Chain Bridge Bancorp, Inc.(CBNA) - 2024 Q3 - Quarterly Report

Cautionary Note Regarding Forward-Looking Statements This section warns against undue reliance on forward-looking statements, which involve unpredictable risks and uncertainties Forward-Looking Statements Disclosure This section warns against undue reliance on forward-looking statements, which involve unpredictable risks and uncertainties - Forward-looking statements are subject to numerous uncertainties and factors relating to operations and business, many of which are beyond the company's control[7] - Key factors influencing future results include changes in trade, monetary, and fiscal policies, interest rates and inflation, deposit and loan portfolio levels, business and economic conditions, financial system instability, regulatory changes, and the ability to execute growth plans[7] - The company undertakes no obligation to update any forward-looking statements to reflect events or circumstances after the report date, except as required by law[11] Part I - Financial Information This part presents the company's unaudited consolidated financial statements and management's discussion Item 1. Financial Statements This section presents the unaudited consolidated financial statements for Chain Bridge Bancorp, Inc Consolidated Balance Sheets This section provides a snapshot of the company's financial position, detailing assets, liabilities, and equity Consolidated Balance Sheet Highlights (Dollars in thousands) | Metric | September 30, 2024 | December 31, 2023 | | :-------------------------- | :----------------- | :---------------- | | Total Assets | $1,555,282 | $1,205,202 | | Total Liabilities | $1,450,439 | $1,121,765 | | Total Stockholders' Equity | $104,843 | $83,437 | | Noninterest-bearing Deposits| $1,249,724 | $766,933 | | Total Deposits | $1,433,868 | $1,112,025 | - Total assets increased by $350.08 million (29.05%) from December 31, 2023, to September 30, 2024[16] - Total deposits grew by $321.84 million (28.94%) over the same period, with noninterest-bearing deposits showing a significant increase[16] Consolidated Statements of Income This section details the company's financial performance, including net interest income and net income Consolidated Statements of Income Highlights (Dollars in thousands, except per share data) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Total interest and dividend income | $14,668 | $8,143 | $35,858 | $23,082 | | Total interest expense | $1,022 | $957 | $2,846 | $3,106 | | Net interest income | $13,646 | $7,186 | $33,012 | $19,976 | | Total provision for (recapture of) credit losses | $(118) | $7 | $(410) | $722 | | Total noninterest income | $3,080 | $1,221 | $7,358 | $1,941 | | Total noninterest expenses | $7,432 | $4,881 | $19,178 | $14,441 | | Net income | $7,487 | $2,843 | $17,209 | $5,517 | | Earnings per common share, basic and diluted| $1.64 | $0.62 | $3.77 | $1.21 | - Net income for the three months ended September 30, 2024, increased by 163.3% to $7.487 million compared to $2.843 million in the prior year[18] - For the nine months ended September 30, 2024, net income surged by 211.9% to $17.209 million from $5.517 million in the corresponding period of 2023[18] Consolidated Statements of Comprehensive Income This section presents the company's comprehensive income, including net income and other comprehensive income Consolidated Statements of Comprehensive Income Highlights (Dollars in thousands) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :------------------------------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Net income | $7,487 | $2,843 | $17,209 | $5,517 | | Other comprehensive income (loss), net of tax | $3,363 | $(734) | $4,185 | $1,182 | | Comprehensive income | $10,850 | $2,109 | $21,394 | $6,699 | - Comprehensive income for the three months ended September 30, 2024, increased to $10.850 million from $2.109 million in the prior year, driven by higher net income and positive other comprehensive income[19] - For the nine months ended September 30, 2024, comprehensive income was $21.394 million, a significant increase from $6.699 million in the same period of 2023[19] Consolidated Statements of Cash Flows This section outlines the company's cash inflows and outflows from operating, investing, and financing Consolidated Statements of Cash Flows Highlights (Dollars in thousands) | Metric | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :-------------------------------------- | :----------------------------- | :----------------------------- | | Net cash provided by operating activities | $17,517 | $7,304 | | Net cash (used in) provided by investing activities | $(21,372) | $34,662 | | Net cash provided by financing activities | $326,855 | $113,815 | | Net increase in cash and cash equivalents | $323,000 | $155,781 | | Cash and cash equivalents, end of period | $639,767 | $254,444 | - Net cash provided by operating activities increased to $17.517 million for the nine months ended September 30, 2024, from $7.304 million in the prior year[21] - Investing activities shifted from providing $34.662 million in cash in 2023 to using $21.372 million in 2024, primarily due to increased purchases of available-for-sale securities[21] - Net cash provided by financing activities significantly increased to $326.855 million, mainly due to a substantial increase in noninterest-bearing, savings, interest-bearing checking, and money market deposits[21] Consolidated Statements of Changes in Stockholders' Equity This section details changes in stockholders' equity, including net income and other comprehensive income Consolidated Statements of Changes in Stockholders' Equity Highlights (Dollars in thousands) | Metric | September 30, 2024 | December 31, 2023 | | :----------------------------------- | :----------------- | :---------------- | | Balance at period end | $104,843 | $83,437 | | Net income contribution (9 months) | $17,209 | $5,517 | | Other comprehensive income (9 months)| $4,185 | $1,182 | - Total stockholders' equity increased to $104.843 million as of September 30, 2024, from $83.437 million at December 31, 2023[22] - The increase was primarily driven by net income of $17.209 million and other comprehensive income of $4.185 million for the nine months ended September 30, 2024[22] Notes to Unaudited Consolidated Financial Statements This section provides detailed explanations and disclosures supporting the unaudited consolidated financial statements Note 1. Organization and Summary of Significant Accounting Policies This note details the company's structure, operations, and key accounting policies, including recent pronouncements - Chain Bridge Bancorp, Inc. is the registered bank holding company for Chain Bridge Bank, National Association, providing commercial and personal banking services, including deposit accounts, mortgage financing, various loan products, trust administration, wealth management, and asset custody[24][26] - The Bank operates a model combining electronic banking channels with a physical headquarters in McLean, Virginia, serving clients nationally, with a focus on individuals, families, businesses, non-profit organizations, and political organizations[25][26] - Recent accounting pronouncements, ASU 2023-09 (Income Tax Disclosures) and ASU 2024-03 (Expense Disaggregation Disclosures), are not expected to have a material impact on the consolidated financial statements[32][33][34] Note 2. Capital Structure This note details the company's capital structure changes, including its IPO and dual-class stock reclassification - The company completed its IPO on October 7, 2024, issuing 1,850,000 shares of Class A Common Stock at $22.00 per share, generating net proceeds of $33.6 million[36] - An additional 142,897 shares of Class A Common Stock were issued on November 1, 2024, from the underwriters' option exercise, yielding approximately $2.9 million in net proceeds[38] - On October 3, 2024, the company reclassified each outstanding share of Old Common Stock into 170 shares of Class B Common Stock, establishing a dual-class structure with Class A and Class B Common Stock[39] Selected Balance Sheet Components (As of September 30, 2024, dollars in thousands) | Metric | Unadjusted | As adjusted for Reclassification | As Further Adjusted for IPO | | :----------------------------------- | :--------- | :------------------------------- | :-------------------------- | | Cash and cash equivalents | $639,767 | $639,767 | $666,293 | | Short-term borrowings | $10,000 | $10,000 | $— | | Class A Common Stock | $— | $— | $20 | | Class B Common Stock | $— | $46 | $46 | | Additional paid-in capital | $38,295 | $38,276 | $74,782 | | Total stockholders' equity | $104,843 | $104,843 | $141,369 | Note 3. Securities & Allowance for Securities Credit Losses This note details the debt securities portfolio, classifying HTM and AFS, and outlines the allowance for credit losses - The company's debt securities portfolio includes U.S. government and federal agencies, mortgage-backed securities, corporate bonds, and state and municipal securities, classified as HTM or AFS[44] Securities Portfolio Summary (September 30, 2024, dollars in thousands) | Security Type | Amortized Cost | Gross Unrealized Gains | Gross Unrealized (Losses) | Fair Value | Allowance for Credit Losses | | :--------------------------------- | :------------- | :--------------------- | :------------------------ | :--------- | :-------------------------- | | Available for Sale: | | | | | | | U.S. government and federal agencies | $131,089 | $52 | $(1,416) | $129,725 | $— | | Mortgage backed securities | $8,658 | $— | $(429) | $8,229 | $— | | Corporate bonds | $53,283 | $62 | $(750) | $52,595 | $— | | State and municipal securities | $107,323 | $88 | $(3,206) | $104,205 | $— | | Held to Maturity: | | | | | | | U.S. government and federal agencies | $122,447 | $6 | $(7,236) | $115,217 | $— | | Corporate bonds | $58,409 | $90 | $(1,545) | $56,954 | $(230) | | State and municipal securities | $120,580 | $23 | $(8,166) | $112,437 | $(31) | - The company did not record an ACL on AFS debt securities at September 30, 2024, as unrealized losses were attributed to market interest rate fluctuations, not credit deterioration[61] - For HTM securities, the ACL for corporate bonds decreased from $322 thousand at December 31, 2023, to $230 thousand at September 30, 2024, while for state and municipal securities, it increased from $26 thousand to $31 thousand[67][68][69] Note 4. Loans and Allowance for Loan Credit Losses This note details the loan portfolio, allowance for credit losses, and credit quality, noting a net ACL recapture Loan Portfolio Composition (Dollars in thousands) | Loan Type | September 30, 2024 | December 31, 2023 | | :----------------------------- | :----------------- | :---------------- | | Commercial real estate | $51,387 | $60,138 | | Commercial | $11,144 | $12,438 | | Residential real estate closed-end | $218,129 | $210,358 | | Other consumer loans | $19,372 | $21,210 | | Total Loans | $300,032 | $304,144 | | Less allowance for credit losses | $(4,206) | $(4,319) | | Loans, net | $295,826 | $299,825 | Allowance for Loan Credit Losses Activity (Nine Months Ended September 30, 2024, dollars in thousands) | Metric | Commercial Real Estate | Commercial | Residential Real Estate Closed-End | Other Consumer Loans | Total | | :----------------------------------- | :--------------------- | :--------- | :--------------------------------- | :------------------- | :---- | | Beginning balance, December 31, 2023 | $1,233 | $189 | $2,668 | $229 | $4,319| | Provision for (recapture of) credit losses | $(211) | $(25) | $106 | $17 | $(113)| | Ending balance, September 30, 2024 | $1,022 | $164 | $2,774 | $246 | $4,206| - No nonaccrual loans, loans 90 days past due, or loans past due for 30 or more days were reported as of September 30, 2024, and December 31, 2023[79] - Loans to officers, directors, and their affiliates increased to $8.6 million as of September 30, 2024, from $6.9 million at December 31, 2023, due to changes in related party composition[89] Note 5. Deposits This note details the deposit structure, highlighting political organization deposits, ICS usage, and uninsured deposit levels - The Bank held no brokered deposits as of September 30, 2024, and December 31, 2023[90] - Total ICS One-Way Sell deposits, placed at other banks and excluded from the balance sheet, increased to $432.3 million as of September 30, 2024, from $130.1 million at December 31, 2023[91] - Deposit balances are influenced by federal election cycles, with elevated levels ahead of elections and expected outflows in the quarters during and after elections[91] - Uninsured deposits were estimated at $1.2 billion (81.4% of total deposits) as of September 30, 2024, up from $648.0 million (58.3%) at December 31, 2023[91] Note 6. Borrowings This note outlines the company's borrowing arrangements, including FHLB lines and the repayment of an unsecured line post-IPO - The Bank's secured line of credit with the FHLB had no collateral pledged or outstanding balance as of September 30, 2024, and December 31, 2023[93] - The company's $10.0 million unsecured line of credit had an outstanding balance of $10.0 million at September 30, 2024, which was fully repaid and closed in October 2024 using IPO proceeds[94] - The Bank has unsecured federal fund purchase lines of credit totaling $68.0 million with three correspondent banks, with no outstanding balances as of September 30, 2024, and December 31, 2023[95] Note 7. Fair Value Measurements This note describes the company's fair value measurement practices, using a three-level hierarchy for financial assets - Fair value measurements are categorized into a three-level hierarchy: Level 1 (quoted prices in active markets), Level 2 (observable inputs other than Level 1 quoted prices), and Level 3 (unobservable inputs)[98] Financial Assets Measured at Fair Value on a Recurring Basis (September 30, 2024, dollars in thousands) | Financial Assets | Balances | Level 1 | Level 2 | Level 3 | | :--------------------------------- | :------- | :-------- | :-------- | :------ | | Available for sale securities: | | | | | | U.S. government and federal agencies | $129,725 | $125,773 | $3,952 | $— | | Mortgage backed securities | $8,229 | $— | $8,229 | $— | | Corporate bonds | $52,595 | $492 | $52,103 | $— | | State and municipal securities | $104,205 | $— | $104,205 | $— | | Equity securities | $527 | $527 | $— | $— | | Total | $295,281 | $126,792 | $168,489 | $— | - No assets were measured at fair value on a nonrecurring basis as of September 30, 2024, and December 31, 2023, including collateral-dependent loans, OREO, or loans held for sale[110] Note 8. Accumulated Other Comprehensive Loss This note details changes in accumulated other comprehensive income (AOCI), showing significant improvement due to unrealized gains Changes in Accumulated Other Comprehensive Loss (Dollars in thousands) | Metric | September 30, 2024 | September 30, 2023 | | :------------------------------------------------------------------ | :----------------- | :----------------- | | Balance at December 31, 2023 | $(11,565) | $(17,648) | | Unrealized holding gains, net of tax | $3,507 | $280 | | Amortization of unrealized holding losses, net of tax | $627 | $656 | | Reclassification adjustment, net of tax | $51 | $246 | | Balance at September 30, 2024 | $(7,380) | $(16,466) | - The accumulated other comprehensive loss decreased from $(11.565) million at December 31, 2023, to $(7.380) million at September 30, 2024, primarily due to $3.507 million in unrealized holding gains on available-for-sale securities[114] Note 9. Earnings Per Share This note explains earnings per share calculation using the two-class method, reflecting the new dual-class stock structure - Effective October 3, 2024, the company's stock is comprised of Class A and Class B Common Stock, with identical rights except for voting and conversion, and they share ratably in dividends[119][121] Earnings Per Common Share (Basic and Diluted) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Net Income | $7,487 | $2,843 | $17,209 | $5,517 | | Weighted average shares outstanding (Class B)| 4,568,920 | 4,568,240 | 4,568,920 | 4,568,240 | | Undistributed earnings per share (Class B) | $1.64 | $0.62 | $3.77 | $1.21 | | Total basic and diluted EPS (Class B) | $1.64 | $0.62 | $3.77 | $1.21 | - All earnings are attributed to Class B shares for the periods presented, as no Class A shares were outstanding during these periods[122] Note 10. Subsequent Events This note confirms no subsequent events beyond those disclosed in Capital Structure, Deposits, and Borrowings - No subsequent events occurred beyond those already disclosed in Note 2 (Capital Structure), Note 5 (Deposits), and Note 6 (Borrowings)[125] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations This section analyzes the company's financial condition and results of operations, including key performance indicators and IPO impacts Introduction