Commercial Bancgroup, Inc. Announces Results for the First Quarter 2026

HARROGATE, TN / ACCESS Newswire / April 27, 2026 / Commercial Bancgroup, Inc. (“Commercial” or the “Company”) (Nasdaq:CBK), the parent company of Commercial Bank (the “Bank”), today announced net income of $9.5 million, or $0.70 per common share, for the first quarter of 2026, compared to net income of $8.7 million, or $0.72 per common share, for the first quarter of 2025. Core (net of any one-time adjustments) net income was 10.0 million, or $0.73 per common share, for the first quarter of 2026, compared to core net income of $8.7 million, or $0.72 per common share, for the first quarter of 2025.

Prior to Commercial’s initial public offering (“IPO”) of it’s common stock in October 2025, Commercial had three classes of common stock outstanding: common stock, Class B common stock, and Class C common stock. On September 18, 2025, Commercial’s charter was amended and restated. The Company’s amended and restated charter provided for, among other things:

  • effective upon the filing of the amended and restated charter, the reclassification and conversion of (i) each outstanding share of Class B common stock into 1.15 shares of common stock and (ii) each outstanding share of Class C common stock into 1.05 shares of common stock (collectively, the “Stock Reclassification”); and

  • effective immediately following the Stock Reclassification, a 250-for-1 forward stock split in respect of the outstanding shares of our common stock (the “Stock Split”).

Our financial statements, including earnings per share and book value per share, reflect the stock Reclassification and Stock Split retroactively. Because the IPO occurred after September 30, 2025, the financial impacts of the IPO are reflected for the fourth quarter of 2025 in the financial statements presented in this press release.

First Quarter 2026 Performance Highlights:

  • Net income of $9.5 million or $0.70 per common share; Core net income of $10.0 million or $0.73 per common share (see non-GAAP reconciliation)

  • Return on average assets (“ROAA”) of 1.66%; Core return on average assets of 1.74% share (see non-GAAP reconciliation)

  • Return on average equity (“ROAE”) of 13.22%; Core return on average equity of 13.87% share (see non-GAAP reconciliation)

  • Return on average tangible common equity (“ROATCE”) of 13.76%; Core return on average tangible common equity of 14.44% (see non-GAAP reconciliation)

  • Net interest margin of 3.88%, a decrease of 13 basis points from the fourth quarter of 2025

  • Core efficiency ratio of 45.45% share (see non-GAAP reconciliation)

  • Total loans increased $18.1 million during the quarter, or 4.0% annualized, from the fourth quarter of 2025

  • Book value per share increased $0.60, or 11.5% annualized, to $21.43 and tangible book value per share increased $0.62, or 12.4% annualized, to $20.60 at March 31, 2026 from the $20.83 and $19.98, respectively, at December 31, 2025 (see non-GAAP reconciliation)

  • Net charge-offs to average loans of 0.01% and nonperforming assets to total assets of 0.28%

  • Redeemed $6.2 million in principal amount of trust preferred securities

 

Year-Over-Year Highlights:

  • Net income of $9.5 million or $0.70 per share for the three months ended March 31, 2026, compared to $8.7 million or $0.72per share for the three months ended March 31, 2025.

  • Return on average assets of 1.66% for the three months ended March 31, 2026, compared to 1.52% for the three months ended March 31, 2025.

  • Return on average shareholders’ equity of 13.22% for the three months ended March 31, 2026, compared to 15.81% for the three months ended March 31, 2025.

  • Total operating revenue of $23.1 million for the three months ended March 31, 2026, compared to $21.8 million for the three months ended March 31, 2025.

  • Non-interest expense of $11.1 million for the three months ended March 31, 2026, compared to $10.6 million for the three months ended March 31, 2025.

  • Tangible book value per share of $20.60 per share as of March 31, 2026, compared to $17.45 per share as of March 31, 2025 (see non-GAAP reconciliation).

  • Core Efficiency ratio of 45.5% for the three months ended March 31, 2026, compared to 48.6% for the three months ended March 31, 2025.

  • The Federal Reserve Bank of Atlanta raised the Bank’s Community Reinvestment Act rating from Needs to Improve to Satisfactory.

Balance Sheet Trends

Total assets were $2.3 billion as of March 31, 2026, compared to $2.3 billion as of March 31, 2025.

Total net loans were $1.9 billion as of March 31, 2026, an increase of $96.8 million, or 5.4%, from March 31, 2025. While the Bank experienced various large loan payoffs from long-term borrowers selling businesses during 2025, the Bank had strong loan growth during the fourth quarter of 2025. Total net loans increased by $18.4 million or 1.0% from $1.9 billion as of December 31, 2025.

As of March 31, 2026, the Bank exceeded the minimum requirements to be well-capitalized for bank regulatory purposes, with a total risk-based capital ratio of 14.0%, a Tier 1 risk-based capital ratio of 13.0%, a common equity Tier 1 capital ratio of 13.0%, and a Tier 1 leverage ratio of 11.1%.

Total deposits were $1.9 billion as of March 31, 2026, a decrease of $10.0 million, or 0.5%, from March 31, 2025. This decrease was primarily driven by a $103.8 million reduction in brokered deposits to $41.5 million at March 31, 2026, from $145.3 million at March 31, 2025.

Noninterest bearing demand deposits decreased $16.7 million, or 4.0%, to $403.0 million as of March 31, 2026, from $419.8 million as of March 31, 2025.

Non-brokered deposits were $1.9 billion as of March 31, 2026, an increase of $93.9 million, or 5.3%, from March 31, 2025. This increase was primarily driven by normal customer business cycles.

Asset quality decreased slightly with nonperforming assets to total assets of 0.28% as of March 31, 2026 as compared to 0.24% as of March 31, 2025. The allowance for credit losses to total loans decreased slightly to 0.97% as of March 31, 2026 from 1.01% as of March 31, 2025.

