UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM 10-Q

(Mark One)

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT

OF 1934

For the quarterly period ended ~~September 30, 2021~~March 31, 2022

☐ 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: 000-12436

COLONY BANKCORP, INC.

(Exact Name of Registrant as Specified in Its Charter)


Georgia			58-1492391
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification No.)

115 South Grant Street, Fitzgerald, Georgia 31750

(Address of principal executive offices) (Zip Code)

(229) 426-6000

(Registrant’s Telephone Number, Including Area Code)

Securities Registered Pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, Par Value $1.00 per share	CBAN	The NASDAQ Stock Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15(d) of the Securities Exchange Act of 1934 during the 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. Yes ☒ No ☐

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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an 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 Accelerate Filer ☐ Accelerated Filer ☐ Non-accelerated Filer ☒

Smaller Reporting Company ☒ Emerging Growth Company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with the 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 ☐ No ☒

Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date: As of ~~November 10, 2021,~~May 13, 2022, the registrant had ~~13,674,198~~17,586,333 shares of common stock, $1.00 par value per share, issued and outstanding.

TABLE OF CONTENTS


		Page
PART I – Financial Information

Item 1.	Financial Statements

	Consolidated Balance Sheet – ~~September 30, 2021~~March 31, 202 2 (unaudited) and December ~~30, 2020~~31 , 20 21 (audited)	32

	Consolidated Statements of Income – For the Three ~~and Nine~~ Months Ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ (unaudited)	4

	Consolidated Statements of Comprehensive Income (Loss) – For the Three ~~and Nine~~ Months Ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ (unaudited)	5

	Consolidated Statements of Changes in Stockholder's Equity – F orFor the Three Mo nths Ended March 31, 2022 and ~~Nine Months Ended September 30, 2021 and 2020~~20 21 (unaudited)	6

	Consolidated Statements of Cash Flows – For the ~~Nine~~Three Months Ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ (unaudited)	87

	Notes to Consolidated Financial Statements (unaudited)	109

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	4136

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	6252

Item 4.	Controls and Procedures	6252


PART II – Other Information

Item 1.	Legal Proceedings	6353

Item 1A.	Risk Factors	6353

Item 2.	Unregistered Sale of Equity Securities and Use of Proceeds	6353

Item 3.	Defaults Upon Senior Securities	6353

Item 4.	Mine Safety Disclosures	6353

Item 5.	Other Information	6353

Item 6.	Exhibits	6454

Signatures		6555

PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

COLONY BANKCORP, INC. AND SUBSIDIARIES

Consolidated Balance Sheets


		September 30, 2021		December 31, 2020			March 31, 2022		December 31, 2021
(dollars in thousands, except per share data)	(dollars in thousands, except per share data)	(Unaudited)		(Audited)		(dollars in thousands, except per share data)	(Unaudited)		(Audited)
ASSETS	ASSETS					ASSETS
Cash and due from banks	Cash and due from banks	$	24,170	$	17,218	Cash and due from banks	$	23,594	$	18,975
Federal funds sold		28,742		2,227
Interest-bearing deposits in banks		124,085		164,061

Federal funds sold and interest-bearing deposits in banks						Federal funds sold and interest-bearing deposits in banks	132,823		178,257
Cash and cash equivalents	Cash and cash equivalents	176,997		183,506		Cash and cash equivalents	156,417		197,232
Investment securities available for sale, at fair value	Investment securities available for sale, at fair value	820,625		380,814		Investment securities available for sale, at fair value	653,292		938,164
Investment securities held to maturity, at amortized cost						Investment securities held to maturity, at amortized cost	307,009		—
Other investments, at cost	Other investments, at cost	13,977		3,296		Other investments, at cost	13,827		14,012
Loans held for sale	Loans held for sale	26,697		52,386		Loans held for sale	24,228		38,150
Loans	Loans	1,309,860		1,059,503		Loans	1,354,032		1,337,977
Allowance for loan losses	Allowance for loan losses	(12,877)		(12,127)		Allowance for loan losses	(12,919)		(12,910)
Loans, net	Loans, net	1,296,983		1,047,376		Loans, net	1,341,113		1,325,067
Premises and equipment	Premises and equipment	41,762		32,057		Premises and equipment	43,010		43,033
Other real estate owned	Other real estate owned	807		1,006		Other real estate owned	246		281
Goodwill	Goodwill	52,706		15,992		Goodwill	52,902		52,906
Other intangible assets	Other intangible assets	8,253		2,271		Other intangible assets	6,924		7,389
Bank-owned life insurance	Bank-owned life insurance	54,822		31,547		Bank-owned life insurance	55,488		55,159

Deferred income taxes, net						Deferred income taxes, net	14,546		3,644
Other assets	Other assets	18,952		13,723		Other assets	17,786		16,678
Total assets	Total assets	$	2,512,581	$	1,763,974	Total assets	$	2,686,788	$	2,691,715

LIABILITIES AND STOCKHOLDERS' EQUITY	LIABILITIES AND STOCKHOLDERS' EQUITY					LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:	Liabilities:					Liabilities:
Deposits	Deposits					Deposits
Noninterest-bearing	Noninterest-bearing	$	539,251	$	326,999	Noninterest-bearing	$	557,985	$	552,576
Interest-bearing	Interest-bearing	1,655,871		1,118,028		Interest-bearing	1,792,801		1,822,032
Total deposits	Total deposits	2,195,122		1,445,027		Total deposits	2,350,786		2,374,608

Federal Home Loan Bank advances	Federal Home Loan Bank advances	51,601		22,500		Federal Home Loan Bank advances	51,712		51,656
Paycheck Protection Program Liquidity Facility		—		106,789

Other borrowings	Other borrowings	37,042		37,792		Other borrowings	24,229		36,792
Other liabilities	Other liabilities	11,686		7,378		Other liabilities	9,784		10,952
Total liabilities	Total liabilities	2,295,451		1,619,486		Total liabilities	$	2,436,511	$	2,474,008

Stockholders' equity:	Stockholders' equity:					Stockholders' equity:
Preferred stock, no par value; 10,000,000 shares authorized, none issued or outstanding as of September 30, 2021 and December 31, 2020, respectively		—		—
Common stock, par value $1.00 per share; 20,000,000 shares authorized, 13,674,198 and 9,498,783 shares issued and outstanding as of September 30, 2021 and December 31, 2020, respectively		13,674		9,499
Preferred stock, no par value; 10,000,000 shares authorized, none issued or outstanding as of March 31, 2022 and December 31, 2021, respectively						Preferred stock, no par value; 10,000,000 shares authorized, none issued or outstanding as of March 31, 2022 and December 31, 2021, respectively	—		—
Common stock, par value $1.00 per share; 20,000,000 shares authorized, 17,586,333 and 13,673,898 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively						Common stock, par value $1.00 per share; 20,000,000 shares authorized, 17,586,333 and 13,673,898 shares issued and outstanding as of March 31, 2022 and December 31, 2021, respectively	17,586		13,674
Paid in capital	Paid in capital	110,722		43,215		Paid in capital	166,859		111,021
Retained earnings	Retained earnings	96,145		84,993		Retained earnings	103,036		99,189
Accumulated other comprehensive income, net of tax		(3,411)		6,781
Accumulated other comprehensive loss, net of tax						Accumulated other comprehensive loss, net of tax	(37,204)		(6,177)
Total stockholders' equity	Total stockholders' equity	217,130		144,488		Total stockholders' equity	250,277		217,707
Total liabilities and stockholders' equity	Total liabilities and stockholders' equity	$	2,512,581	$	1,763,974	Total liabilities and stockholders' equity	$	2,686,788	$	2,691,715

See accompanying notes to consolidated financial statements (unaudited).

COLONY BANKCORP, INC. AND SUBSIDIARIES

Consolidated Statements of Income (unaudited)


		Three Months Ended				Nine Months Ended					Three Months Ended
(dollars in thousands, except per share data)	(dollars in thousands, except per share data)	September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020		(dollars in thousands, except per share data)	March 31, 2022		March 31, 2021
Interest income	Interest income									Interest income
Loans, including fees	Loans, including fees	$	16,013	$	13,743	$	43,684	$	40,733	Loans, including fees	$	16,010	$	13,573
Investment securities	Investment securities	2,954		1,747		6,546		5,536		Investment securities	4,171		1,750
Federal funds sold, interest bearing deposits in banks and short term investments	Federal funds sold, interest bearing deposits in banks and short term investments	58		52		154		384		Federal funds sold, interest bearing deposits in banks and short term investments	56		53
Total interest income	Total interest income	19,025		15,542		50,384		46,653		Total interest income	20,237		15,376

Interest expense	Interest expense									Interest expense
Deposits	Deposits	698		1,144		1,921		4,766		Deposits	599		654
Federal Home Loan Bank Advances	Federal Home Loan Bank Advances	170		159		401		626		Federal Home Loan Bank Advances	249		114
Paycheck Protection Program Liquidity Facility	Paycheck Protection Program Liquidity Facility	—		118		93		205		Paycheck Protection Program Liquidity Facility	—		68
Other borrowings	Other borrowings	289		273		802		962		Other borrowings	201		257
Total interest expense	Total interest expense	1,157		1,694		3,217		6,559		Total interest expense	1,049		1,093
Net interest income	Net interest income	17,868		13,848		47,167		40,094		Net interest income	19,188		14,283
Provision for loan losses	Provision for loan losses	150		1,106		650		5,262		Provision for loan losses	50		500
Net interest income after provision for loan losses	Net interest income after provision for loan losses	17,718		12,742		46,517		34,832		Net interest income after provision for loan losses	19,138		13,783

Noninterest income	Noninterest income									Noninterest income
Service charges on deposits	Service charges on deposits	1,792		1,316		4,278		3,906		Service charges on deposits	1,825		1,222
Mortgage fee income	Mortgage fee income	3,107		2,616		10,107		5,706		Mortgage fee income	2,912		3,995
Gain on sales of SBA loans	Gain on sales of SBA loans	1,813		748		4,548		1,004		Gain on sales of SBA loans	1,726		1,471
Gain on sales of securities		—		716		137		1,009
Gain (loss) on sales of securities										Gain (loss) on sales of securities	24		(4)
Interchange fees	Interchange fees	1,745		1,342		4,941		3,624		Interchange fees	2,000		1,530
BOLI Income	BOLI Income	280		237		710		548		BOLI Income	312		208

Other	Other	701		579		754		1,032		Other	353		154
Total noninterest income	Total noninterest income	9,438		7,554		25,475		16,829		Total noninterest income	9,152		8,576

Noninterest expense	Noninterest expense									Noninterest expense
Salaries and employee benefits	Salaries and employee benefits	11,826		9,103		31,907		24,331		Salaries and employee benefits	13,272		9,955
Occupancy and equipment	Occupancy and equipment	1,599		1,338		4,169		3,972		Occupancy and equipment	1,619		1,326
Acquisition related expenses	Acquisition related expenses	1,994		207		3,031		714		Acquisition related expenses	624		176
Information technology expenses	Information technology expenses	2,045		1,440		5,493		4,135		Information technology expenses	2,354		1,592

Professional fees	Professional fees	804		481		1,975		1,343		Professional fees	869		486
Advertising and public relations	Advertising and public relations	674		459		1,817		1,478		Advertising and public relations	766		580
Communications	Communications	310		212		837		631		Communications	437		218
Writedown of building		—		582		—		582
FHLB prepayment penalty		—		925		—		925

Other	Other	1,959		1,566		4,884		4,827		Other	1,864		1,449
Total noninterest expense	Total noninterest expense	21,211		16,313		54,113		42,938		Total noninterest expense	21,805		15,782
Income before income taxes	Income before income taxes	5,945		3,983		17,879		8,723		Income before income taxes	6,485		6,577
Income taxes	Income taxes	362		884		3,379		1,807		Income taxes	1,161		1,658
Net income	Net income	$	5,583	$	3,099	$	14,500	$	6,916	Net income	$	5,324	$	4,919
Earnings per common share:	Earnings per common share:									Earnings per common share:
Basic	Basic	$	0.45	$	0.33	$	1.39	$	0.73	Basic	$	0.34	$	0.52
Diluted	Diluted	0.45		0.33		1.39		0.73		Diluted	0.34		0.52
Dividends declared per share	Dividends declared per share	0.10		0.10		0.31		0.30		Dividends declared per share	0.1075		0.1000
Weighted average common shares outstanding:	Weighted average common shares outstanding:									Weighted average common shares outstanding:
Basic	Basic	12,344,926		9,498,783		10,447,496		9,498,783		Basic	15,877,695		9,498,783
Diluted	Diluted	12,344,926		9,498,783		10,447,496		9,498,783		Diluted	15,877,695		9,498,783

See accompanying notes to consolidated financial statements (unaudited).

COLONY BANKCORP, INC. AND SUBSIDIARIES

Consolidated Statements of Comprehensive (Loss) Income (unaudited)


		Three Months Ended				Nine Months Ended					Three Months Ended
(dollars in thousands)	(dollars in thousands)	September 30, 2021		September 30, 2020		September 30, 2021		September 30, 2020		(dollars in thousands)	March 31, 2022		March 31, 2021
Net income	Net income	$	5,583	$	3,099	$	14,500	$	6,916	Net income	$	5,324	$	4,919
Other comprehensive income:
Other comprehensive (loss) income:										Other comprehensive (loss) income:
Unrealized (losses) gains on securities arising during the period	Unrealized (losses) gains on securities arising during the period	(7,335)		203		(13,186)		8,900		Unrealized (losses) gains on securities arising during the period	(38,281)		(6,701)
Tax effect	Tax effect	1,724		(43)		3,099		(1,869)		Tax effect	7,273		1,742
Realized gains on sales of available for sale securities		—		(716)		(137)		(1,009)
Realized (gains) losses on sales of available for sale securities										Realized (gains) losses on sales of available for sale securities	(24)		4
Tax effect	Tax effect	—		151		32		212		Tax effect	5		(1)
Change in unrealized (losses) gains on securities available for sale, net of reclassification adjustment and tax effects	Change in unrealized (losses) gains on securities available for sale, net of reclassification adjustment and tax effects	(5,611)		(405)		(10,192)		6,234		Change in unrealized (losses) gains on securities available for sale, net of reclassification adjustment and tax effects	(31,027)		(4,956)
Comprehensive (loss) income	Comprehensive (loss) income	$	(28)	$	2,694	$	4,308	$	13,150	Comprehensive (loss) income	$	(25,703)	$	(37)

See accompanying notes to consolidated financial statements (unaudited).

COLONY BANKCORP, INC. AND SUBSIDIARIES

Consolidated Statements of Changes in Stockholders' Equity (unaudited)

(dollars in thousands, except per share data) Common Stock
Three Months Ended Shares Amount Paid-In
Capital Retained
Earnings Accumulated
Other
Comprehensive
Income (Loss) Total
Balance, June 30, 2021 9,499 $ 9,499 $ 43,232 $ 91,963 $ 2,200 $ 146,894
Change in net unrealized gains on securities available for sale, net of reclassification adjustment and tax effects — — — — (5,611) (5,611)
Dividends on common shares ($0.1025 per share) — — — (1,401) — (1,401)
Issuance of common stock 3,988 3,988 67,395 — — 71,383
Issuance of restricted stock 187 187 — — — 187
Stock-based compensation expense — — 95 — — 95
Net income — — — 5,583 — 5,583
Balance, September 30, 2021 13,674 $ 13,674 $ 110,722 $ 96,145 $ (3,411) $ 217,130
Balance, June 30, 2020 9,499 $ 9,499 $ 43,199 $ 78,895 $ 7,001 $ 138,594
Change in net unrealized gains on securities available for sale, net of reclassification adjustment and tax effects — — — — (405) (405)
Dividends on common shares ($0.10 per share) — — — (950) — (950)
Goodwill adjustment — — — — — —
Stock-based compensation expense — — 8 — — 8
Net income — — — 3,099 — 3,099
Balance, September 30, 2020 9,499 $ 9,499 $ 43,207 $ 81,044 $ 6,596 $ 140,346


(dollars in thousands, except per share data)	Common Stock
Three Months Ended	Shares	Amount		Paid-In Capital		Retained Earnings		Accumulated Other Comprehensive Income (Loss)		Total
Balance, December 31, 2021	13,674	$	13,674	$	111,021	$	99,189	$	(6,177)	$	217,707
Change in net unrealized losses on securities available for sale, net of reclassification adjustment and tax effects	—	—		—		—		(31,027)		(31,027)
Dividends on common shares ($0.1075 per share)	—	—		—		(1,477)		—		(1,477)
Issuance of common stock	3,848	3,848		55,620		—		—		59,468
Issuance of restricted stock	64	64		(64)		—		—		—
Stock-based compensation expense	—	—		282		—		—		282
Net income	—	—		—		5,324		—		5,324
Balance, March 31, 2022	17,586	$	17,586	$	166,859	$	103,036	$	(37,204)	$	250,277

Balance, December 31, 2020	9,499	$	9,499	$	43,215	$	84,993	$	6,781	$	144,488
Change in net unrealized losses on securities available for sale, net of reclassification adjustment and tax effects	—	—		—		—		(4,956)		(4,956)
Dividends on common shares ($0.1000 per share)	—	—		—		(973)		—		(973)

Stock-based compensation expense	—	—		9		—		—		9
Net income	—	—		—		4,919		—		4,919
Balance, March 31, 2021	9,499	$	9,499	$	43,224	$	88,939	$	1,825	$	143,487

See accompanying notes to consolidated financial statements (unaudited).

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Consolidated Statements of Changes in Stockholders' Equity (unaudited)~~

(dollars in thousands, except per share data) Common Stock
Nine Months Ended Shares Amount Paid-In
Capital Retained
Earnings Accumulated
Other
Comprehensive
Income (Loss) Total
Balance, December 31, 2020 9,499 $ 9,499 $ 43,215 $ 84,993 $ 6,781 $ 144,488
Change in net unrealized losses on securities available for sale, net of reclassification adjustment and tax effects — — — — (10,192) (10,192)
Dividends on common shares ($0.3075 per share) — — — (3,348) — (3,348)
Issuance of common stock 3,988 3,988 67,395 — — 71,383
Issuance of restricted stock 187 187 — — — 187
Stock-based compensation expense — — 112 — — 112
Net income — — — 14,500 — 14,500
Balance, September 30, 2021 13,674 $ 13,674 $ 110,722 $ 96,145 $ (3,411) $ 217,130
Balance, December 31, 2019 $ 9,499 $ 9,499 $ 43,667 $ 76,978 $ 362 $ 130,506
Change in net unrealized gains on securities available for sale, net of reclassification adjustment and tax effect — — — — 6,234 6,234
Dividends on common shares ($0.30 per share) — — — (2,850) — (2,850)
Goodwill adjustment — — (485) — — (485)
Stock-based compensation expense — — 25 — — 25
Net income — — — 6,916 — 6,916
Balance, September 30, 2020 9,499 $ 9,499 $ 43,207 $ 81,044 $ 6,596 $ 140,346

COLONY BANKCORP, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows (unaudited)


		Nine Months Ended					Three Months Ended
(dollars in thousands)	(dollars in thousands)	September 30, 2021		September 30, 2020		(dollars in thousands)	March 31, 2022		March 31, 2021
Operating Activities	Operating Activities					Operating Activities
Net income	Net income	$	14,500	$	6,916	Net income	$	5,324	$	4,919
Adjustments reconciling net income to net cash provided by (used in) operating activities:	Adjustments reconciling net income to net cash provided by (used in) operating activities:					Adjustments reconciling net income to net cash provided by (used in) operating activities:
Provision for loan losses	Provision for loan losses	650		5,262		Provision for loan losses	50		500
Depreciation, amortization, and accretion	Depreciation, amortization, and accretion	5,592		4,007		Depreciation, amortization, and accretion	3,115		1,762
Equity method investment income						Equity method investment income	292		—
Share-based compensation expense	Share-based compensation expense	112		25		Share-based compensation expense	282		9
Net change in servicing asset	Net change in servicing asset	(656)		(207)		Net change in servicing asset	(359)		(290)
Gain on sales of securities		(137)		(1,009)
(Gain) loss on sales of securities, available-for-sale						(Gain) loss on sales of securities, available-for-sale	(24)		4
Gain on sales of SBA loans	Gain on sales of SBA loans	(4,548)		(1,004)		Gain on sales of SBA loans	(1,726)		(1,471)
(Gain)/ loss on sales of other real estate owned		54		(56)
(Recovery)/Writedown on other real estate owned		21		68
Loss on sales of premises & equipment		—		56
Writedown of building		—		582
Gain on sales of other real estate owned						Gain on sales of other real estate owned	—		(25)
Donation of other real estate owned						Donation of other real estate owned	35		—
Writedown on other real estate owned						Writedown on other real estate owned	—		16
Gain on sales of premises & equipment						Gain on sales of premises & equipment	(31)		—

Originations of loans held for sale	Originations of loans held for sale	(294,759)		(75,268)		Originations of loans held for sale	(89,078)		(105,919)
Proceeds from sales of loans held for sale	Proceeds from sales of loans held for sale	324,996		30,484		Proceeds from sales of loans held for sale	104,726		131,347
Change in bank-owned life insurance	Change in bank-owned life insurance	(538)		290		Change in bank-owned life insurance	(329)		(34)
Deferred tax benefit	Deferred tax benefit	(2,794)		1,198		Deferred tax benefit	(230)		(589)
Change in other assets	Change in other assets	1,924		(1,715)		Change in other assets	1,063		(3,619)
Change in other liabilities	Change in other liabilities	(3,426)		1,187		Change in other liabilities	(1,168)		1,653
Net cash provided by (used in) operating activities		40,991		(29,184)
Net cash provided by operating activities						Net cash provided by operating activities	21,942		28,263
Investing Activities	Investing Activities					Investing Activities
Purchases of investment securities available for sale		(230,868)		(124,864)
Proceeds from maturities, calls, and paydowns of investment securities available for sale		75,830		71,564
Proceeds from sales of investment securities available for sale		17,559		44,495
Purchase of bank owned life insurance		—		(10,000)
Purchases of investment securities, available-for-sale						Purchases of investment securities, available-for-sale	(90,258)		(86,465)
Proceeds from maturities, calls, and paydowns of investment securities, available-for-sale						Proceeds from maturities, calls, and paydowns of investment securities, available-for-sale	17,618		24,819
Proceeds from sales of investment securities, available-for-sale						Proceeds from sales of investment securities, available-for-sale	3,061		1,643
Proceeds from maturities, calls and paydowns of securities, held-to-maturity						Proceeds from maturities, calls and paydowns of securities, held-to-maturity	2,340		—
Change in loans, net	Change in loans, net	56,679		(135,801)		Change in loans, net	(16,365)		(3,525)
Purchase of premises and equipment	Purchase of premises and equipment	(2,924)		(2,796)		Purchase of premises and equipment	(692)		(1,300)
Proceeds from sales of premises and equipment						Proceeds from sales of premises and equipment	40		—
Proceeds from sales of other real estate owned	Proceeds from sales of other real estate owned	807		1,139		Proceeds from sales of other real estate owned	—		607
Purchase of other investments		(9,582)		—
Redemption/sales of other investments		585		992
Proceeds from sales of premises and equipment		2,307		144
Net cash and cash equivalents received from acquisition		34,087		—

Redemption (purchase) of Federal Home Loan Bank Stock						Redemption (purchase) of Federal Home Loan Bank Stock	(107)		593

Net cash used in investing activities	Net cash used in investing activities	(55,520)		(155,127)		Net cash used in investing activities	(84,363)		(63,628)
Financing Activities	Financing Activities					Financing Activities
Change in noninterest-bearing customer deposits	Change in noninterest-bearing customer deposits	72,982		91,500		Change in noninterest-bearing customer deposits	5,409		57,831
Change in interest-bearing customer deposits	Change in interest-bearing customer deposits	45,738		31,158		Change in interest-bearing customer deposits	(29,231)		23,026
Issuance of common stock, net of stock issuance cost						Issuance of common stock, net of stock issuance cost	59,468		—
Dividends paid for common stock	Dividends paid for common stock	(3,348)		(2,850)		Dividends paid for common stock	(1,477)		(973)
Proceeds from Paycheck Protection Program Liquidity Fund		—		140,700

Repayment on Paycheck Protection Program Liquidity Fund	Repayment on Paycheck Protection Program Liquidity Fund	(106,789)		(6,200)		Repayment on Paycheck Protection Program Liquidity Fund	—		(46,187)
Repayments on Federal Home Loan Bank Advances		—		(38,500)
Proceeds from Federal Home Loan Bank Advances		—		14,000

Repayments on Other borrowings	Repayments on Other borrowings	(750)		(750)		Repayments on Other borrowings	(12,563)		(250)
Issuance of restricted stock		187		—

Net cash provided by financing activities	Net cash provided by financing activities	8,020		229,058		Net cash provided by financing activities	21,606		33,447
Net (decrease) increase in cash and cash equivalents		(6,509)		44,747
Net decrease in cash and cash equivalents						Net decrease in cash and cash equivalents	(40,815)		(1,918)
Cash and cash equivalents at beginning of period	Cash and cash equivalents at beginning of period	183,506		104,092		Cash and cash equivalents at beginning of period	197,232		183,506
Cash and cash equivalents at end of period	Cash and cash equivalents at end of period	$	176,997	$	148,839	Cash and cash equivalents at end of period	$	156,417	$	181,588

COLONY BANKCORP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

~~NINE~~THREE MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, 2022 AND 2021 ~~AND 2020~~

(UNAUDITED)

(DOLLARS IN THOUSANDS)


		Nine Months Ended					Three Months Ended
		September 30, 2021		September 30, 2020			March 31, 2022		March 31, 2021
Supplemental Disclosure of Cash Flow Information	Supplemental Disclosure of Cash Flow Information					Supplemental Disclosure of Cash Flow Information
Cash paid during the period for interest	Cash paid during the period for interest	$	3,189	$	6,230	Cash paid during the period for interest	$	1,109	$	994
Cash paid during the period for income taxes	Cash paid during the period for income taxes	4,923		1,250		Cash paid during the period for income taxes	7		—
Noncash Investing and Financing Activities	Noncash Investing and Financing Activities					Noncash Investing and Financing Activities
Goodwill adjustment		—		485

Acquisition of real estate through foreclosure	Acquisition of real estate through foreclosure	145		1,706		Acquisition of real estate through foreclosure	—		110
Carrying amount of Securities AFS transferred to HTM, net of $13,107 unrealized loss						Carrying amount of Securities AFS transferred to HTM, net of $13,107 unrealized loss	320,116		—

See accompanying notes to consolidated financial statements (unaudited).

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

(1) Summary of Significant Accounting Policies

Presentation

Colony Bankcorp, Inc. (the “Company”) is a bank holding company located in Fitzgerald, Georgia. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Colony Bank, Fitzgerald, Georgia (the “Bank”). The “Company” or “our,” as used herein, includes Colony Bank, except where the context requires otherwise.

In July 2019, a new subsidiary of the Company was incorporated under the name Colony Risk Management, Inc. Colony Risk Management, Inc. is a subsidiary of the Company and is located in Las Vegas, Nevada. It is a captive insurance subsidiary which insures various liability and property damage policies for the Company and its related subsidiaries. Colony Risk Management is regulated by the State of Nevada Division of Insurance.

