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BFST on Nasdaq

Business First Bancshares, Inc.

American state commercial bank that raised $157 million in 2026 (SEC Form D)2

In its 2026 annual report the company says: “Business First Bancshares, Inc. is a financial holding company headquartered in Baton Rouge, Louisiana, and the parent company of b1BANK, formerly known as Business First Bank, a Louisiana state banking association and community-based financial institution that offers a full array of banking products and services. We currently operate throughout the state of Louisiana, in the Dallas/Fort Worth metroplex and Houston, from a network of banking centers and loan production offices.”5 Its shares trade on Nasdaq under the symbol BFST.2

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Last updated Oct 21, 2026.

Overview

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  • TickerBFST on Nasdaq2
  • IndustryState Commercial Banks2
  • HeadquartersBaton Rouge, United States2
  • Incorporated inLA3
  • Business address500 Laurel Street, Suite 101, Baton Rouge, La 708013
  • Filer categoryAccelerated filer3
  • Legal formCorporation2
  • LEI549300ILTC50KHDX4A082
  • StatusActive2
  • LEI statusLapsed (not renewed)2
  • Registered addressC/O Pamela Willard, 70767 Port Allen, United States2
  • Registered withCorporations Section (Office of the Secretary of State), 36233160D2

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Business First Bancshares, Inc. is a financial holding company headquartered in Baton Rouge, Louisiana, and the parent company of b1BANK, formerly known as Business First Bank, a Louisiana state banking association and community-based financial institution that offers a full array of banking products and services. We currently operate throughout the state of Louisiana, in the Dallas/Fort Worth metroplex and Houston, from a network of banking centers and loan production offices.5 From its latest annual report

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

820.8%Net margin6
1.2%Revenue growth, 20256
9.8%Return on equity6
$92.0MFree cash flow6

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Income tax20¢$22.4M
  • Profit80¢$87.9M

Out of $10.7M in revenue.6

Where each dollar of operating cash went, fiscal 2025

  • Capital spending0¢$66.0K
  • Dividends paid18¢$16.8M
  • Share buybacks4¢$3.7M
  • Kept or used elsewhere78¢$71.4M

Out of $92.1M of cash from operations.6

Financial statements

Revenue789106$10.7M in 2025+165% since 2019
0$5.0M$10.0M$15.0M2019: $4.0M$4.0M20192020: $5.4M$5.4M2020+33%2021: $6.8M$6.8M2021+27%2022: $8.3M$8.3M2022+21%2023: $9.7M$9.7M2023+17%2024: $10.6M$10.6M2024+9%2025: $10.7M$10.7M2025+1%
Net income7119106$87.9M in 2025+270% since 2019
0$25.0M$50.0M$75.0M$100.0M2019: $23.8M$23.8M20192020: $30.0M$30.0M2020+26%2021: $52.1M$52.1M2021+74%2022: $54.3M$54.3M2022+4%2023: $71.0M$71.0M2023+31%2024: $65.1M$65.1M2024−8%2025: $87.9M$87.9M2025+35%

Every line of the income statement as filed: the last 3 fiscal years, latest first.6