Net Income Before Income Taxes

Net income before income taxes was $11.9 million for the three months ended March 31, 2026, an increase of $0.7 million, or 5.9%, from the three months ended March 31, 2025. The increase was primarily the result of an increase in net interest income after provision for credit losses of $1.0 million or 5.3% an increase in non-interest income of $0.2 million or 6.1% net of an increase of noninterest expense of $0.5 million or 4.8%.

Non-Interest Income

Non-interest income was $2.6 million for the three months ended March 31, 2026, an increase of $0.2 million, or 6.1%, as compared to the three months ended March 31, 2025. This increase was primarily due to an increase in customer service and ATM fees.

About Commercial Bancgroup, Inc.

Commercial Bancgroup, Inc. is a bank holding company headquartered in Harrogate, Tennessee. Through our wholly owned subsidiary, Commercial Bank, a Tennessee state-chartered bank, we offer a suite of traditional consumer and commercial banking products and services to businesses and individuals in select markets in Kentucky, North Carolina, and Tennessee. More information about Commercial can be found on its website at www.cbtn.com.

 

Commercial Bancgroup, Inc.
Financial Tables

Financial Highlights (unaudited)

Table 1A

For the Three Months Ended

As of and for the Twelve Months Ended

(dollars in thousands except per share amounts)

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

December 31, 2025

December 31, 2024

Selected Operating Data:
Interest and Dividend Income

$

29,463

$

29,958

$

30,021

$

30,859

$

30,766

$

121,604

$

123,213

Interest Expense

8,985

9,148

9,799

10,800

11,426

41,173

45,629

Net Interest Income

20,478

20,810

20,222

20,059

19,340

80,431

77,584

Provision for Credit Losses

122

463

463

1,829

Net Interest Income After
Provision for Credit Losses

20,356

20,347

20,222

20,059

19,340

79,968

75,755

Noninterest Income

2,591

2,667

2,626

2,194

2,443

9,930

10,878

Noninterest Expense

11,087

10,623

10,552

10,725

10,581

42,480

46,061

Income Before Income Taxes

11,860

12,391

12,296

11,528

11,202

47,418

40,572

Provision for Income Taxes

2,326

2,224

2,829

2,658

2,510

10,221

8,886

Net Income

9,534

10,167

9,467

8,870

8,692

37,197

31,686

Less: Net Income Attributable to Noncontrolling Interest

276

Net Income attributable to Commercial Bancgroup, Inc.

9,534

10,167

9,467

8,870

8,692

37,197

31,410

Add: Non-recurring Expense Net of Taxes

470

231

Core Net Income (1)

10,004

10,167

9,467

8,870

8,692

37,428

31,410

(1) Considered non-GAAP financial measure – See “Non-GAAP Financial Measures” and reconciliation of non-GAAP financial measures at table 10

Financial Highlights (unaudited)

For the Three Months Ended

As of and for the Twelve Months Ended

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

December 31, 2025

December 31, 2024

Share and Per Share Data:
Basic earnings per share

$

0.70

$

0.74

$

0.77

$

0.72

$

0.72

$

2.95

$

2.58

Diluted earnings per share

$

0.69

$

0.74

$

0.77

$

0.72

$

0.72

$

2.95

$

2.54

Book value per share

$

21.43

$

20.83

$

20.03

$

19.22

$

18.48

$

20.83

$

18.18

Tangible book value per share (1)

$

20.60

$

19.98

$

19.05

$

18.22

$

17.45

$

19.98

$

17.11

Shares of common stock
outstanding

13,697,987

13,697,987

12,239,644

12,239,644

12,239,644

13,697,987

12,113,114

Weighted average diluted shares
outstanding

13,746,198

13,704,030

12,240,568

12,239,644

12,137,013

12,611,170

12,367,248

(1) Considered non-GAAP financial measure – See “Non-GAAP Financial Measures” and reconciliation of non-GAAP financial measures at table 10

Financial Highlights (unaudited)

As of and for the Three Months Ended

As of and for the Twelve Months Ended

(dollars in thousands)

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

December 31, 2025

December 31, 2024

Selected Balance Sheet Data:
Total assets

$

2,328,789

$

2,291,455

$

2,214,408

$

2,262,511

$

2,266,878

$

2,291,455

$

2,301,211

Securities available-for-sale at
fair value

42,175

43,137

29,556

30,113

48,830

43,137

47,938

Securities held-to-maturity, at
carrying value, net of
allowance for credit losses

96,387

97,728

131,915

157,452

140,019

97,728

128,217

Gross loans less deferred fees
and discounts

1,892,174

1,873,533

1,767,193

1,791,516

1,795,178

1,873,533

1,806,997

Allowance for credit losses

18,329

18,096

17,942

17,989

18,109

18,096

18,205

Goodwill and other intangible
assets

12,392

12,767

13,149

13,546

13,938

12,767

14,339

Total deposits

1,892,217

1,815,734

1,780,634

1,851,248

1,902,206

1,815,734

1,938,597

Core deposits (1)

1,733,718

1,665,470

1,631,921

1,628,816

1,659,301

1,665,470

1,669,380

Other borrowings

118,248

166,838

162,760

148,509

109,090

166,838

109,165

Total Shareholders’ equity

293,518

285,344

245,153

235,268

226,179

285,344

220,256

(1) Considered non-GAAP financial measure – See “Non-GAAP Financial Measures” and reconciliation of non-GAAP financial measures at table 10

Financial Highlights (unaudited)

Table 1B

As of and for the Three Months Ended

As of and for the Twelve Months Ended

(dollars in thousands)

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

December 31, 2025

December 31, 2024

Performance Ratios:
Pre-tax pre-provision net revenue (PPNR) (1)