This introduction outlines Chain Bridge Bancorp, Inc.'s role as a bank holding company and its mission - Chain Bridge Bancorp, Inc. is a Delaware-chartered bank holding company and parent of Chain Bridge Bank, N.A., offering commercial and personal banking services nationwide[129][130] - The company's mission is to deliver exceptional banking and trust services, blending financial strength, personalized service, and advanced technology for tailored solutions to various client segments[131] Reclassification and Initial Public Offering This section details the company's common stock reclassification and the completion of its initial public offering - On October 3, 2024, the company reclassified its existing common stock into 170 shares of Class B common stock per old share, in connection with its IPO[132] - The IPO, completed on October 7, 2024, involved the offering of 1,850,000 shares of Class A Common Stock, yielding approximately $33.6 million in net proceeds[133] - An additional 142,897 shares of Class A Common Stock were issued on November 1, 2024, from the underwriters' option exercise, resulting in approximately $2.9 million in net proceeds[133] Nine Months ended September 30, 2024 Highlights This section summarizes key financial performance and balance sheet highlights for the nine months ended September 30, 2024 Financial Performance Highlights (Nine Months Ended September 30, 2024 vs 2023) | Metric | 2024 | 2023 | Change (%) | | :-------------------------- | :---------- | :---------- | :--------- | | Consolidated net income | $17.2 million | $5.5 million | 212.7% | | Earnings per share | $3.77 | $1.21 | 211.6% | | Net interest income (before provision) | $33.0 million | $20.0 million | 65.0% | | Net interest income (after provision) | $33.4 million | $19.3 million | 73.1% | | Return on average equity | 25.00% | 10.10% | 147.5% | | Return on average assets | 1.79% | 0.72% | 148.6% | | Yield on average earning assets | 3.77% | 3.05% | 23.6% | | Cost of funds | 0.32% | 0.44% | -27.3% | Balance Sheet Highlights (As of September 30, 2024 vs December 31, 2023) | Metric | Sep 30, 2024 | Dec 31, 2023 | Change (%) | | :-------------------------- | :------------ | :------------ | :--------- | | Total assets | $1.6 billion | $1.2 billion | 33.3% | | Total deposits | $1.4 billion | $1.1 billion | 27.3% | | One-Way Sell deposits | $432.3 million| $130.1 million| 232.3% | | Cash at Federal Reserve | $627.0 million| $309.8 million| 102.4% | | Total investment debt securities | $597.1 million| $566.2 million| 5.5% | | Book value per share | $22.95 | $18.26 | 25.7% | | Liquidity ratio | 85.31% | 78.75% | 8.3% | Significant Factors Impacting Our Business, Financial Condition and Results of Operations This section discusses key external and internal factors influencing the company's business, financial condition, and operations - Net interest income is highly correlated to short-term interest rates due to the company's high liquidity and low loan-to-deposit ratios; higher rates generally increase net interest income[139] - Federal election cycles significantly affect deposit levels and revenue-generating activities, with deposits and income generally increasing before elections and declining afterward[141] - The company's lending approach focuses on managing credit risk by attracting borrowers with strong repayment capacity and good financial habits, often resulting in lower yields[143] - General economic conditions, particularly in the Washington, D.C. metropolitan area, and government spending influence deposit levels and earnings, with potential negative impacts from economic downturns or federal budget cuts[144] - The company relies on the Federal Reserve's interest on reserve balances as a source of income, making it sensitive to monetary policy changes, especially during election years when campaign-related deposits rise[145] - A high level of uninsured deposits (81.4% as of September 30, 2024) necessitates maintaining high liquidity, asset quality, and financial strength, with the IntraFi Cash Service (ICS) program used to manage FDIC insurance coverage[147][148] - Operating as a public company incurs additional costs for personnel, legal, consulting, regulatory, and compliance expenses, which are expected to increase[148] Primary Factors Used to Evaluate Our Business This section identifies the main financial metrics and components used to assess the company's business performance - Key business evaluation factors include net income, return on average equity, return on average assets, and return on average risk-weighted assets[149] - Net income is primarily driven by net interest income (interest earned on assets minus interest expense on liabilities) and noninterest income, offset by credit loss provisions, income taxes, and noninterest expenses[150] - Net interest income, the largest component of net income, is influenced by the average balance of interest-earning assets and interest-bearing liabilities, and the spread between their yields and costs[154] - Noninterest income sources include deposit placement services, service charges on accounts, trust and wealth management, gains on mortgage loan sales, and other income[155] - Noninterest expenses comprise personnel, data processing, professional services, occupancy, regulatory assessments, directors' fees, marketing, insurance, and other operating costs, expected to increase due to public company operations[157][158][159] Primary Factors Used to Evaluate Our Financial Condition This section outlines the most significant factors for assessing the company's financial health: liquidity, asset quality, and capital - The most significant factors for