All adjustments consisting of normal recurring accruals which are, in the opinion of management, necessary for fair presentation of the interim consolidated financial statements, have been included and fairly and accurately present the financial position, results of operations and cash flows of the Company. All significant intercompany accounts have been eliminated in consolidation.

The accounting and reporting policies of the Company conform to generally accepted accounting principles and practices utilized in the commercial banking industry for interim financial information and Regulation S-X. Accordingly, the accompanying unaudited interim consolidated financial statements do not include all of the information or notes required for complete financial statements.

The results of operations for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 are not necessarily indicative of the results which may be expected for the year ending December 31, ~~2021.~~2022. These statements should be read in conjunction with the consolidated financial statements and notes thereto in the Company's Annual Report on Form 10-K for the year ended December 31, ~~2020~~2021 (“~~2020~~2021 Form 10-K”).

Nature of Operations

The Bank provides a full range of retail, commercial and mortgage banking services for consumers and small- to medium-size businesses located primarily in central, south and coastal Georgia. The Bank is headquartered in Fitzgerald, Georgia with banking and mortgage offices in Albany, Ashburn, Athens, Broxton, Centerville, Columbus, Cordele, Douglas, Eastman, Fitzgerald, LaGrange, Leesburg, Macon, Moultrie, Quitman, Rochelle, Savannah, Soperton, Statesboro, Sylvester, Tifton, Valdosta and Warner Robins. Lending and investing activities are funded primarily by deposits gathered through its retail banking office network.

Use of Estimates

In preparing the consolidated financial statements, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities as of the balance sheet date and revenues and expenses for the period. Actual results could differ significantly from those estimates. Material estimates that are particularly susceptible to significant change in the near term relate to the determination of the allowance for loan losses, the valuation of real estate acquired in connection with foreclosures or in satisfaction of loans and fair value of assets acquired and liabilities assumed in a business combination, including goodwill impairment.

Reclassifications

In certain instances, amounts reported in prior years’ consolidated financial statements have been reclassified to conform to statement presentations selected for ~~2021.~~2022. Such reclassifications have not materially affected previously reported stockholders’ equity or net income.

Adjustments

A goodwill adjustment was made within the one year period allowed after the acquisition for $4,000 related to deferred taxes.

109

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Concentrations of Credit Risk

Concentrations of credit risk can exist in relation to individual borrowers or groups of borrowers, certain types of collateral, certain types of industries, or certain geographic regions. The Company has a concentration in real estate loans as well as a geographic concentration that could pose an adverse credit risk. At ~~September 30, 2021,~~March 31, 2022, approximately ~~86%~~87% of the Company’s loan portfolio was concentrated in loans secured by real estate. A substantial portion of borrowers’ ability to honor their contractual obligations is dependent upon the viability of the real estate economic sector. Management continues to monitor these concentrations and has considered these concentrations in its allowance for loan loss analysis.

The success of the Company is dependent, to a certain extent, upon the economic conditions in the geographic markets it serves. Adverse changes in the economic conditions in these geographic markets would likely have a material adverse effect on the Company’s results of operations and financial condition. The operating results of the Company depend primarily on its net interest income. Accordingly, operations are subject to risks and uncertainties surrounding the exposure to changes in the interest rate environment.

At times, the Company may have cash and cash equivalents at financial institutions in excess of federal deposit insurance limits. The Company places its cash and cash equivalents with high credit quality financial institutions whose credit ratings are monitored by management to minimize credit risk.

Changes in Accounting Principles and Effects of New Accounting Pronouncements

ASU 2016-13, Financial Instruments – Credit Losses (Topic 326). This ASU sets forth a “current expected credit loss” ~~(CECL)~~("CECL") model which requires the Company to measure all expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable supported forecasts. This replaces the existing incurred loss model and is applicable to the measurement of credit losses on financial assets measured at amortized cost and applies to some off-balance sheet credit exposures. This ASU is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. On October 16, 2019, the Financial Accounting Standards Board ("FASB") voted to extend the delay of the effective date of this ASU for smaller reporting companies, such as the Company, until fiscal years beginning after December 15, 2022. The Company is in the process of working with a third party vendor using their software solution to assist with adoption. The Company is also currently ~~assessing~~gathering necessary data to implement this change and is continuing to assess the impact of the adoption of this ASU on its ~~consolidated financial statements.~~

~~In December 2019, the FASB issued ASU No. 2019-12,~~ ~~Income Taxes (Topic 740)~~: Simplifying the Accounting for Income Taxes. This update removes several exceptions related to intraperiod tax allocation when there is a loss from continuing operations and income from other items, foreign subsidiaries becoming equity method investments and vice versa, and calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. The guidance also amends requirements related to franchise tax that is partially based on income, a step up in the tax basis of goodwill, allocation of consolidated tax expense to a legal entity not subject to tax in its separate financial statements, the effects of enacted changes in tax laws and other minor codification improvements regarding employee stock ownership plans and investments in qualified affordable housing projects. For public entities, this guidance is effective for fiscal years beginning after December 15, 2020. The Company adopted this standard as of January 1, 2021. The adoption of this standard did not have a material impact on the consolidated financial statements.

~~In January 2020, the FASB issued ASU No. 2020-01,~~ Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815)—Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 (a consensus of the Emerging Issues Task Force). This update clarifies whether an entity should consider observable transactions that require it to either apply or discontinue the equity method of accounting for the purposes of applying the measurement alternative and how to account for certain forward contracts and purchased options to purchase securities. For public entities, this guidance is effective for fiscal years beginning after December 15, 2020. The Company adopted this standard as of January 1, 2021. The adoption of this standard did not have a material impact on the consolidated financial statements.

In March 2020, the FASB issued ASU No. 2020-04, Reference Reform (Topic 848) Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04"). ASU 2020-04 provides optional guidance for a limited period of time to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on financial reporting. The amendments are effective for the Company as of March 12, 2020 through December 31, 2022. The provisions of ASU 2020-04 did not have a material impact on the consolidated financial statements.

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

~~Operating, Accounting and Reporting Considerations Related to COVID-19~~

The COVID-19 pandemic has negatively impacted the global economy, including the Company’s primary metropolitan markets. In response to this crisis, the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act was passed by Congress and signed into law on March 27, 2020. The CARES Act initially provided approximately $2.2 trillion to fight the COVID-19 pandemic and related variants and stimulate the economy by supporting individuals and businesses through loans, grants, tax changes, and other types of relief. The CARES Act was later amended to provide additional funding and to make additional changes to the programs it implemented. Some of the provisions applicable to the Company include, but are not limited to:

•~~Accounting for Loan Modifications -~~ The CARES Act provided that financial institutions may elect to suspend (1) the requirements under GAAP for certain loan modifications that would otherwise by categorized as a troubled debt restructure (“TDR”) and (2) any determination that such loan modifications would be considered a TDR, including the related impairment for accounting purposes. The Consolidated Appropriations Act (“CAA”), signed into law on December 27, 2020, extended the applicable period to include modification to loans held by financial institutions executed between March 1, 2020 and the earlier of (i) January 1, 2022, or (ii) 60 days after the date of termination of the COVID-19 national emergency.

•~~Paycheck Protection Program~~ - The CARES Act established the Paycheck Protection Program (“PPP”), an expansion of the Small Business Administration’s 7(a) loan program and the Economic Injury Disaster Loan Program (“EIDL”), administered directly by the SBA. The CAA provided several amendments to the PPP, including additional funding for first and second draws of PPP loans up to March 31, 2021. On March 30, 2021, the PPP Extension Act of 2021 was signed into law, which extended the program to May 31, 2021.

Also in response to the COVID-19 pandemic and related variants, the Board of Governors of the Federal Reserve System (“FRB”), the Federal Deposit Insurance Corporation (“FDIC”), the National Credit Union Administration (“NCUA”), the Office of the Comptroller of the Currency (“OCC”), and the Consumer Financial Protection Bureau (“CFPB”), in consultation with the state financial regulators (collectively, the “agencies”) issued a joint interagency statement (issued March 22, 2020; revised statement issued April 7, 2020). Some of the provisions applicable to the Company include, but are not limited to:

•~~Accounting for Loan Modifications~~ - Loan modifications that do not meet the conditions of the CARES Act may still qualify as a modification that does not need to be accounted for as a TDR. The agencies confirmed with FASB staff that short-term modifications made on a good faith basis in response to COVID-19 pandemic and related variants to borrowers who were current prior to any relief are not TDRs. This includes short-term (e.g., three months) modifications such as payment deferrals, fee waivers, extensions of repayment terms, or insignificant delays in payment, as long as such modifications are (1) related to COVID-19; (2) executed on a loan that was not more than 30 days past due as of December 31, 2019; and (3) executed between March 1, 2020, and the earlier of (a) 60 days after the date of termination of the national emergency declaration or (b) December 31, 2021, as extended by the CAA.

•~~Past Due Reporting~~ - With regard to loans not otherwise reportable as past due, financial institutions are not expected to designate loans with deferrals granted due to COVID-19 as past due because of the deferral. A loan’s payment date is governed by the due date stipulated in the legal agreement. If a financial institution agrees to a payment deferral, these loans would not be considered past due reporting during the period of the deferral.

•~~Nonaccrual Status and Charge-offs~~ ~~- During short-term COVID-19 modifications, these loans generally should not be reported as nonaccrual or as classified.~~

As such, beginning in late March 2020, the Company provided relief programs consisting primarily of 90-day payment deferral relief of principal and interest to borrowers negatively impacted by COVID-19 and has accounted for these loan modifications in accordance with ASC 310-40. In addition, the Company also provided principal only payment deferral relief to borrowers of which interest income has been recognized during the deferment period on these interest-only loans.

1210

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

(2) ~~Business Acquisitions~~

~~Acquisition of SouthCrest Financial Group~~

On August 1, 2021, the Company completed its acquisition of SouthCrest Financial Group, Inc. (“SouthCrest”), a bank holding company headquartered in Atlanta, Georgia. Upon consummation of the acquisition, SouthCrest was merged with and into the Company, with Colony Bankcorp, Inc. as the surviving entity in the merger. Immediately following the holding company merger, SouthCrest’s wholly owned bank subsidiary, SouthCrest Bank, N.A. was also merged with and into the Bank. The acquisition expanded the Company’s market presence, as SouthCrest Bank, N.A. had 8 full-service banking locations, one in Cedartown, Chickamauga, Cumming, Fayetteville, Luthersville, Manchester, Rockmart and Thomaston, Georgia. Under the terms of the Agreement and Plan of Merger, each SouthCrest shareholder had the option to receive either $10.45 in cash or 0.7318 shares of the Company’s common stock in exchange for each share of SouthCrest common stock. As a result, the Company issued 3,987,898 common shares at a fair value of $71.4 million and paid $21.6 million in cash to the former shareholders of SouthCrest as merger consideration.

The merger was effected by the issuance of shares of the Company’s common stock along with cash consideration to shareholders of SouthCrest. The assets and liabilities of SouthCrest as of the effective date of the merger were recorded at their respective estimated fair values and combined with those of the Company. The excess of the purchase price over the net estimated fair values of the acquired assets and liabilities was allocated to identifiable intangible assets with the remaining excess allocated to goodwill. Goodwill of approximately $35.0 million was recorded as part of the SouthCrest acquisition and is not expected to be deductible for income tax purposes.

In periods following the merger, the financial statements of the combined entity will include the results attributable to SouthCrest beginning on the date the merger was completed. In the three and nine month period ended September 30, 2021, the revenues attributable to SouthCrest were approximately $3.0 million. In the three and nine month period ended September 30, 2021, the net income attributable to SouthCrest was approximately $2.3 million.

The supplemental consolidated pro-forma impact to 2020 revenues if the merger had occurred on January 1, 2020 would have been $29.5 million and $82.6 million for the three and nine month period ended September 30, 2020, respectively. The supplemental consolidated pro-forma impact to 2020 net income if the merger had occurred on January 1, 2020 would have been $5.5 million and $5.8 million for the three and nine month period ended September 30, 2020, respectively. The supplemental consolidated pro-forma impact to 2021 revenues if the merger had occurred on January 1, 2020 would have been $28.9 million and $90.9 million for the three and nine month period ended September 30, 2021, respectively. The supplemental consolidated pro-forma impact to 2021 net income if the merger had occurred on January 1, 2020 would have been $4.3 million and $16.6 million for the three and nine month period ended September 30, 2021, respectively. While certain adjustments were made for the estimated impact of certain fair value adjustments, they are not indicative of what would have occurred had the merger taken place on the indicated date nor are they intended to represent or be indicative of future results of operations. In particular, no adjustments have been made to eliminate the amount of SouthCrest’s provision for credit losses or any adjustments to estimate any additional income that would have been recorded as a result of fair value adjustments for the first nine months of 2020 that may have occurred had the acquired loans been recorded at fair value as of the beginning of 2020. In addition, there are no adjustments to reflect any expenses that potentially could have been reduced for the first nine months of 2020 had the merger occurred on January 1, 2020.

The following table presents the assets acquired and liabilities assumed of SouthCrest as of August 1, 2021, and their fair value estimates. The fair value estimates were subject to refinement for up to one year after the closing date of the acquisition for new information obtained about facts and circumstances that existed at the acquisition date. The Company continues its evaluation of the facts and circumstances available as of August 1, 2021, to assign fair values to assets acquired and liabilities assumed, which could result in further adjustments to the fair values presented below.

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

~~(dollars in thousands, except market price)~~

~~Initial Fair Value Adjustments~~

~~Purchase price consideration:~~

~~Shares of CBAN common stock issued to SouthCrest shareholders as of August 1, 2021~~

~~3,987,815~~

~~Market price of CBAN common stock on July 30, 2021~~

~~17.90~~

~~Estimated fair value of CBAN common stock issued~~

~~71,382~~

~~Cash consideration paid~~

~~21,620~~

~~Total consideration~~

~~93,002~~

~~Assets acquired at fair value:~~

~~Cash and cash equivalents~~

~~59,131~~

~~Investments securities available for sale~~

~~317,857~~

~~Restricted investments~~

~~3,196~~

~~Loans~~

~~307,456~~

~~Premises and equipment~~

~~8,543~~

~~Core deposit intangible~~

~~4,025~~

~~Other real estate~~

~~538~~

~~Prepaid and other assets~~

~~25,393~~

~~Total fair value of assets acquired~~

~~726,139~~

~~Liabilities assumed at fair value:~~

~~Deposits~~

~~(631,375)~~

~~FHLB advances~~

~~(29,064)~~

~~Payables and other liabilities~~

~~(7,735)~~

~~Total fair value of liabilities assumed~~

~~(668,174)~~

~~Net assets acquired at fair value:~~

~~57,965~~

~~Amount of goodwill resulting from acquisition~~

~~35,037~~

In the acquisition, the Company purchased $307.5 million of loans at fair value, net of $635,000, or 2.07%, estimated discount to the outstanding principal balance. Of the total loans acquired, management identified $1.2 million that were considered to be credit impaired and are accounted for under ASC Topic 310-30. The table below summarizes the total contractually required principal and interest cash payments, management’s estimate of expected total cash payments and fair value of the loans as of the acquisition date for purchased credit impaired loans. Contractually required principal and interest payments have been adjusted for estimated prepayments.


~~(dollars in thousands)~~
~~Contractually required principal and interest~~	$	~~1,154~~
~~Non-accretable difference~~	—
~~Cash Flows expected to be collected~~	~~1,154~~
~~Accretable yield~~	—
~~Total purchased credit-impaired loans acquired~~	$	~~1,154~~

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

~~The following table presents the acquired loan data for the SouthCrest acquisition.~~

(dollars in thousands) Fair Value of
Acquired Loans at
Acquisition Date Gross Contractual
Amounts Receivable
at Acquisition Date Estimate at
Acquisition Date of
Contractual Cash
Flows Not Expected
to be Collected
Acquired receivables subject to ASC 310-30 $ 1,154 $ 1,154 $ —
Acquired receivables not subject to ASC 310-30 $ 306,302 $ 306,933 —

~~Formation of Colony Insurance~~

On August 1, 2021 and September 1, 2021, the Company acquired several insurance agencies and formed Colony Insurance and recorded goodwill of $1.7 million and customer deposit intangibles of $1.7 million.

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

~~(3)~~ Investment Securities

The amortized cost and estimated fair value of securities ~~available for sale~~available-for-sale and held-to-maturity along with gross unrealized gains and losses are summarized as follows:


(dollars in thousands)	(dollars in thousands)									(dollars in thousands)
September 30, 2021		Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
March 31, 2022										March 31, 2022	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Securities Available for Sale:										Securities Available for Sale:
U.S. treasury securities										U.S. treasury securities	$	95,447	$	3	$	(4,449)	$	91,001
U.S. agency										U.S. agency	7,143		3		(251)		6,895
Asset backed securities										Asset backed securities	28,887		—		(531)		28,356
State, county & municipal securities										State, county & municipal securities	174,561		15		(15,695)		158,881
Corporate debt securities										Corporate debt securities	48,113		200		(1,719)		46,594
Mortgage-backed securities										Mortgage-backed securities	339,028		104		(17,567)		321,565
Total										Total	$	693,179	$	325	$	(40,212)	$	653,292

March 31, 2022										March 31, 2022	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Securities Held to Maturity:										Securities Held to Maturity:
U.S. treasury securities										U.S. treasury securities	$	21,511	$	—	$	(776)	$	20,735
U.S. agency										U.S. agency	15,507		—		(743)		14,764
State, county & municipal securities										State, county & municipal securities	88,781		—		(6,323)		82,458
Mortgage-backed securities										Mortgage-backed securities	181,210		—		(10,357)		170,853
Total										Total	$	307,009	$	—	$	(18,199)	$	288,810

December 31, 2021										December 31, 2021
Securities Available for Sale:	Securities Available for Sale:									Securities Available for Sale:
U.S. treasury securities	U.S. treasury securities	$	43,034	$	—	$	(652)	$	42,382	U.S. treasury securities	$	88,638	$	—	$	(1,087)	$	87,551
U.S. agency	U.S. agency	18,172		82		(165)		18,089		U.S. agency	17,916		5		(140)		17,781
State, county & municipal securities	State, county & municipal securities	199,074		486		(3,520)		196,040		State, county & municipal securities	252,632		877		(3,356)		250,153
Corporate debt securities	Corporate debt securities	39,448		120		(163)		39,405		Corporate debt securities	48,153		520		(265)		48,408
Mortgage-backed securities	Mortgage-backed securities	525,507		3,952		(4,750)		524,709		Mortgage-backed securities	539,172		2,160		(7,061)		534,271
		$	825,235	$	4,640	$	(9,250)	$	820,625

December 31, 2020
Securities Available for Sale:
U.S. treasury securities		$	245	$	—	$	—	$	245
U.S. agency		1,000		4		—		1,004
State, county & municipal securities		61,298		1,155		(65)		62,388
Corporate debt securities		4,250		1		(1)		4,250
Mortgage-backed securities		305,438		7,837		(348)		312,927
		$	372,231	$	8,997	$	(414)	$	380,814
Total										Total	$	946,511	$	3,562	$	(11,909)	$	938,164

The Company transferred certain agency-issued securities from the available-for-sale to held-to-maturity portfolio on January 1, 2022 having a book value of approximately $320.1 million and a market value of approximately $309.7 million. As of the date of transfer, the related pre-tax net unrecognized losses of approximately $10.4 million within the accumulated other comprehensive loss balance are being amortized over the remaining term of the securities using the effective interest method. This transfer was completed after careful consideration of the Company’s intent and ability to hold these securities to maturity. Factors used in assessing the ability to hold these securities to maturity were future liquidity needs and sources of funding.

The amortized cost and fair value of investment securities as of ~~September 30, 2021,~~March 31, 2022, by contractual maturity, are shown hereafter. Expected maturities may differ from contractual maturities for certain investments because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. This is often the case with mortgage-backed securities, ~~which are disclosed separately in the table below.~~
Securities Available for Sale
(dollars in thousands) Amortized Cost Fair Value
Due in one year or less $ 453 $ 453
Due after one year through five years 13,395 13,457
Due after five years through ten years 109,852 108,879
Due after ten years 176,028 173,127
$ 299,728 $ 295,916
Mortgage-backed securities 525,507 524,709
$ 825,235 $ 820,625

1611

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

which are disclosed separately in the table below.


	Available for Sale				Held to Maturity
(dollars in thousands)	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Due in one year or less	$	454	$	454	$	—	$	—
Due after one year through five years	71,981		69,718		6,678		6,505
Due after five years through ten years	121,335		113,599		45,654		43,466
Due after ten years	160,381		147,956		73,467		67,986
	$	354,151	$	331,727	$	125,799	$	117,957

Mortgage-backed securities	339,028		321,565		181,210		170,853
	$	693,179	$	653,292	$	307,009	$	288,810

Proceeds from the sale of investment securities totaled ~~$17.6~~$3.1 million and ~~$44.5~~$1.6 million for the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively. The sale of investment securities for the ~~nine~~three months ended ~~September 30,~~March 31, 2022 and 2021 ~~and 2020~~ resulted in gross realized gains of ~~$209,000~~$24,000 and ~~$1,200,000~~$1,000 and losses of ~~$72,000~~$0 and ~~$191,000,~~$5,000, respectively.

Investment securities having a carrying value approximating ~~$203.9~~$268.9 million and $126.5 million were pledged to secure public deposits and for other purposes as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively.

Information pertaining to available-for-sale securities with gross unrealized losses at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 aggregated by investment category and length of time that individual securities have been in a continuous loss position, follows:


		Less Than 12 Months				12 Months or Greater				Total					Less Than 12 Months				12 Months or Greater				Total
(dollars in thousands)	(dollars in thousands)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		(dollars in thousands)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
September 30, 2021
March 31, 2022														March 31, 2022
U.S. Treasury														U.S. Treasury	$	85,998	$	(4,449)	$	—	$	—	$	85,998	$	(4,449)
U.S. agency														U.S. agency	6,893		(251)		—		—		6,893		(251)
Asset backed securities														Asset backed securities	21,734		(356)		4,052		(175)		25,786		(531)
State, county & municipal securities														State, county & municipal securities	142,665		(13,806)		14,430		(1,889)		157,095		(15,695)
Corporate debt securities														Corporate debt securities	43,103		(1,719)		—		—		43,103		(1,719)
Mortgage-backed securities														Mortgage-backed securities	260,863		(13,274)		39,420		(4,293)		300,283		(17,567)
															$	561,256	$	(33,855)	$	57,902	$	(6,357)	$	619,158	$	(40,212)

December 31, 2021														December 31, 2021
U.S. Treasury	U.S. Treasury	$	42,382	$	(652)	$	—	$	—	$	42,382	$	(652)	U.S. Treasury	$	87,302	$	(1,087)	$	—	$	—	$	87,302	$	(1,087)
U.S. agency	U.S. agency	8,473		(165)		—		—		8,473		(165)		U.S. agency	10,969		(140)		—		—		10,969		(140)
State, county & municipal securities	State, county & municipal securities	158,260		(3,446)		2,476		(74)		160,736		(3,520)		State, county & municipal securities	180,551		(3,131)		5,970		(225)		186,521		(3,356)
Corporate debt securities	Corporate debt securities	18,711		(163)		—		—		18,711		(163)		Corporate debt securities	31,977		(265)		—		—		31,977		(265)
Mortgage-backed securities	Mortgage-backed securities	299,693		(4,520)		13,837		(230)		313,530		(4,750)		Mortgage-backed securities	377,413		(6,421)		21,129		(640)		398,542		(7,061)
		$	527,519	$	(8,946)	$	16,313	$	(304)	$	543,832	$	(9,250)		$	688,212	$	(11,044)	$	27,099	$	(865)	$	715,311	$	(11,909)

December 31, 2020
State, county & municipal securities		$	8,282	$	(65)	$	—	$	—	$	8,282	$	(65)
Corporate debt securities		999		(1)		—		—		999		(1)
Mortgage-backed securities		28,835		(77)		3,949		(271)		32,784		(348)
		$	38,116	$	(143)	$	3,949	$	(271)	$	42,065	$	(414)

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Information pertaining to held-to-maturity securities with gross unrealized losses at March 31, 2022 aggregated by investment category and length of time that individual securities have been in a continuous loss position, follows:


	Less Than 12 Months				12 Months or Greater				Total
(dollars in thousands)	Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses		Fair Value		Gross Unrealized Losses
March 31, 2022
U.S. Treasury	$	—	$	—	$	—	$	—	$	—	$	—
U.S. agency	20,735		(776)		—		—		20,735		(776)
State, county & municipal securities	14,764		(743)		—		—		14,764		(743)
Corporate debt securities	81,674		(6,308)		783		(15)		82,457		(6,323)
Mortgage-backed securities	153,938		(9,879)		16,915		(478)		170,853		(10,357)
	$	271,111	$	(17,706)	$	17,698	$	(493)	$	288,809	$	(18,199)

Management evaluates securities for other-than-temporary impairment at least on a quarterly basis, and more frequently when economic or market concerns warrant such evaluation. Consideration is given to (1) the length of time and the extent to which the fair value has been less than cost, (2) the financial condition and near-term prospects of the issuer and (3) the intent and ability of the Company to retain its investment in the issuer for a period of time sufficient to allow for any anticipated recovery in fair value.

At ~~September 30, 2021, 220~~March 31, 2022, there were 343 available-for-sale securities ~~have~~and 77 held-to-maturity securities that had unrealized losses. These securities are guaranteed by either the U.S. Government, other governments or U.S. corporations. In analyzing an issuer’s financial condition, management considers whether the securities are issued by the federal government or its agencies, whether downgrades by bond rating agencies have occurred and the results of reviews of the issuer’s financial condition. The unrealized losses are largely due to increases in market interest rates over the yields available at the time the underlying securities were purchased. As management has the ability to hold debt securities until maturity, or for the foreseeable future if classified as available-for-sale, no declines are deemed to be other than temporary.

1713

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

~~(4)~~(3) Loans

The following table presents the composition of loans segregated by legacy and purchased loans and by class of loans, as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. Purchased loans are defined as loans that were acquired in bank acquisitions.