$

11,982

$

12,854

$

12,296

$

11,528

$

11,202

$

47,880

$

42,401

Return on average assets (ROAA)

1.66

1.76

1.69

1.57

1.52

1.61

1.40

Return on average equity (ROAE)

13.22

15.46

15.81

15.57

15.81

15.60

15.30

Return on average tangible common
equity (ROATCE) (1)

13.76

16.40

16.65

16.43

16.75

16.55

16.49

Net interest rate spread

3.27

3.34

3.32

3.11

2.98

3.20

3.05

Net interest margin

3.88

4.01

4.02

3.84

3.63

3.87

3.75

Cost of Funds

1.82

1.88

2.07

2.18

2.25

2.10

2.31

Efficiency ratio

45.45

45.24

46.19

48.20

48.57

47.01

48.92

Noninterest income to average assets

0.45

0.47

0.48

0.39

0.43

0.44

0.49

Noninterest expense to average assets

1.93

1.87

1.94

1.91

1.85

1.90

2.08

Average interest-earning assets to
average interest-bearing liabilities

1.36

1.39

1.36

1.31

1.30

1.34

1.32

Average equity to average total assets

0.13

0.12

0.11

0.10

0.10

0.11

0.09

(1) Considered non-GAAP financial measure – See “Non-GAAP Financial Measures” and reconciliation of non-GAAP financial measures at table 10

Financial Highlights (unaudited)

As of and for the Three Months Ended

As of and for the Twelve Months Ended

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

December 31, 2025

December 31, 2024

Asset Quality Data:
Net charge-offs to average loans

0.01

%

0.01

%

0.00

%

0.01

%

0.01

%

0.03

%

0.01

%

Total allowance for credit losses
to total loans

0.97

%

0.97

%

1.02

%

1.00

%

1.01

%

0.97

%

1.01

%

Total allowance for credit losses
to nonperforming loans

313

%

290

%

333

%

307

%

375

%

313

%

375

%

Nonperforming loans to gross
loans

0.31

%

0.33

%

0.31

%

0.33

%

0.27

%

0.31

%

0.27

%

Nonperforming assets to total
assets

0.28

%

0.28

%

0.27

%

0.30

%

0.24

%

0.28

%

0.24

%

x

As of and for the Three Months Ended

As of and for the Twelve Months Ended

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

December 31, 2025

December 31, 2024

Balance Sheet and Capital Ratios (Commercial Bancgroup, Inc.):
Loan-to-deposit ratio

99.03

%

102.19

%

99.25

%

96.77

%

94.37

%

102.19

%

93.21

%

Noninterest bearing deposits to
total deposits

21.22

%

21.91

%

22.39

%

22.53

%

22.05

%

21.91

%

20.46

%

Total shareholders’equity to total
assets

12.60

%

12.45

%

11.07

%

10.40

%

9.98

%

12.45

%

9.57

%

Tangible common equity to
tangible assets (1)

12.18

%

12.01

%

10.59

%

9.92

%

9.48

%

12.01

%

9.07

%

Tier 1 leverage ratio

12.32

%

12.19

%

11.03

%

10.22

%

9.63

%

12.19

%

9.51

%

Common equity tier 1 ratio

14.73

%

14.99

%

12.83

%

12.26

%

11.62

%

14.99

%

11.11

%

Total risk-based capital ratio

15.68

%

15.96

%

14.12

%

13.55

%

12.90

%

15.96

%

12.37

%

Other
Number of branches

34

34

34

34

34

34

34

Number of full-time equivalent
employees

287

287

287

289

284

287

279

(1) Considered non-GAAP financial measure – See “Non-GAAP Financial Measures” and reconciliation of non-GAAP financial measures at table 10

 
Quarter End Balance Sheets (unaudited)

Table 2

(dollars in thousands)

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

Assets
Cash and due from banks

$

151,610

$

118,989

$

122,945

$

108,501

$

113,190

Federal funds sold

16,784

25,329

31,841

42,782

37,303

Investment securities

138,562

140,865

161,471

187,565

188,849

Gross loans less deferred fees and discounts

1,892,174

1,873,533

1,767,193

1,791,516

1,795,178

Allowance for credit losses

(18,329

)

(18,096

)

(17,942

)

(17,989

)

(18,109

)

Loans, net of alloawance for credit losses

1,873,845

1,855,437

1,749,251

1,773,527

1,777,069

Premises and equipment, net

49,445

49,765

50,268

50,337

50,038

Foreclosed assets held for sale, net

575

253

533

861

565

Bank owned life insurance

46,469

46,648

46,482

46,480

46,191

Goodwill and other intangible assets

12,392

12,767

13,149

13,546

13,938

Deferred tax asset

1,056

1,003

1,427

1,029

1,029

Other

38,049

40,399

37,041

37,883

38,706

Total Assets

$

2,328,789

$

2,291,455

$

2,214,408

$

2,262,511

$

2,266,878

Liabilities and Shareholders’ Equity
Liabilities
Deposits
Demand

973,678

913,986

928,958

926,886

960,915

Savings, NOW and money market

415,132

414,716

382,002

382,788

390,491

Time

503,408

487,032

469,674

541,574

550,800

Total deposits

1,892,217

1,815,734

1,780,634

1,851,248

1,902,206

Short-term borrowings

45,068

88,251

62,663

46,300

5,900

Long-term debt

73,181

78,587

100,097

102,209

103,190

Interest Payable

2,644

2,962

3,410

4,545

5,157

Other Liabilities

22,161

20,576

22,451

22,941

24,246

Total Liabilities

2,035,271

2,006,110

1,969,255

2,027,243

2,040,699

Shareholders’ Equity
Common stock

137

137

122

122

122

Additional paid-in capital

38,536

38,377

8,406

8,406

8,406

Retained earnings

255,670

247,505

237,366

227,900

219,000

Accumulated other comprehensive loss

(825

)