evaluating financial condition are liquidity, asset quality, and capital[160] - Liquidity management focuses on meeting cash and collateral obligations efficiently, with Federal Reserve accounts being a primary source[161] - Asset quality is monitored through factors like borrower cash flow deterioration and is managed by adjusting the allowance for credit losses[162] - Capital management ensures sufficient levels to support asset growth, maintain depositor/investor confidence, and comply with regulatory standards, including various capital ratios[163] Critical Accounting Policies and Estimates This section identifies accounting policies and estimates most susceptible to significant changes in the near term - The most susceptible estimates to significant change in the near term relate to determining the allowance for credit losses (ACL) on loans and held-to-maturity (HTM) securities[165] Results of Operations This section analyzes the company's financial performance, detailing net income, net interest income, and expenses Net Income This section analyzes the components and drivers of the company's net income for the reported periods Net Income Components (Dollars in thousands) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Net interest income | $13,646 | $7,186 | $33,012 | $19,976 | | (Recapture of) provision for credit losses | $(118) | $7 | $(410) | $722 | | Noninterest income | $3,080 | $1,221 | $7,358 | $1,941 | | Noninterest expense | $7,432 | $4,881 | $19,178 | $14,441 | | Net income | $7,487 | $2,843 | $17,209 | $5,517 | - Net income for the three months ended September 30, 2024, increased by $4.6 million (163.3%) year-over-year, primarily due to a $6.5 million increase in net interest income and a $1.9 million rise in noninterest income[166] - For the nine months ended September 30, 2024, net income increased by $11.7 million (211.9%), driven by a $13.0 million increase in net interest income, a $5.4 million increase in noninterest income, and a $1.1 million reduction in credit loss provision[166] Net Interest Income Analysis This section analyzes the drivers of net interest income, including interest income, interest expense, and net interest margin Net Interest Income (Dollars in thousands) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Total interest and dividend income | $14,668 | $8,143 | $35,858 | $23,082 | | Total interest expense | $1,022 | $957 | $2,846 | $3,106 | | Net interest income | $13,646 | $7,186 | $33,012 | $19,976 | | Net interest margin | 3.73% | 2.78% | 3.47% | 2.64% | - Net interest income for the three months ended September 30, 2024, increased by $6.5 million (89.9%), primarily due to a $417.5 million increase in average interest-bearing deposits in other banks, leading to a net interest margin increase to 3.73% from 2.78%[176] - For the nine months ended September 30, 2024, net interest income rose by $13.0 million (65.3%), driven by a $285.0 million increase in average interest-bearing deposits in other banks, with net interest margin increasing to 3.47% from 2.64%[177] Rate/Volume Analysis of Net Interest Income Change (Nine Months Ended Sep 30, 2024 vs 2023, dollars in thousands) | Component | Change due to Volume | Change due to Rate | Total Change | | :----------------------------------------- | :------------------- | :----------------- | :----------- | | Interest-bearing deposits in other banks | $10,943 | $945 | $11,888 | | Taxable investment securities | $(118) | $1,070 | $952 | | Loans | $(454) | $445 | $(9) | | Total increase in interest income | $10,322 | $2,454 | $12,776 | | Savings, interest-bearing checking and money market accounts | $(586) | $284 | $(302) | | Short-term borrowings | $84 | $41 | $125 | | Total increase in interest expense | $(596) | $336 | $(260) | | Increase in net interest income | $10,918 | $2,118 | $13,036 | Interest Income This section details the various sources and changes in the company's interest and dividend income - Interest and fees on loans remained relatively stable, with a slight decrease of 0.1% for the nine months ended September 30, 2024, to $10.1 million, as a 0.2% increase in average yield was offset by a $14.5 million reduction in average loan balance[179] - Interest and dividends on taxable securities increased by 11.4% to $9.3 million for the nine months ended September 30, 2024, despite an $8.0 million decrease in average balance, due to a 0.27% increase in yield from reinvested maturing bonds[182] - Interest on tax-exempt securities decreased by 6.0% for the nine months ended September 30, 2024, due to a $3.7 million decline in average balance, as proceeds from maturing tax-exempt securities were reinvested into more attractive taxable municipal securities[183] - Interest on interest-bearing deposits in banks surged by $11.9 million for the nine months ended September 30, 2024, driven by a $285.0 million increase in average balances and a 0.33% increase in average yield, primarily from reserves held at the Federal Reserve[185] Interest Expense This section analyzes the company's interest expenses, primarily from deposits and short-term borrowings - Interest expense on deposits decreased by 13.6% for the nine months ended September 30, 2024, primarily due to a $75.0 million decrease in average interest-bearing deposit balances, partially offset by a 0.16% increase in the average rate[187] - As of September 30, 2024, approximately 87.2% of deposits were noninterest-bearing, compared to 69.0% at December 31, 2023[187] - Interest on short-term borrowings increased by 44.0% for the nine months ended September 30, 2024, due to a $1.5 million increase in the average outstanding balance and a rise in the average rate