		September 30, 2021							March 31, 2022
(dollars in thousands)	(dollars in thousands)	Legacy Loans		Purchased Loans		Total		(dollars in thousands)	Legacy Loans		Purchased Loans		Total
Construction, land and land development	Construction, land and land development	$	101,433	$	51,558	$	152,991	Construction, land and land development	$	147,306	$	23,605	$	170,911
Other commercial real estate	Other commercial real estate	543,883		208,750		752,633		Other commercial real estate	653,831		149,164		802,995
Total commercial real estate	Total commercial real estate	645,316		260,308		905,624		Total commercial real estate	801,137		172,769		973,906
Residential real estate	Residential real estate	163,750		54,474		218,224		Residential real estate	149,215		58,471		207,686
Commercial, financial, & agricultural (*)	Commercial, financial, & agricultural (*)	125,213		41,015		166,228		Commercial, financial, & agricultural (*)	126,373		27,865		154,238
Consumer and other	Consumer and other	16,417		3,367		19,784		Consumer and other	16,788		1,414		18,202
Total Loans	Total Loans	$	950,696	$	359,164	$	1,309,860	Total Loans	$	1,093,513	$	260,519	$	1,354,032


		December 31, 2020							December 31, 2021
(dollars in thousands)	(dollars in thousands)	Legacy Loans		Purchased Loans		Total		(dollars in thousands)	Legacy Loans		Purchased Loans		Total
Construction, land and land development	Construction, land and land development	$	109,577	$	11,516	$	121,093	Construction, land and land development	$	119,953	$	45,493	$	165,446
Other commercial real estate	Other commercial real estate	477,445		42,946		520,391		Other commercial real estate	595,739		191,653		787,392
Total commercial real estate	Total commercial real estate	587,022		54,462		641,484		Total commercial real estate	715,692		237,146		952,838
Residential real estate	Residential real estate	167,714		15,307		183,021		Residential real estate	159,469		53,058		212,527
Commercial, financial, & agricultural (*)	Commercial, financial, & agricultural (*)	200,800		12,580		213,380		Commercial, financial, & agricultural (*)	113,040		41,008		154,048
Consumer and other	Consumer and other	19,037		2,581		21,618		Consumer and other	16,003		2,561		18,564
Total Loans	Total Loans	$	974,573	$	84,930	$	1,059,503	Total Loans	$	1,004,204	$	333,773	$	1,337,977

(*) Includes ~~$17.0 million~~$387,000 and ~~$101.1~~$9.0 million in PPP loans at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021, respectively.

Commercial and industrial loans are extended to a diverse group of businesses within the Company’s market area. These loans are often underwritten based on the borrower’s ability to service the debt from income from the business. Real estate construction loans often require loan funds to be advanced prior to completion of the project. Due to uncertainties inherent in estimating construction costs, changes in interest rates and other economic conditions, these loans often pose a higher risk than other types of loans. Consumer loans are originated at the Bank level.

Credit Quality ~~Indicators~~Indicators.. As part of the ongoing monitoring of the credit quality of the loan portfolio, management tracks certain credit quality indicators including trends related to (1) the risk grade assigned to commercial and consumer loans, (2) the level of classified commercial loans, (3) net charge-offs, (4) nonperforming loans, and (5) the general economic conditions in the Company’s geographic markets.

The Company uses ~~an eight category~~a risk grading ~~system~~matrix to assign a risk grade to each ~~loan in the portfolio. The following is~~of its loans. Loans are graded on a scale of 1 to 10. A description of the general characteristics of the ~~grades:~~grades is as follows:

•Grades 1, 2 and ~~2 –~~3 - Borrowers with these assigned risk grades range ~~in risk~~ from virtual absence of risk to minimal risk. Such loans may be secured by Company-issued and controlled certificates of deposit or properly margined equity securities or bonds. Other loans comprising these grades are made to companies that have been in existence for a long period of time with many years of consecutive profits and strong equity, good liquidity, excellent debt service ability and unblemished past performance, or to exceptionally strong individuals with collateral of unquestioned value that fully secures the loans. Loans in this category fall into the “pass” classification.

•Grades 34 and ~~4 –~~5 - Loans assigned these “pass” risk grades are made to borrowers with acceptable credit quality and risk. The risk ranges from loans with no significant weaknesses in repayment capacity and collateral protection to acceptable loans with one or more risk factors considered to be more than average. These loans are also included in into the “pass” classification.

1814

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

•Grade ~~5 –~~6 - This grade includes “special mention” loans on management’s watch list and is intended to be used on a temporary basis for pass grade loans where risk-modifying action is intended in the short-term.

•~~Grade 6 – This grade~~Grades 7 and 8 - These grades includes “substandard” loans in accordance with regulatory guidelines. This category includes borrowers with well-defined weaknesses that jeopardize the payment of the debt in accordance with the agreed terms. Loans considered to be impaired are assigned ~~this~~ grade 8, and these loans often have assigned loss allocations as part of the allowance for loan and lease losses. Generally, loans on which interest accrual has been stopped would be included in this grade.

•Grades 79 and ~~8 –~~10 - These grades correspond to regulatory classification definitions of “doubtful” and “loss,” respectively. In practice, any loan with these grades would be for a very short period of time, ~~of which~~and generally the Company has no loans with these assigned ~~grades at September 30, 2021.~~grades. Management manages the Company’s problem loans in such a way that uncollectible loans or uncollectible portions of loans are charged off immediately with any residual, collectible amounts assigned a risk grade of 6.7 or 8.

The following table presents the loan portfolio, excluding purchased loans, by credit quality indicator (risk grade) as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. Those loans with a risk grade of 1, 2, 3, or 4 and 5 have been combined in the pass column for presentation purposes.


(dollars in thousands)	(dollars in thousands)	Pass		Special Mention		Substandard		Total Loans		(dollars in thousands)	Pass		Special Mention		Substandard		Total Loans
September 30, 2021
March 31, 2022										March 31, 2022
Construction, land and land development	Construction, land and land development	$	98,619	$	2,078	$	736	$	101,433	Construction, land and land development	$	144,522	$	2,529	$	255	$	147,306
Other commercial real estate	Other commercial real estate	504,951		22,107		16,825		543,883		Other commercial real estate	622,237		23,734		7,860		653,831
Total commercial real estate	Total commercial real estate	603,570		24,185		17,561		645,316		Total commercial real estate	766,759		26,263		8,115		801,137
Residential real estate	Residential real estate	153,983		3,560		6,207		163,750		Residential real estate	138,027		5,803		5,385		149,215
Commercial, financial, & agricultural	Commercial, financial, & agricultural	122,991		1,332		890		125,213		Commercial, financial, & agricultural	124,178		1,174		1,021		126,373
Consumer and other	Consumer and other	16,047		144		226		16,417		Consumer and other	16,670		70		48		16,788
Total Loans	Total Loans	$	896,591	$	29,221	$	24,884	$	950,696	Total Loans	$	1,045,634	$	33,310	$	14,569	$	1,093,513

(dollars in thousands)	(dollars in thousands)									(dollars in thousands)
December 31, 2020
December 31, 2021										December 31, 2021
Construction, land and land development	Construction, land and land development	$	99,430	$	2,940	$	7,207	$	109,577	Construction, land and land development	$	117,044	$	2,634	$	275	$	119,953
Other commercial real estate	Other commercial real estate	430,515		33,579		13,351		477,445		Other commercial real estate	562,228		25,718		7,793		595,739
Total commercial real estate	Total commercial real estate	529,945		36,519		20,558		587,022		Total commercial real estate	679,272		28,352		8,068		715,692
Residential real estate	Residential real estate	157,927		3,855		5,932		167,714		Residential real estate	148,507		5,733		5,229		159,469
Commercial, financial, & agricultural	Commercial, financial, & agricultural	196,749		2,870		1,181		200,800		Commercial, financial, & agricultural	110,267		1,488		1,285		113,040
Consumer and other	Consumer and other	18,734		124		$	179	19,037		Consumer and other	15,787		78		$	138	16,003
Total Loans	Total Loans	$	903,355	$	43,368	$	27,850	$	974,573	Total Loans	$	953,833	$	35,651	$	14,720	$	1,004,204

1915

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

The following table presents the purchased loan portfolio by credit quality indicator (risk grade) as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. Those loans with a risk grade of 1, 2, 3, 4 or 45 have been combined in the pass column for presentation purposes. For the period ending ~~September 30, 2021,~~March 31, 2022, the Company did not have any loans classified as “doubtful” or a “loss”.


(dollars in thousands)	(dollars in thousands)	Pass		Special Mention		Substandard		Total Loans		(dollars in thousands)	Pass		Special Mention		Substandard		Total Loans
September 30, 2021
March 31, 2022										March 31, 2022
Construction, land and land development	Construction, land and land development	$	50,713	$	803	$	42	$	51,558	Construction, land and land development	$	23,577	$	—	$	28	$	23,605
Other commercial real estate	Other commercial real estate	194,696		10,802		3,252		208,750		Other commercial real estate	147,899		184		1,081		149,164
Total commercial real estate	Total commercial real estate	245,409		11,605		3,294		260,308		Total commercial real estate	171,476		184		1,109		172,769
Residential real estate	Residential real estate	47,407		3,886		3,181		54,474		Residential real estate	55,412		686		2,373		58,471
Commercial, financial, & agricultural	Commercial, financial, & agricultural	39,965		666		384		41,015		Commercial, financial, & agricultural	27,241		373		251		27,865
Consumer and other	Consumer and other	3,118		17		232		3,367		Consumer and other	1,410		—		4		1,414
Total Loans	Total Loans	$	335,899	$	16,174	$	7,091	$	359,164	Total Loans	$	255,539	$	1,243	$	3,737	$	260,519

December 31, 2020
December 31, 2021										December 31, 2021
Construction, land and land development	Construction, land and land development	$	11,275	$	241	$	—	$	11,516	Construction, land and land development	$	45,432	$	—	$	61	$	45,493
Other commercial real estate	Other commercial real estate	40,825		53		2,068		42,946		Other commercial real estate	186,905		3,518		1,230		191,653
Total commercial real estate	Total commercial real estate	52,100		294		2,068		54,462		Total commercial real estate	232,337		3,518		1,291		237,146
Residential real estate	Residential real estate	14,909		312		86		15,307		Residential real estate	49,875		563		2,620		53,058
Commercial, financial, & agricultural	Commercial, financial, & agricultural	10,198		1,803		579		12,580		Commercial, financial, & agricultural	40,711		—		297		41,008
Consumer and other	Consumer and other	2,364		25		192		2,581		Consumer and other	2,558		3		—		2,561
Total Loans	Total Loans	$	79,571	$	2,434	$	2,925	$	84,930	Total Loans	$	325,481	$	4,084	$	4,208	$	333,773

A loan’s risk grade is assigned at loan origination and is based on the financial strength of the borrower and the type of collateral. Loan risk grades are subject to review at various times throughout the year as part of the Company’s ongoing loan review process. Loans with an assigned risk grade of six or below and an outstanding balance of $250,000 or more are reassessed on a quarterly basis. During this reassessment process individual reserves may be identified and placed against certain loans which are not considered impaired.

In assessing the overall economic condition of the markets in which it operates, the Company monitors the unemployment rates for its major service areas. The unemployment rates are reviewed on a quarterly basis as part of the allowance for loan loss determination.

Loans are placed on nonaccrual status if principal or interest payments become 90 days past due or when, in management’s opinion, the borrower may be unable to meet payment obligations as they become due, as well as when required by regulatory guidelines. Loans may be placed on nonaccrual status regardless of whether or not such loans are considered past due.

2016

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

The following table presents the aging of the amortized cost basis in legacy loans by aging category and accrual status as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020:~~2021:


(dollars in thousands)	(dollars in thousands)	30-89 Days Past Due		90 Days or More Past Due		Total Accruing Loans Past Due		Nonaccrual Loans		Current Loans		Total Loans		(dollars in thousands)	30-89 Days Past Due		90 Days or More Past Due		Total Accruing Loans Past Due		Nonaccrual Loans		Current Loans		Total Loans
September 30, 2021
March 31, 2022														March 31, 2022
Construction, land and land development	Construction, land and land development	$	59	$	—	$	59	$	46	$	101,328	$	101,433	Construction, land and land development	$	109	$	—	$	109	$	67	$	147,130	$	147,306
Other commercial real estate	Other commercial real estate	59		—		59		4,430		539,394		543,883		Other commercial real estate	759		—		759		1,336		651,736		653,831
Total commercial real estate	Total commercial real estate	118		—		118		4,476		640,722		645,316		Total commercial real estate	868		—		868		1,403		798,866		801,137
Residential real estate	Residential real estate	579		—		579		3,582		159,589		163,750		Residential real estate	278		—		278		2,978		145,959		149,215
Commercial, financial, & agricultural	Commercial, financial, & agricultural	132		—		132		675		124,406		125,213		Commercial, financial, & agricultural	437		—		437		578		125,358		126,373
Consumer and other	Consumer and other	70		—		70		84		16,263		16,417		Consumer and other	18		—		18		22		16,748		16,788
Total Loans	Total Loans	$	899	$	—	$	899	$	8,817	$	940,980	$	950,696	Total Loans	$	1,601	$	—	$	1,601	$	4,981	$	1,086,931	$	1,093,513

December 31, 2020
December 31, 2021														December 31, 2021
Construction, land and land development	Construction, land and land development	$	1,314	$	—	$	1,314	$	80	$	108,183	$	109,577	Construction, land and land development	$	6	$	—	$	6	$	—	$	119,947	$	119,953
Other commercial real estate	Other commercial real estate	229		—		229		2,545		474,671		477,445		Other commercial real estate	349		—		349		577		594,813		595,739
Total commercial real estate	Total commercial real estate	1,543		—		1,543		2,625		582,854		587,022		Total commercial real estate	355		—		355		577		714,760		715,692
Residential real estate	Residential real estate	667		—		667		2,873		164,174		167,714		Residential real estate	421		—		421		2,641		156,407		159,469
Commercial, financial, & agricultural	Commercial, financial, & agricultural	150		—		150		1,010		199,640		200,800		Commercial, financial, & agricultural	69		—		69		708		112,263		113,040
Consumer and other	Consumer and other	48		—		48		102		18,887		19,037		Consumer and other	93		—		93		26		15,884		16,003
Total Loans	Total Loans	$	2,408	$	—	$	2,408	$	6,610	$	965,555	$	974,573	Total Loans	$	938	$	—	$	938	$	3,952	$	999,314	$	1,004,204

2117

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

The following table presents the aging of the amortized cost basis in purchased loans by aging category and accrual status as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020:~~2021:


(dollars in thousands)	(dollars in thousands)	30-89 Days Past Due		90 Days or More Past Due		Total Accruing Loans Past Due		Nonaccrual Loans		Current Loans		Total Loans		(dollars in thousands)	30-89 Days Past Due		90 Days or More Past Due		Total Accruing Loans Past Due		Nonaccrual Loans		Current Loans		Total Loans
September 30, 2021
March 31, 2022														March 31, 2022
Construction, land and land development	Construction, land and land development	$	2,688	$	—	$	2,688	$	8	$	48,862	$	51,558	Construction, land and land development	$	—	$	—	$	—	$	—	$	23,605	$	23,605
Other commercial real estate	Other commercial real estate	—		—		—		1,350		207,400		208,750		Other commercial real estate	—		—		—		125		149,039		149,164
Total commercial real estate	Total commercial real estate	2,688		—		2,688		1,358		256,262		260,308		Total commercial real estate	—		—		—		125		172,644		172,769
Residential real estate	Residential real estate	76		—		76		1,790		52,608		54,474		Residential real estate	598		—		598		1,061		56,812		58,471
Commercial, financial, & agricultural	Commercial, financial, & agricultural	97		—		97		47		40,871		41,015		Commercial, financial, & agricultural	226		—		226		—		27,639		27,865
Consumer and other	Consumer and other	17		—		17		234		3,116		3,367		Consumer and other	3		—		3		4		1,407		1,414
Total Loans	Total Loans	$	2,878	$	—	$	2,878	$	3,429	$	352,857	$	359,164	Total Loans	$	827	$	—	$	827	$	1,190	$	258,502	$	260,519

December 31, 2020
December 31, 2021														December 31, 2021
Construction, land and land development	Construction, land and land development	$	—	$	—	$	—	$	117	$	11,399	$	11,516	Construction, land and land development	$	2,680	$	—	$	2,680	$	31	$	42,782	$	45,493
Other commercial real estate	Other commercial real estate	544		—		544		2,068		40,334		42,946		Other commercial real estate	—		—		—		260		191,393		191,653
Total commercial real estate	Total commercial real estate	544		—		544		2,185		51,733		54,462		Total commercial real estate	2,680		—		2,680		291		234,175		237,146
Residential real estate	Residential real estate	15		—		15		85		15,207		15,307		Residential real estate	560		—		560		1,198		51,300		53,058
Commercial, financial, & agricultural	Commercial, financial, & agricultural	125		—		125		55		12,400		12,580		Commercial, financial, & agricultural	389		—		389		—		40,619		41,008
Consumer and other	Consumer and other	—		—		—		193		2,388		2,581		Consumer and other	—		—		—		8		2,553		2,561
Total Loans	Total Loans	$	684	$	—	$	684	$	2,518	$	81,728	$	84,930	Total Loans	$	3,629	$	—	$	3,629	$	1,497	$	328,647	$	333,773

2218

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

The following table details impaired loan data, including purchased credit impaired loans, as of ~~September 30, 2021.~~March 31, 2022.


		September 30, 2021									March 31, 2022
(dollars in thousands)	(dollars in thousands)	Unpaid Contractual Principal Balance		Recorded Investment		Related Allowance		Average Recorded Investment		(dollars in thousands)	Unpaid Contractual Principal Balance		Recorded Investment		Related Allowance		Average Recorded Investment
With No Related Allowance Recorded	With No Related Allowance Recorded									With No Related Allowance Recorded
Construction, land and land development	Construction, land and land development	$	62	$	61	$	—	$	5,373	Construction, land and land development	$	—	$	—	$	—	$	1,773
Commercial real estate	Commercial real estate	7,334		6,460		—		8,549		Commercial real estate	5,982		5,281		—		6,155
Residential real estate	Residential real estate	1,194		1,194		—		1,105		Residential real estate	1,022		1,058		—		1,071
Commercial, financial & agriculture	Commercial, financial & agriculture	80		80		—		52		Commercial, financial & agriculture	99		99		—		85
Consumer & other	Consumer & other	—		—		—		—		Consumer & other	2		2		—		1
		8,670		7,795		—		15,079			7,105		6,440		—		9,085

With An Allowance Recorded	With An Allowance Recorded									With An Allowance Recorded
Construction, land and land development	Construction, land and land development	—		—		—		—		Construction, land and land development	—		—		—		—
Commercial real estate	Commercial real estate	4,806		4,806		880		5,415		Commercial real estate	1,168		1,183		141		2,938
Residential real estate	Residential real estate	778		778		113		1,093		Residential real estate	1,297		1,406		123		1,022
Commercial, financial & agriculture	Commercial, financial & agriculture	—		—		—		99		Commercial, financial & agriculture	180		198		163		50
Consumer & other	Consumer & other	—		—		—		2		Consumer & other	—		—		—		—
		5,584		5,584		993		6,609			2,645		2,787		427		4,010

Purchased Credit Impaired Loans	Purchased Credit Impaired Loans									Purchased Credit Impaired Loans
Construction, land and land development	Construction, land and land development	—		—		—		64		Construction, land and land development	—		—		—		30
Commercial real estate	Commercial real estate	851		851		26		524		Commercial real estate	—		—		—		1,239
Residential real estate	Residential real estate	11		8		8		8		Residential real estate	3		—		1		6
Commercial, financial & agriculture	Commercial, financial & agriculture	55		47		4		44		Commercial, financial & agriculture	—		—		—		31
Consumer & other	Consumer & other	192		96		96		72		Consumer & other	192		—		96		144
		1,109		1,002		134		712			195		—		97		1,450
Total	Total									Total
Construction, land and land development	Construction, land and land development	62		61		—		5,437		Construction, land and land development	—		—		—		1,803
Commercial real estate	Commercial real estate	12,991		12,117		906		14,488		Commercial real estate	7,150		6,464		141		10,332
Residential real estate	Residential real estate	1,983		1,980		121		2,206		Residential real estate	2,322		2,464		124		2,099
Commercial, financial & agriculture	Commercial, financial & agriculture	135		127		4		195		Commercial, financial & agriculture	279		297		163		166
Consumer & other	Consumer & other	192		96		96		74		Consumer & other	194		2		96		145
		$	15,363	$	14,381	$	1,127	$	22,400		$	9,945	$	9,227	$	524	$	14,545

2319

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

The following table details impaired loan data as of December 31, ~~2020.~~2021.


		December 31, 2020									December 31, 2021
(dollars in thousands)	(dollars in thousands)	Unpaid Contractual Principal Balance		Recorded Investment		Related Allowance		Average Recorded Investment		(dollars in thousands)	Unpaid Contractual Principal Balance		Recorded Investment		Related Allowance		Average Recorded Investment
With No Related Allowance Recorded	With No Related Allowance Recorded									With No Related Allowance Recorded
Construction, land and land development	Construction, land and land development	$	6,969	$	6,982	$	—	$	2,841	Construction, land and land development	$	62	$	62	$	—	$	4,311
Commercial real estate	Commercial real estate	11,978		11,105		—		12,190		Commercial real estate	7,203		6,369		—		8,113
Residential real estate	Residential real estate	1,140		1,122		—		2,142		Residential real estate	958		997		—		1,083
Commercial, financial & agriculture	Commercial, financial & agriculture	42		40		—		203		Commercial, financial & agriculture	75		75		—		56
Consumer & other	Consumer & other	—		—		—		—		Consumer & other	—		—		—		—
		20,129		19,249		—		17,376			8,298		7,503		—		13,563

With An Allowance Recorded	With An Allowance Recorded									With An Allowance Recorded
Construction, land and land development	Construction, land and land development	—		—		—		—		Construction, land and land development	—		—		—		—
Commercial real estate	Commercial real estate	6,292		6,325		1,436		5,945		Commercial real estate	430		483		148		4,429
Residential real estate	Residential real estate	1,274		1,230		226		703		Residential real estate	685		773		108		1,029
Commercial, financial & agriculture	Commercial, financial & agriculture	310		310		263		1,118		Commercial, financial & agriculture	—		—		—		79
Consumer & other	Consumer & other	—		—		—		—		Consumer & other	—		—		—		1
		7,876		7,865		1,925		7,766			1,115		1,256		256		5,538
Purchased Credit Impaired Loans	Purchased Credit Impaired Loans									Purchased Credit Impaired Loans
Construction, land and land development	Construction, land and land development	118		94		—		96		Construction, land and land development	—		—		—		51
Commercial real estate	Commercial real estate	—		—		—		63		Commercial real estate	2,003		1,916		18		802
Residential real estate	Residential real estate	14		11		4		13		Residential real estate	4		—		6		7
Commercial, financial & agriculture	Commercial, financial & agriculture	55		46		—		49		Commercial, financial & agriculture	—		—		—		35
Consumer & other	Consumer & other	192		96		81		113		Consumer & other	192		73		96		72
		379		247		85		334			2,199		1,989		120		967
Total	Total									Total
Construction, land and land development	Construction, land and land development	7,087		7,076		—		2,937		Construction, land and land development	62		62		—		4,362
Commercial real estate	Commercial real estate	18,270		17,430		1,436		18,198		Commercial real estate	9,636		8,768		166		13,344
Residential real estate	Residential real estate	2,428		2,363		230		2,858		Residential real estate	1,647		1,770		114		2,119
Commercial, financial & agriculture	Commercial, financial & agriculture	407		396		263		1,370		Commercial, financial & agriculture	75		75		—		170
Consumer & other	Consumer & other	192		96		81		113		Consumer & other	192		73		96		73
		$	28,384	$	27,361	$	2,010	$	25,476		$	11,612	$	10,748	$	376	$	20,068

Interest income recorded on impaired loans during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 was $215,000 and ~~2020 were $261,000,$104,000, $825,000, and $154,000~~$238,000, respectively.

2420

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Troubled Debt Restructurings

The restructuring of a loan is considered a troubled debt restructuring ("~~TDRs"~~TDR") if both the borrower is experiencing financial difficulties and the Company has granted a concession to the terms of the loan. Concessions may include interest rate reductions to below market interest rates, principal forgiveness, restructuring amortization schedules and other actions intended to minimize potential losses.

As discussed in Note 1 of the Notes to Consolidated Financial Statements for the year ended December 31, ~~2020,~~2021, which are included in the Company’s ~~2020~~2021 Form 10-K, once a loan is identified as a TDR, it is accounted for as an impaired loan. The Company had no unfunded commitments to lend to a customer that has a troubled debt restructured loan as of ~~September 30, 2021.~~March 31, 2022. The Company had ~~1 construction, land and land development loan~~no loans restructured during the ~~nine~~three month period ended ~~September 30, 2021 with outstanding principal balance of $511,000.~~March 31, 2022. Loans modified in a ~~troubled debt restructuring~~TDR are considered to be in default once the loan becomes 90 days past due. A TDR may cease being classified as impaired if the loan is subsequently modified at market terms and, has performed according to the modified terms for at least six months, and there has not been any prior principal forgiveness on a cumulative basis.

The Company had no loans that subsequently defaulted during the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021.

2521

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

~~(5)~~(4) Allowance for Loan Losses

The following tables detail activity in the allowance for loan losses, segregated by class of loan, for the three ~~and nine~~ month periods ended ~~September 30, 2021~~March 31, 2022 and ~~September 30, 2020.~~March 31, 2021. Allocation of a portion of the allowance to one category of loans does not preclude its availability to absorb losses in other loan categories and periodically may result in reallocation within the provision categories.