Period ending2025-12-312024-12-312023-12-31
Interest and Fees on Loans$419.2M$374.6M$323.3M
Interest and Dividends on Non-taxable Securities$6.9M$4.3M$4.3M
Interest and Dividends on Taxable Securities$22.1M$21.0M$15.8M
Interest on Federal Funds Sold and Due From Banks$16.8M$14.9M$9.9M
Total Interest Income$465.0M$414.8M$353.3M
Interest on Deposits$168.9M$165.1M$106.9M
Interest on Borrowings$22.9M$22.3M$31.3M
Total Interest Expense$191.8M$187.4M$138.2M
Net Interest Income$273.2M$227.4M$215.1M
Provision for Credit Losses$11.3M$10.9M$4.5M
Net Interest Income after Provision for Credit Losses$261.8M$216.5M$210.6M
Service Charges on Deposit Accounts$10.7M$10.6M$9.7M
Gain (Loss) on Sales of Securities$64.0K$7.0K-$2.6M
Gain on Sales of Loans$3.4M$3.0M$2.0M
Other Income$37.3M$30.6M$27.5M
Total Other Income$51.5M$44.2M$36.6M
Salaries and Employee Benefits$115.9M$103.9M$90.6M
Occupancy and Equipment Expense$28.6M$24.0M$20.9M
Other Expenses$58.6M$49.7M$45.2M
Total Other Expenses$203.1M$177.7M$156.7M
Income Before Income Taxes$110.3M$83.1M$90.6M
Provision for Income Taxes$22.4M$17.9M$19.5M
Net Income$87.9M$65.1M$71.0M
Preferred Stock Dividends$5.4M$5.4M$5.4M
Net Income Available to Common Shareholders$82.5M$59.7M$65.6M
Basic (in dollars per share)$2.81$2.27$2.62
Diluted (in dollars per share)$2.79$2.26$2.59

Compare Business First Bancshares, Inc. with another company

Corporate structure

Business First Bancshares, Inc. sits at the top of its group. 3 entities, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Business First Bancshares, Inc.

  • BlackRock Filed SCHEDULE 13G/A on Business First Bancshares, Inc., latest Jul 27, 2026 (5 filings since Feb 7, 2022)
  • VANGUARD CAPITAL MANAGEMENT LLC Filed SCHEDULE 13G on Business First Bancshares, Inc., latest Apr 29, 2026
  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on Business First Bancshares, Inc., latest Mar 26, 2026 (2 filings since Feb 13, 2024)
  • Business First Bancshares, Inc. Baton Rouge, Louisiana, United States
    • B1CAPITAL, INC. Subsidiary · Ridgeland, Mississippi, United States
    • Business First Insurance, LLC Subsidiary · Louisiana, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); subsidiaries listed in Exhibit 21 of annual reports filed with the SEC; major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Business First Bancshares, Inc. reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Property and equipment, before depreciation$133.4M6 Dec 31, 2025$141.5M6 Dec 31, 2024−5.7%
Accumulated depreciation$59.4M6 Dec 31, 2025$59.5M6 Dec 31, 2024−0.2%
Property and equipment, net$74.0M6 Dec 31, 2025$82.0M6 Dec 31, 2024−9.7%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$411.2M6 Dec 31, 2025$319.1M6 Dec 31, 2024+28.9%
Debt securities held to maturity$06 Dec 31, 2025$06 Dec 31, 2024
Stakes in other companies (equity method)$19.3M6 Dec 31, 2025$17.4M6 Dec 31, 2024+11.1%
Loans, net of allowance$6.1B6 Dec 31, 2025$5.9B6 Dec 31, 2024+3.5%
Deposits held (banks)$6.7B6 Dec 31, 2025$6.5B6 Dec 31, 2024+2.9%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$121.1M6 Dec 31, 2025$121.6M6 Dec 31, 2024−0.4%
Accumulated amortization$14.1M6 Dec 31, 2025$11.4M6 Dec 31, 2024+23.0%
Finite-lived intangibles, net$14.5M6 Dec 31, 2025$17.3M6 Dec 31, 2024−16.0%

Properties, in its own words

Our current principal offices are located at 500 Laurel Street, Baton Rouge, Louisiana. We currently operate out of our network of banking centers and loan production offices located throughout the State of Louisiana, in the Dallas/Fort Worth metroplex and Houston. Our office locations are either owned or leased. We believe that our facilities are adequately covered by insurance and that these facilities are adequate to meet our needs.

Item 2 of the 10-K filed Feb 26, 2026.5

Leadership

Who has led Business First Bancshares, Inc., and when. Pick a name to see everywhere that person has worked.