from 7.27% to 8.09%[190] Provision for Credit Losses This section details the company's provision for credit losses, including both loan and securities losses Provision for Credit Losses (Dollars in thousands) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Provision for (recapture of) loan credit losses | $(131) | $1 | $(113) | $(82) | | Provision for (recapture of) securities credit losses | $13 | $6 | $(297) | $804 | | Total provision for (recapture of) credit losses | $(118) | $7 | $(410) | $722 | - For the nine months ended September 30, 2024, the company recorded a net recapture of $410 thousand for credit losses, compared to a net provision of $722 thousand in the prior year[193] - This recapture included $210 thousand from the recovery of a previously written-off bond and a $297 thousand recapture for securities credit losses due to shortening maturities of held-to-maturity securities[193] Noninterest Income This section analyzes the various sources and changes in the company's noninterest income Noninterest Income (Dollars in thousands) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :------------------------------------ | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Deposit placement services income | $2,464 | $859 | $5,617 | $1,106 | | Service charges on accounts | $376 | $227 | $1,008 | $651 | | Trust and wealth management income | $243 | $149 | $669 | $407 | | Gain on sale of mortgage loans | $13 | $— | $25 | $— | | Loss on sale of securities | $(65) | $(30) | $(65) | $(312) | | Other income | $49 | $16 | $104 | $89 | | Total noninterest income | $3,080 | $1,221 | $7,358 | $1,941 | - Total noninterest income increased by $1.9 million (152.3%) for the three months and $5.4 million (279.1%) for the nine months ended September 30, 2024, primarily driven by higher deposit placement services income from One-Way Sell deposits through the ICS network[196] - Trust and wealth management income grew by 63.1% and 64.4% for the three and nine months, respectively, due to a rise in total assets under administration to $384.0 million at September 30, 2024[197] Noninterest Expense This section details the components and changes in the company's noninterest expenses Noninterest Expense (Dollars in thousands) | Metric | Three Months Ended Sep 30, 2024 | Three Months Ended Sep 30, 2023 | Nine Months Ended Sep 30, 2024 | Nine Months Ended Sep 30, 2023 | | :-------------------------------------- | :------------------------------ | :------------------------------ | :----------------------------- | :----------------------------- | | Salaries and employee benefits | $4,280 | $3,116 | $11,553 | $9,237 | | Professional services | $1,206 | $207 | $2,154 | $623 | | Data processing and communication expenses | $669 | $570 | $1,928 | $1,683 | | Virginia bank franchise tax | $253 | $188 | $604 | $695 | | Occupancy and equipment expenses | $236 | $232 | $748 | $564 | | FDIC and regulatory assessments | $212 | $159 | $560 | $443 | | Directors fees | $191 | $100 | $523 | $286 | | Insurance expenses | $61 | $54 | $181 | $166 | | Marketing and business development costs | $47 | $48 | $169 | $170 | | Other operating expenses | $277 | $207 | $758 | $574 | | Total noninterest expenses | $7,432 | $4,881 | $19,178 | $14,441 | - Total noninterest expense increased by $2.6 million (52.3%) for the three months and $4.7 million (32.8%) for the nine months ended September 30, 2024, primarily due to higher salaries and employee benefits and professional services costs related to the IPO and reclassification[206][207] - Professional services expense saw a significant increase of $999 thousand (482.6%) for the three months and $1.5 million (245.7%) for the nine months, driven by legal and consulting expenses for public company readiness[209] Income Tax Expense This section analyzes the company's income tax expense and effective tax rate, driven by pre-tax earnings - Income tax expense increased by 184.8% to $1.9 million for the three months and 255.1% to $4.4 million for the nine months ended September 30, 2024, driven by a corresponding increase in pre-tax earnings[218] - The effective income tax rate increased to 20.45% for the three months and 20.35% for the nine months ended September 30, 2024, due to higher pre-tax income and a decrease in the proportion of tax-exempt income[219] Financial Condition This section provides an in-depth analysis of the company's balance sheet components, including securities, loans, deposits, and capital Securities This section details the composition and changes in the company's debt securities portfolio - The total debt securities portfolio increased by $30.8 million (5.4%) to $597.4 million as of September 30, 2024, compared to December 31, 2023, primarily due to investments in short-term U.S. government treasuries[225] Securities Portfolio Composition (As of September 30, 2024, dollars in thousands) | Security Type | Amount | % of total securities | | :--------------------------------- | :-------- | :-------------------- | | U.S. government treasuries | $242,302 | 40.6% | | U.S. federal agencies securities | $9,870 | 1.6% | | Mortgage backed securities | $9,402 | 1.6% | | Corporate bonds | $111,004 | 18.6% | | State and municipal securities | $224,785 | 37.6% | | Total securities | $597,363 | 100.0% | - U.S. government treasuries increased by $47.0 million (24.0%), while U.S. federal agencies securities decreased by $11.0 million (52.7%) due to maturities not being replaced[226][227] Allowance for Credit Losses — Securities This section details the allowance for credit losses (ACL) on HTM and AFS debt securities - The allowance for credit losses (ACL) on held-to-maturity (HTM) debt