(dollars in thousands)	(dollars in thousands)	Construction, land and land development		Other commercial real estate		Residential real estate		Commercial, financial & agricultural		Consumer and other		Total		(dollars in thousands)	Construction, land and land development		Other commercial real estate		Residential real estate		Commercial, financial & agricultural		Consumer and other		Total
Three Months Ended September 30, 2021
Three Months Ended March 31, 2022														Three Months Ended March 31, 2022
Beginning Balance	Beginning Balance	$	1,125	$	7,277	$	2,273	$	1,773	$	423	$	12,871	Beginning Balance	$	1,127	$	7,691	$	1,805	$	1,083	$	1,204	$	12,910
Charge-offs	Charge-offs	—		(531)		—		(209)		(3)		(743)		Charge-offs	—		(58)		(18)		(16)		(16)		(108)
Recoveries	Recoveries	363		14		143		66		13		599		Recoveries	6		7		4		44		6		67
Provision	Provision	(439)		540		(126)		203		(28)		150		Provision	206		(285)		20		976		(867)		$	50
Ending balance	Ending balance	$	1,049	$	7,300	$	2,290	$	1,833	$	405	$	12,877	Ending balance	$	1,339	$	7,355	$	1,811	$	2,087	$	327	$	12,919

Nine Months Ended September 30, 2021
Beginning Balance		$	1,013	$	6,880	$	2,278	$	1,713	$	243	$	12,127
Charge-offs		—		(568)		—		(225)		(44)		(837)
Recoveries		448		108		254		83		44		937
Provision		(412)		880		(242)		262		162		650
Ending balance		$	1,049	$	7,300	$	2,290	$	1,833	$	405	$	12,877

Period end amount allocated to	Period end amount allocated to													Period end amount allocated to
Individually evaluated for impairment	Individually evaluated for impairment	$	—	$	880	$	113	$	—	$	—	$	993	Individually evaluated for impairment	$	—	$	141	$	123	$	163	$	—	$	427
Collectively evaluated for impairment	Collectively evaluated for impairment	1,049		6,394		2,169		1,829		309		11,750		Collectively evaluated for impairment	1,339		7,214		1,687		1,924		231		12,395
Purchase credit impaired	Purchase credit impaired	—		26		8		4		96		134		Purchase credit impaired	—		—		1		—		96		97
Ending Balance	Ending Balance	$	1,049	$	7,300	$	2,290	$	1,833	$	405	$	12,877	Ending Balance	$	1,339	$	7,355	$	1,811	$	2,087	$	327	$	12,919

Loans	Loans													Loans
Individually evaluated for impairment	Individually evaluated for impairment	$	61	$	11,266	$	1,972	$	80	$	—	$	13,379	Individually evaluated for impairment	$	—	$	6,463	$	2,465	$	297	$	2	$	9,227
Collectively evaluated for impairment	Collectively evaluated for impairment	152,930		740,516		216,244		166,101		19,688		1,295,479		Collectively evaluated for impairment	170,911		796,532		205,221		153,941		18,200		1,344,805
Purchase credit impaired	Purchase credit impaired	—		851		8		47		96		1,002		Purchase credit impaired	—		—		—		—		—		—
Ending balance	Ending balance	$	152,991	$	752,633	$	218,224	$	166,228	$	19,784	$	1,309,860	Ending balance	$	170,911	$	802,995	$	207,686	$	154,238	$	18,202	$	1,354,032

2622

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)


(dollars in thousands)	(dollars in thousands)	Construction, land and land development		Other commercial real estate		Residential real estate		Commercial, financial & agricultural		Consumer and other		Total		(dollars in thousands)	Construction, land and land development		Other commercial real estate		Residential real estate		Commercial, financial & agricultural		Consumer and other		Total
Three Months Ended September 30, 2020
Beginning Balance		$	759	$	5,711	$	1,631	$	1,913	$	275	$	10,289
Charge-offs		—		(226)		(144)		(153)		(36)		(559)
Recoveries		6		3		120		1		54		184
Provision		199		127		317		346		117		1,106
Ending balance		$	964	$	5,615	$	1,924	$	2,107	$	410	$	11,020
Nine Months Ended September 30, 2020
Three Months Ended March 31, 2021														Three Months Ended March 31, 2021
Beginning Balance	Beginning Balance	$	215	$	3,908	$	980	$	1,657	$	103	$	6,863	Beginning Balance	$	1,013	$	6,880	$	2,278	$	1,713	$	243	$	12,127
Charge-offs	Charge-offs	(4)		(226)		(159)		(221)		(846)		(1,456)		Charge-offs	—		—		—		(15)		(11)		(26)
Recoveries	Recoveries	31		29		130		21		140		351		Recoveries	15		—		66		3		8		92
Provision	Provision	722		1,904		973		650		1,013		5,262		Provision	25		248		67		(35)		195		500
Ending balance	Ending balance	$	964	$	5,615	$	1,924	$	2,107	$	410	$	11,020	Ending balance	$	1,053	$	7,128	$	2,411	$	1,666	$	435	$	12,693

December 31, 2020

Year ended December 31, 2021														Year ended December 31, 2021
Period end amount allocated to	Period end amount allocated to													Period end amount allocated to
Individually evaluated for impairment	Individually evaluated for impairment	$	—	$	1,436	$	226	$	263	$	—	$	1,925	Individually evaluated for impairment	$	—	$	148	$	108	$	—	$	—	$	256
Collectively evaluated for impairment	Collectively evaluated for impairment	1,013		5,444		2,048		1,450		162		10,117		Collectively evaluated for impairment	1,127		7,525		1,691		1,083		1,108		12,534
Purchase credit impaired	Purchase credit impaired	—		—		4		—		81		85		Purchase credit impaired	—		18		6		—		96		120
Ending Balance	Ending Balance	$	1,013	$	6,880	$	2,278	$	1,713	$	243	$	12,127	Ending Balance	$	1,127	$	7,691	$	1,805	$	1,083	$	1,204	$	12,910

Loans	Loans													Loans
Individually evaluated for impairment	Individually evaluated for impairment	$	6,982	$	17,430	$	2,352	$	350	$	—	$	27,114	Individually evaluated for impairment	$	62	$	6,852	$	1,770	$	75	$	—	$	8,759
Collectively evaluated for impairment	Collectively evaluated for impairment	114,017		502,961		180,658		212,984		21,522		1,032,142		Collectively evaluated for impairment	165,384		778,624		210,757		153,973		18,491		1,327,229
Purchase credit impaired	Purchase credit impaired	94		—		11		46		96		247		Purchase credit impaired	—		1,916		—		—		73		1,989
Ending Balance	Ending Balance	$	121,093	$	520,391	$	183,021	$	213,380	$	21,618	$	1,059,503	Ending Balance	$	165,446	$	787,392	$	212,527	$	154,048	$	18,564	$	1,337,977

Management continually evaluates the allowance for loan losses methodology seeking to refine and enhance this process as appropriate, and it is likely that the methodology will continue to evolve over time.

The Company determines its individual reserves during its quarterly review of substandard loans. This process involves reviewing all loans with a risk grade of 6 or greater and an outstanding balance of $250,000 or more, regardless of the loans impairment classification.

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

~~(6) Leases~~

A lease is defined as a contract, or part of a contract, that conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. On January 1, 2019, the Company adopted ASU No. 2016-02 and all subsequent ASUs that modified this topic (collectively referred to as “Topic 842”). For the Company, Topic 842 primarily affected the accounting treatment for operating lease agreements in which the Company is the lessee.

Substantially all of the leases in which the Company is the lessee are comprised of real estate for branches and office space with terms extending through 2027. All leases are classified as operating leases, and therefore, were previously not recognized on the Company’s consolidated balance sheet. With the adoption of Topic 842, operating lease arrangements are required to be recognized on the consolidated balance sheet as a right-of-use (“ROU”) asset and a corresponding lease liability.

The following table represents the consolidated balance sheet classification of the Company’s ROU assets and liabilities. The Company elected not to include short-term leases (i.e., leases with initial terms of twelve months or less), or equipment leases (deemed immaterial) on the consolidated balance sheet.
(dollars in thousands) Classification September 30, 2021 December 31, 2020
Assets
Operating lease right-of-use assets Other assets $ 773 $ 511
Liabilities
Operating lease liabilities Other liabilities 787 517

The calculated amount of the ROU assets and lease liabilities in the table above are impacted by the length of the lease term and the discount rate used to present value the minimum lease payments. The Company’s lease agreements often include one or more options to renew at the Company’s discretion. If at lease inception the Company considers the exercising of a renewal option to be reasonably certain, the Company will include the extended term in the calculation of the ROU asset and lease liability. Regarding the discount rate, Topic 842 requires the use of the rate implicit in the lease whenever this rate is readily determinable. As this rate is rarely determinable, the Company utilizes its incremental borrowing rate at lease inception, on a collateralized basis, over a similar term. For operating leases existing prior to January 1, 2020, the rate for the remaining lease term as of January 1, 2020 was used.

~~Operating lease cost was $10,000, $64,000, $108,000, and $180,000 for the three and nine months ended September 30, 2021 and 2020, respectively.~~

~~As of September 30, 2021, the weighted average remaining lease term was 1.65 years and the weighted average discount rate was 0.52%.~~

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

~~The following table represents the future maturities of the operating lease liabilities and other lease information as of September 30, 2021.~~
(dollars in thousands) Lease Liability
September 30, 2022 $ 536
September 30, 2023 215
September 30, 2024 39
Total lease payments $ 790
Less: interest (3)
Present value of lease liabilities $ 787
Supplemental lease information:
Cash paid for amounts included in the measurement of lease liabilities: September 30, 2021 September 30, 2020
Operating cash flows from operating leases (cash payments) $ 102 $ 176
Operating cash flows from operating leases (lease liability reduction) 237 167
Operating lease right-of-use assets obtained in exchange for leases entered into during the period, net of business combinations — 196

~~(7)~~(5) Borrowings

The following table presents information regarding the Company’s outstanding borrowings at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020:~~2021:


(dollars in thousands)	(dollars in thousands)	September 30, 2021		December 31, 2020		(dollars in thousands)	March 31, 2022		December 31, 2021
Federal Home Loan Bank advances	Federal Home Loan Bank advances	$	51,601	$	22,500	Federal Home Loan Bank advances	$	51,712	$	51,656
Paycheck Protection Program (PPP) Liquidity Facility		—		106,789

Other borrowings	Other borrowings	37,042		37,792		Other borrowings	24,229		36,792
		$	88,643	$	167,081		$	75,941	$	88,448

Advances from the Federal Home Loan Bank (“FHLB”) have maturities ranging from 2023 to 2029 and interest rates ranging from ~~1.07%~~1.01% to 3.51%. As collateral on the outstanding FHLB advances, the Company has provided a blanket lien on its portfolio of qualifying residential first mortgage loans, commercial loans, multifamily loans and HELOC loans. At ~~September 30, 2021,~~March 31,

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

2022, the lendable collateral of those loans pledged is ~~$136.2~~$93.2 million. At ~~September 30, 2021,~~March 31, 2022, the Company had remaining credit availability from the FHLB of ~~$385.4~~$619.3 million. The Company may be required to pledge additional qualifying collateral in order to utilize the full amount of the remaining credit line.

On May 1, 2019, the Company entered into 2 borrowing arrangements with a correspondent bank for $10.0 million each. The term note is secured by the Bank’s stock, expiring on May 1, 2024, and bears a fixed interest rate of 4.70%. The line of credit is also secured by the Bank’s stock, expiring on July 30, 2022, and bears a variable interest rate of Wall Street Journal Prime minus 0.40%.The proceeds were used for the acquisition of LBC Bancshares, Inc. and its subsidiary, Calumet Bank. As of ~~September 30,~~March 31, 2022, the term note and the line of credit were closed and had zero balances, as both were paid off with the proceeds from the Company's public offering of its common stock completed on February 10, 2022. At December 31, 2021 the outstanding ~~balance~~balances of the term note and the line of credit totaled ~~$7.5~~$7.3 million and $5.3 million, respectively.

On April 20, 2020 the Company completed a Paycheck Protection Program Liquidity Facility ("PPPLF") credit arrangement with the Federal Reserve. This line of credit was secured by PPP loans and bore a fixed interest rate of 0.35% with a maturity date equal to the maturity date of the related PPP loans, with the PPP loans maturing either ~~two~~ or five years from the origination date of the PPP loan. An advance of $140.7 million through the PPPLF was used for the funding of PPP loans. The Company's PPPLF was paid off in second quarter of 2021.

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

The Company's debentures issued in connection with trust preferred securities are recorded as subordinated debentures on the consolidated balance sheets, but, subject to certain limitations, qualify as Tier 1 capital for regulatory capital purposes. At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, $24.2 million of debentures underlying trust preferred securities were outstanding. The proceeds from the offerings were used to fund certain acquisitions, pay off holding company debt and inject capital into the bank subsidiary. The debentures underlying the trust preferred securities require quarterly interest payments.

The aggregate stated maturities of other borrowed money at ~~September 30, 2021~~March 31, 2022 are as follows:


(dollars in thousands)	(dollars in thousands)			(dollars in thousands)
Year	Year	Amount		Year	Amount

2021		$	—
2022		5,313

2023	2023	3,000		2023	3,000
2024		7,500

2025	2025	4,500		2025	4,500
2026 and After		69,229

2027 and After				2027 and After	69,229
Fair Value adjustment for FHLB borrowings acquired from SouthCrest	Fair Value adjustment for FHLB borrowings acquired from SouthCrest	(899)		Fair Value adjustment for FHLB borrowings acquired from SouthCrest	(788)
		$	88,643		$	75,941

The Company also has available federal funds lines of credit with various financial institutions totaling $53.0 million, none of which were outstanding at ~~September 30, 2021.~~March 31, 2022.

The Company has the ability to borrow funds from the Federal Reserve Bank (“FRB”) of Atlanta utilizing the discount window. The discount window is an instrument of monetary policy that allows eligible institutions to borrow money from the FRB on a short-term basis to meet temporary liquidity shortages caused by internal or external disruptions. At ~~September 30, 2021,~~March 31, 2022, the Company had borrowing capacity available under this arrangement, with no outstanding balances. The Company would be required to pledge certain available-for-sale investment securities as collateral under this agreement.

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

~~(8)~~(6) Earnings Per Share

Basic earnings per share is computed by dividing net income available to common stockholders by the weighted average number of common shares outstanding during each period. Diluted earnings per share reflects the potential dilution of restricted stock.

The following table presents earnings per share for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021.


(dollars in thousands, except per share data)	(dollars in thousands, except per share data)	Three Months Ended September 30,				Nine Months Ended September 30,				(dollars in thousands, except per share data)	Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Numerator	Numerator									Numerator
Net income available to common stockholders	Net income available to common stockholders	$	5,583	$	3,099	$	14,500	$	6,916	Net income available to common stockholders	$	5,324	$	4,919

Denominator	Denominator									Denominator
Weighted average number of common shares	Weighted average number of common shares									Weighted average number of common shares
Outstanding for basic earnings per common share	Outstanding for basic earnings per common share	12,345		9,499		10,447		9,499		Outstanding for basic earnings per common share	15,878		9,499

Weighted-average number of shares outstanding for diluted earnings per common share	Weighted-average number of shares outstanding for diluted earnings per common share	12,345		9,499		10,447		9,499		Weighted-average number of shares outstanding for diluted earnings per common share	15,878		9,499

Earnings per share - basic	Earnings per share - basic	$	0.45	$	0.33	$	1.39	$	0.73	Earnings per share - basic	$	0.34	$	0.52

Earnings per share - diluted	Earnings per share - diluted	$	0.45	$	0.33	$	1.39	$	0.73	Earnings per share - diluted	$	0.34	$	0.52

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

~~(9)~~(7) Commitments and Contingencies

Credit-Related Financial Instruments. The Company is a party to credit related financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, standby letters of credit and commercial letters of credit. Such commitments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets.

The Company’s exposure to credit loss is represented by the contractual amount of these commitments. The Company follows the same credit policies in making commitments as it does for on-balance sheet instruments. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary, upon extension of credit, is based on management’s credit evaluation of the borrower. Collateral held varies, but may include cash or cash equivalents, negotiable instruments, real estate, accounts receivable, inventory, oil, gas and mineral interests, property, plant, and equipment.

At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 the following financial instruments were outstanding whose contract amounts represent credit risk:


		Contract Amount					Contract Amount
(dollars in thousands)	(dollars in thousands)	September 30, 2021		December 31, 2020		(dollars in thousands)	March 31, 2022		December 31, 2021
Loan commitments	Loan commitments	$	85,573	$	198,029	Loan commitments	$	374,598	$	318,853
Letters of credit	Letters of credit	5,836		3,634		Letters of credit	5,040		4,869

Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments generally have fixed expiration dates or other termination clauses and may require payment of a fee. The commitments for equity lines of credit may expire without being drawn upon. Therefore, the total commitment amounts do not necessarily represent future cash requirements. The amount of collateral obtained, if it is deemed necessary by the Company, is based on management’s credit evaluation of the customer.

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Unfunded commitments under commercial lines of credit, revolving credit lines and overdraft protection agreements are commitments for possible future extensions of credit to existing customers. These lines of credit are uncollateralized and usually do not contain a specified maturity date and may not be drawn upon to the total extent to which the Company is committed.

Standby and performance letters of credit are conditional lending commitments issued by the Company to guarantee the performance of a customer to a third party. Those letters of credit are primarily issued to support public and private borrowing arrangements. Essentially all letters of credit issued have expiration dates within one year. The credit risk involved in issuing letters of credit is essentially the same as that involved in extending loan facilities to customers.

Legal Contingencies. In the ordinary course of business, there are various legal proceedings pending against the Company and the Bank. As of ~~September 30, 2021,~~March 31, 2022, the aggregate liabilities, if any, arising from such proceedings would not, in the opinion of management, have a material adverse effect on the Company’s consolidated financial position.

~~(10)~~(8) Fair Value of Financial Instruments and Fair Value Measurements

Generally accepted accounting standards in the U.S. require disclosure of fair value information about financial instruments, whether or not recognized on the face of the balance sheet, for which it is practicable to estimate that value. The assumptions used in the estimation of the fair value of the Company and the Bank’s financial instruments are detailed hereafter. Where quoted prices are not available, fair values are based on estimates using discounted cash flows and other valuation techniques. The use of discounted cash flows can be significantly affected by the assumptions used, including the discount rate and estimates of future cash flows.

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

Generally accepted accounting principles related to Fair Value Measurements define fair value, establish a framework for measuring fair value, establish a three-level valuation hierarchy for disclosure of fair value measurement and enhance disclosure requirements for fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows:

•Level 1 inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets.

•Level 2 inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument.

•Level 3 inputs to the valuation methodology are unobservable and represent the Company’s own assumptions about the assumptions that market participants would use in pricing the assets or liabilities.

The following disclosures should not be considered a surrogate of the liquidation value of the Company, but rather a good-faith estimate of the increase or decrease in value of financial instruments held by the Company since purchase, origination or issuance.

Cash and short-term investments – For cash, due from banks, bank-owned deposits and federal funds sold, the carrying amount is a reasonable estimate of fair value and is classified as Level 1.

Investment securities – Fair values for investment securities are based on quoted market prices where available and classified as Level 1. If quoted market prices are not available, estimated fair values are based on quoted market prices of comparable instruments and classified as Level 2. If a comparable is not available, the investment securities are classified as Level 3.

Other investments, at cost– The fair value of ~~Federal Home Loan Bank~~other bank stock approximates carrying value and is classified as Level 2. Fair values for investment funds are based on quoted market prices where available and classified as Level 1. If quoted market prices are not available, estimated fair values are based on quoted market prices of comparable instruments and classified as Level 2.2 If a comparable is not available, the investment securities are classified as Level 3.

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Loans held for sale – The fair value of loans held for sale is determined on outstanding commitments from third party investors in the secondary markets and is classified within Level 2 of the valuation hierarchy.

Loans – The fair value of fixed rate loans is estimated by discounting the future cash flows using the current rates at which similar loans would be made to borrowers with similar credit ratings. For variable rate loans, the carrying amount is a reasonable estimate of fair value. Most loans are classified as Level 3.

Deposit liabilities – The fair value of demand deposits, savings accounts and certain money market deposits is the amount payable on demand at the reporting date and is classified as Level 2. The fair value of deposits is estimated by discounting the future cash flows using the rates currently offered for deposits of similar remaining maturities and is classified as Level 2.

Federal Home Loan Bank advances– The fair value of Federal Home Loan Bank advances is estimated by discounting the future cash flows using the current rates at which similar advances would be obtained. Federal Home Loan Bank advances are classified as Level 2.

~~Paycheck Protection Liquidity Facility– The fair value of PPPLF is estimated by discounting the future cash flows using the current rates at which similar advances would be obtained. PPPLF are classified as Level 2.~~

Other borrowings – The fair value of other borrowings is calculated by discounting contractual cash flows using an estimated interest rate based on current rates available to the Company for debt of similar remaining maturities and collateral terms. Other borrowings is classified as Level 2 due to their expected maturities.

Disclosures of the fair value of financial assets and financial liabilities, including those financial assets and financial liabilities that are not measured and reported at fair value on a recurring basis or non-recurring basis, are required in the financial statements.

3227

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

The carrying amount, estimated fair values, and placement in the fair value hierarchy of the Company’s financial instruments as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 are as follows:


		Fair Value Measurements											Fair Value Measurements
(dollars in thousands)	(dollars in thousands)	Carrying Value		Estimated Fair Value		Level 1		Level 2		Level 3		(dollars in thousands)	Carrying Value		Estimated Fair Value		Level 1		Level 2		Level 3
September 30, 2021
March 31, 2022												March 31, 2022
Assets	Assets											Assets
Cash and short-term investments	Cash and short-term investments	$	176,997	$	176,997	$	176,997	$	—	$	—	Cash and short-term investments	$	156,417	$	156,417	$	156,417	$	—	$	—
Investment securities available for sale	Investment securities available for sale	820,625		820,625		42,382		778,243		—		Investment securities available for sale	653,292		653,292		—		653,292		—
Investment securities held to maturity												Investment securities held to maturity	307,009		288,810		—		288,810		0
Other investments, at cost	Other investments, at cost	13,977		13,977		—		13,977		—		Other investments, at cost	13,827		13,827		—		9,744		4,083
Loans held for sale	Loans held for sale	26,697		26,697		—		26,697		—		Loans held for sale	24,228		24,228		—		24,228		—
Loans, net	Loans, net	1,296,983		1,303,994		—		—		1,303,994		Loans, net	1,341,113		1,328,231		—		—		1,328,231

Liabilities	Liabilities											Liabilities
Deposits	Deposits	2,195,122		2,195,624		—		2,195,624		—		Deposits	2,350,786		2,351,458		—		2,351,458		—

Federal Home Loan Bank advances	Federal Home Loan Bank advances	51,601		50,528		—		50,528		—		Federal Home Loan Bank advances	51,712		51,656		—		51,656		—
Other borrowings	Other borrowings	37,042		36,767		—		36,767		—		Other borrowings	24,229		24,229		—		24,229		—


		Fair Value Measurements											Fair Value Measurements
(dollars in thousands)	(dollars in thousands)	Carrying Value		Estimated Fair Value		Level 1		Level 2		Level 3		(dollars in thousands)	Carrying Value		Estimated Fair Value		Level 1		Level 2		Level 3
December 31, 2020
December 31, 2021												December 31, 2021
Assets	Assets											Assets
Cash and short-term investments	Cash and short-term investments	$	183,506	$	183,506	$	183,506	$	—	$	—	Cash and short-term investments	$	197,232	$	197,232	$	197,232	$	—	$	—
Investment securities available for sale	Investment securities available for sale	380,814		380,814		245		380,569		—		Investment securities available for sale	938,164		938,164		87,551		850,613		—
Other investments, at cost	Other investments, at cost	3,296		3,296		—		3,296		—		Other investments, at cost	14,012		14,012		5,574		4,183		4,255
Loans held for sale	Loans held for sale	52,386		52,386		—		52,386		—		Loans held for sale	38,150		38,150		—		38,150		—
Loans, net	Loans, net	1,047,376		1,063,785		—		—		1,063,785		Loans, net	1,325,067		1,328,853		—		—		1,328,853

Liabilities	Liabilities											Liabilities
Deposits	Deposits	1,445,027		1,445,984		—		1,445,984		—		Deposits	2,374,608		2,375,385		—		2,375,385		—
Paycheck Protection Program Liquidity Facility		106,789		106,789		—		106,789		0

Federal Home Loan Bank advances	Federal Home Loan Bank advances	22,500		20,817		—		20,817		—		Federal Home Loan Bank advances	51,656		51,162		—		51,162		—
Other borrowings	Other borrowings	37,792		37,792		—		37,792		—		Other borrowings	36,792		36,796		—		36,796		—

Fair value estimates are made at a specific 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 the Company’s entire holdings of a particular financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on many judgments. 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-balance sheet 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. Significant assets and liabilities that are not considered financial instruments include deferred income taxes and premises and equipment. In addition, the tax ramifications related to the realization of the unrealized gains and losses can have a significant effect on fair value estimates and have not been considered in the estimates.

3328

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Following is a description of the valuation methodologies used for instruments measured at fair value on a recurring and nonrecurring basis, as well as the general classification of such instruments pursuant to the valuation hierarchy:

Securities – Where quoted prices are available in an active market, securities are classified within level 1 of the valuation hierarchy. Level 1 inputs include securities that have quoted prices in active markets for identical assets. If quoted market prices are not available, then fair values are estimated by using pricing models, quoted prices of securities with similar characteristics, or discounted cash flow. Examples of such instruments, which would generally be classified within level 2 of the valuation hierarchy, include certain collateralized mortgage and debt obligations and certain high-yield debt securities. In certain cases where there is limited activity or less transparency around inputs to the valuation, securities are classified within level 3 of the valuation hierarchy. When measuring fair value, the valuation techniques available under the market approach, income approach and/or cost approach are used. The Company’s evaluations are based on market data and the Company employs combinations of these approaches for its valuation methods depending on the asset class.

Impaired Loans – Impaired loans are those loans which the Company has measured impairment generally based on the fair value of the loan’s collateral. Fair value is generally determined based upon independent third-party appraisals of the properties, or discounted cash flows based upon the expected proceeds. These assets are included as Level 3 fair values, based upon the lowest level of input that is significant to the fair value measurements.

Other Real Estate Owned – Other real estate owned assets are adjusted to fair value less estimated selling costs upon transfer of the loans to other real estate owned. Typically, an external, third-party appraisal is performed on the collateral upon transfer into the other real estate owned account to determine the asset’s fair value. Subsequent adjustments to the collateral’s value may be based upon either updated third-party appraisals or management’s knowledge of the collateral and the current real estate market conditions. Appraised amounts used in determining the asset’s fair value, whether internally or externally prepared, are discounted 10% to account for selling and marketing costs. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the comparable sales and income data available. Such adjustments are typically significant and result in a level 3 classification of the inputs for determining fair value. Because of the high degree of judgment required in estimating the fair value of other real estate owned assets and because of the relationship between fair value and general economic conditions, we consider the fair value of other real estate owned assets to be highly sensitive to changes in market conditions.

Assets Measured at Fair Value on a Recurring and Nonrecurring Basis – The following table presents the recorded amount of the Company’s assets measured at fair value on a recurring and nonrecurring basis as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, aggregated by the level in the fair value hierarchy within which those measurements fall. The table below includes only impaired loans with a specific reserve and only other real estate properties with a valuation allowance at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. Those impaired loans and other real estate properties are shown net of the related specific reserves and valuation allowances.