(675

)

(741

)

(1,160

)

(1,349

)

Total Shareholders’equity

293,518

285,344

245,153

235,268

226,179

Total liabilities and shareholders’ equity

$

2,328,789

$

2,291,454

$

2,214,408

$

2,262,511

$

2,266,878

x

 
Statement of Operations (unaudited)

Table 3

For the Three Months Ended

As of and for the Twelve Months Ended

(dollars in thousands)

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

December 31, 2025

December 31, 2024

Interest and Dividend Income
Loans, including fees

$

27,675

$

27,866

$

28,074

$

28,432

$

27,930

$

112,301

$

113,391

Debt securities-taxable

838

739

929

1,070

975

3,714

2,679

Debt securities-tax-exempt

114

114

102

116

110

442

368

Dividends on restricted stock

147

157

156

148

160

621

700

Interest-bearing deposits

689

1,082

760

1,093

1,591

4,526

6,075

Total interest and dividend income

29,463

29,958

30,021

30,859

30,766

121,604

123,213

Interest expense
Deposits

8,315

8,441

8,654

9,717

10,294

37,107

40,352

Short-term borrowings

47

18

55

44

31

148

205

Long-term debt

623

689

1,090

1,039

1,101

3,919

5,072

Total interest expense

8,985

9,148

9,799

10,800

11,426

41,174

45,629

Net interest income

20,478

20,810

20,222

20,059

19,340

80,430

77,584

Provision for credit losses

122

463

463

1,829

Net interest income after provision for credit losses

20,356

20,347

20,222

20,059

19,340

79,967

75,755

Noninterest Income
Customer service fees

781

779

735

674

655

2,844

3,041

Net gains on sales of premises and equipment

44

20

2

(28

)

38

759

Net gains on sales of foreclosed assets

107

48

110

1

3

161

153

ATM fees

854

877

846

891

799

3,413

3,281

Increase in BOLI

312

342

306

336

308

1,292

1,199

Other

537

577

609

290

706

2,182

2,445

=

Total noninterest income

2,591

2,667

2,626

2,194

2,443

9,930

10,878

x

Noninterest Expense
Salaries and employee benefits

$

5,716

$

5,753

$

5,729

$

5,657

$

5,626

$

22,764

$

24,873

Occupancy

843

877

738

774

875

3,264

3,786

Data processing

1,101

1,068

1,103

1,151

1,207

4,530

4,235

Deposit insurance premiums

242

234

267

245

226

972

1,129

Professional fees

209

229

136

286

195

846

1,017

Depreciation and amortization

933

1,001

955

803

948

3,706

4,109

Other

1,440

1,461

1,624

1,809

1,504

6,398

6,912

Loss on retirement of debt

603

Total noninterest expense

11,087

10,623

10,552

10,725

10,581

42,480

46,061

Income before income taxes

11,860

12,391

12,296

11,528

11,202

47,417

40,572

Provision for income taxes

2,326

2,224

2,829

2,658

2,510

10,221

8,886

Net Income

9,534

10,167

9,467

8,870

8,692

37,196

31,686

Less: Net Income Attributable to Noncontrolling Interest

276

Net Income attributable to Commercial Bancgroup, Inc.

$

9,534

$

10,167

$

9,467

$

8,870

$

8,692

$

37,196

$

31,410

x

 

QTD Average Balances and Yields/Rates (unaudited)

Table 4

Three Months Ended

(dollars in thousands)

March 31, 2026

December 31, 2025

Average Balance

Interest

Yield/ Rate

Average Balance

Interest

Yield/ Rate

Interest Earning Assets
Gross loans, net of unearned
income

$

1,883,103

$

27,675

5.9

%

$

1,807,127

$

27,866

6.2

%

Investment securities

140,223

1,099

3.1

%

152,782

1,011

2.6

%

Other interest-earning assets

85,953

689

3.2

%

116,517

1,081

3.7

%

Total interest-earning assets

2,109,279

29,463

5.6

%

2,076,426

29,958

5.8

%

Noninterest-earning assets:
Allowance for credit losses

(18,283

)

(17,954

)

Noninterest-earning assets

205,119

190,810

Total Assets

2,296,115

2,249,282

Interest-bearing liabilities:
Interest-bearing DDAs

575,981

2,809

1.95

%

518,495

2,647

2.0

%

NOW, savings and MMDA deposits

412,533

1,425

1.38

%

427,419

1,585

1.5

%

Time Deposits

479,804

4,081

3.40

%

475,972

4,209

3.5

%

Federal Home Loan bank advances

60,522

467

3.09

%

60,781

444

2.9

%

Other borrowings

20,355

203

3.99

%

24,953

263

4.2

%

Total interest-bearing liabilities

1,549,195

8,985

2.32

%

1,507,620

9,148

2.4

%

Noninterest bearing liabilites:
Noninterest bearing deposits

430,842

434,578

Other liabilities

27,593

47,299

Total noninterest bearing liabilities

458,435

481,877

Shareholders’ equity

288,485

259,785

Total liabilities and shareholders’s
equity

2,296,115

2,249,282

Net interest income

20,478

20,810

Net interest spread

3.27

%

3.32

%

Net interest margin

3.88

%

4.02

%

Cost interest bearing deposits

2.32

%

2.37

%

Cost of funds

1.82

%

2.43

%

 

x

YTD Average Balances and Yields/Rates (unaudited)

Table 5

Three Months Ended

March 31, 2026

March 31, 2025

(dollars in thousands)

Average Balance

Interest

Yield/ Rate

Average Balance

Interest

Yield/ Rate

Interest Earning Assets
Gross loans, net of unearned
income

1,883,103

27,675

5.9

%

1,794,477

27,930

6.2

%

Investment securities

140,223

1,099

3.1

%

186,604

1,245

2.7

%

Other interest-earning assets

85,953

689

3.2

%

150,891

1,591

4.2

%

Total interest-earning assets

2,109,279

29,463

5.6

%

2,131,972

30,766

5.8

%

Noninterest-earning assets:
Allowance for credit losses

(18,283

)