Chief executive

  1. David R. Melville Iii.2018–now

Chair

  1. Robert S. Greer Jr.2018–2020

President

  1. David R. Melville Iii.2018–now

Chief operating officer

  1. Keith Mansfield2018–now
20202025
Board members and other officers (36)

Named in SEC Form D filings

People the company listed in its private-offering notices.

  • Executive OfficerGregory R. Robertson named Sep 15, 2022 to Apr 14, 202652
  • DirectorArthur J. Price named Sep 15, 2022 to Apr 14, 202652
  • DirectorDavid A. Montgomery, Jr. named Sep 15, 2022 to Apr 14, 202652
  • DirectorWilliam G. Hall named Apr 14, 202652
  • DirectorJ. Vernon R Johnson named Sep 15, 202253
  • DirectorKenneth R Smith named Sep 15, 202253

Subsidiaries and ownership

Subsidiaries (Exhibit 21)

  • Business First Insurance, LLC Louisiana4

The subsidiaries the company lists in Exhibit 21 of its annual report, as filed.

Timeline

  1. Sep 11, 20268-K Executive or director change54
  2. Jul 23, 20268-K Results of operations; Regulation FD disclosure55
  3. May 27, 20268-K Shareholder vote56
  4. Apr 27, 20268-K Results of operations; Regulation FD disclosure57
  5. Apr 2, 20268-K Entered a material agreement; New debt or obligation; Regulation FD disclosure58
  6. Feb 24, 20268-K Executive or director change59
  7. Jan 23, 20268-K Results of operations60
  8. Jan 22, 20268-K Results of operations; Regulation FD disclosure61
  9. Jan 5, 20268-K Completed an acquisition or sale; Executive or director change; Other events62
  10. Nov 4, 20258-K Executive or director change63
  11. Oct 28, 20258-K Other events64
  12. Oct 23, 20258-K Results of operations; Regulation FD disclosure65
  13. Apr 9, 2018New chief executive David R. Melville Iii. becomes CEO15

Calendar

Coming up

  1. Oct 26, 2026 · Before the openReports results for the quarter ending Sep/2026 A year earlier it reported $0.72 a share, on Oct 23, 2025.66

When it reported results

  1. Jul 23, 2026Reported quarterly or annual results55
  2. Apr 27, 2026Reported quarterly or annual results57
  3. Jan 23, 2026Reported quarterly or annual results60
  4. Jan 22, 2026Reported quarterly or annual results61
  5. Oct 23, 2025Reported quarterly or annual results65
  6. Jul 28, 2025Reported quarterly or annual results67
  7. Apr 24, 2025Reported quarterly or annual results68
  8. Jan 23, 2025Reported quarterly or annual results69

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

486 filings to the SEC since October 2021: 7 annual reports, 15 quarterly reports, 48 major events, 325 insider forms, 8 large holders, 2 private raises, 81 other. The latest 20:

  1. Sep 11, 20268-K EDGAR
  2. Sep 1, 2026144/A EDGAR
  3. Aug 28, 2026144/A EDGAR
  4. Aug 28, 2026144/A EDGAR
  5. Aug 28, 2026144/A EDGAR
  6. Aug 28, 2026144/A EDGAR
  7. Aug 25, 20264 EDGAR
  8. Aug 24, 2026144 EDGAR
  9. Aug 21, 20264 EDGAR
  10. Aug 19, 20264 EDGAR
  11. Aug 18, 2026144 EDGAR
  12. Aug 7, 20264 EDGAR
  13. Aug 7, 20264 EDGAR
  14. Aug 6, 2026144 EDGAR
  15. Aug 6, 20264 EDGAR
  16. Aug 5, 2026144 EDGAR
  17. Aug 5, 20264 EDGAR
  18. Jul 31, 202610-Q EDGAR
  19. Jul 31, 20264 EDGAR
  20. Jul 31, 20264 EDGAR