				Fair Value Measurements at Reporting Date Using									Fair Value Measurements at Reporting Date Using
(dollars in thousands)	(dollars in thousands)	Total Fair Value		(Level 1)		(Level 2)		(Level 3)		(dollars in thousands)	Total Fair Value		(Level 1)		(Level 2)		(Level 3)
September 30, 2021
March 31, 2022										March 31, 2022
Nonrecurring	Nonrecurring									Nonrecurring
Collateral dependent impaired loans	Collateral dependent impaired loans	$	4,590	$	—	$	—	$	4,590	Collateral dependent impaired loans	$	426	$	—	$	—	$	426
Other real estate owned	Other real estate owned	807		—		—		807		Other real estate owned	246		—		—		246
Total nonrecurring assets	Total nonrecurring assets	$	5,397	$	—	$	—	$	5,397	Total nonrecurring assets	$	672	$	—	$	—	$	672


				Fair Value Measurements at Reporting Date Using									Fair Value Measurements at Reporting Date Using
(dollars in thousands)	(dollars in thousands)	Total Fair Value		(Level 1)		(Level 2)		(Level 3)		(dollars in thousands)	Total Fair Value		(Level 1)		(Level 2)		(Level 3)
December 31, 2020
December 31, 2021										December 31, 2021
Nonrecurring	Nonrecurring									Nonrecurring
Collateral dependent impaired loans	Collateral dependent impaired loans	$	5,939	$	—	$	—	$	5,939	Collateral dependent impaired loans	$	1,837	$	—	$	—	$	1,837
Other real estate owned	Other real estate owned	1,006		—		—		1,006		Other real estate owned	281		—		—		281
Total nonrecurring assets	Total nonrecurring assets	$	6,945	$	—	$	—	$	6,945	Total nonrecurring assets	$	2,118	$	—	$	—	$	2,118

3429

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

Fair Value Measurements Using Significant Unobservable Inputs (Level 3)

The following table presents quantitative information about the significant unobservable inputs used in the fair value measurements for assets in level 3 of the fair value hierarchy measured on a nonrecurring basis at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. This table is comprised primarily of collateral dependent impaired loans and other real estate owned:


(dollars in thousands)	(dollars in thousands)	September 30, 2021		Valuation Techniques	Unobservable Inputs	Range Weighted Avg				(dollars in thousands)	March 31, 2022		Valuation Techniques	Unobservable Inputs	Range Weighted Avg
Collateral dependent impaired loans	Collateral dependent impaired loans	$	4,590	Appraised Value	Discounts to reflect current market conditions, ultimate collectability, and estimated costs to sell	25	%	100	%	Collateral dependent impaired loans	$	426	Appraised Value	Discounts to reflect current market conditions, ultimate collectability, and estimated costs to sell	25	%	100	%
Other real estate owned	Other real estate owned	807		Appraised Value/Comparable Sales	Discounts to reflect current market conditions and estimated costs to sell	—	%	20	%	Other real estate owned	246		Appraised Value/Comparable Sales	Discounts to reflect current market conditions and estimated costs to sell	—	%	20	%


(dollars in thousands)	(dollars in thousands)	December 31, 2020		Valuation Techniques	Unobservable Inputs	Range Weighted Avg				(dollars in thousands)	December 31, 2021		Valuation Techniques	Unobservable Inputs	Range Weighted Avg
Collateral dependent impaired loans	Collateral dependent impaired loans	$	5,939	Appraised Value	Discounts to reflect current market conditions, ultimate collectability, and estimated costs to sell	25	%	100	%	Collateral dependent impaired loans	$	1,837	Appraised Value	Discounts to reflect current market conditions, ultimate collectability, and estimated costs to sell	25	%	100	%
Other real estate owned	Other real estate owned	1,006		Appraised Value/Comparable Sales	Discounts to reflect current market conditions and estimated costs to sell	—	%	20	%	Other real estate owned	281		Appraised Value/Comparable Sales	Discounts to reflect current market conditions and estimated costs to sell	—	%	20	%

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

The following table presents quantitative information about recurring level 3 fair value measurements as of March 31, 2022 and December 31, 2021.

As of March 31, 2022

(dollars in thousands)

Fair Value

Valuation
Techniques

Unobservable
Inputs

Range
(Weighted Avg)

Other investments

4,083

Discounted Cash Flow

Discount Rate or Yield

N/A*

As of December 31, 2021

(dollars in thousands)

Fair Value

Valuation
Techniques

Unobservable
Inputs

Range
(Weighted Avg)

Other investments

4,255

Discounted Cash Flow

Discount Rate or Yield

N/A*

* The Company relies on a third-party pricing service to value its securities. The details of the unobservable inputs and other adjustments used by the third-party pricing service were not readily available to the Company.

The table below presents a reconciliation and statement of income classification of gains and losses for all assets measured at fair value on a recurring basis using significant unobservable inputs (level 3) for the ~~nine~~three months ended ~~September 30, 2020.~~March 31, 2022.


	Available for Sale Securities
(dollars in thousands)	~~September 30, 2020~~March 31, 2022
Balance, Beginning	$	~~2,022~~4,255
~~Transfers out of Level 3~~Unrealized/realized losses included in earnings	—
~~Sales~~	—
~~Paydowns~~	—
~~Realized Loss on Sale of Security~~	—
~~Unrealized gains (losses) included in Other Comprehensive Income~~	~~(20)~~(172)
Balance, Ending	$	~~2,002~~4,083

The Company’s policy is to recognize transfers in and transfers out of levels 1, 2 and 3 as of the end of a reporting period. There were no transfers of securities between levels for the ~~nine~~three months ended ~~September 30, 2020.~~March 31, 2022 and March 31, 2021.

3531

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

~~(11)~~(9) Segment Information

The Company’s operating segments include banking, mortgage banking and small business specialty lending division. The reportable segments are determined by the products and services offered, and internal reporting. The Bank segment derives its revenues from the delivery of full-service financial services, including retail and commercial banking services and deposit accounts. The Mortgage Banking segment derives its revenues from the origination and sales of residential mortgage loans held for sale. The Small Business Specialty Lending Division segment derives its revenue from the origination, sales and servicing of Small Business Administration loans and other government guaranteed loans. Segment performance is evaluated using net interest income and noninterest income. Income taxes are allocated based on income before income taxes, and indirect expenses (includes management fees) are allocated based on various internal factors for each segment. Transactions among segments are made at fair value. Information reported internally for performance assessment follows. The following tables present information reported internally for performance assessment for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 and ~~2020:~~2021:


(dollars in thousands)	(dollars in thousands)	Bank		Mortgage Banking		Small Business Specialty Lending Division		Totals		(dollars in thousands)	Bank		Mortgage Banking		Small Business Specialty Lending Division		Totals
Three months ended September 30, 2021
Three months ended March 31, 2022										Three months ended March 31, 2022
Net Interest Income	Net Interest Income	$	17,181	$	138	$	549	$	17,868	Net Interest Income	$	18,824	$	71	$	293	$	19,188
Provision for Loan Losses	Provision for Loan Losses	150		—		—		150		Provision for Loan Losses	$	50	$	—	$	—	$	50
Noninterest Income	Noninterest Income	4,340		3,104		1,994		9,438		Noninterest Income	$	4,300	$	2,912	$	1,940	$	9,152
Noninterest Expenses	Noninterest Expenses	16,941		2,765		1,505		21,211		Noninterest Expenses	$	17,701	$	2,711	$	1,393	$	21,805
Income Taxes	Income Taxes	434		(290)		218		362		Income Taxes	$	900	$	101	$	160	$	1,161
Segment Profit	Segment Profit	$	3,996	$	767	$	820	$	5,583	Segment Profit	$	4,473	$	171	$	680	$	5,324

Segments Assets at September 30, 2021		$	2,468,106	$	21,184	$	23,291	$	2,512,581
Segments Assets at March 31, 2022										Segments Assets at March 31, 2022	$	2,627,450	$	19,417	$	39,921	$	2,686,788

Full time employees at September 30, 2021		417		53		24		494
Full time employees at March 31, 2022										Full time employees at March 31, 2022	404		62		28		494


(dollars in thousands)	(dollars in thousands)	Bank		Mortgage Banking		Small Business Specialty Lending Division		Totals		(dollars in thousands)	Bank		Mortgage Banking		Small Business Specialty Lending Division		Totals
Three months ended September 30, 2020
Three months ended March 31, 2021										Three months ended March 31, 2021
Net Interest Income	Net Interest Income	$	13,631	$	188	$	29	$	13,848	Net Interest Income	$	13,985	$	168	$	130	$	14,283
Provision for Loan Losses	Provision for Loan Losses	1,106		—		—		1,106		Provision for Loan Losses	500		—		—		500
Noninterest Income	Noninterest Income	4,139		2,612		803		7,554		Noninterest Income	3,005		3,986		1,585		8,576
Noninterest Expenses	Noninterest Expenses	12,415		2,410		1,488		16,313		Noninterest Expenses	11,960		2,793		1,029		15,782
Income Taxes	Income Taxes	940		82		(138)		884		Income Taxes	1,160		354		144		1,658
Segment Profit (Loss)		$	3,309	$	308	$	(1,350)	$	3,099
Segment Profit										Segment Profit	$	3,370	$	1,007	$	542	$	4,919

Segments Assets at December 31, 2020		$	1,709,696	$	50,266	$	4,012	$	1,763,974
Segments Assets at March 31, 2021										Segments Assets at March 31, 2021	$	2,620,501	$	25,149	$	46,065	$	2,691,715

Full time employees at September 30, 2020		312		41		15		368
Full time employees at March 31, 2021										Full time employees at March 31, 2021	291		51		23		365

~~COLONY BANKCORP, INC. AND SUBSIDIARIES~~

~~Notes to Consolidated Financial Statements (Unaudited)~~

(dollars in thousands) Bank Mortgage
Banking Small
Business
Specialty
Lending
Division Totals
Nine months ended September 30, 2021
Net Interest Income $ 45,977 $ 429 $ 761 $ 47,167
Provision for Loan Losses 650 — — 650
Noninterest Income 10,409 10,087 4,979 25,475
Noninterest Expenses 41,922 8,445 3,746 54,113
Income Taxes 2,836 124 419 3,379
Segment Profit $ 10,978 $ 1,947 $ 1,575 $ 14,500

(dollars in thousands) Bank Mortgage
Banking Small
Business
Specialty
Lending
Division Totals
Nine months ended September 30, 2020
Net Interest Income $ 39,727 $ 305 $ 62 $ 40,094
Provision for Loan Losses 5,262 — — 5,262
Noninterest Income 9,960 5,686 1,183 16,829
Noninterest Expenses 34,112 5,302 3,524 42,938
Income Taxes 2,149 137 (479) 1,807
Segment Profit (Loss) $ 8,164 $ 552 $ (1,800) $ 6,916

3732

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

~~(12)~~(10) Regulatory Capital Matters

The amount of dividends payable to the parent company from the subsidiary bank is limited by various banking regulatory agencies. Upon approval by regulatory authorities, the Bank may pay cash dividends to the parent company in excess of regulatory limitations.

The Company is subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and, possibly, additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the Company’s consolidated financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company must meet specific capital guidelines that involve quantitative measures of the Company’s assets, liabilities and certain off-balance sheet items as calculated under regulatory accounting practices. The Company’s capital amounts and classifications are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.

Quantitative measures established by regulation to ensure capital adequacy require the Company to maintain minimum amounts and ratios of total and Tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets. As of ~~September 30, 2021,~~March 31, 2022, the interim final Basel III rules (“Basel III”) require the Company to also maintain minimum amounts and ratios of common equity Tier 1 capital to risk-weighted assets. These amounts and ratios as defined in regulations are presented hereafter. Management believes, as of ~~September 30, 2021,~~March 31, 2022, the Company meets all capital adequacy requirements to which it is subject under the regulatory framework for prompt corrective action. In the opinion of management, there are no events or conditions since prior notification of capital adequacy from the regulators that have changed the institution’s category.

The Basel III rules also require the implementation of a new capital conservation buffer comprised of common equity Tier 1 capital. The capital conservation buffer was phased in beginning January 1, 2016 at 0.625% of risk-weighted assets and increase each subsequent year by 0.625% until reaching its final level of 2.5% on January 1, 2019.

The Bank participated in the PPP and the PPPLF to fund PPP Loans. In accordance with regulatory guidance, PPP loans pledged as collateral for PPPLF, and PPPLF advances, are excluded from leverage capital ratios. PPP loans will also carry a 0% risk-weight for risk-based capital rules. All PPPLF advances were repaid in full during the second quarter of 2021.

~~The~~ Board of Governors of the Federal Reserve raised the threshold for determining applicable of the Small Bank Holding Company and Savings and Loan Company Policy Statement in August 2018 from $1 billion to $3 billion in consolidated total assets to provide regulatory burden relief, therefore, the Company is no longer subject to the minimum capital requirements on a consolidated basis.

The following table summarizes regulatory capital information as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 on a consolidated basis and for the subsidiary, as defined. Regulatory capital ratios for ~~September 30, 2021~~March 31, 2022 and December 31, 2021

3833

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

~~2020~~ were calculated in accordance with the Basel III rules.


(dollars in thousands)	(dollars in thousands)	Actual				For Capital Adequacy Purposes				To Be Well Capitalized Under Prompt Corrective Action Provisions				(dollars in thousands)	Actual				For Capital Adequacy Purposes				To Be Well Capitalized Under Prompt Corrective Action Provisions
		Amount		Ratio		Amount		Ratio		Amount		Ratio			Amount		Ratio		Amount		Ratio		Amount		Ratio
As of September 30, 2021
As of March 31, 2022														As of March 31, 2022
Total Capital to Risk-Weighted Assets	Total Capital to Risk-Weighted Assets													Total Capital to Risk-Weighted Assets
Consolidated	Consolidated	$	201,537	12.80	%	$	125,961	8.00	%	N/A		N/A		Consolidated	$	265,390	15.40	%	$	137,865	8.00	%	N/A		N/A
Colony Bank	Colony Bank	199,675		12.68		125,938		8.00		$	157,423	10.00	%	Colony Bank	227,722		13.23		137,695		8.00		$	172,119	10.00	%

Tier 1 Capital to Risk-Weighted Assets	Tier 1 Capital to Risk-Weighted Assets													Tier 1 Capital to Risk-Weighted Assets
Consolidated	Consolidated	188,660		11.98		94,487		6.00		N/A		N/A		Consolidated	252,471		14.65		103,401		6.00		N/A		N/A
Colony Bank	Colony Bank	186,798		11.87		94,454		6.00		125,938		8.00		Colony Bank	214,803		12.48		103,272		6.00		137,695		8.00

Common Equity Tier 1 Capital to Risk-Weighted Assets	Common Equity Tier 1 Capital to Risk-Weighted Assets													Common Equity Tier 1 Capital to Risk-Weighted Assets
Consolidated	Consolidated	165,160		10.49		70,850		4.50		N/A		N/A		Consolidated	228,971		13.29		77,530		4.50		N/A		N/A
Colony Bank	Colony Bank	186,798		11.87		70,840		4.50		102,325		6.50		Colony Bank	214,803		12.48		77,454		4.50		111,877		6.50

Tier 1 Capital to Average Assets	Tier 1 Capital to Average Assets													Tier 1 Capital to Average Assets
Consolidated	Consolidated	188,660		8.37		90,117		4.00		N/A		N/A		Consolidated	252,471		9.47		106,640		4.00		N/A		N/A
Colony Bank	Colony Bank	186,798		8.55		87,422		4.00		109,277		5.00		Colony Bank	214,803		8.16		105,245		4.00		131,557		5.00


(dollars in thousands)	(dollars in thousands)	Actual				For Capital Adequacy Purposes				To Be Well Capitalized Under Prompt Corrective Action Provisions				(dollars in thousands)	Actual				For Capital Adequacy Purposes				To Be Well Capitalized Under Prompt Corrective Action Provisions
		Amount		Ratio		Amount		Ratio		Amount		Ratio			Amount		Ratio		Amount		Ratio		Amount		Ratio
As of December 31, 2020
As of December 31, 2021														As of December 31, 2021
Total Capital to Risk-Weighted Assets	Total Capital to Risk-Weighted Assets													Total Capital to Risk-Weighted Assets
Consolidated	Consolidated	$	155,447	13.78	%	$	90,245	8.00	%	N/A		N/A		Consolidated	$	207,366	12.05	%	$	137,670	8.00	%	N/A		N/A
Colony Bank	Colony Bank	164,050		14.55		90,199		8.00		$	112,749	10.00	%	Colony Bank	203,265		12.18		133,507		8.00		$	166,884	10.00	%

Tier 1 Capital to Risk-Weighted Assets	Tier 1 Capital to Risk-Weighted Assets													Tier 1 Capital to Risk-Weighted Assets
Consolidated	Consolidated	143,320		12.71		67,657		6.00		N/A		N/A		Consolidated	194,456		11.28		103,434		6.00		N/A		N/A
Colony Bank	Colony Bank	151,923		13.48		67,622		6.00		90,162		8.00		Colony Bank	190,355		11.41		100,099		6.00		133,465		8.00

Common Equity Tier 1 Capital to Risk-Weighted Assets	Common Equity Tier 1 Capital to Risk-Weighted Assets													Common Equity Tier 1 Capital to Risk-Weighted Assets
Consolidated	Consolidated	119,820		10.62		50,771		4.50		N/A		N/A		Consolidated	170,956		9.87		77,943		4.50		N/A		N/A
Colony Bank	Colony Bank	151,923		13.48		50,716		4.50		73,257		6.50		Colony Bank	190,355		11.41		75,074		4.50		108,441		6.50

Tier 1 Capital to Average Assets	Tier 1 Capital to Average Assets													Tier 1 Capital to Average Assets
Consolidated	Consolidated	143,320		8.49		67,524		4.00		N/A		N/A		Consolidated	194,456		7.25		107,286		4.00		N/A		N/A
Colony Bank	Colony Bank	151,923		9.12		66,633		4.00		83,291		5.00		Colony Bank	190,355		7.53		101,118		4.00		126,398		5.00

3934

COLONY BANKCORP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial Statements (Unaudited)

~~(13)~~(11) Subsequent Events

Dividend

On ~~October~~April 21, ~~2021,~~2022, the Board of Directors declared a quarterly cash dividend of ~~$0.1025~~$0.1075 per share, to be paid on its common stock on ~~November 17, 2021,~~May 20, 2022, to shareholders of record as of the close of business on ~~November 3, 2021.~~May 6, 2022.

4035

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The purpose of this discussion and analysis is to focus on significant changes in the financial condition of Colony Bankcorp, Inc. and our wholly owned subsidiary, Colony Bank, from December 31, ~~2020~~2021 through ~~September 30, 2021~~March 31, 2022 and on our results of operations for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021. This discussion and analysis should be read in conjunction with our audited consolidated financial statements and notes thereto in the Company's ~~2020~~2021 Form 10-K, and information presented elsewhere in this Quarterly Report on Form 10-Q, particularly the unaudited consolidated financial statements and related notes appearing in Item 1.

Forward-looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”) and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-looking statements reflect our current views with respect to, among other things, future events and our financial performance. These statements are often, but not always, made through the use of words or phrases such as “may,” “might,” “should,” “could,” “predict,” “potential,” “believe,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” “strive,” “projection,” “goal,” “target,” “outlook,” “aim,” “would,” “annualized” and “outlook,” or the negative version of those words or other comparable words or phrases of a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations, estimates and projections about our industry, management’s beliefs and certain assumptions made by management, many of which, by their nature, are inherently uncertain and beyond our control, particularly with regard to developments related to the COVID-19 (and the variants thereof) pandemic. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions, estimates and uncertainties that are difficult to predict. Although we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may prove to be materially different from the results expressed or implied by the forward-looking statements.

A number of important factors could cause our actual results to differ materially from those indicated in these forward-looking statements, including those factors discussed elsewhere in this ~~quarterly report~~Annual Report and the following:

•business and economic conditions, particularly those affecting the financial services industry and our primary market areas;

•the ~~economic~~ impact of the continuing COVID-19 pandemic ~~and related variants~~ on our ~~business,~~business;

•the risk that a future economic downturn and contraction could have a material adverse effect on our capital, financial condition, credit quality, results of operations and future growth, including the risk that the strength of the current economic recovery could be weakened by the continued impact of ~~the actions taken~~COVID-19 and by governmental authorities to try and contain the virus (including variants) or address the impact of the virus on the United States economy (including, without limitations, the CARES Act), and the resulting effect of all of such items on our operations, liquidity and capital position, and on the financial condition of our borrowers and other customers;current supply chain challenges;

•adverse results from current or future litigation, regulatory examinations or other legal and/or regulatory actions related to the COVID-19 pandemic, ~~and related variants,~~ including as a result of our participation in and execution of government programs related to the COVID-19 pandemic, ~~and related variants,~~ including, but not limited to, the ~~PPP;~~Paycheck Protection Program ("PPP");

•factors that can impact the performance of our loan portfolio, including real estate values and liquidity in our primary market areas, the financial health of our borrowers and the success of various projects that we finance;

•concentration of our loan portfolio in real estate loans and changes in the prices, values and sales volumes of commercial and residential real estate;

•credit and lending risks associated with our construction and development, commercial real estate, commercial and industrial and residential real estate loan portfolios;

•our ability to attract sufficient loans that meet prudent credit standards, including in our construction and development, commercial and industrial and owner-occupied commercial real estate loan categories;

•our ability to attract and maintain business banking relationships with well-qualified businesses, real estate developers and investors with proven track records in our market areas;

•changes in interest rate environment, including changes to the federal funds rate, and competition in our markets may result in increased funding costs or reduced earning assets yields, thus reducing our margins and net interest income;

•our ability to successfully manage our credit risk and the sufficiency of our allowance for loan ~~losses (“ALL”);~~losses;

•the adequacy of our reserves (including ~~ALL)~~allowance for loan losses) and the appropriateness of our methodology for calculating such reserves;

•our ability to successfully execute our business strategy to achieve profitable growth;

•the concentration of our business within our geographic areas of operation in Georgia and neighboring markets;

•our focus on small and mid-sized businesses;

•our ability to manage our growth;

•risks that our expected revenue synergies and cost savings from our recent acquisition of SouthCrest Financial Group, Inc. (“SouthCrest”) are not fully realized or may take longer than anticipated to be realized;

•~~failure to successfully integrate SouthCrest’s business with our business;~~

•~~the risk of lower than expected revenue following the acquisition of SouthCrest;~~

•~~our ability to manage the combined company’s growth with the acquisition of SouthCrest;~~

•~~the dilution caused by the Company’s issuance of additional shares of its common stock in connection with the acquisition of SouthCrest;~~

•our ability to increase our operating efficiency;

•liquidity issues, including fluctuations in the fair value and liquidity of the securities we hold for sale and our ability to raise additional capital, if necessary;

•failure to maintain adequate liquidity and regulatory capital and comply with evolving federal and state banking regulations;

•risks that our cost of funding could increase, in the event we are unable to continue to attract stable, low-cost deposits and reduce our cost of deposits;

•inability of our risk management framework to effectively mitigate credit risk, interest rate risk, liquidity risk, price risk, compliance risk, operational risk, strategic risk and reputational risk;

•inflation, interest rate, securities market and monetary fluctuations and the respective impact on our financial condition and results of operation;

•the makeup of our asset mix and investments;

•external economic, political and/or market factors, such as changes in monetary and fiscal policies and laws, including the interest rate policies of the Federal Reserve, inflation or deflation, changes in the demand for loans, and fluctuations in consumer spending, borrowing and savings habits, which may have an adverse impact on our financial condition;

•the risks relating to the recently completed acquisition including, without limitation: unexpected transaction costs, including the costs of integrating operations; the risks that the businesses will not be integrated successfully or that such integration may be more difficult, time-consuming or costly than expected; the potential failure to fully or timely realize expected revenues and revenue synergies, including as the result of revenues being lower than expected;

•uncertainty related to the transition away from the London Inter-bank Offered Rate (“LIBOR”);

•continued or increasing competition from other financial institutions (including fintech companies), credit unions, and non-bank financial services companies, many of which are subject to different regulations than we are;

•challenges arising from unsuccessful attempts to expand into new geographic markets, products, or services;

•restraints on the ability of the Bank to pay dividends to us, which could limit our liquidity;

•increased capital requirements imposed by banking regulators, which may require us to raise capital at a time when capital is not available on favorable terms or at all;

•a failure in the internal controls we have implemented to address the risks inherent to the business of banking;

•inaccuracies in our assumptions about future events, which could result in material differences between our financial projections and actual financial performance;

•changes in our management personnel or our inability to retain motivate and hire qualified management personnel;

•the dependence of our operating model on our ability to attract and retain experienced and talented bankers in each of our ~~markets;~~markets, which may be impacted as a result of labor shortages;

•our ability to identify and address cyber-security risks, fraud and systems errors;

•disruptions, security breaches, or other adverse events, failures or interruptions in, or attacks on, our information technology systems;

•disruptions, security breaches, or other adverse events affecting the third-party vendors who perform several of our critical processing functions;

•an inability to keep pace with the rate of technological advances due to a lack of resources to invest in new technologies;

•fraudulent and negligent acts by our clients, employees or vendors and our ability to identify and address such acts;

•risks related to potential acquisitions;

•the impact of any claims or legal actions to which we may be subject, including any effect on our reputation;

•compliance with governmental and regulatory requirements, including the Dodd-Frank Act and others relating to banking, consumer protection, securities and tax matters, and our ability to maintain licenses required in connection with commercial mortgage origination, sale and servicing operations;

•changes in the scope and cost of FDIC insurance and other coverage;

•changes in our accounting standards;

•changes in tariffs and trade barriers;

•changes in federal tax law or policy;

•the effects of war or other conflicts (including the military conflict between Russia and Ukraine), acts of terrorism, natural disasters, health emergencies, epidemics or pandemics, or other catastrophic events that may affect general economic conditions; and

•other risks and factors identified in our ~~2020~~2021 Form 10-K, and this Quarterly Report on Form 10-Q for the period ended ~~September 30, 2021,~~March 31, 2022, and in any of the Company's other reports filed with the U.S. Securities and Exchange Commission and available on its website at www.sec.gov.

The foregoing factors should not be construed as exhaustive and should be read together with the other cautionary statements included in this Quarterly Report on Form 10-Q. Because of these risks and other uncertainties, our actual future results, performance or achievement, or industry results, may be materially different from the results indicated by the forward looking statements in this Quarterly Report on Form 10-Q. In addition, our past results of operations are not necessarily indicative of our future results. You should not rely on any forward looking statements, which represent our beliefs, assumptions and estimates only as of the dates on which they were made, as predictions of future events. Any forward-looking statement speaks only as of the date on which it is made, and we do not undertake any obligation to update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

~~COVID-19 Pandemic~~

During March 2020, the World Health Organization declared the novel strain of coronavirus (COVID-19) a global pandemic in response to the rapidly growing outbreak of the virus. COVID-19 has significantly impacted local, national and global economies due to stay-at-home orders and social distancing guidelines, and has caused economic and social disruption on an unprecedented scale. While some industries have been impacted more severely than others, all businesses have been impacted to some degree. This disruption has resulted in the shuttering of businesses across the country, significant job loss, and aggressive measures by the federal government.

Congress, the President, and the Federal Reserve have taken several actions designed to cushion the economic fallout. Most notably, the Coronavirus Aid, Relief and Economic Security (“CARES”) Act was signed into law on March 27, 2020 as a $2 trillion legislative package. The goal of the CARES Act was to prevent a severe economic downturn through various measures, including direct financial aid to American families and economic stimulus to significantly impacted industry

sectors. The legislative package also includes extensive emergency funding for hospitals and providers. In addition to the general impact of COVID-19, certain provisions of the CARES Act as well as other recent legislative and regulatory relief efforts have had and continue to have a material impact on our operations.

On December 27, 2020, the Economic Aid to Hard-Hit Businesses, Nonprofits, and Venues Act (the “Economic Aid Act”) was signed into law, and authorized the SBA to reopen the PPP for first draw loans, as well as guarantee second draw PPP loans of up to $2 million for certain eligible borrowers that previously received a PPP loan. These loans carry a fixed rate of 1.00% and a term of five years, if not forgiven, in whole or in part. The loans are guaranteed by the SBA. The SBA pays the originating bank a processing fee based on the size of the loan.

On March 11, 2021, the American Rescue Plan Act of 2021 was enacted which primarily expanded and clarified eligibility for first and second draw PPP loans and revised the exclusions from payroll costs for purposes of loan forgiveness.

In response to the COVID-19 pandemic, the Company has prioritized the health and safety of its teammates and customers, and has taken protective measures such as implementing remote work arrangements to the full extent possible and by adjusting banking center hours and operational measures to promote social distancing, and it will continue to do so throughout the duration of the pandemic. At the same time, the Company is closely monitoring the effects of the COVID-19 pandemic on our loan and deposit customers, and is assessing the risks in our loan portfolio and working with our customers to reduce the pandemic’s impact on them while minimizing losses for the Company. In addition, the Company remains focused on improving shareholder value, managing credit exposure, challenging expenses, enhancing the customer experience and supporting the communities it serves.