(18,109

)

Noninterest-earning assets

205,119

176,014

Total Assets

2,296,115

2,289,877

Interest-bearing liabilities:
Interest-bearing DDAs

575,981

2,809

2.0

%

581,411

3,326

2.3

%

NOW, savings and MMDA deposits

412,533

1,425

1.4

%

383,685

1,435

1.5

%

Time Deposits

479,804

4,081

3.4

%

564,710

5,533

3.9

%

Federal Home Loan bank advances

60,522

467

3.1

%

64,361

442

2.7

%

Other borrowings

20,355

203

4.0

%

43,951

690

6.3

%

Total interest-bearing liabilities

1,549,195

8,985

2.3

%

1,638,118

11,426

2.8

%

Noninterest bearing liabilites:
Noninterest bearing deposits

430,842

395,414

Other liabilities

27,593

36,110

Total noninterest bearing liabilities

458,435

431,524

Shareholders’ equity

288,485

219,940

Total liabilities and shareholders’s
equity

2,296,115

2,289,582

Net interest income

20,478

19,340

Net interest spread

3.27

%

2.98

%

Net interest margin

3.88

%

3.63

%

Cost of total deposits

2.32

%

2.79

%

Cost of total funding

1.82

%

2.25

%

Loan Data (unaudited)

Table 6

As of Quarter Ended

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

(dollars in thousands)

Amount

% of Total

Amount

% of Total

Amount

% of Total

Amount

% of Total

Amount

% of Total

Real Estate Loans
Commercial

$

1,114,516

58.7

%

$

1,113,440

59.2

%

$

1,002,192

56.5

%

$

1,016,229

57

%

$

1,029,444

57

%

Construction
and land development

195,189

10.3

%

176,688

9.4

%

201,399

11

%

189,187

11

%

180,066

10

%

Residential

383,346

20

%

377,943

20

%

376,769

21

%

376,442

21

%

372,338

21

%

Other

14,511

1

%

14,824

1

%

14,831

1

%

15,290

1

%

16,406

1

%

Commercial

171,029

9

%

174,248

9

%

154,732

9

%

178,832

10

%

182,186

10

%

Consumer

12,260

1

%

15,417

1

%

16,009

1

%

14,636

1

%

14,908

1

%

Other

7,237

0

%

7,450

0

%

7,642

0

%

7,772

0

%

7,505

0

%

Total loans

1,898,088

100

%

1,880,010

100

%

1,773,574

100

%

1,798,388

100

%

1,802,853

100

%

Deferred loan fees and discounts

5,914

6,477

6,381

6,872

7,675

Allowance for credit
Losses

18,329

18,096

17,942

17,989

18,109

Loans, net

1,873,845

1,855,437

1,749,251

1,773,527

1,777,069

x

Nonperforming Assets (unaudited)

Table 7

As of the Quarter Ended

(dollars in thousands)

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

Nonaccrual loans

$

5,861

$

6,245

$

5,390

$

5,846

$

4,808

Past due loans 90 days and still
accruing

6

20

Total nonperforming loans

5,861

6,245

5,390

5,852

4,828

Other real estate owned

575

253

533

861

565

Total nonperforming assets

$

6,436

$

6,498

$

5,923

$

6,713

$

5,393

Allowance for credit losses

$

18,329

$

18,096

$

17,942

$

17,989

$

18,109

Total loans outstanding at end of
period net of deferred loan fees
and discounts

$

1,892,174

$

1,873,533

$

1,767,193

$

1,791,516

$

1,795,178

Nonperforming loans to total loans

0.31

%

0.33

%

0.31

%

0.33

%

0.27

%

Nonperforming assets to total loans
and OREO

0.34

%

0.35

%

0.34

%

0.37

%

0.30

%

Allowance for credit losses to
nonperforming loans

313

%

290

%

333

%

307

%

375

%

Allowance for credit losses to total
loans

0.97

%

0.97

%

1.02

%

1.00

%

1.01

%

Nonaccrual loans to total assets

0.25

%

0.27

%

0.24

%

0.26

%

0.21

%

 

x

Allowance for credit losses (unaudited)

Table 8

As of and for the Three Months Ended

As of and for the Twelve Months Ended

(dollars in thousands)

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

December 31, 2025

December 31, 2024

Average loans outstanding

$

1,883,103

$

1,807,127

$

1,767,379

$

1,795,846

$

1,794,477

$

1,791,550

$

1,738,433

Total loans outstanding at end of
period net of deferred loan
fees and discounts

1,892,174

1,873,533

1,767,193

1,791,516

1,795,178

1,873,533

1,806,997

ACL balance, beginning of
period

18,096

17,942

17,989

18,109

18,205

18,205

16,635

Charge-offs:
Commercial real estate

(284

)

(18

)

(301

)

(49

)

Construction and land development

Residential real estate

(121

)

(121

)

(52

)

Commercial

(48

)

(314

)

(362

)

(177

)

Consumer and other

(15

)

(13

)

(186

)

(34

)

(17

)

(251

)

(151

)

Total charge-offs

(15

)

(345

)

(186

)

(173

)

(331

)

(1,035

)

(429

)

Recoveries:
Commercial real estate

114

108

33

10

151

75

Construction and land
development

202

201

Residential real estate

20

26

2

16

64

9

Commercial

1

7

1

3

11

54

Consumer and other

11

56

4

15

7

83

32

Total recoveries

126

83

139

53

235

510

170

Net (charge-offs) recoveries

111

(262

)

(47

)

(120

)

(96

)

(525

)