The 486 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

106 open-market trades by officers, directors and large owners since October 2021: 47 buys and 59 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Aug 24, 2026Cummings George W. IIIDirectorSale10,000$31.33$313.3KForm 4
Aug 21, 2026Cummings George W. IIIDirectorSale4,200$31.27$131.3KForm 4
Aug 19, 2026Cummings George W. IIIDirectorSale3,235$31.80$102.9KForm 4
Aug 18, 2026Cummings George W. IIIDirectorSale10,000$31.78$317.8KForm 4
Aug 6, 2026Carter Donald ChadEVP, Correspondent BankingSale1,875$31.64$59.3KForm 4
Aug 5, 2026Hall William G.DirectorSale11,389$31.97$364.1KForm 4
Aug 5, 2026Strong SaundraEVP & General CounselSale1,000$31.98$32.0KForm 4
Aug 3, 2026Cummings George W. IIIDirectorSale10,000$31.87$318.7KForm 4
Jul 31, 2026Cummings George W. IIIDirectorSale10,000$31.50$315.0KForm 4
Jul 30, 2026MANSFIELD KEITHEVP&COO of b1BankSale4,200$32.08$134.7KForm 4
Jul 30, 2026Cummings George W. IIIDirectorSale10,000$32.08$320.8KForm 4
Jul 29, 2026Cummings George W. IIIDirectorSale10,000$31.88$318.8KForm 4
Jul 29, 2026Johnson Joseph VernonDirectorSale2,000$31.15$62.3KForm 4
Jul 28, 2026Cummings George W. IIIDirectorSale10,000$31.86$318.6KForm 4
Jul 28, 2026Johnson Joseph VernonDirectorSale10,000$31.75$317.5KForm 4
Jul 28, 2026Day Rick D.DirectorBuy1,500$31.61$47.4KForm 4
Jun 11, 2026Cummings George W. IIIDirectorSale5,000$28.78$143.9KForm 4
Jun 10, 2026Cummings George W. IIIDirectorSale15,000$28.89$433.4KForm 4
Jun 8, 2026Cummings George W. IIIDirectorSale15,000$28.54$428.1KForm 4
May 27, 2026Cummings George W. IIIDirectorSale11,595$27.92$323.7KForm 4

All 106 trades can be filtered by person here when JavaScript is on.

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Money raised

Private offerings the company reported to the SEC on Form D.

  1. Apr 2, 2026Raised $85 million in a private offering of debt Form D: 45 investors so far Form D
  2. Sep 1, 2022Raised $72 million in a private offering of equity Form D: 88 investors so far Form D

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
BlackRock, Inc.2,732,988$84.0M0.0%+286,027
Vanguard Capital Management LLC1,399,712$43.0M0.0%−31,450
Dimensional Fund Advisors LP1,311,018$40.3M0.0%+145,298
Jupiter Topco LLC1,089,827$33.5M0.0%New
State Street Corp1,045,212$32.1M0.0%+384,122
American Century Companies Inc1,025,919$31.5M0.0%+135,528
Royce & Associates LP931,811$28.6M0.2%+95,713
Geode Capital Management, LLC863,416$26.5M0.0%+53,412
Bank of New York Mellon Corp450,790$13.9M0.0%+8,937
Manufacturers Life Insurance Company, The432,026$13.3M0.0%−2,905
Jpmorgan Chase & Co405,623$12.4M0.0%+170,739
Northern Trust Corp312,000$9.6M0.0%+15,909
Curi Capital, LLC293,902$9.0M0.1%+43,893
Mendon Capital Advisors Corp293,893$9.0M3.2%+43,893
Ranger Investment Management, L.P.284,500$8.7M0.6%−36,790
Vanguard Portfolio Management LLC278,146$8.5M0.0%+32,839
Charles Schwab Investment Management Inc271,895$8.4M0.0%+5,478
Russell Investments Group, Ltd.246,486$7.6M0.0%+5,085
Banc Funds Co LLC234,257$7.2M1.2%No change
Vanguard Fiduciary Trust Co216,466$6.7M0.0%+7,232
Bridgeway Capital Management, LLC207,204$6.4M0.1%No change
Goldman Sachs Group Inc195,614$6.0M0.0%+33,841
Two Sigma Investments, LP187,352$5.8M0.0%+106,980
Morgan Stanley176,442$5.4M0.0%−721
Citadel Advisors LLC150,215$4.6M0.0%+106,678