We implemented loan programs to allow customers who are experiencing hardships from the COVID-19 pandemic to defer loan principal and interest payments for up to 90 days. The Small Business Administration ("SBA") has also guaranteed the principal and interest payments of all our SBA loan customers for six months.

In addition, we have been participating in the SBA Paycheck Protection Program (“PPP”) under CARES Act to help provide loans to our business customers in need. As of September 30, 2021, the Company has closed with the SBA $46.9 million of PPP loans related to the Economic Aid Act. During the quarter ended September 30, 2021, $40.0 million in PPP loans related to CARES Act were forgiven. In accordance with U.S. generally accepted accounting principles ("GAAP"), recognition of these fees was deferred and recognized over the life of the loans, with all fees to be recognized when the loan is repaid in full, including as a result of forgiveness.

Despite recent improvements in certain economic indicators and while the overall outlook has improved based on the availability of the vaccine to all adults and older children, the emergence and spread of variants remains as a risk to containing and ending the pandemic, as well as to full economic recovery in our footprint. Even with improvements in certain economic indicators, the duration and extent of the downturn and speed of the related recovery on our business, customers and the economy as a whole remains uncertain.

~~SouthCrest Acquisition~~

On August 1, 2021, the Company completed its previously announced acquisition (the “Merger”) of SouthCrest Financial Group, Inc. (“SouthCrest”), a Georgia corporation and the parent holding company of SouthCrest Bank, N.A.

The Merger was completed pursuant to the Agreement and Plan of Merger (the “Merger Agreement”), dated April 22, 2021, by and between the Company and SouthCrest. In accordance with the terms of the Merger Agreement, at the effective time, SouthCrest was merged with and into the Company, with the Company surviving the Merger. Immediately following the holding company Merger, SouthCrest Bank, N.A. was merged with and into Colony Bank, with Colony Bank as the surviving bank.

Pursuant to the terms of the Merger Agreement, each issued and outstanding share of SouthCrest common stock was converted into the right to receive either $10.45 in cash or 0.07318 shares of Colony common stock. In aggregate, Colony issued approximately 4.0 million shares of its common stock and paid approximately $21.6 million cash in the Merger.

Overview

The following discussion and analysis presents the more significant factors affecting the Company’s financial condition as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, and results of operations for each of the three ~~and nine~~ month periods ended March 31, 2022

4438

~~September 30, 2021~~ and ~~2020.~~2021. This discussion and analysis should be read in conjunction with the Company’s consolidated financial statements, notes thereto and other financial information appearing elsewhere in this report.

At ~~September 30, 2021,~~March 31, 2022, the Company had total consolidated assets of ~~$2.5~~$2.7 billion, total loans of $1.3 billion, total deposits of ~~$2.2~~$2.4 billion, and stockholders’ equity of ~~$217.1~~$250.3 million. The Company reported net income of ~~$14.5~~$5.3 million, or ~~$1.39~~$0.34 per diluted share, for the first ~~nine~~three months of ~~2021,~~2022, compared to net income of ~~$6.9~~$4.9 million, or ~~$0.73~~$0.52 per diluted share, for the ~~nine~~first three months of 2020. The Company reported net income of $5.6 million, or $0.45 per diluted share, for the third quarter of 2021, compared to net income of $3.1 million, or $0.33 per diluted share, for the third quarter of 2020.2021. The increase in net income for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 was primarily driven by the increase in volume of taxable and tax-exempt investment securities and loans, acquisition of SouthCrest Financial Group, Inc. ("SouthCrest"), a decrease in provision for loan loss and ~~interest expense and~~ an increase in ~~mortgage fee income,~~ interchange fees and gain on sale of SBA loans.

Net interest income on a tax equivalent basis increased to ~~$47.4~~$19.3 million for the first ~~nine~~three months of 2022, compared to $14.4 million for the first three months of 2021, ~~compared to $40.3 million for the nine months of 2020,~~ primarily due to ~~a decrease~~an increase in ~~interest expense on deposits.~~investment securities and loan volume. The net interest margin ~~increased~~decreased to ~~3.49%~~3.13% for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 from ~~3.46%~~3.50% for the same period in ~~2020.~~2021. The reason for the ~~increase~~decrease in net interest margin is primarily due to ~~an increase~~a decrease in yield on loans ~~and a~~offset by slight decrease in deposit and borrowing rates, which was offset by a decrease in yield on investments.Net interest income on a tax equivalent basis increased to $18.0 million for the third quarter of 2021, compared to $13.9 million for the third quarter of 2020, primarily due to a decrease in interest expense on deposits. The net interest margin increased to 3.48% for the third quarter of 2021 from 3.34% for the same period in 2020. The reason for the increase in net interest margin is primarily due to an increase in yield on loans, a decrease in yield on borrowings and deposits, which was offset by lower yield on investments.rates.

The provision for loan losses was ~~$650,000~~$50,000 for the first ~~nine~~three months of ~~2021,~~2022, compared to ~~$5.3 million~~$500,000 for the first ~~nine~~three months of ~~2020. The provision for loan losses was $150,000 for the third quarter of 2021, compared to $1.1 million for the third quarter of 2020.~~2021. Net ~~recoveries~~charge-offs for the first ~~nine~~three months of ~~2021~~2022 were ~~$100,000~~$41,000 compared to net ~~charge-offs~~recoveries of ~~$1,105,000~~$66,000 for the same period in ~~2020. Net charge-offs for the third quarter of 2021 were $144,000 compared to net charge-offs of $375,000 for the same period in 2020.~~2021. As of ~~September 30, 2021,~~March 31, 2022, Colony’s allowance for loan losses was $12.9 million, or ~~0.98%~~0.95% of total loans, compared to ~~$12.1~~$12.9 million, or ~~1.26%~~0.96% of total loans, at December 31, ~~2020.~~2021. At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, nonperforming assets were ~~$13.1~~$6.5 million and ~~$10.2~~$5.8 million, or ~~0.52%~~0.24% and ~~0.69%~~0.21% of total assets, respectively. While asset quality remains stable period over period, social and economic disruption in response to the COVID-19 pandemic continued to result in business closures and job losses during 2021. As such, additional qualitative measures were incorporated in first three quarters of 2021 allowance for loan losses calculation.

Noninterest income of ~~$25.5~~$9.2 million for the first ~~nine months~~quarter of ~~2021~~2022 was up ~~$8.6 million,~~$576,000 or ~~51.38%~~6.7%, from the first ~~nine months of 2020. Noninterest income of $9.4 million for the third~~ quarter of ~~2021 was up $1.9 million or 24.9%, from the third quarter of 2020.~~2021. The increase was primarily due to increases in ~~mortgage fee income,~~service charges, interchange fees and gain on sale of SBA loans, ~~and interchange fees,~~ offset by a decrease in ~~gain~~mortgage fee income. See "Table 3 - Noninterest income" for more detail and discussion on ~~sales of securities.~~the primary drivers to the increase in noninterest income.

For the first ~~nine months~~quarter of ~~2021,~~2022, noninterest expense ~~of $54.1~~was $21.8 million, an increase of ~~$11.2~~$6.0 million, or ~~26.03%~~38.16%, from the same period in ~~2020. For the third quarter of 2021, noninterest expense of $21.2 million an increase of $4.9 million, or 30.03%, from the same period in 2020.~~2021. Increases in noninterest expense are in part due to ~~the growth experienced by the Company and~~ changes to the Company's organizational structure, ~~that are associated with that growth,~~ along with acquisition expenses related to the SouthCrest merger. Those expenses that were the primary contributors to the increase year over year include salaries and employee benefits. See "Table 64 - Noninterest expense" for more detail and discussion on the primary drivers to the increase in noninterest expense.

On February 10, 2022, the Company completed a public offering of approximately 3.85 million shares of its common stock with aggregate proceeds totaling $63.5 million. The offering generated net proceeds of approximately $59.3 million, which were used to fund the repayment of the Company's existing term note and the line of credit and for other general corporate purposes.

Critical Accounting Policies

Our accounting and reporting policies are in accordance with GAAP and conform to general practices within the banking industry. We have identified certain of its accounting policies as “critical accounting policies,” consisting of those related to business combinations, allowance for loan losses and income taxes. In determining which accounting policies are critical in nature, we have identified the policies that require significant judgment or involve complex estimates. It is management's practice to discuss critical accounting policies with the Board of Directors' Audit Committee on a periodic basis, including the development, selection, implementation and disclosure of the critical accounting policies. The application of these policies has a significant impact on the Company’s unaudited interim consolidated financial statements. Our financial results could differ significantly if different judgments or estimates are used in the application of these policies. All accounting policies described in Note 1 of our consolidated financial statements as of December 31, 2021, which are included in the Company’s 2021 Form 10-K should be reviewed for a greater understanding of how we record and report our financial performance. There have been no significant changes to the Significant Accounting Policies as described in Note 1 of the Notes to Consolidated Financial Statements for the year ended December 31, ~~2020,~~2021, which are included in the Company’s ~~2020~~2021 Form 10-K.

~~Non-GAAP Reconciliation and Explanation~~

Management uses non-GAAP financial measures in its analysis of the Company's performance and believes these presentations provide useful supplemental information, and a clearer understanding of the Company's performance, and if not provided would be requested by the investor community. The Company believes the non-GAAP measures enhance investors' understanding of the Company's business and performance. These measures are also useful in understanding performance trends and facilitate comparisons with the performance of other financial institutions. The limitations associated with operating measures are the risk that persons might disagree as to the appropriateness of items comprising these measures and that different companies might calculate these measures differently.

The measures entitled operating net income, adjusted earnings per diluted share and tangible common book value per share are not measures recognized under GAAP and therefore are considered non-GAAP financial measures. The most comparable GAAP measures are net income, earnings per diluted share, and common book value per share, respectively. These measures should be considered supplemental and should not be considered an alternative to the Company’s results reported in accordance with GAAP for the periods presented. These non-GAAP financial measures should not be considered in isolation and do not purport to be an alternative to the most directly comparable measures as reported in accordance with GAAP. To the extent applicable, reconciliation of these non-GAAP measures to the most directly comparable measures as reported in accordance with GAAP are included in the table below.

Table 1 - Non-GAAP Performance Measures Reconciliation
(dollars in thousands, except per share data)
2021 2020
Third Quarter Second Quarter First Quarter Fourth Quarter Third Quarter
Non-GAAP Measures
Operating net income reconciliation
Net income (GAAP) $5,583 $3,997 $4,919 $4,900 $3,099
Acquisition-related expenses 1,994 861 176 148 207
Gain on sale of Thomaston Branch — — — (1,026) —
Income tax benefit of acquisition-related expenses (518) (225) (46) 184 (166)
Operating net income $7,059 $4,633 $5,049 $4,206 $3,140
Weighted average diluted shares 12,344,926 9,498,783 9,498,783 9,498,783 9,498,783
Adjusted earnings per diluted share $0.57 $0.49 $0.53 $0.44 $0.39
Tangible common book value per share reconciliation
Common book value per share (GAAP) $15.88 $15.46 $15.11 $15.21 $14.78
Effect of goodwill and other intangibles (4.46) (1.89) (1.97) (1.95) (1.96)
Tangible common book value per share $11.42 $13.57 $13.14 $13.26 $12.82

Results of Operations

We reported net income and diluted earnings per share of ~~$14.5~~$5.3 million and ~~$1.39,~~$0.34, respectively, for the first ~~nine~~three months of ~~2021.~~2022. This compared to net income and diluted earnings per share of ~~$6.9~~$4.9 million and ~~$0.73,~~$0.52, respectively, for the same period in ~~2020. We reported net income and diluted earnings per share of $5.6 million and $0.45, respectively, for the third quarter of~~ 2021. ~~This compared to net income and diluted earnings per share of $3.1 million and $0.33, respectively, for the same period in 2020.~~

We reported operating net income, a non-GAAP financial measure, of $16.7 million for the first nine months of 2021, compared to $7.9 million for the same period in 2020. For the first nine months of 2021, operating net income, a non-GAAP financial measure, excludes acquisition-related expenses, which, net of tax, totaled $2.2 million. For the first nine months of 2020, operating net income, a non-GAAP financial measure, excludes acquisition-related expenses, and Thomaston building writedown which, net of tax, totaled $1.0 million. We reported operating net income, a non-GAAP financial measure, of $7.1 million for the third quarter 2021, compared to $3.7 million for the same period in 2020. For the third quarter 2021, operating net income, a non-GAAP financial measure, excludes acquisition-related expenses, which, net of tax, totaled $1.0 million. For the third quarter of 2020, operating net income, a non-GAAP financial measure, excludes acquisition-related expenses and Thomaston building writedown, which, net of tax, totaled $623,000. See reconciliation of non-GAAP financial measures provided above.

Table 2 - Selected Financial Information
2021 2020
(dollars in thousands, except per share data) Third Quarter Second Quarter First Quarter Fourth Quarter Third Quarter
EARNINGS SUMMARY

Net interest income $17,868 $15,069 $14,283 $15,151 $13,848
Provision for loan losses 150 — 500 1,296 1,106
Non-interest income 9,438 7,751 8,576 8,039 7,554
Non-interest expense 21,211 17,465 15,782 15,986 16,313
Income taxes 362 1,358 1,658 1,008 884
Net income $5,583 $3,997 $4,919 $4,900 $3,098
PERFORMANCE MEASURES
Per common share:
Common shares outstanding 13,674,198 9,498,783 9,498,783 9,498,783 9,498,783
Weighted average basic shares 12,344,926 9,498,783 9,498,783 9,498,783 9,498,783
Weighted average diluted shares 12,344,926 9,498,783 9,498,783 9,498,783 9,498,783
Earnings per basic share $0.45 $0.42 $0.52 $0.52 $0.33
Earnings per diluted share 0.45 0.42 0.52 0.52 0.33
Adjusted earnings per diluted share(a)
0.57 0.49 0.53 0.44 0.39
Cash dividends declared per share 0.1025 0.1025 0.1025 0.1000 0.1000
Book value per common share 15.88 15.46 15.11 15.21 14.78
Tangible book value per common share (a)
11.42 13.57 13.22 13.26 12.82

Performance ratios:
Net interest margin 3.48% 3.68% 3.50% 3.58% 3.34%
Return on average assets 1.00 0.91 1.12 1.08 0.70
Return on average total equity 11.49 11.14 13.71 13.73 8.80
Average total equity to average assets 8.67 8.14 8.20 7.87 7.91
ASSET QUALITY
Nonperforming loans (NPLs) $12,246 $9,205 $10,676 $9,128 $9,926
Other real estate owned 807 270 518 1,006 1,875
Repossessions 3 29 29 30 11

4739

Total nonperforming assets (NPAs) 13,056 9,504 11,223 10,164 11,812
Classified loans 30,300 30,852 35,182 30,404 21,388
Criticized loans 61,857 64,818 80,288 75,633 72,076
Net loan (recoveries)/charge-offs 144 (178) (66) 189 375
Allowance for loan losses to total loans 0.98% 1.26% 1.19% 1.14% 1.00%
Allowance for loan losses to total NPLs 105.15 140.15 118.89 132.85 111.02
Allowance for loan losses to total NPAs 98.63 135.73 113.10 119.31 93.29
Net (recoveries)/charge-offs to average loans (annualized) 0.05 (0.09) (0.02) 0.07 0.13
NPLs to total loans 0.93 0.90 1.00 0.86 0.90
NPAs to total assets 0.52 0.54 0.62 0.58 0.67
NPAs to total loans and other real estate owned 1.00 0.93 1.06 0.96 1.07
AVERAGE BALANCES
Total assets $2,272,904 $1,777,559 $1,774,123 $1,797,749 $1,766,717
Loans, net 1,243,066 1,076,784 1,079,007 1,151,872 1,140,487
Deposits 1,975,418 1,547,139 1,475,944 1,456,287 1,417,724
Total stockholders’ equity 197,109 144,761 145,515 141,570 139,721
(a) Non-GAAP measure - see “Non-GAAP Reconciliation and Explanation” for more information and reconciliation to GAAP

Net Interest Income

Net interest income, which is the difference between interest earned on assets and the interest paid on deposits and borrowed funds, is the single largest component of total revenue. Management strives to optimize this income while balancing interest rate, credit and liquidity risks.

The banking industry uses two key ratios to measure relative profitability of net interest income. The net interest spread measures the difference between the average yield on interest-earning assets and the average rate paid on interest-bearing liabilities. The interest rate spread eliminates the effect of noninterest-bearing deposits and gives a direct perspective on the effect of market interest rate movements. The net interest margin is an indication of the profitability of a company's balance sheet and is defined as net interest income as a percent of average total interest-earning assets, which includes the positive effect of funding a portion of interest-earning assets with noninterest-bearing deposits and stockholders' equity.

Fully taxable equivalent net interest income for the first ~~nine months~~quarter of 2022 and 2021 ~~and 2020~~ was ~~$47.4~~$19.3 million and ~~$40.3~~$14.4 million, respectively. The increase is primarily due to an increase in volume of securities and loans. The net interest margin for the first ~~nine months of 2021 and 2020 was 3.49% and 3.46%, respectively. Fully taxable equivalent net interest income for the third~~ quarter of 2022 and 2021 was 3.13% and ~~2020 was $18.0 million and $13.9 million,~~3.50% respectively. The net interest margin for the third quarter of 2021 and 2020 was 3.48% and 3.34% respectively. The slight increase in net interest margin for the first nine months of 2021 compared to 2020 is a result of the increase in yields on loans related to loan fees and decreases in cost of funds from lower rates on deposits and borrowings offset by decreases in yields on investment. The increasedecrease in net interest margin for the first three months of ~~2021~~2022 compared to ~~2020~~2021 is a result of the decrease in ~~cost of funds~~loan yields and ~~increase in~~higher borrowing yields, ~~on loans~~ offset by ~~a decrease in yield~~lower yields paid on ~~investments.~~deposits.

The following tables indicate the relationship between interest income and interest expense and the average amounts of assets and liabilities for the periods indicated. As shown in the tables, both average assets and average liabilities for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 increased compared to the same period in ~~2020.~~2021. The increase in average assets was primarily driven by the increase in the purchasing of investment securities of ~~$325.6~~$573.6 million ~~and $167.6 million and the~~as well as an increase in loans of ~~$102.6 million and $61.6~~$283.4 million for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 compared to the same period in ~~2020. Both of these increases are~~2021. The loan increase is primarily due to the SouthCrest acquisition. The increase in average liabilities for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 was funded primarily through an increase in deposits from the SouthCrest merger ~~offset~~during the last half of 2021.The net interest spread, as well as the net interest margin, will be impacted by ~~a decrease~~future changes in ~~borrowings~~short-term and long-term interest rate levels, as well as the impact from the ~~payoff of the PPPLF.~~

competitive environment.

The yield on total interest-bearing liabilities decreased from ~~0.71%~~0.35% in the first ~~nine months 2020~~quarter of 2021 to ~~0.33%~~0.23% in the first ~~nine months of 2021. The yield on total interest-bearing liabilities decreased from 0.52% in the third quarter 2020 to 0.30% in the third~~ quarter of ~~2021.~~2022. The main driver ~~in both of these decreases~~for the decrease is the ~~decrease in~~ deposit ~~costs associated with market driven changes impacting our cost~~rates decreases over 2021 and run-off of ~~funds attributable to falling interest rates~~higher yielding time deposits throughout ~~2020 and that remained low in 2021.~~2021 into the first quarter of 2022. In March of 2020, the Federal Reserve's Federal Open Market Committee ("FOMC") lowered interest rates twice for a total reduction of 150 basis points in response to the COVID-19 pandemic, which was the most aggressive action taken by the FOMC since the financial crisis in 2008.

Three Months Ended September 30,
2021 2020
(dollars in thousands) Average
Balances Income/
Expense Yields/
Rates Average
Balances Income/
Expense Yields/
Rates
Assets
Interest-earning assets:
Loans, net of unearned income(1)
$ 1,243,066 $ 16,085 5.25 % $ 1,140,486 $ 13,809 4.80 %
Investment securities, taxable 614,404 2,668 1.76 339,094 1,644 1.92
Investment securities, tax-exempt(2)
77,255 362 1.90 26,916 130 1.92
Deposits in banks and short term investments 166,064 57 0.14 151,508 52 0.14
Total interest-earning assets 2,100,789 19,172 3.70 1,658,004 15,635 3.74
Noninterest-earning assets 172,115 108,712
Total assets $ 2,272,904 $ 1,766,716
Liabilities and stockholders' equity
Interest-bearing liabilities:
Interest-earning demand and savings $ 1,169,693 $ 319 0.11 % $ 793,831 $ 324 0.16 %
Other time 320,484 380 0.48 295,559 820 1.10
Total interest-bearing deposits 1,490,177 699 0.19 1,089,390 1,144 0.42
Federal Home Loan Bank advances 42,391 171 1.64 28,587 159 2.21
Paycheck Protection Program Liquidity Facility — — — 134,500 118 0.35
Other borrowings 37,289 289 3.14 38,289 273 2.83
Total other interest-bearing liabilities 79,680 460 2.34 201,376 550 1.08
Total interest-bearing liabilities 1,569,857 1,159 0.30 1,290,766 1,694 0.52
Noninterest-bearing liabilities:
Demand deposits 485,241 328,334
Other liabilities 20,697 7,895
Stockholders' equity 197,109 139,721
Total noninterest-bearing liabilities and stockholders' equity 703,047 475,950
Total liabilities and stockholders' equity $ 2,272,904 $ 1,766,716
Interest rate spread 3.40 % 3.22 %
Net interest income $ 18,013 $ 13,941
Net interest margin 3.48 % 3.34 %
In March 2022, the FOMC raised the rate 25 basis points.

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Table 1 - Average Balance Sheet and Net Interest Analysis
	Three Months Ended March 31,
	2022						2021
(dollars in thousands)	Average Balances		Income/ Expense		Yields/ Rates		Average Balances		Income/ Expense		Yields/ Rates
Assets
Interest-earning assets:
Loans, net of unearned income(1)	$	1,362,434	$	16,060	4.78	%	$	1,079,006	$	13,638	5.13	%
Investment securities, taxable	866,445		3,753		1.76		371,265		1,628		1.78
Investment securities, tax-exempt(2)	111,007		516		1.89		32,616		155		1.93
Deposits in banks and short term investments	161,653		56		0.14		183,376		53		0.12
Total interest-earning assets	2,501,539		20,385		3.30		1,666,263		15,474		3.77
Noninterest-earning assets	177,703						108,712
Total assets	$	2,679,242					$	1,774,975
Liabilities and stockholders' equity
Interest-bearing liabilities:
Interest-earning demand and savings	$	1,445,408	$	261	0.07	%	$	859,462	$	165	0.08	%
Other time	343,215		338		0.40		260,438		488		0.76
Total interest-bearing deposits	1,788,623		599		0.14		1,119,900		653		0.24
Federal Home Loan Bank advances	51,678		249		1.95		22,500		114		2.05
Paycheck Protection Program Liquidity Facility	—		—		—		60,602		68		0.46
Other borrowings	32,181		201		2.53		61,654		256		1.68
Total other interest-bearing liabilities	83,859		450		2.18		144,756		438		1.23
Total interest-bearing liabilities	1,872,482		1,049		0.23		1,264,656		1,091		0.35
Noninterest-bearing liabilities:
Demand deposits	552,734						356,044
Other liabilities	10,906						7,908
Stockholders' equity	243,120						145,515
Total noninterest-bearing liabilities and stockholders' equity	806,760						509,467
Total liabilities and stockholders' equity	$	2,679,242					$	1,774,123
Interest rate spread					3.08	%					3.42	%
Net interest income			$	19,336					$	14,383
Net interest margin					3.13	%					3.50	%

(1)The average balance of loans includes the average balance of nonaccrual loans. Income on such loans is recognized and recorded on the cash basis. Taxable equivalent adjustments totaling ~~$73,000~~$50,000 and $66,000 for the ~~quarter~~quarters ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively, are included in loans, net of unearned income. Accretion income of ~~$104,000~~$269,000 and ~~$82,000~~$209,000 for the quarter ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively are also included in income and fees on loans.

(2)Taxable-equivalent adjustments totaling ~~$72,000~~$98,000 and ~~$27,000~~$33,000 for quarter ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively, are included in tax-exempt interest on investment securities. The adjustments are based on a federal tax rate of ~~21%~~19% and ~~a Georgia state tax rate of 2.5%~~21% with appropriate reductions for the effect of disallowed interest expense incurred in carrying tax-exempt obligations.

Table 3 - Average Balance Sheet and Net Interest Analysis
Nine Months Ended September 30,
2021 2020
(dollars in thousands) Average
Balances Income/
Expense Yields/
Rates Average
Balances Income/
Expense Yields/
Rates
Assets
Interest-earning assets:
Loans, net of unearned income (1)
$ 1,133,533 $ 43,890 5.18 % $ 1,071,908 $ 40,923 5.09 %
Investment securities, taxable 468,561 6,011 1.72 336,446 5,390 2.13 %
Investment securities, tax-exempt(2)
47,839 677 1.89 12,319 184 1.99 %
Deposits in banks and short term investments 165,280 155 0.13 132,496 384 0.39 %
Total interest-earning assets 1,815,213 50,733 3.74 1,553,169 46,881 4.02 %
Noninterest-earning assets 121,417 107,013
Total assets $ 1,936,630 $ 1,660,182
Liabilities and stockholders' equity
Interest-bearing liabilities:
Interest-earning demand and savings $ 978,181 $ 630 0.09 % $ 762,906 $ 1,667 0.29 %
Other time 278,508 1,291 0.62 313,834 3,099 1.32
Total interest-bearing deposits 1,256,689 1,921 0.20 1,076,740 4,766 0.59
Federal Home Loan Bank advances 29,203 401 1.84 36,858 626 2.27
Paycheck Protection Program Liquidity Facility 34,155 93 0.36 78,081 205 0.35
Other borrowings 37,536 896 3.19 38,591 962 3.32
Total other interest-bearing liabilities 100,894 1,390 1.84 153,530 1,793 1.56
Total interest-bearing liabilities 1,357,583 3,311 0.33 1,230,270 6,559 0.71
Noninterest-bearing liabilities:
Demand deposits 411,307 287,038
Other liabilities 11,411 6,134
Stockholders' equity 162,650 136,740
Total noninterest-bearing liabilities and stockholders' equity 585,368 429,912
Total liabilities and stockholders' equity $ 1,942,951 $ 1,660,182
Interest rate spread 3.41 % 3.31 %
Net interest income $ 47,422 $ 40,322
Net interest margin 3.49 % 3.46 %

~~(1)~~The average balance of loans includes the average balance of nonaccrual loans. Income on such loans is recognized and recorded on the cash basis. Taxable equivalent adjustments totaling $206,000 and $190,000 for the nine months ended September 30, 2021 and 2020, respectively, are included in loans, net of unearned income. Accretion income of $375,000 and $198,000 for the nine months ended September 30, 2021 and 2020, respectively, are also included in income and fees on loans.