(259

)

Provision for credit losses

122

416

416

1,829

ACL balance at end of period

$

18,329

$

18,096

$

17,942

$

17,989

$

18,109

$

18,096

$

18,205

Ratio of allowance to end of
period loans

0.97

%

0.97

%

1.02

%

1.00

%

1.01

%

0.97

%

1.01

%

Ratio of net (charge-offs)
recoveries to average loans

0.01

%

-0.01

%

0.00

%

-0.01

%

-0.01

%

-0.03

%

-0.01

%

 

Loan Risk Ratings (unaudited)

Table 9

As of the Quarter Ended

(dollars in thousands)

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

Real Estate Loans
Commercial
Pass

$

1,105,529

$

1,104,532

$

999,788

$

1,012,190

$

1,023,884

Special mention

8,897

8,814

1,776

2,515

4,182

Substandard

90

94

628

1,524

1,378

Total Commercial

$

1,114,516

$

1,113,440

$

1,002,192

$

1,016,229

$

1,029,444

Construction and land development
Pass

$

194,983

$

176,014

$

201,363

$

189,149

$

180,066

Special mention

171

78

Substandard

35

596

36

38

Total Construction and land
development

$

195,189

$

176,688

$

201,399

$

189,187

$

180,066

Residential
Pass

$

377,179

$

371,583

$

371,226

$

371,353

$

367,216

Special mention

545

833

838

849

854

Substandard

5,622

5,527

4,705

4,240

4,268

Total Residential

$

383,346

$

377,943

$

376,769

$

376,442

$

372,338

Other
Pass

$

14,511

$

14,824

$

14,831

$

15,290

$

16,406

Special mention

Substandard

Total Other

$

14,511

$

14,824

$

14,831

$

15,290

$

16,406

Commercial
Pass

$

170,093

$

173,324

$

153,819

$

177,969

$

181,255

Special mention

701

793

733

747

808

Substandard

235

131

180

116

123

Total Commercial

$

171,029

$

174,248

$

154,732

$

178,832

$

182,186

Consumer
Pass

$

12,162

$

15,317

$

15,974

$

14,594

$

14,866

Special mention

44

21

5

6

7

Substandard

54

79

30

36

35

Total Consumer

$

12,260

$

15,417

$

16,009

$

14,636

$

14,908

Other
Pass

$

7,237

$

7,451

$

7,642

$

7,773

$

7,506

Special mention

Substandard

Total Other

$

7,237

$

7,451

$

7,642

$

7,773

$

7,506

Total loans
Pass

$

1,881,694

$

1,863,045

$

1,764,643

$

1,788,318

$

1,791,199

Special mention

10,358

10,539

3,352

4,117

5,851

Substandard

6,036

6,427

5,579

5,954

5,804

Total Gross loans

$

1,898,088

$

1,880,011

$

1,773,574

$

1,798,389

$

1,802,854

 

Non-GAAP Financial Measures

This press release contains certain financial measure(s) that are not financial measure(s) recognized under generally accepted accounting principles in the U.S. (“GAAP”) and, therefore, are considered non-GAAP financial measure(s) and should be read along with the accompanying reconciliation of non-GAAP financial measure(s) to GAAP financial measure(s). We use non-GAAP financial measures, certain of which are included in this press release, both to explain our operating results to shareholders and the investment community and to evaluate, analyze, and manage our business. We believe that these non-GAAP financial measures provide a better understanding of ongoing operations, enhance the comparability of results across periods, and enable investors to better understand our performance. Our management believes that the “core” metrics described below and used in this press release assist users of the Company’s financial statements with their financial analysis period-over-period as they exclude certain non-recurring items. However, non-GAAP financial measures should not be considered in isolation and should be considered supplemental in nature and not as a substitute for or superior to the most directly comparable or other financial measures calculated in accordance with GAAP. Additionally, the manner in which the non-GAAP financial measure(s) contained in this press release are calculated may differ from the manner in which measures with similar names are calculated by other companies. You should understand how other companies calculate their financial measures similar to, or with names similar to, the non-GAAP financial measure(s) contained in this press release when comparing such financial measures.

The non-GAAP financial measures in this press release include the following:

  • Core deposits. We calculate core deposits by excluding jumbo time deposits (deposits greater than or equal to $250,000) from total deposits.

  • Core net income. We define core net income as net income plus non-recurring expenses, net of the related tax effect of non-recurring expenses.

  • Core diluted earnings per share. We define core diluted earnings per share as core net income divided by diluted weighted average shares outstanding.

  • Core ROAA. We define core ROAA as core net income divided by average assets, with average assets based upon the average daily balance of total assets in each period.

  • Core return on average tangible common equity. We define core return on average tangible common equity as core net income divided by total average shareholders’ equity less average intangible assets (goodwill and core deposit intangibles).

  • Core efficiency ratio. We define core efficiency ratio as operating revenue (net interest income, plus total noninterest income, divided by noninterest expenses (less non-recurring expenses). This ratio is an indicator used by our management to assess operating efficiencies and is intended to demonstrate how efficiently our management is controlling expenses relative to generating revenues on our core activities.

  • Efficiency Ratio. We define efficiency ratio as operating expenses divided by fee income plus tax equivalent net interest income. This metric indicates how effectively the Company manages its expenses relative to its income, providing insights into cost management and profitability.

  • Pre-tax, pre-provision ROAA. We define pre-tax, pre-provision ROAA as pre-tax, pre-provision net income divided by average assets calculated based upon the average daily balance of total assets in each year.

  • Tangible assets. We define tangible assets as total assets less goodwill and other intangible assets.

  • Tangible book value per share. We define tangible book value per share as our tangible common equity, which is shareholders’ equity reduced by goodwill and other intangible assets, divided by diluted weighted average shares outstanding.