securities is measured collectively by security type, with U.S. Treasury and agency securities deemed to carry zero credit risk[231] - For available-for-sale (AFS) debt securities, management assesses credit-related impairment based on intent/requirement to sell and credit deterioration factors; any impairment not recorded as ACL is recognized in other comprehensive income (loss)[232][233] Allowance for Credit Losses on HTM Securities (Dollars in thousands) | Metric | Sep 30, 2024 | Dec 31, 2023 | | :------------------------------------------ | :----------- | :----------- | | Allowance for credit losses at end of period| $261 | $348 | | Ratio of allowance to total HTM debt securities | 0.09% | 0.11% | - In 2024, the company recorded a $210 thousand recovery of credit loss for an AFS bond previously charged off in 2023, with no further activity related to the AFS allowance for credit loss[235] Loan Portfolio This section details the composition and changes in the company's loan portfolio by type Loan Portfolio Composition (Dollars in thousands) | Loan Type | Sep 30, 2024 | % of Total Loans | Dec 31, 2023 | % of Total Loans | Change ($) | Change (%) | | :----------------------------- | :----------- | :--------------- | :----------- | :--------------- | :--------- | :--------- | | Commercial real estate | $51,387 | 17.1% | $60,138 | 19.8% | $(8,751) | (14.6%) | | Commercial | $11,144 | 3.7% | $12,438 | 4.1% | $(1,294) | (10.4%) | | Residential real estate, closed-end | $218,129 | 72.7% | $210,358 | 69.1% | $7,771 | 3.7% | | Other consumer loans | $19,372 | 6.5% | $21,210 | 7.0% | $(1,838) | (8.7%) | | Total | $300,032 | 100.0% | $304,144 | 100.0% | $(4,112) | (1.4%) | - Total loans decreased by $4.1 million (1.4%) as of September 30, 2024, compared to December 31, 2023, reflecting a strategic reduction in commercial real estate lending offset by growth in residential mortgages[242] - Commercial real estate loans decreased by $8.8 million (14.6%) due to rising interest rates and remote work trends negatively impacting commercial property values, making these loans less attractive[244] - The commercial real estate portfolio is concentrated in the Washington, D.C. metropolitan area and includes owner-occupied ($15.0 million) and non-owner-occupied ($32.7 million) properties, with sector concentrations in office, retail, multifamily, and hotels[245] Loan Maturity and Sensitivity to Interest Rates This section analyzes the loan portfolio's maturity profile and its sensitivity to interest rate changes - As of September 30, 2024, variable rate loans comprised 69.4% of the loan portfolio, primarily adjustable residential real estate loans, which help match deposit liabilities and reduce interest rate risk[249] Loan Portfolio Maturity and Interest Rate Sensitivity (As of September 30, 2024, dollars in thousands) | Loan Type | Fixed Rate Loans | Variable Rate Loans | Total Loans | | :----------------------------- | :--------------- | :------------------ | :---------- | | Commercial real estate | $42,232 | $9,155 | $51,387 | | Commercial | $1,583 | $9,561 | $11,144 | | Residential real estate, closed-end | $45,522 | $172,607 | $218,129 | | Other consumer loans | $2,518 | $16,854 | $19,372 | | Total | $91,855 | $208,177 | $300,032 | Credit Policies and Procedures This section outlines the company's approach to credit risk management, including underwriting and portfolio management - The company employs a multi-pronged approach to credit risk management, including underwriting policies, loan risk classification, internal and external loan reviews, and strategic portfolio management[251] - Commercial underwriting involves evaluating borrower repayment ability, collateral quality, financial character, and industry factors, often requiring primary banking relationships[252] - Credit concentration policies establish limits for various loan categories (individual borrowers, industries, loan types, collateral types, commercial real estate) relative to regulatory capital[256] - To manage higher-risk commercial real estate exposures, policies include low loan-to-value ratios, high debt service coverage ratios, annual internal reviews, external loan audits, and quarterly stress tests[257] Asset Quality This section describes the company's prudent lending approach and monitoring of asset quality - The company maintains a prudent lending approach, using underwriting guidelines and a 10-grade loan risk-rating scale, with the four lowest grades corresponding to regulatory categories (special mention, substandard, doubtful, and loss)[258] - A watch list report, overseen by the Chief Credit Officer and presented monthly to the Board, monitors loans or commitments with elevated risks[259] Non-performing Assets This section defines non-performing assets and confirms the absence of such assets or OREO - An asset is classified as non-performing when it ceases to yield interest or principal repayments for 90 days or more, or if full repayment is doubtful due to borrower financial difficulties[261] - No assets met the criteria for classification as non-performing assets or Other Real Estate Owned (OREO) as of September 30, 2024, and December 31, 2023[265] Allowance for Credit Losses — Loans This section details the allowance for credit losses (ACL) on loans, its estimation methodology, and ratios - The Allowance for Credit Losses (ACL) represents an amount adequate to absorb lifetime expected credit losses on outstanding loans, estimated based on loan portfolio characteristics, past events, current conditions, and reasonable forecasts[266][267] Allowance for Loan Credit Losses (Dollars in thousands) | Metric | Sep 30, 2024 | Dec 31, 2023 | | :------------------------------------------ | :----------- | :----------- | | Allowance for credit losses at end of period| $4,206 | $4,319 | | Ratio of allowance to total loans outstanding | 1.40% | 1.42% | - No loan charge-offs were recorded for the interim period ended September 30, 2024, or the year ended December 31, 2023, resulting in a 0.00% ratio of loan charge-offs to average loans outstanding[275] Deposits This section describes the company's deposit base, including types, seasonality, and ICS network usage - The deposit base is largely composed of funds from commercial entities, particularly federal political organizations, trade associations, and non-profit organizations, with political organization deposits exhibiting seasonality around federal election cycles[276] - The IntraFi Cash Services (ICS) network is used to provide clients with FDIC insurance beyond standard limits and to manage the balance sheet size, with $432.3 million in One-Way Sell deposits as of September 30, 2024[277][278] Types of Deposits (Dollars in thousands) | Deposit Type | Sep 30, 2024 | % of total deposits | Dec 31, 2023 | % of total deposits | Change ($) | Change (%) | | :------------------------------------------ | :----------- | :------------------ | :----------- | :------------------ | :--------- | :--------- | | Noninterest-bearing | $1,249,724 | 87.1% | $766,933 | 69.0% | $482,791 | 63.0% | | Savings, interest-bearing and money market accounts | $172,275 | 12.0% | $328,350 | 29.5% | $(156,075) | (47.5%) | | Time, $250 and over | $6,589 | 0.5% | $9,385 | 0.8% | $(2,796) | (29.8%) | | Other time | $5,280 | 0.4% | $7,357 | 0.7% | $(2,077) | (28.2%) | | Total | $1,433,868 | 100.0% | $1,112,025 | 100.0% | $321,843 | 28.9% | - Uninsured deposits were estimated at $1.2 billion (81.4% of total deposits) as of September 30, 2024, compared to $648.0 million (58.3%) at December 31, 2023[281] Borrowings This section outlines the company's borrowing arrangements, including secured and unsecured lines of credit - The Bank's secured line of credit with the FHLB, which had no collateral pledged or outstanding balance as of September 30, 2024, and December 31, 2023[284] - The company's $10.0 million unsecured line of credit was fully repaid using IPO proceeds and closed on October 11, 2024[285] - The Bank maintains $68.0 million in unsecured federal funds lines of credit with three correspondent banks, with no outstanding balances as of September 30, 2024, or December 31, 2023[286] Off-Balance Sheet Arrangements This section describes the company's off-balance sheet credit-related financial instruments and commitments - The company is party to credit-related financial instruments with off-balance sheet risk, including commitments to extend credit and standby letters of credit, to meet client financing needs[287] Off-Balance Sheet Commitments (Dollars in thousands) | Commitment Type | As of September 30, 2024 | As of December 31, 2023 | | :------------------------------ | :----------------------- | :---------------------- | | Commitments to grant loans | $1,021 | $— | | Unfunded commitments under lines of credit | $37,758 | $22,947 | | Standby letters of credit | $3,707 | $3,598 | - Unfunded commitments under lines of credit increased by $14.8 million (64.5%) from December 31, 2023, to September 30, 2024, primarily due to renewed availability for political organizations[289] Liquidity and Capital Management This section discusses the company's strategies and performance in managing liquidity and capital resources Liquidity Management This section details the company's approach to managing liquidity, including primary and supplemental funding sources - Liquidity management is crucial due to transaction account deposits being a primary funding source, with the Federal Reserve account ($627.0 million as of September 30, 2024) serving as a primary liquidity source[290] - The liquidity ratio was 85.31% as of September 30, 2024, up from 78.75% at December 31, 2023[290] - The company utilizes the ICS network for One-Way Sell deposits ($432.3 million as of September 30, 2024) which can be converted to reciprocal deposits for additional near-term liquidity[290][294] - Supplemental liquidity sources include secured lines of credit with the FHLB and Federal Reserve Discount Window (up to $388.8 million credit availability) and unsecured federal funds lines of credit with correspondent banks ($68.0 million)[294][295] Liquidity Risk Management This section defines liquidity risk and outlines the company's processes for identifying, measuring, monitoring, and control - Liquidity risk is the potential for adverse effects from an inability to meet contractual obligations, managed through identification, measurement, monitoring, and control efforts[297] - The Bank's Asset/Liability Committee (ALCO) reviews current and projected liquidity scenarios, including stressed scenarios, quarterly to ensure effective liquidity management[298] Capital Resources This section details the company's capital resources, including stockholders' equity, book value per share, and regulatory ratios - Stockholders' equity increased by $21.4 million to $104.8 million as of September 30, 2024, from $83.4 million at December 31, 2023, primarily due to net income and improvement in AFS securities market value[300] - Book value per share increased to $22.95 as of September 30, 2024, from $18.26 at December 31, 2023, reflecting earnings and AFS portfolio improvement[302] - The Bank is characterized as 'well capitalized' under Basel III Capital Rules, with a total risk-based capital ratio of 31.90% and a Tier 1 leverage ratio of 8.29% as of September 30, 2024[305](index=30