5041

~~(2)~~Taxable-equivalent adjustments totaling $135,000 and $38,000 for nine months ended September 30, 2021 and 2020, respectively, are included in tax-exempt interest on investment securities. The adjustments are based on a federal tax rate of 21% and a Georgia state tax rate of 2.5% with appropriate reductions for the effect of disallowed interest expense incurred in carrying tax-exempt obligations.

The following table presents the effect of net interest income for changes in the average outstanding volume amounts of interest-earning assets and interest-bearing liabilities and the rates earned and paid on these assets and liabilities from ~~September 30, 2020~~March 31, 2021 to ~~September 30, 2021.~~March 31, 2022.


Table 4 - Change in Interest Revenue and Expense on a Taxable Equivalent Basis
Table 2 - Change in Interest Revenue and Expense on a Taxable Equivalent Basis								Table 2 - Change in Interest Revenue and Expense on a Taxable Equivalent Basis
		Nine Months Ended September 30, 2021							Three Months Ended March 31, 2022
		Compared to Nine Months Ended September 30, 2020 Increase (Decrease) Due to Changes in							Compared to Three Months Ended March 31, 2021 Increase (Decrease) Due to Changes in
(dollars in thousands)	(dollars in thousands)	Volume		Rate		Total		(dollars in thousands)	Volume		Rate		Total
Interest-earning assets:	Interest-earning assets:							Interest-earning assets:
Loans, net of unearned fees	Loans, net of unearned fees	$	3,137	$	(170)	$	2,967	Loans, net of unearned fees	$	14,530	$	(12,108)	$	2,422
Investment securities, taxable	Investment securities, taxable	2,814		(2,193)		621		Investment securities, taxable	8,806		(6,681)		2,125
Investment securities, tax-exempt	Investment securities, tax-exempt	707		(214)		493		Investment securities, tax-exempt	1,511		(1,150)		361
Deposits in banks and short term investments	Deposits in banks and short term investments	127		(356)		(229)		Deposits in banks and short term investments	(25)		28		3
Total interest-earning assets (FTE)	Total interest-earning assets (FTE)	6,785		(2,933)		3,852		Total interest-earning assets (FTE)	24,822		(19,911)		4,911
Interest-bearing liabilities:	Interest-bearing liabilities:							Interest-bearing liabilities:
Interest-Bearing Demand and Savings Deposits	Interest-Bearing Demand and Savings Deposits	(93)		(944)		(1,037)		Interest-Bearing Demand and Savings Deposits	456		(360)		96
Time Deposits	Time Deposits	(466)		(1,342)		(1,808)		Time Deposits	629		(779)		(150)
Federal Home Loan Bank Advances	Federal Home Loan Bank Advances	(174)		(51)		(225)		Federal Home Loan Bank Advances	600		(465)		135
Paycheck Protection Program Liquidity Facility	Paycheck Protection Program Liquidity Facility	(154)		42		(112)		Paycheck Protection Program Liquidity Facility	(276)		208		(68)
Other Borrowed Money	Other Borrowed Money	(35)		(31)		(66)		Other Borrowed Money	(496)		441		(55)
Total interest-bearing liabilities	Total interest-bearing liabilities	(922)		(2,326)		(3,248)		Total interest-bearing liabilities	913		(955)		(42)
Increase in net interest income (FTE)	Increase in net interest income (FTE)	$	7,707	$	(607)	$	7,100	Increase in net interest income (FTE)	$	23,909	$	(18,956)	$	4,953

Provision for Loan Losses

The provision for loan losses is based on management's evaluation of probable, inherent losses in the loan portfolio and unfunded commitments and the corresponding analysis of the allowance for loan losses at quarter-end. Provision for loan losses for the three ~~and nine~~ months ended ~~September 30, 2021 were $150,000 and $650,000, respectively,~~March 31, 2022 was $50,000 compared to ~~$1.1 million and $5.3 million~~$500,000 for the same ~~periods~~period in ~~2020,~~2021, respectively. The amount of provision expense recorded in each period was the amount required such that the total allowance for loan losses reflected the appropriate balance, in the estimation of management, sufficient to cover probable, inherent loan losses in the loan portfolio. The decrease in provision for loan losses in the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 compared to the same periods in ~~2020~~2021 is largely due to the reserve levels that have already been established in response to the COVID-19 pandemic. See the section captioned “Loans and Allowance for Loan Losses” elsewhere in this discussion for further analysis of the provision for loan losses.

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Noninterest Income

The following table represents the major components of noninterest income for the periods indicated.


Table 5 - Noninterest Income
Table 3 - Noninterest Income																			Table 3 - Noninterest Income
		Three Months Ended September 30,				Change				Nine months ended September 30,				Change				Three Months Ended March 31,		Change
(dollars in thousands)	(dollars in thousands)	2021		2020		Amount		Percent		2021		2020		Amount		Percent					(dollars in thousands)	2022		2021		Amount		Percent
Service charges on deposits	Service charges on deposits	$	1,792	$	1,316	$	476	36.2	%	$	4,278	$	3,906	$	372	9.5	%				Service charges on deposits	$	1,825	$	1,222	$	603	49.3	%
Mortgage fee income	Mortgage fee income	3,107		2,616		491		18.8		10,107		5,706		4,401		77.1					Mortgage fee income	2,912		3,995		(1,083)		(27.1)
Gain on sales of SBA loans	Gain on sales of SBA loans	1,813		748		1,065		142.4		4,548		1,004		3,544		353.0					Gain on sales of SBA loans	1,726		1,471		255		17.3
(Loss)/gain on sales of securities	(Loss)/gain on sales of securities	—		716		(716)		100.0		137		1,009		(872)		(86.4)					(Loss)/gain on sales of securities	24		(4)		28		100.0
Interchange fee	Interchange fee	1,745		1,342		403		30.0		4,941		3,624		1,317		36.3					Interchange fee	2,000		1,530		470		30.7
BOLI income	BOLI income	280		237		43		18.1		710		548		162		29.6					BOLI income	312		208		104		50.0
Other noninterest income	Other noninterest income	701		579		122		21.1		754		1,032		(278)		(26.9)					Other noninterest income	353		154		199		129.2
Total noninterest income	Total noninterest income	$	9,438	$	7,554	$	1,884	24.94	%	$	25,475	$	16,829	$	8,646	51.38	%				Total noninterest income	$	9,152	$	8,576	$	576	6.72	%

For the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022, noninterest income increased ~~$1.9 million and $8.6 million, respectively,~~$576,000, compared to the same periods in ~~2020.~~2021. The primary reason for this increase was ~~primarily~~ due to increases in almost all noninterest income accounts offset by the decrease in mortgage ~~loan~~ fee ~~income, interchange fees and gain on sales of non- PPP SBA loans.~~income.

Service charges on deposit accounts. For the three ~~and nine~~ months ended ~~September 30, 2021,~~March 31, 2022, services charges on deposits ~~was $1.8 million and $4.3 million, an increase of $476,000,~~increased $603,000, or ~~36.2%, and $372,000, or 9.5%~~49.3%, compared to the same ~~periods~~period in ~~2020, respectively.~~2021. This ~~increases~~increase in service charges on deposits ~~were~~was primarily attributable to the additional deposits acquired from SouthCrest acquisition.

Mortgage Fee Income. For the three ~~and nine~~ months ended ~~September 30, 2021,~~March 31, 2022, mortgage fee income was ~~$3.1~~$2.9 million, ~~and $10.1 million, an increase~~a decrease of ~~$491,000, or 18.8%, and $4.4~~$1.1 million, or ~~77.1%~~27.1%, compared to the same ~~periods~~period in ~~2020, respectively.~~2021. During the three ~~and nine~~ months ended ~~September 30,~~March 31, 2021, there was a continued increase in the demand for mortgage rate locks and mortgage closings due to a historically low interest rate environment. ~~The decrease~~As the rates started to increase in ~~mortgage rates was partially attributable to~~first quarter of 2022, the ~~150 basis point decrease in the national federal funds rate in 2020 in response to the COVID-19 pandemic.~~demand slowed down.

Gain on Sale of SBA loans. For the three months ended ~~September 30,~~March 31, 2022 and 2021, ~~and 2020,~~ net realized gains on the sale of the guaranteed portion of SBA loans totaled ~~$1.8~~$1.7 million and ~~$748,000, respectively. For the nine months ended September 30, 2021 and 2020, net realized gains on the sale of the guaranteed portion of SBA loans totaled $4.5 million and $1.0~~$1.5 million, respectively. The small increase in ~~2021 is primarily attributable to the~~2022 was a result of continued growth in the Small Business Specialty Lending division compared to the same ~~periods~~period in ~~2020.~~2021.

Interchange Fees. For the three ~~and nine~~ months ended ~~September 30, 2021,~~March 31, 2022, interchange fee income was ~~$1.7~~$2.0 million ~~and $5.0 million,~~, an increase of ~~$403,000,~~$470,000, or ~~30.0%, and $1.3 million, or 36.3%~~30.7%, compared to the same ~~periods~~period in ~~2020, respectively.~~2021. The ~~increases~~increase in interchange fees ~~were~~was primarily attributable togrowth of customers from the SouthCrest acquisition and the continued success with the Discover® Card ~~program becoming the Bank's primary program in late 2020. The Bank receives a larger portion of the fees charged from Discover®.~~program.

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Noninterest Expense

The following table represents the major components of noninterest expense for the periods indicated.


Table 6 - Noninterest Expense
Table 4 - Noninterest Expense																				Table 4 - Noninterest Expense
		Three months ended September 30,				Change				Nine months ended September 30,				Change				Three months ended March 31,	Change
(dollars in thousands)	(dollars in thousands)	2021		2020		Amount		Percent		2021		2020		Amount		Percent					(dollars in thousands)	2022		2021		Amount		Percent
Salaries and employee benefits	Salaries and employee benefits	$	11,826	$	9,103	$	2,723	29.9	%	$	31,907	$	24,331	$	7,576	31.1	%				Salaries and employee benefits	$	13,272	$	9,955	$	3,317	33.3	%
Occupancy and equipment	Occupancy and equipment	1,599		1,338		261		19.5		4,169		3,972		197		5.0					Occupancy and equipment	1,619		1,326		293		22.1
Acquisition-related expenses	Acquisition-related expenses	1,994		207		1,787		863.3		3,031		714		2,317		324.5					Acquisition-related expenses	624		176		448		254.5
Information technology expenses	Information technology expenses	2,045		1,440		605		42.0		5,493		4,135		1,358		32.8					Information technology expenses	2,354		1,592		762		47.9
Professional fees	Professional fees	804		481		323		67.1		1,975		1,343		632		47.1					Professional fees	869		486		383		78.8
Advertising and public relations	Advertising and public relations	674		459		215		46.9		1,817		1,478		339		22.9					Advertising and public relations	766		580		186		32.1
Communications	Communications	310		212		98		46.3		837		631		206		32.6					Communications	437		218		219		100.3
Writedown of building		—		582		(582)		100.0		—		582		(582)		100.0
FHLB prepayment penalty		—		925		(925)		100.0		—		925		(925)		100.0

Other noninterest expense	Other noninterest expense	1,959		1,566		393		25.1		4,884		4,827		57		1.2					Other noninterest expense	1,864		1,449		415		28.6
Total noninterest expense	Total noninterest expense	$	21,211	$	16,313	$	4,898	30.0	%	$	54,113	$	42,938	$	11,175	26.0	%				Total noninterest expense	$	21,805	$	15,782	$	6,023	38.2	%

~~Noninterest expense for the nine months ended September 30, 2021 totaled $54.1 million, up $11.2 million, or 26.0%, from the same period in 2020.~~ Noninterest expense for the three months ended ~~September 30, 2021~~March 31, 2022 totaled ~~$21.2~~$21.8 million, up ~~$4.9~~$6.0 million, or ~~30.0%~~38.2%, from the same period in ~~2020.~~2021. Increases in salaries and employee benefits, information technology expenses, and acquisition expenses accounted for the majority of these ~~increases which was offset by a FHLB prepayment penalty and writedown of building recognized in the prior year period.~~increases.

Salaries and Employee Benefits. Salaries and employee benefits for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 increased ~~$7.6~~$3.3 million, or ~~31.1%~~33.3%, compared to the same period in ~~2020. Salaries and employee benefits for the three months ended September 30, 2021 increased $2.7 million, or 29.9%, compared to the same period in 2020.~~2021. The increase in ~~2021~~2022 is primarily attributable to the ~~growth in the Small Business Specialty Lending and mortgage divisions, along with two months of~~ salary and employee benefits from the additional employees from the SouthCrest acquisition compared to the same period in ~~2020.~~2021.

Acquisition-related Expenses. Acquisition-related expense for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 increased ~~$2.3 million,~~$448,000, or ~~324.5%~~254.5%, compared to the same period in ~~2020. Acquisition-related expense for the three months ended September 30, 2021 increased $1.8 million, or 863.3%, compared to the same period in 2020. Both increases~~2021. Increases are primarily attributed to ~~expenses~~amortization of intangibles related to the SouthCrest ~~merger~~and insurance acquisitions that ~~closed on August 1,~~occurred in 2021.

Information technology Expenses. Information technology expense for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 increased ~~$1.4 million,~~$762,000, or ~~32.8%~~47.9%, compared to the same period in ~~2020. Information technology expense for the three months ended September 30, 2021 increased $605,000, or 42.0%, compared to the same period in 2020.~~2021. These increases relate to increases in data processing costs ~~as the Bank prepares data processing conversion for the~~from SouthCrest merger and software costs due to the implementation of new software ~~implementation.~~platforms used in various areas of the bank.

Income Tax Expense

Income tax expense for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2022 and 2021 was $1.2 million and ~~2020 was $362,000, $3.4 million, $884,000 and $1.8~~$1.7 million, respectively. The Company’s effective tax rates were a federal tax rate of ~~15.0%~~17.0% and a Georgia state tax rate of ~~4.0%~~1.0% for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~federal tax rate of 21% and a Georgia tax rate of 5.75% for the three months ended March 31, 2021. The largest driver of the federal rate difference is tax exempt income primarily from BOLI and tax exempt interest. The largest driver of the state difference is the benefit of Georgia state tax credits as well as filing in other states with lower tax rates.

Balance Sheet Review

Total assets ~~increased as part of the SouthCrest acquisition to $2.5~~remained stable at $2.7 billion at ~~September 30, 2021 from $1.8 billion at~~March 31, 2022 and December 31, ~~2020.~~2021.

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Loans and Allowance for Loan Losses

At ~~September 30, 2021,~~March 31, 2022, gross loans outstanding (excluding loans held for sale) were ~~$1.3~~$1.4 billion, an increase of ~~$250.4~~$16.1 million, or ~~23.6%~~1.2%, compared to ~~$1.1~~$1.3 billion at December 31, ~~2020.~~2021. During the three ~~and nine~~ months ended ~~September 30, 2021,~~March 31, 2022, PPP loans totaling approximately ~~$40.0~~$8.3 million ~~and $83.1 million, respectively,~~ were forgiven through the SBA.

At ~~September 30, 2021,~~March 31, 2022, approximately ~~69.1%~~71.9% of our loans are secured by commercial real estate. The following table presents a summary of the loan portfolio as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021.


Table 7 - Loans Outstanding
Table 5 - Loans Outstanding								Table 5 - Loans Outstanding
(dollars in thousands)	(dollars in thousands)	September 30, 2021			December 31, 2020			(dollars in thousands)	March 31, 2022			December 31, 2021
Construction, land and land development	Construction, land and land development	$	152,991		$	121,093		Construction, land and land development	$	170,911		$	165,446
Other commercial real estate	Other commercial real estate	752,633			520,391			Other commercial real estate	802,995			787,392
Total commercial real estate	Total commercial real estate	905,624			641,484			Total commercial real estate	973,906			952,838
Residential real estate	Residential real estate	218,224			183,021			Residential real estate	207,686			212,527
Commercial, financial, & agricultural (*)	Commercial, financial, & agricultural (*)	166,228			213,380			Commercial, financial, & agricultural (*)	154,238			154,048
Consumer and other	Consumer and other	19,784			21,618			Consumer and other	18,202			18,564
Total loans	Total loans	$	1,309,860		$	1,059,503		Total loans	$	1,354,032		$	1,337,977

As a percentage of total loans:	As a percentage of total loans:							As a percentage of total loans:
Construction, land and land development	Construction, land and land development	11.7		%	11.4		%	Construction, land and land development	12.6		%	12.4		%
Other commercial real estate	Other commercial real estate	57.3		%	49.2		%	Other commercial real estate	59.3		%	58.8		%
Total commercial real estate	Total commercial real estate	69.0		%	60.6		%	Total commercial real estate	71.9		%	71.2		%
Residential real estate	Residential real estate	16.8		%	17.3		%	Residential real estate	15.4		%	15.9		%
Commercial, financial & agricultural	Commercial, financial & agricultural	12.7		%	20.1		%	Commercial, financial & agricultural	11.4		%	11.5		%
Consumer and other	Consumer and other	1.5		%	2.0		%	Consumer and other	1.3		%	1.4		%
Total loans	Total loans	100		%	100		%	Total loans	100		%	100		%

(*) Includes ~~$17.0 million~~$387,000 and ~~$101.1~~$9.0 million in PPP loans at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively.

The Company's risk mitigation processes include an independent loan review designed to evaluate the credit risk in the loan portfolio and to ensure credit grade accuracy. The analysis serves as a tool to assist management in assessing the overall credit quality of the loan portfolio and the adequacy of the allowance for loan losses. Loans classified as "substandard" are loans which are inadequately protected by the current credit worthiness and paying capacity of the borrower and/or the collateral pledged. These assets exhibit well-defined weaknesses or are showing signs there is a distinct possibility the Company will sustain some loss if the deficiencies are not corrected. These weaknesses may be characterized by past due performance, operating losses and/or questionable collateral values. Loans classified as "doubtful" are those loans that have characteristics similar to substandard loans but have an increased risk of loss. Loans classified as "loss" are those loans which are considered uncollectable and are in the process of being charged off.

The Company regularly monitors the composition of the loan portfolio as part of its evaluation over the adequacy of the allowance for loan losses. The Company focuses on the following loan categories: (1) construction, land and land development; (2) commercial, financial and agricultural; (3) commercial and farmland real estate; (4) residential real estate; and (5) consumer.

The allowance for loan losses is a reserve established through charges to earnings in the form of a provision for loan losses. The provision for loan losses is based on management’s evaluation of the size and composition of the loan portfolio, the level of non-performing and past-due loans, historical trends of charged off loans and recoveries, prevailing economic conditions and other factors management deems appropriate. The Company’s management has established an allowance for loan losses which it believes is adequate for the probable incurred losses in the loan portfolio. Based on a credit evaluation of the loan portfolio, management presents a quarterly review of the allowance for loan losses to the Company’s Board of Directors, which primarily focuses on risk by evaluating individual loans in certain risk categories. These categories have also been established by management and take the form of loan grades. By grading the loan portfolio in this manner the Company’s

5545

management is able to effectively evaluate the portfolio by risk, which management believes is the most effective way to analyze the loan portfolio and thus analyze the adequacy of the allowance for loan losses.

The allowance for loan losses is established by examining (1) the large classified loans, nonaccrual loans and loans considered impaired and evaluating them individually to determine the specific reserve allocation and (2) the remainder of the loan portfolio to allocate a portion of the allowance based on past loss experience and the economic conditions for the particular loan category. The Company also considers other factors such as changes in lending policies and procedures; changes in national, regional and/or local economic and business conditions; changes in the nature and volume of the loan portfolio; changes in the experience, ability and depth of either the market president or lending staff; changes in the volume and severity of past-due and classified loans; changes in the quality of the loan review system; and other factors management deems appropriate.

The allowance for loan losses was $12.9 million at ~~September 30, 2021~~March 31, 2022 compared to ~~$11.0~~$12.7 million at ~~September 30, 2020,~~March 31, 2021, an increase of ~~$1.9 million,~~$226,000, or ~~16.9%~~1.8%. ~~While asset quality remains stable~~The allowance for loan losses as a percentage of loans was 0.96% and 1.19% at March 31, 2022 and 2021, respectively. The quarterly provision was $50,000 compared to $500,000 at March 31, 2022 and March 31, 2021, respectively. The amount of provision expense recorded in each period was the amount required such that the total allowance for loan losses reflected the appropriate balance, in the estimation of management, sufficient to cover probable, inherent losses in the loan portfolio. The primary reason for the decrease in allowance to loans as a percentage for loans is primarily due to the SouthCrest acquisition and additional loans that came with that acquisition without corresponding reserves. The decrease in the provision over the same period in 2021 is due to the additional reserve levels calculated in the prior period in response to the social and economic disruption ~~in response to~~of the COVID-19 pandemic ~~continue to result~~ in ~~businesses closures and job losses during~~ 2020 and 2021. The decrease in provision for loan losses in the three and nine months ended September 30, 2021 compared to the same period in 2020 is largely due to the reserve levels that had been established in response to the COVID-19 pandemic.

Additional information about the Company’s allowance for loan losses is provided in Note 54 to our consolidated financial statements as of ~~September 30, 2021,~~March 31, 2022, included elsewhere in this Form 10-Q.

The following table presents an analysis of the allowance for loan losses as of and for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2022 and ~~2020:~~2021:


Table 8 - Analysis of Allowance for Loan Loss
Table 6 - Analysis of Allowance for Loan Loss										Table 6 - Analysis of Allowance for Loan Loss
		September 30, 2021				September 30, 2020					March 31, 2022				March 31, 2021
(dollars in thousands)	(dollars in thousands)	Reserve		%*		Reserve		%*		(dollars in thousands)	Reserve		%*		Reserve		%*
Construction, land and land development	Construction, land and land development	$	1,049	11.7	%	$	964	11.4	%	Construction, land and land development	$	1,339	12.6	%	$	1,053	12.4	%
Other commercial real estate	Other commercial real estate	7,300		57.3	%	5,615		49.2	%	Other commercial real estate	7,355		59.3	%	7,128		58.8	%
Residential real estate	Residential real estate	2,290		16.8	%	1,924		17.3	%	Residential real estate	1,811		15.4	%	2,411		15.9	%
Commercial, financial, & agricultural	Commercial, financial, & agricultural	1,833		12.8	%	2,107		20.1	%	Commercial, financial, & agricultural	2,087		11.5	%	1,666		11.5	%
Consumer and other	Consumer and other	405		1.5	%	410		2.0	%	Consumer and other	327		1.3	%	435		1.4	%
		$	12,877	100	%	$	11,020	100	%		$	12,919	100	%	$	12,693	100	%

*Percentage represents the loan balance in each category expressed as a percentage of total end of period loans.

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The following table presents a summary of allowance for loan loss for the three ~~and nine~~ months ended ~~September 30, 2021~~March 31, 2022 and ~~2020.~~2021.


Table 9 - Summary of Allowance for Loan Loss
Table 7 - Summary of Allowance for Loan Loss															Table 7 - Summary of Allowance for Loan Loss
		Three Months Ended							Nine Months Ended							Three Months Ended
(dollars in thousands)	(dollars in thousands)		September 30, 2021			September 30, 2020			September 30, 2021			September 30, 2020			(dollars in thousands)		March 31, 2022			March 31, 2021
Allowance for loan loss - beginning balance	Allowance for loan loss - beginning balance		$	12,871		$	10,289		$	12,127		$	6,863		Allowance for loan loss - beginning balance		$	12,910		$	12,127
Charge-offs:	Charge-offs:														Charge-offs:
Construction, land and land development	Construction, land and land development		—			—			—			4			Construction, land and land development		—			—
Other commercial real estate	Other commercial real estate		531			226			568			226			Other commercial real estate		58			—
Residential real estate	Residential real estate		—			144			—			159			Residential real estate		18			—
Commercial, financial, & agricultural	Commercial, financial, & agricultural		209			153			225			221			Commercial, financial, & agricultural		16			15
Consumer and other	Consumer and other		3			36			44			846			Consumer and other		16			11
Total loans charged-off	Total loans charged-off		743			559			837			1,456			Total loans charged-off		108			26
Recoveries:	Recoveries:														Recoveries:
Construction, land and land development	Construction, land and land development		363			6			448			31			Construction, land and land development		6			15
Other commercial real estate	Other commercial real estate		14			3			108			29			Other commercial real estate		7			—
Residential real estate	Residential real estate		143			120			254			130			Residential real estate		4			66
Commercial, financial, & agricultural	Commercial, financial, & agricultural		66			1			83			21			Commercial, financial, & agricultural		44			3
Consumer and other	Consumer and other		13			54			44			140			Consumer and other		6			8
Total recoveries	Total recoveries		599			184			937			351			Total recoveries		67			92
Net (recoveries)/charge-offs	Net (recoveries)/charge-offs		144			375			(100)			1,105			Net (recoveries)/charge-offs		41			(66)
Provision for loan loss	Provision for loan loss		150			1,106			650			5,262			Provision for loan loss		50			500
Allowance for loan loss - ending balance	Allowance for loan loss - ending balance		$	12,877		$	11,020		$	12,877		$	11,020		Allowance for loan loss - ending balance		$	12,919		$	12,693

Net (recoveries)/charge-offs to average loans (annualized)	Net (recoveries)/charge-offs to average loans (annualized)		0.05		%	0.13		%	(0.02)		%	0.18		%	Net (recoveries)/charge-offs to average loans (annualized)		0.01		%	(0.02)		%
Allowance for loan losses to total loans	Allowance for loan losses to total loans		0.98			1.00			0.98			1.00			Allowance for loan losses to total loans		0.95			1.19
Allowance to nonperforming loans	Allowance to nonperforming loans		105.15			111.02			105.15			111.02			Allowance to nonperforming loans		209.35			118.88

Management believes the allowance for loan losses is adequate to provide for losses inherent in the loan portfolio as of ~~September 30, 2021; provided, however, that~~ with the continuing economic impact of the COVID-19 pandemic through the first nine months of 2021 leading to significant market changes, high levels of unemployment and increasing degrees of uncertainty in the U.S. economy, the impact on collectability is not currently known, and it is possible that additional provisions for credit losses could be needed in future periods.March 31, 2022.

5747

Nonperforming Assets

~~Excluding assets acquired from SouthCrest, asset~~Asset quality ~~remained stable~~experienced some decline during the first ~~nine~~three months of ~~2021. The continuing effects of the COVID-19 pandemic will likely have an impact on our asset quality, but the full extent is unknown at this point.~~2022. Nonperforming assets include nonaccrual loans, accruing loans contractually past due 90 days or more, repossessed personal property and other real estate owned ("OREO"). Pursuant to the provisions of the CARES Act, loans granted payment deferrals related to the COVID-19 pandemic are not reported as past due or placed on nonaccrual status (provided the loans were not past due or on nonaccrual status prior to the deferral), and there were no loans under these terms deemed past due or nonaccrual as of September 30, 2021. Nonaccrual loans totaled ~~$12.2~~$6.2 million at ~~September 30, 2021,~~March 31, 2022, an increase of ~~$3.1 million,~~$722,000, or ~~34.2%~~13.3%, from ~~$9.1~~$5.4 million at December 31, ~~2020.~~2021. There were no loans contractually past due 90 days or more and still accruing for either period presented. At ~~September 30, 2021,~~March 31, 2022, OREO totaled ~~$807,000,~~$246,000, a decrease of ~~$199,000,~~$35,000, or ~~19.8%~~12.5%, compared with ~~$1.0 million~~$281,000 at December 31, ~~2020.~~2021. The ~~change~~decrease in OREO iswas due to a ~~combination of sales~~donation of assets during the first ~~nine~~three months of ~~2021 offset by a few small OREO property additions and additions from the SouthCrest acquisition.~~2022. At the end of the ~~third~~first quarter ~~2021,~~2022, total nonperforming assets as a percent of total assets ~~decreased~~increased to ~~0.52%~~0.24% compared with ~~0.69%~~0.21% at December 31, ~~2020.~~2021.