The following table provides a reconciliation of the above non-GAAP financial measures to their most directly comparable financial measure presented in accordance with GAAP.

Non-GAAP Reconciliations (unaudited)

As of and for the Three Months
Ended

As of and for the Twelve
Months Ended

(dollars in thousands, except per share data)

March 31,
2026

December 31,
2025

September 30,
2025

June 30,
2025

March 31,
2025

December 31,
2025

December 31,
2024

Pre-Tax Pre-Provision Net

Net Income:

Pre-tax income

$

11,860

$

12,391

$

12,296

$

11,528

$

11,202

$

47,417

$

40,572

Add: provision for loan and lease
losses

122

463

463

1,829

Pre-tax pre-provision net income

$

11,982

$

12,854

$

12,296

$

11,528

$

11,202

$

47,880

$

42,401

Tangible Common Equity:
Shareholders’ equity

$

293,518

$

285,344

$

245,153

$

235,268

$

226,179

285,344

220,256

Less: non controlling interest

Less: goodwill

8,511

8,511

8,511

8,511

8,511

8,511

8,514

Less: core deposit intangible
(net of tax benefit)

2,875

3,164

3,448

3,744

4,035

3,164

4,331

Tangible common equity

$

282,132

$

273,669

$

233,194

$

223,013

$

213,633

$

273,669

$

207,411

Pre-Tax Pre-Provision Return
on Average Assets:
Total average assets

$

2,296,115

$

2,249,282

$

2,170,869

$

2,248,134

$

2,289,582

$

2,239,468

$

2,217,423

Pre-tax pre-provision net income

11,982

12,854

12,296

11,528

11,202

47,880

42,401

Pre-tax pre-provision return on
average assets

2.09

%

2.29

%

2.27

%

2.05

%

1.96

%

2.14

%

1.91

%

Return on Average Tangible
Common Equity:
Total average shareholders’
equity

288,485

$

259,784

$

239,473

$

227,883

$

219,940

$

236,770

$

206,622

Less: average intangible assets
(net of tax benefit)

11,386

11,767

11,980

11,997

12,310

$

12,014

13,497

Less: average non controlling
interest

2,701

Average tangible equity

277,099

248,017

227,493

215,886

207,630

224,757

190,424

Net income to shareholders

9,534

10,167

9,467

8,870

8,692

37,196

31,410

Return on average tangible equity

13.76

%

16.40

%

16.65

%

16.43

%

16.75

%

16.55

%

16.49

%

Tangible Book Value per
Common Share:
Tangible common equity

$

282,132

$

273,669

$

233,194

$

223,013

$

213,633

$

273,669

$

207,411

Shares of common stock
outstanding

13,697,987

13,697,987

12,239,644

12,239,644

12,239,644

13,697,987

12,113,114

Tangible book value per share,
reported

$

20.60

$

19.98

$

19.05

$

18.22

$

17.45

$

19.98

$

17.12

As of and for the Three Months
Ended

As of and for the Twelve
Months Ended

(dollars in thousands, except per share data)

March 31, 2026

December 31, 2025

September 30, 2025

June 30, 2025

March 31, 2025

December 31, 2025

December 31, 2024

Tangible Common Equity to Tangible Assets:
Tangible common equity

$

282,132

$

273,669

$

233,194

$

223,013

$

213,633

$

273,669

$

207,411

Total assets

2,328,789

2,291,455

2,214,408

2,262,511

2,266,878

2,291,455

2,301,211

Less: intangible assets

12,392

12,767

13,149

13,546

13,938

12,767

14,339

Tangible assets

2,316,397

2,278,688

2,201,258

2,248,965

2,252,940

2,278,688

2,286,872

Tangible common equity to
tangible assets

12.18

%

12.01

%

10.59

%

9.92

%

9.48

%

12.01

%

9.07

%

Core Deposits:
Total Deposits

$

1,892,217

$

1,815,734

$

1,780,634

$

1,851,248

$

1,902,206

$

1,815,734

1,938,597

Less: Time deposits equal to or
greater than $250,000

116,966

102,294

100,743

97,209

97,537

102,294

94,567

Less: Brokered deposits

41,533

47,970

47,970

125,223

145,375

47,970

174,918

Core deposits

$

1,733,718

$

1,665,470

$

1,631,921

$

1,628,816

$

1,659,294

$

1,665,470

$

1,669,112

Core Net Income:
Net income

$

9,534

$

10,167

$

9,467

$

8,870

$

8,692

$

37,196

31,410

Add: Non-recurring Expense

603

302

7

309

2,788

Less: tax effect

(133

)

(76

)

(2

)

(78

)

(697

)

Core net income

$

10,004

$

10,167

$

9,467

$

9,096

$

8,697

$

37,427

33,501

Core Earnings per Share:
Core net income

$

10,004

$

10,167

$

9,467

$

9,096

$

8,697

$

37,427

$

33,501

Average shares outstanding

13,746,198

13,704,030

12,240,568

12,239,644

12,137,013

12,580,314

12,187,788

Core earnings per share

$

0.73

$

0.74

$

0.77

$

0.74

$

0.72

$

2.98

$

2.75

Core Return on Average Assets:
Core net income

$

10,004

$

10,167

$

9,467

$

9,096

$

8,697

$

37,427

$

33,501

Average assets

2,296,115

2,249,282

2,170,869

2,248,134

2,289,582

2,239,468

2,217,423

Core return on average assets

1.74

%

1.81

%

1.74

%

1.62

%

1.52

%

1.67

%

1.51

%

Core Return on Average
Tangible Common Equity:
Average tangible common equity

$

277,099

$

248,017

$

227,493

$

215,886

$

207,630

$

224,757

$

190,424

Core net income

10,004

10,167

9,467

9,096

8,697

37,427

33,501

Core return on average tangible
common equity

14.44

%

16.40

%

16.65

%

16.85

%

16.75

%

16.65

%

17.59

%

Core Efficiency Ratio:
Add: net interest income

$

20,478

$

20,810

$

20,222

$

20,059

$

19,340

$

80,431

$

77,584

Add: non interest income

2,591

2,667

2,626

2,194

2,443

9,930

10,878

Operating revenue

$

23,069

$

23,477

$

22,848

$

22,253

$

21,783

$

90,361

88,462

Total noninterest expenses

11,087

10,623

10,552

10,725

10,581

42,481

46,061

Less: non-recurring expenses

603

302

7

309

2,788

Core noninterest expenses

10,484

10,623

10,552

10,423

10,574

42,172

43,273

Core efficiency ratio

45.45

%

45.25

%

46.18

%

46.84

%

48.54

%

46.67

%

48.92

%

 