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Business First Bancshares, Inc. is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARBusiness First Bancshares, Inc.1
  • CIK0001624322
  • Employer ID (EIN)20-53406285
  • Filer statusAccelerated filer not an emerging growth company; not a smaller reporting company; not a shell company5
  • Incorporated inLouisiana5
  • Fiscal year endsDecember 311
  • Industry code (SIC)6022 State Commercial Banks1
  • SEC reviewing officeOffice of Finance, Division of Corporation Finance1
  • Business address500 Laurel Street, Suite 101, Baton Rouge, LA 708011
  • Phone225-248-76001
  • Shares outstanding32,549,883 as of Jul 24, 202613
  • Public float$697.9M as of Jun 30, 20255
  • AuditorForvis Mazars, LLP, Birmingham, AL PCAOB ID 686; it also attests to the company’s internal control over financial reporting5
  • On EDGAR sinceNov 12, 20141
  • Filings867 in all: 4 (431), 8-K (128), 3 (44), 10-Q (35), 4/A (26), 144 (24), 425 (18), CORRESP (17)1
    All 37 form types

    UPLOAD (14), 10-K (12), EFFECT (12), S-4/A (10), 11-K (8), DEF 14A (8), SC 13G/A (8), 144/A (6), 424B3 (6), DEFA14A (6), S-4 (6), SC 13G (6), 8-K/A (5), D (5), 10-K/A (4), S-3 (4), S-8 (4), 424B5 (3), SCHEDULE 13G/A (3), 5 (2), FWP (2), POS AM (2), S-3/A (2), 10-Q/A (1), 8-A12B (1), CERT (1), NT 11-K (1), S-8 POS (1), SCHEDULE 13G (1)

  • Latest filingsAnnual report (10-K) Feb 26, 2026
    Quarterly report (10-Q) Jul 31, 2026
    Proxy statement (DEF 14A) Apr 8, 2026
    Latest 8-K (8-K) Sep 11, 2026

Securities registered for trading

ClassSymbolExchange
Common Stock, par value $1.00 per shareBFSTNasdaq

From the cover page of the 10-K filed Feb 26, 2026 (Section 12(b) of the Exchange Act).5

Risk factors and legal proceedings

The risks Business First Bancshares, Inc. names in Item 1A of its 10-K filed Feb 26, 2026: 56 risks under these headings, as written.5