At September 30, 2021, 4.7% of the Company’s loan portfolio, or $61.6 million, is in the hotel sector which was one of the most sensitive sectors to the COVID-19 pandemic. While our entire loan portfolio is being continuously assessed, enhanced monitoring for the hotel and other sensitive sectors is ongoing. We are continuously working with these customers to evaluate how the current economic conditions are impacting, and will continue to impact, their business operations.

Generally, loans are placed on non-accrual status if principal or interest payments become 90 days past due and/or management deems the collectability of the principal and/or interest to be in question, as well as when required by regulatory requirements. Loans to a customer whose financial condition has deteriorated are considered for non-accrual status whether or not the loan is 90 days or more past due. Once interest accruals are discontinued, accrued but uncollected interest is charged to current year operations. Subsequent loan payments made on nonaccrual loans are recorded as a reduction of principal, and interest income is recorded only after principal recovery is reasonably assured. Classification of a loan as nonaccrual does not preclude the ultimate collection of loan principal or interest.

Foreclosed property is initially recorded at fair value, less estimated costs to sell. If the fair value, less estimated costs to sell, at the time of foreclosure is less than the loan balance, the deficiency is charged against the allowance for loan losses. If the lesser of the fair value, less estimated costs to sell, or the listed selling price, less the costs to sell, of the foreclosed property decreases during the holding period, a valuation allowance is established with a charge to foreclosed property expense. When the foreclosed property is sold, a gain or loss is recognized on the sale for the difference between the sales proceeds and the carrying amount of the property.

Nonperforming assets at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 were as follows:
Table 10 - Nonperforming Assets(1)
(dollars in thousands) September 30, 2021 December 31, 2020
Nonaccrual loans $ 12,246 $ 9,128
Loans past due 90 days and accruing — —
Other real estate owned 807 1,006
Repossessed assets 3 30
Total nonperforming assets $ 13,056 $ 10,164
Nonaccrual loans by loan segment
Construction, land and land development $ 54 $ 197
Commercial real estate 5,780 4,613
Residential real estate 5,372 2,958
Commercial, financial & agriculture 722 1,065
Consumer & other 318 295
Total nonaccrual loans $ 12,246 $ 9,128
NPAs as a percentage of total loans and OREO 1.00 % 1.08 %
NPAs as a percentages of total assets 0.52 % 0.69 %
Nonaccrual loans as a percentage of total loans 0.93 % 0.95 %

~~(1)~~ Loans granted payment deferrals related to the COVID-19 pandemic are not reported as past due or placed on nonaccrual status (provided the loans were not past due or on nonaccrual status prior to the deferral). There were no loans under these terms deemed past due or nonaccrual as of September 30, 2021.


Table 8 - Nonperforming Assets
(dollars in thousands)	March 31, 2022			December 31, 2021
Nonaccrual loans	$	6,171		$	5,449
Loans past due 90 days and accruing	—			—
Other real estate owned	246			281
Repossessed assets	48			49
Total nonperforming assets	$	6,465		$	5,779
Nonaccrual loans by loan segment
Construction, land and land development	$	67		$	31
Commercial real estate	1,461			837
Residential real estate	4,039			3,839
Commercial, financial & agriculture	578			708
Consumer & other	26			34
Total nonaccrual loans	$	6,171		$	5,449

NPAs as a percentage of total loans and OREO	0.48		%	0.43		%
NPAs as a percentages of total assets	0.24		%	0.21		%
Nonaccrual loans as a percentage of total loans	0.46		%	0.41		%

The restructuring of a loan is considered a ~~TDR~~troubled debt restructuring (" TDR") if both (i) the borrower is experiencing financial difficulties and (ii) the Company has granted the borrower a concession that we would not consider otherwise. At ~~September 30, 2021,~~March 31, 2022, TDRs decreased slightly to ~~$12.4~~$7.2 million from ~~$12.6~~$7.3 million reported at December 31, ~~2020.~~2021. At ~~September 30, 2021~~March 31, 2022, $870,000 in TDRs were considered nonperforming and at December 31, ~~2020,~~2021, all TDRs were performing according to their modified terms and were therefore not considered to be nonperforming assets.

Deposits

Deposits at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 were as follows:


Table 11 - Deposits
Table 9 - Deposits						Table 9 - Deposits
(dollars in thousands)	(dollars in thousands)	September 30, 2021		December 31, 2020		(dollars in thousands)	March 31, 2022		December 31, 2021
Noninterest-bearing deposits	Noninterest-bearing deposits	$	539,251	$	326,999	Noninterest-bearing deposits	$	557,985	$	552,576
Interest-bearing deposits	Interest-bearing deposits	790,474		433,554		Interest-bearing deposits	883,159		930,811
Savings	Savings	509,306		422,860		Savings	570,639		541,993
Time, $250,000 and over	Time, $250,000 and over	97,246		34,653		Time, $250,000 and over	69,341		73,407
Other time	Other time	258,844		226,961		Other time	269,662		275,821
Total deposits	Total deposits	$	2,195,121	$	1,445,027	Total deposits	$	2,350,786	$	2,374,608

Total deposits ~~were $2.2 billion and $1.4~~decreased $23.8 million to $2.35 billion at ~~September 30, 2021 and~~March 31, 2022 from $2.37 billion at December 31, ~~2020, respectively.~~2021. As of ~~September 30, 2021, 24.6%~~March 31, 2022, 23.7% of total deposits were comprised of noninterest-bearing accounts and ~~75.4%~~76.3% comprised of interest-bearing deposit accounts, compared to ~~22.6%~~23.3% and ~~77.4%~~76.7% as of December 31, ~~2020,~~2021, respectively. The ~~growth~~decline in our deposits is due ~~primarily the acquisition of SouthCrest deposits of $631.4 million and~~ the combination of spending of government stimulus programs, PPP loan proceeds previously retained on deposits by corporate borrowers, and customer expense and savings habits in response to the winding down of the COVID-19 pandemic.

We had ~~$883,000~~$884,000 and ~~$1.1 million~~$883,000 in brokered deposits at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively. We use brokered deposits, subject to certain limitations and requirements, as a source of funding to support our asset growth and augment the deposits generated from our branch network, which are our principal source of funding. Our level of brokered deposits varies from time to time depending on competitive interest rate conditions and other factors, and tends to increase as a percentage of total deposits when the brokered deposits are less costly than issuing internet certificates of deposit or borrowing from the FHLB.

Off-Balance Sheet Arrangements

The Company is a party to credit related financial instruments with off-balance sheet risk in the normal course of business to meet the financing needs of its customers. These financial instruments include commitments to extend credit, standby letters of credit and commercial letters of credit. Such commitments involve, to varying degrees, elements of credit and interest rate risk in excess of the amount recognized in the consolidated balance sheets.

The Company’s exposure to credit loss is represented by the contractual amount of these commitments. The Company follows the same credit policies in making commitments as it does for on-balance sheet instruments. The Company evaluates each customer’s creditworthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary, upon extension of credit, is based on management’s credit evaluation of the borrower. The type of collateral held varies, but may include cash or cash equivalents, unimproved or improved real estate, personal property or other acceptable collateral.

See Note 97 to our consolidated financial statements as of ~~September 30, 2021,~~March 31, 2022, included elsewhere in this Form 10-Q, for a table setting forth the financial instruments that were outstanding whose contract amounts represent credit risk and more information regarding our off-balance sheet arrangements as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~

2021.

Liquidity

An important part of the Bank's liquidity resides in the asset portion of the balance sheet, which provides liquidity primarily through loan interest and principal repayments and the maturities and sales of securities, as well as the ability to use these assets as collateral for borrowings on a secured basis.

The Bank's main source of liquidity is customer interest-bearing and noninterest-bearing deposit accounts. Liquidity is also available from wholesale funding sources consisting primarily of Federal funds purchased, FHLB advances and brokered deposits. These sources of liquidity are generally short-term in nature and are used as necessary to fund asset growth and meet other short-term liquidity needs.

To plan for contingent sources of funding not satisfied by both local and out-of-market deposit balances, the Company and the Bank have established multiple borrowing sources to augment their funds management. The Company has borrowing capacity through membership of the Federal Home Loan Bank program. The Bank has also established overnight borrowing for Federal Funds purchased through various correspondent banks.

Cash and cash equivalents at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020~~2021 were ~~$177.0~~$156.4 million and ~~$183.5~~$197.2 million, respectively. This decrease is primarily attributable to the deployment of funds that came from PPP loans and the repayment of Paycheck Protection Program Liquidity Facility (“PPPLF”). Management believes the various funding sources discussed above are adequate to meet the Company’s liquidity needs without any material adverse impact on our operating results.

On February 10, 2022, the Company completed a public offering of approximately $63.5 million of its common stock. The offering generated net proceeds of approximately $59.3 million, which were used to fund the repayment of the Company's existing term note and the line of credit and for other general corporate purposes.

Liquidity management involves the matching of cash flow requirements of customers and the ability of the Company to manage those requirements. These requirements of customers include, but are not limited to, deposits being withdrawn or providing assurance to borrowers that sufficient funds are available to meet their credit needs. We strive to maintain an adequate liquidity position by managing the balances and maturities of interest-earning assets and interest-bearing liabilities so that the balance we have in short-term assets at any given time will adequately cover any reasonably anticipated need for funds. Additionally, we maintain relationships with correspondent banks, which could provide funds on short notice, if needed. We have also invested in FHLB stock for the purpose of establishing credit lines with the FHLB. At ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, we had ~~$51.6~~$51.7 million of outstanding advances from the FHLB. Based on the values of loans pledged as collateral, we had ~~$385.4~~$619.3 million and ~~$416.1~~$574.7 million of additional borrowing availability with the FHLB at ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, respectively.

The Company is a separate entity from the Bank, and as such it must provide for its own liquidity. The Company is responsible for the payment of dividends declared for its common shareholders and payment of interest and principal on any outstanding debt or trust preferred securities. These obligations are met through internal capital resources such as service fees and dividends from the Bank, which are limited by applicable laws and regulations.

Capital Resources

The Bank is required under federal law to maintain certain minimum capital levels based on ratios of capital to total assets and capital to risk-weighted assets. The required capital ratios are minimums, and the federal banking agencies may determine that a banking organization, based on its size, complexity or risk profile, must maintain a higher level of capital in order to operate in a safe and sound manner. Risks such as concentration of credit risks and the risk arising from non-traditional activities, as well as the institution’s exposure to a decline in the economic value of its capital due to changes in interest rates, and an institution’s ability to manage those risks are important factors that are to be taken into account by the federal banking agencies in assessing an institution’s overall capital adequacy.

In addition, the Bank participated in the PPP and the PPPLF to fund PPP loans. In accordance with regulatory guidance, PPP loans pledged as collateral for PPPLF, and PPPLF advances, are excluded from leverage capital ratios. PPP loans also carry a 0% risk-weight for risk-based capital rules.

The table below summarizes the capital requirements applicable to the Bank in order to be considered “well-capitalized” from a regulatory perspective, as well as the Bank’s capital ratios as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. The Bank exceeded all regulatory capital requirements and was considered to be “well-capitalized” as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020.~~2021. There have been no conditions or events since December 31, ~~2020~~2021 that management believes would change this classification.While the Company believes that it has sufficient capital to withstand an extended economic recession brought about by COVID-19, its reported and regulatory capital ratios could be adversely impacted in future


Table 10 - Capital Ratio Requirements
	Minimum Requirement		Well-capitalized¹
Risk-based ratios:
Common equity tier 1 capital (CET1)	4.5	%	6.5	%
Tier 1 capital	6.0		8.0
Total capital	8.0		10.0
Leverage ratio	4.0		5.0
(1) The prompt corrective action provisions are only applicable at the bank level.

6050

~~periods.~~
Table 12 - Capital Ratio Requirements
Minimum Requirement Well-capitalized¹
Risk-based ratios:
Common equity tier 1 capital (CET1) 4.5 % 6.5 %
Tier 1 capital 6.0 8.0
Total capital 8.0 10.0
Leverage ratio 4.0 5.0
(1) The prompt corrective action provisions are only applicable at the bank level.


Table 13 - Capital Ratios
Table 11 - Capital Ratios						Table 11 - Capital Ratios
Company	Company	September 30, 2021		December 31, 2020		Company	March 31, 2022		December 31, 2021
CET1 risk-based capital ratio	CET1 risk-based capital ratio	10.49	%	10.62	%	CET1 risk-based capital ratio	13.29	%	9.87	%
Tier 1 risk-based capital ratio	Tier 1 risk-based capital ratio	11.98		12.71		Tier 1 risk-based capital ratio	14.65		11.28
Total risk-based capital ratio	Total risk-based capital ratio	12.80		13.78		Total risk-based capital ratio	15.40		12.05
Leverage ratio	Leverage ratio	8.37		8.49		Leverage ratio	9.47		7.25

Colony Bank	Colony Bank					Colony Bank
CET1 risk-based capital ratio	CET1 risk-based capital ratio	11.87	%	13.48	%	CET1 risk-based capital ratio	12.48	%	11.41	%
Tier 1 risk-based capital ratio	Tier 1 risk-based capital ratio	11.87		13.48		Tier 1 risk-based capital ratio	12.48		11.41
Total risk-based capital ratio	Total risk-based capital ratio	12.68		14.55		Total risk-based capital ratio	13.23		12.18
Leverage ratio	Leverage ratio	8.55		9.12		Leverage ratio	8.16		7.53

6151

ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

The Company's primary market risk exposures are credit risk, interest rate risk, and to a lesser degree, liquidity risk. The Bank operates under an Asset Liability Management Policy which is approved by the ALCO, which is a Board committee that meets regularly. The policy outlines limits on interest rate risk in terms of changes in net interest income and changes in the net market values of assets and liabilities over certain changes in interest rate environments. These measurements are made through a simulation model which projects the impact of changes in interest rates on the Bank's assets and liabilities. The policy also outlines responsibility for monitoring interest rate risk and the process for the approval, implementation and monitoring of interest rate risk strategies to achieve the Bank's interest rate risk objectives.

In addition to interest rate risk, the ongoing COVID-19 pandemic and the related stay-at-home and social-distancing mandates will likely expose us to additional market value risk. Protracted closures, furloughs and lay-offs have curtailed economic activity, and will likely continue to curtail economic activity and could result in lower fair values for collateral in our loan portfolio.

The following table presents our interest sensitivity position at the dates indicated.

Table 14 - Interest Sensitivity

Table 12 - Interest Sensitivity

Increase (Decrease) in Net Interest Income from Base Scenario at

September 30, 2021

December 31, 2020

March 31, 2022

December 31, 2021

Changes in rates

200 basis point increase

7.73%

12.55%

200 basis point increase

12.00%

13.80%

100 basis point increase

4.06

6.71

100 basis point increase

6.05

6.83

100 basis point decrease

(2.47)

(2.91)

100 basis point decrease

(3.40)

(3.18)

See Part II, Item 7A, “Quantitative and Qualitative Disclosures About Market Risk,” of the Company’s Annual Report on Form 10-K as of and for the year ended December 31, ~~2020~~2021 for additional disclosures related to market and interest rate risk.

ITEM 4 – CONTROLS AND PROCEDURES

Under the supervision and with the participation of management, including the Company’s Chief Executive Officer and Chief Financial Officer, the Company has evaluated its disclosure controls and procedures (as such term is defined in Rules 13a-15(e) or 15d-15(e) promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end of the period covered by this report, as required by paragraph (b) of Rules 13a-15 or 15d-15 of the Exchange Act. Based on such evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of the period covered by this report, the Company’s disclosure controls and procedures were effective for ensuring that information the Company is required to disclose in reports that it files or submits under the Exchange Act, as amended, is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that such information is accumulated and communicated to the Company's senior management, including its Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

During the quarter ended ~~September 30, 2021,~~March 31, 2022, there were no changes in the Company’s internal control over financial reporting identified in connection with the evaluation required by paragraph (d) of Rules 13a-15 or 15d-15 of the Exchange Act that has materially affected, or is reasonably likely to materially affect, the Company’s internal control over financial reporting.

6252

Part II – OTHER INFORMATION

ITEM 1 – LEGAL PROCEEDINGS

In the ordinary course of business, there are various legal proceedings pending against the Company and the Bank. The aggregate liabilities, if any, arising from such proceedings would not, in the opinion of management, have a material adverse effect on the Company’s consolidated financial position.

ITEM 1A – RISK FACTORS

In addition to the other information set forth in this Quarterly Report, you should carefully consider the factors discussed in "Part I - Item IA - Risk Factors” of the Company’s ~~2020~~2021 Form 10-K, which could materially affect its business, financial position, results of operations, cash flows, or future results. Please be aware that these risks may change over time and other risks may prove to be important in the future. ~~In addition, these risks may be heightened by the disruption and uncertainty resulting from COVID-19.~~ New risks may emerge at any time, and we cannot predict such risks or estimate the extent to which they may affect our business, financial condition or results of operations, or the trading price of our securities.

There are no material changes during the period covered by this Report to the risk factors previously disclosed in the Company's ~~2020~~2021 Form 10-K.

ITEM 2 – UNREGISTERED SALE OF EQUITY SECURITIES AND USE OF PROCEEDS

(a) There were no unregistered shares of the Company’s common stock sold during the three-month period ended ~~September 30, 2021.~~March 31, 2022.

(b) Not applicable.

(c) There were no purchases of the Company's equity securities by the Company or its affiliates during the three-month period ended ~~September 30, 2021.~~March 31, 2022.

ITEM 3 – DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4 – MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5 – OTHER INFORMATION

None.

6353

ITEM 6 – EXHIBITS



~~2.1~~			Agreement and Plan of Merger, dated April 22, 2021, by and between Colony Bankcorp, Inc. and SouthCrest Financial Group, Inc. – filed as Exhibit 2.1 to the Registrant’s Current Report on Form 8-K (File No. 0 00 ~~-12436), filed with the Commission on April 22, 2021 and incorporated herein by reference.~~

3.1			Articles of Incorporation, As Amended -filed as Exhibit 99.1 to the Registrant’s Quarterly Report on Form 10-Q (File No. 0-12436), filed with the Commission on August 4, 2014 and incorporated herein by reference.

3.2			Amended and Restated Bylaws -filed as Exhibit 3.1 to the Registrant’s Current Report on Form 8-K (File No. 000-12436), filed with the Commission on September 18, 2020 and incorporated herein by reference.

~~10.1~~			~~Employment Agreement, dated as of July 30, 2021, between Colony Bankcorp, Inc. and T. Heath Fountain – filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K (File No.~~ 00 ~~0-12436) filed with the Commission on August 2, 2021 and incorporated herein by reference.~~





31.1			Certificate of Chief Executive Officer Pursuant to Section 302 of ~~Sarbanes-Oxley~~Sarbanes -Oxley Act of 2002

31.2			Certificate of Chief Financial Officer Pursuant to Section 302 of Sarbanes – -Oxley Act of 2002

32.1			Certification of Chief Executive Officer and Chief Financial Officer Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101			Interactive data files pursuant to Rule 405 of Regulation S-T, formatted in Inline XBRL: (i) Condensed Consolidated Balance Sheets as of ~~September 30, 2021~~March 31, 2022 and December 31, ~~2020;~~2021; (ii) Condensed Consolidated Statements of Income for the Three ~~and Nine~~ Months Ended ~~September 30, 2021~~March 31, 2022 and ~~2020;~~2021; (iii) Condensed Consolidated Statements of Comprehensive Income for the Three ~~and Nine~~ Months Ended ~~September 30, 2021~~March 31, 2022 and ~~2020;~~2021; (iv) Condensed Consolidated Statements of Changes in Stockholders’ Equity for the Three ~~and Nine~~ Months Ended ~~September 30, 2021~~March 31, 2022 and ~~2020;~~2021; (v) Condensed Consolidated Statements of Cash Flows for the ~~Nine~~Three Months Ended ~~September 30, 2021~~March 31, 2022 and ~~2020;~~2021; and (vi) Notes to Unaudited Condensed Consolidated Financial Statements*

104			The cover page from Colony Bankcorp’s Quarterly Report on Form 10-Q for the three months ended ~~September 30, 2021~~March 31, 2022 (formatted in Inline XBRL and included in Exhibit 101)

6454

SIGNATURES

Pursuant to the requirements of the Securities and Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


			Colony Bankcorp, Inc.


			/s/ T. Heath Fountain
Date: ~~November 12, 2021~~May 13, 2022			T. Heath Fountain
			President and Chief Executive Officer
			(Principal Executive Officer)

			/s/ ~~Tracie Youngblood~~Andrew Borrmann
Date: ~~November 12, 2021~~May 13, 2022			~~Tracie Youngblood~~Andrew Borrmann
			Executive Vice President and Chief Financial Officer
			(Principal Financial Officer)

6555


(dollars in thousands)	Fair Value of Acquired Loans at Acquisition Date		Gross Contractual Amounts Receivable at Acquisition Date		Estimate at Acquisition Date of Contractual Cash Flows Not Expected to be Collected
Acquired receivables subject to ASC 310-30	$	1,154	$	1,154	$	—
Acquired receivables not subject to ASC 310-30	$	306,302	$	306,933	—


	Securities Available for Sale
(dollars in thousands)	Amortized Cost		Fair Value
Due in one year or less	$	453	$	453
Due after one year through five years	13,395		13,457
Due after five years through ten years	109,852		108,879
Due after ten years	176,028		173,127
	$	299,728	$	295,916

Mortgage-backed securities	525,507		524,709
	$	825,235	$	820,625


(dollars in thousands)			Lease Liability
September 30, 2022			$	536
September 30, 2023			215
September 30, 2024			39



Total lease payments			$	790
Less: interest			(3)
Present value of lease liabilities			$	787

Supplemental lease information:
Cash paid for amounts included in the measurement of lease liabilities:	September 30, 2021		September 30, 2020
Operating cash flows from operating leases (cash payments)	$	102	$	176
Operating cash flows from operating leases (lease liability reduction)	237		167
Operating lease right-of-use assets obtained in exchange for leases entered into during the period, net of business combinations	—		196


Table 2 - Selected Financial Information
	2021			2020
(dollars in thousands, except per share data)	Third Quarter	Second Quarter	First Quarter	Fourth Quarter	Third Quarter
EARNINGS SUMMARY
Net interest income	$17,868	$15,069	$14,283	$15,151	$13,848
Provision for loan losses	150	—	500	1,296	1,106
Non-interest income	9,438	7,751	8,576	8,039	7,554
Non-interest expense	21,211	17,465	15,782	15,986	16,313
Income taxes	362	1,358	1,658	1,008	884
Net income	$5,583	$3,997	$4,919	$4,900	$3,098
PERFORMANCE MEASURES
Per common share:
Common shares outstanding	13,674,198	9,498,783	9,498,783	9,498,783	9,498,783
Weighted average basic shares	12,344,926	9,498,783	9,498,783	9,498,783	9,498,783
Weighted average diluted shares	12,344,926	9,498,783	9,498,783	9,498,783	9,498,783
Earnings per basic share	$0.45	$0.42	$0.52	$0.52	$0.33
Earnings per diluted share	0.45	0.42	0.52	0.52	0.33
Adjusted earnings per diluted share(a)	0.57	0.49	0.53	0.44	0.39
Cash dividends declared per share	0.1025	0.1025	0.1025	0.1000	0.1000
Book value per common share	15.88	15.46	15.11	15.21	14.78
Tangible book value per common share (a)	11.42	13.57	13.22	13.26	12.82

Performance ratios:
Net interest margin	3.48%	3.68%	3.50%	3.58%	3.34%
Return on average assets	1.00	0.91	1.12	1.08	0.70
Return on average total equity	11.49	11.14	13.71	13.73	8.80
Average total equity to average assets	8.67	8.14	8.20	7.87	7.91


ASSET QUALITY
Nonperforming loans (NPLs)	$12,246	$9,205	$10,676	$9,128	$9,926
Other real estate owned	807	270	518	1,006	1,875
Repossessions	3	29	29	30	11


Total nonperforming assets (NPAs)	13,056	9,504	11,223	10,164	11,812
Classified loans	30,300	30,852	35,182	30,404	21,388
Criticized loans	61,857	64,818	80,288	75,633	72,076
Net loan (recoveries)/charge-offs	144	(178)	(66)	189	375
Allowance for loan losses to total loans	0.98%	1.26%	1.19%	1.14%	1.00%
Allowance for loan losses to total NPLs	105.15	140.15	118.89	132.85	111.02
Allowance for loan losses to total NPAs	98.63	135.73	113.10	119.31	93.29
Net (recoveries)/charge-offs to average loans (annualized)	0.05	(0.09)	(0.02)	0.07	0.13
NPLs to total loans	0.93	0.90	1.00	0.86	0.90
NPAs to total assets	0.52	0.54	0.62	0.58	0.67
NPAs to total loans and other real estate owned	1.00	0.93	1.06	0.96	1.07

AVERAGE BALANCES
Total assets	$2,272,904	$1,777,559	$1,774,123	$1,797,749	$1,766,717
Loans, net	1,243,066	1,076,784	1,079,007	1,151,872	1,140,487
Deposits	1,975,418	1,547,139	1,475,944	1,456,287	1,417,724
Total stockholders’ equity	197,109	144,761	145,515	141,570	139,721

























(a) Non-GAAP measure - see “Non-GAAP Reconciliation and Explanation” for more information and reconciliation to GAAP


Table 10 - Nonperforming Assets(1)
(dollars in thousands)	September 30, 2021			December 31, 2020
Nonaccrual loans	$	12,246		$	9,128
Loans past due 90 days and accruing	—			—
Other real estate owned	807			1,006
Repossessed assets	3			30
Total nonperforming assets	$	13,056		$	10,164
Nonaccrual loans by loan segment
Construction, land and land development	$	54		$	197
Commercial real estate	5,780			4,613
Residential real estate	5,372			2,958
Commercial, financial & agriculture	722			1,065
Consumer & other	318			295
Total nonaccrual loans	$	12,246		$	9,128

NPAs as a percentage of total loans and OREO	1.00		%	1.08		%
NPAs as a percentages of total assets	0.52		%	0.69		%
Nonaccrual loans as a percentage of total loans	0.93		%	0.95		%


Table 12 - Capital Ratio Requirements
	Minimum Requirement		Well-capitalized¹
Risk-based ratios:
Common equity tier 1 capital (CET1)	4.5	%	6.5	%
Tier 1 capital	6.0		8.0
Total capital	8.0		10.0
Leverage ratio	4.0		5.0
(1) The prompt corrective action provisions are only applicable at the bank level.