Contacts

Philip J. Metheny
Sr. Executive Vice President, Chief Financial Officer
Commercial Bancgroup, Inc.
ir@cbtn.com
423-869-5151

Roger Mobley
Executive Vice President, Chief Financial Officer
Commercial Bank
ir@cbtn.com
704-648-0185

Commercial Bancgroup, Inc.

Forward-Looking Statements

This press release contains statements that constitute “forward-looking statements” within the meaning of the U.S. federal securities laws. The statements in this press release that are not purely historical facts are forward-looking statements. These forward-looking statements are generally identified by the use of forward-looking terminology, including the terms “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would” and, in each case, their negative or other variations or comparable terminology and expressions. You should not place undue reliance on these forward-looking statements as actual future results may differ materially from those expressed or implied by any forward-looking statement. These forward-looking statements are subject to known and unknown risks, uncertainties and other factors that could cause actual results to differ materially from those expressed in any forward-looking statements, including but not limited to: (1) business and economic conditions nationally, regionally and in our target markets, particularly in Kentucky, North Carolina and Tennessee and the particular geographic areas in which we operate; (2) the level of, or changes in the level of, interest rates and inflation, including the effects thereof on our earnings and financial condition and the market value of our investment securities and loan portfolios; (3) the concentration of our loan portfolio in real estate loans and changes in the prices, values and sales volumes of commercial and residential real estate; (4) the concentration of our business within our geographic areas of operation in Kentucky, North Carolina and Tennessee and neighboring markets; (5) credit and lending risks associated with our commercial real estate, commercial, and construction and land development loan portfolios; (6) risks associated with our focus on lending to small and medium-sized businesses; (7) our ability to maintain important deposit customer relationships, maintain our reputation or otherwise avoid liquidity risks; (8) changes in demand for our products and services; (9) the failure of assumptions and estimates underlying the establishment of allowances for possible credit losses and other asset impairments, losses, valuations of assets and liabilities and other estimates; (10) the sufficiency of our capital, including sources of such capital and the extent to which capital may be used or required; (11) our inability to maintain a “satisfactory” rating under the Community Reinvestment Act; (12) the risk 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; (13) our inability to raise necessary capital to fund our growth strategy and operations or to meet increased required minimum regulatory capital levels; (14) our ability to execute and prudently manage our growth and execute our business strategy, including expansionary activities; (15) the composition of and changes in our management team and our ability to attract, incentivize and retain key personnel; (16) the effects of competition from a wide variety of local, regional, national and other providers of financial, investment, trust and other wealth management services and insurance services, including the disruptive effects of financial technology and other competitors who are not subject to the same regulations as the Company and the Bank; (17) the deterioration of our asset quality or the value of collateral securing loans; (18) changes in accounting standards; (19) the effectiveness of our risk management framework, including internal controls; (20) severe weather, natural disasters, pandemics, epidemics, acts of war, terrorism, or other external events, such as the transition risk associated with climate change, and other matters beyond our control; (21) changes in technology or products that may be more difficult, more costly, or less effective than anticipated; (22) the risks of acquisitions and other expansionary activities, including without limitation our ability to identify and consummate transactions with potential future acquisition candidates, the time and costs associated with pursuing such transactions, our ability to successfully integrate operations as part of such transactions and our ability, and possible failures, to achieve expected gains, revenue growth, expense savings and/or other synergies from such transactions; (23) our ability to maintain our historical rate of growth; (24) failure to keep pace with technological change or difficulties when implementing new technologies; (25) systems failures or interruptions involving our risk management framework, our information technology and telecommunications systems or third-party service providers; (26) our ability to identify and address unauthorized data access, cyber-crime and other threats to data security and customer privacy; (27) our compliance with governmental and regulatory requirements, including the Bank Holding Company Act of 1956, as amended, and other laws relating to banking, consumer protection, securities and tax matters, and our ability to maintain licenses required in connection with mortgage origination, sale and servicing operations; (28) compliance with the Bank Secrecy Act of 1970, Office of Foreign Assets Control rules and anti-money laundering laws and regulations; (29) governmental monetary and fiscal policies; (30) changes in laws, rules, or regulations, or interpretations thereof, or policies relating to financial institutions or accounting, tax, trade, monetary or fiscal matters; (31) our ability to receive dividends from the Bank and satisfy our obligations as they become due; (32) the institution and outcome of litigation and other legal proceedings against us or to which we become subject; (33) the limited experience of our management team in managing and operating a public company; (34) the incremental costs of operating as a public company; (35) our ability to meet our obligations as a public company, including our obligations under Section 404 of the Sarbanes-Oxley Act of 2002; and (36) other risks and factors described under the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual report on Form 10-K for the fiscal year ended December 31, 2025, or in any of the Company’s subsequent filings with the U.S. Securities and Exchange Commission. Commercial undertakes no obligation to update these forward-looking statements, as a result of changes in assumptions, new information, or otherwise, after the date of this press release, except as required by law.

SOURCE: Commercial Bancgroup, Inc.

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