  • In evaluating our business, you should consider carefully the factors described below. The occurrence of one or more of these events could significantly and adversely affect our business, prospects, financial condition, results of operations and cash flows. You should also consider the cautionary statement regarding the use of forward-looking statements elsewhere in this Report.
  • Risks Relating to our Business
  • As a business operating in the financial services industry, our business and operations may be adversely affected in numerous and complex ways by weak economic conditions.
  • The geographic concentration of our business in the state of Louisiana, in the Dallas/Fort Worth metroplex and Houston, imposes risks and may magnify the consequences of any regional or local economic downturn affecting our markets, including any downturn in the real estate sector.
  • We face significant competition to attract and retain customers, which could impair our growth, decrease our profitability or result in loss of market share.
  • Our success is largely dependent upon our ability to successfully execute our business strategy, and failure to successfully execute our business strategy could have an adverse effect on our business, financial condition and results of operations.
  • We rely heavily on our executive management team and other key employees, and an unexpected loss of their service could have an adverse effect on our business, financial condition and results of operations.
  • Our ability to attract and retain profitable bankers is critical to the success of our business strategy, and any failure to do so could have a material adverse effect on our business, financial condition and results of operations.
  • We may not be able to adequately measure and limit our credit risk, which could lead to unexpected losses.
  • Our commercial real estate loan portfolio exposes us to risks that may be greater than the risks related to our other mortgage loans.
  • Because a significant portion of our loan portfolio is comprised of real estate loans, negative changes in the economy affecting real estate values and liquidity could impair the value of collateral securing our real estate loans and result in loan and other losses.
  • We engage in lending secured by real estate and may be forced to foreclose on the collateral and own the underlying real estate, subjecting us to the costs and potential risks associated with the ownership of the real property.
The other 45 risks
  • A large portion of our loan portfolio is comprised of commercial loans secured by receivables, inventory, equipment or other commercial collateral, the deterioration in value of which could expose us to credit losses and could adversely affect our business, financial condition and results of operations.
  • Our portfolio contains a number of large loans to certain borrowers, and deterioration in the financial condition of these large loans could have a significant adverse impact on our asset quality.
  • Our allowance for credit losses may prove to be insufficient to absorb losses inherent in our loan portfolio, which could have a material adverse effect on our business, financial condition and results of operations.
  • The small-to-midsized businesses that we lend to may have fewer resources to weather adverse business developments, which may impair a borrower’s ability to repay a loan, and such impairment could have a material adverse effect on our business, financial condition and results of operations.
  • The borrowing needs of our customers may increase, especially during a challenging economic environment, which could result in increased borrowing against our contractual obligations to extend credit.
  • Our ability to maintain our reputation is critical to the success of our business.
  • Our business has grown rapidly, and we may not be able to maintain our historical rate of growth, which could have an adverse effect on our ability to successfully implement our business strategy.
  • We may not be able to manage the risks associated with our anticipated growth and expansion through de novo branching.
  • We may pursue acquisitions in the future, which could expose us to financial, execution and operational risks that could have an adverse effect on our business, financial condition, results of operations and growth prospects.
  • Interest rate shifts could have an adverse effect on our business, financial condition, results of operations and growth prospects.
  • The markets in which we operate are susceptible to hurricanes and other natural disasters and adverse weather, which could result in a disruption of our operations and increases in credit losses.
  • We earn income by originating residential mortgage loans for resale in the secondary mortgage market, and disruptions in that market could reduce our operating income.
  • New lines of business, products, product enhancements or services may subject us to additional risks.
  • A lack of liquidity could impair our ability to fund operations, which could have an adverse effect on our business, financial condition and results of operations.
  • We have a concentration of deposit accounts with state and local municipalities that is a material source of our funding, and the loss of these deposits or significant fluctuations in balances held by these public bodies could force us to fund our business through more expensive and less stable sources.
  • We may need to raise additional capital in the future, and if we fail to maintain sufficient capital, we may not be able to maintain regulatory compliance, which could have an adverse effect on our business, financial condition and results of operations.
  • We utilize alternative sources of funding, which may become more expensive or may not be available in the future, which could have an adverse effect on our business, financial condition and results of operations.
  • The fair value of our investment securities can fluctuate due to factors outside of our control.
  • If we fail to maintain an effective system of disclosure controls and procedures and internal control over financial reporting, we may not be able to accurately report our financial results or prevent fraud.
