( | | ( | ||||||||
Unrealized gains (losses) on cash flow hedge instruments arising during the period, net of tax | | ( | | ( | ||||||||
Total other comprehensive income (loss) |
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Comprehensive income | $ | | $ | | $ | | $ | |
The accompanying notes are an integral part of the consolidated financial statements.
5
SMARTFINANCIAL, INC. AND SUBSIDIARY
CONSOLIDATED STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY – (Unaudited)
For the Three and Six Months Ended June 30, 2024 and 2023
(Dollars in thousands, except for share data)
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| Accumulated |
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Other | |||||||||||||||||
Common Stock |
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| Retained |
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Shares | Amount | Paid-in Capital | Earnings |
| Income (Loss) | Total | |||||||||||
Balance, December 31, 2022 |
| | $ | | $ | | $ | | $ | ( | $ | | |||||
Cumulative effect adjustment for adoption of ASU 2016-13, net of tax | — | — | — | ( | — | ( | |||||||||||
Balance, January 1, 2023, adjusted | | | | | ( | | |||||||||||
Net income |
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Other comprehensive income |
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Common stock issued pursuant to: |
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Stock options exercised |
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Restricted stock, net of forfeitures | | | ( | — | — | — | |||||||||||
Stock compensation expense |
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Common stock dividend ($ | — | — | — | ( | — | ( | |||||||||||
Balance, June 30, 2023 |
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Balance, December 31, 2023 | | $ | | $ | | $ | | $ | ( | $ | | ||||||
Net income |
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Other comprehensive loss |
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Common stock issued pursuant to: |
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Stock options exercised |
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Restricted stock, net of forfeitures |
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Restricted stock withheld for taxes | ( | ( | ( | — | — | ( | |||||||||||
Stock compensation expense |
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Common stock dividend ($ |
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Repurchases of common stock | ( | ( | ( | — | — | ( | |||||||||||
Balance, June 30, 2024 |
| | $ | | $ | | $ | | $ | ( | $ | | |||||
Balance, March 31, 2023 |
| | $ | | $ | | $ | | $ | ( | $ | | |||||
Net income |
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Other comprehensive loss |
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Stock compensation expense |
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Common stock dividend ($ | — | — | — | ( | — | ( | |||||||||||
Balance, June 30, 2023 |
| | $ | | $ | | $ | | $ | ( | $ | | |||||
Balance, March 31, 2024 |
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