  • Our financial results depend on management’s selection of accounting methods and certain assumptions and estimates.
  • We have a continuing need for technological change, and we may not have the resources to effectively implement new technology, or we may experience operational challenges when implementing new technology.
  • We rely on third parties to provide key components of our business infrastructure, and a failure of these parties to perform for any reason could disrupt our operations.
  • We could be subject to losses, regulatory action or reputational harm due to fraudulent and negligent acts on the part of loan applicants, our employees and vendors.
  • Unauthorized access, cyber-crime and other threats to data security may require significant resources, harm our reputation, and otherwise have an adverse effect on our business, financial condition and results of operations.
  • We are subject to environmental liability risk associated with our lending activities.
  • We are subject to claims and litigation pertaining to intellectual property.
  • If the goodwill that we have recorded or may record in connection with a business acquisition becomes impaired, it could require charges to earnings.
  • Risks Related to the Regulation of Our Industry
  • We operate in a highly regulated environment and the laws and regulations that govern our operations, corporate governance, executive compensation and accounting principles, or changes in them, or our failure to comply with them, could have an adverse effect on our business, financial condition and results of operations.
  • Federal and state banking agencies periodically conduct examinations of our business, including compliance with laws and regulations, and our failure to comply with any supervisory actions to which we are or become subject as a result of such examinations could have an adverse effect on our business, financial condition, results of operations and prospects.
  • We are subject to stringent capital requirements, which may result in lower returns on equity, require us to raise additional capital, limit growth opportunities or result in regulatory restrictions.
  • New activities and expansion require regulatory approvals, and failure to obtain them may restrict our growth.
  • We face a risk of noncompliance and enforcement action with the Bank Secrecy Act and other anti-money laundering statutes and regulations.
  • We are subject to numerous laws designed to protect consumers, including the CRA and fair lending laws, and failure to comply with these laws could lead to a wide variety of sanctions.
  • Federal, state and local consumer lending laws may restrict our ability to originate certain mortgage loans, increase our risk of liability with respect to such loans, or increase the time and expense associated with the foreclosure process or prevent us from foreclosing at all.
  • The expanding body of federal, state and local regulations and/or the licensing of loan collections or other aspects of our business and our sales of loans to third parties may increase the cost of compliance and the risks of noncompliance and subject us to litigation.
  • Potential limitations on incentive compensation contained in proposed federal agency rulemaking may adversely affect our ability to attract and retain our highest performing employees.
  • Increases in FDIC insurance premiums could adversely affect our earnings and results of operations.
  • The Federal Reserve may require us to commit capital resources to support the Bank.
  • We are subject to commercial real estate lending guidance issued by the federal banking regulators that impacts our operations and capital requirements.
  • We are subject to laws regarding the privacy, information security and protection of personal information and any violation of these laws or another incident involving personal, confidential or proprietary information of individuals could damage our reputation and otherwise adversely affect our operations and financial condition.
  • Risks Associated with our Common Stock
  • The market price of our common stock may be subject to substantial fluctuations, which may make it difficult for you to sell your common shares at the volume, prices and times desired.
  • Future sales or the availability for sale of substantial amounts of our common stock in the public market could adversely affect the prevailing market price of our common stock and impair our ability to raise capital through future sales of equity securities.
  • The rights of our common shareholders are subordinate to the rights of our outstanding subordinated notes and our outstanding preferred stock and may be subordinate to the rights of the holders of any senior indebtedness or preferred stock that we may issue in the future.
  • Our dividend policy may change without notice, and our future ability to pay dividends is subject to restrictions.
  • Our corporate governance documents, and certain corporate and banking laws applicable to us, could make a takeover more difficult.

Legal proceedings

We are not currently subject to any material legal proceedings. We are from time to time subject to claims and litigation arising in the ordinary course of business. These claims and litigation may include, among other things, allegations of violation of banking and other applicable regulations, competition law, labor laws and consumer protection laws, as well as claims or litigation relating to intellectual property, securities, breach of contract and tort. We intend to defend ourselves vigorously against any pending or future claims and litigation.

At this time, in the opinion of management, the likelihood is remote that the impact of such proceedings, either individually or in the aggregate, would have a material adverse effect on our combined results of operations, financial condition or cash flows. However, one or more unfavorable outcomes in any claim or litigation against us could have a material adverse effect for the period in which they are resolved. In addition, regardless of their merits or their ultimate outcomes, such matters are costly, divert management’s attention and may materially adversely affect our reputation, even if resolved in our favor.

The opening of Item 3, Legal Proceedings.5

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