AMES NATIONAL CORP - Quarter Report: 2021 March (Form 10-Q)

atlo20210331_10q.htm

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 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 March 31, 2021

☐	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 0-32637

AMES NATIONAL CORPORATION

(Exact Name of Registrant as Specified in Its Charter)

Iowa	42-1039071
(State of Incorporation)	(I. R. S. Employer
	Identification Number)

405 Fifth Street

Ames, Iowa 50010

(Address of Principal Executive Offices) (Zip Code)

Registrant's Telephone Number, Including Area Code: (515) 232-6251

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common stock	ATLO	NASDAQ

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. 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 (Section 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, or a non-accelerated filer, a smaller reporting company or an emerging growth company. See definition of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act:

Large accelerated 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 any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of April 30, 2021, there were 9,122,747 shares of common stock, par value $2, outstanding.

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AMES NATIONAL CORPORATION

INDEX

		Page

PART I.	FINANCIAL INFORMATION

Item 1.	Consolidated Financial Statements (Unaudited)	3

	Consolidated Balance Sheets at March 31, 2021 and December 31, 2020	3

	Consolidated Statements of Income for the three months ended March 31, 2021 and 2020	4

	Consolidated Statements of Comprehensive Income for the three months ended March 31, 2021 and 2020	5

	Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2021 and 2020	6

	Consolidated Statements of Cash Flows for the three months ended March 31, 2021 and 2020	7

	Notes to Consolidated Financial Statements	9

Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	27

Item 3.	Quantitative and Qualitative Disclosures About Market Risk	46

Item 4.	Controls and Procedures	47

PART II.	OTHER INFORMATION

Item 1.	Legal Proceedings	47

Item 1.A.	Risk Factors	47

Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	47

Item 3.	Defaults Upon Senior Securities	47

Item 4.	Mine Safety Disclosures	47

Item 5.	Other Information	47

Item 6.	Exhibits	47

	Signatures	49

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AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (unaudited)

(in thousands, except share and per share data)

	March 31,		December 31,
ASSETS	2021		2020

Cash and due from banks	$	23,557	$	24,819
Interest-bearing deposits in financial institutions and federal funds sold		227,159		166,704
Securities available-for-sale		672,344		596,999
Federal Home Loan Bank (FHLB) and Federal Reserve Bank (FRB) stock, at cost		3,427		3,148
Loans receivable, net		1,120,211		1,129,505
Loans held for sale		598		1,621
Bank premises and equipment, net		17,049		17,340
Accrued income receivable		10,014		11,143
Other real estate owned		227		218
Bank-owned life insurance		2,933		2,916
Deferred income taxes, net		1,134		-
Intangible assets, net		2,973		3,133
Goodwill		12,424		12,424
Other assets		5,786		5,678

Total assets	$	2,099,836	$	1,975,648

LIABILITIES AND STOCKHOLDERS' EQUITY

LIABILITIES
Deposits
Noninterest-bearing checking	$	368,971	$	349,500
Interest-bearing checking		583,803		528,796
Savings and money market		643,335		581,224
Time, $250 and over		54,860		60,019
Other time		191,786		196,907
Total deposits		1,842,755		1,716,446

Securities sold under agreements to repurchase		41,421		37,293
FHLB advances		3,000		3,000
Deferred income taxes, net		-		1,731
Accrued expenses and other liabilities		8,307		7,691
Total liabilities		1,895,483		1,766,161

STOCKHOLDERS' EQUITY
Common stock, $2 par value, authorized 18,000,000 shares; issued and outstanding 9,122,747 as of March 31, 2021 and December 31, 2020		18,245		18,245
Additional paid-in capital		17,002		17,002
Retained earnings		161,959		158,217
Accumulated other comprehensive income		7,147		16,023
Total stockholders' equity		204,353		209,487

Total liabilities and stockholders' equity	$	2,099,836	$	1,975,648

See Notes to Consolidated Financial Statements.

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AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (unaudited)

(in thousands, except per share data)

	Three Months Ended
	March 31,
	2021			2020

Interest and dividend income:
Loans, including fees	$	11,984		$	12,587
Securities:
Taxable		1,989			1,821
Tax-exempt		844			910
Other interest and dividend income		178			517
Total interest income		14,995			15,835

Interest expense:
Deposits		1,294			2,650
Other borrowed funds		37			139
Total interest expense		1,331			2,789

Net interest income		13,664			13,046

Provision (credit) for loan losses		(426	)		2,316

Net interest income after provision (credit) for loan losses		14,090			10,730

Noninterest income:
Wealth management income		932			862
Service fees		333			441
Securities gains, net		-			386
Gain on sale of loans held for sale		504			267
Merchant and card fees		464			426
Other noninterest income		273			249
Total noninterest income		2,506			2,631

Noninterest expense:
Salaries and employee benefits		5,507			5,775
Data processing		1,372			1,191
Occupancy expenses, net		728			691
FDIC insurance assessments		139			-
Professional fees		396			344
Business development		237			264
Intangible asset amortization		160			217
New market tax credit projects amortization		160			145
Other operating expenses, net		307			423
Total noninterest expense		9,006			9,050

Income before income taxes		7,590			4,311

Provision for income taxes		1,567			756

Net income	$	6,023		$	3,555

Basic and diluted earnings per share	$	0.66		$	0.39

Dividends declared per share	$	0.25		$	0.25

See Notes to Consolidated Financial Statements.

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AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (unaudited)

(in thousands)

	Three Months Ended
	March 31,
	2021			2020


Net income	$	6,023		$	3,555
Unrealized gains (losses) on securities before tax:
Unrealized holding gains (losses) arising during the period		(11,833	)		870
Less: reclassification adjustment for gains realized in net income		-			386
Other comprehensive income (loss), before tax		(11,833	)		484
Tax effect related to other comprehensive income (loss)		2,957			(121	)
Other comprehensive income (loss), net of tax		(8,876	)		363
Comprehensive income (loss)	$	(2,853	)	$	3,918

See Notes to Consolidated Financial Statements.

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AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (unaudited)

(in thousands, except share and per share data)

Three Months Ended March 31, 2021 and 2020

													Accumulated
													Other
													Comprehensive			Total
	Common Stock						Additional Paid-			Retained			Income, Net of			Stockholders'
	Shares			Amount			in Capital			Earnings			Taxes			Equity

Balance, December 31, 2019		9,222,747		$	18,445		$	18,795		$	146,224		$	4,115		$	187,579
Net income		-			-			-			3,555			-			3,555
Other comprehensive income		-			-			-			-			363			363
Retirement of stock		(34,153	)		(68	)		(639	)		-			-			(707	)
Cash dividends declared, $0.25 per share		-			-			-			(2,297	)		-			(2,297	)
Balance, March 31, 2020		9,188,594		$	18,377		$	18,156		$	147,482		$	4,478		$	188,493


Balance, December 31, 2020		9,122,747		$	18,245		$	17,002		$	158,217		$	16,023		$	209,487
Net income		-			-			-			6,023			-			6,023
Other comprehensive (loss)		-			-			-			-			(8,876	)		(8,876	)
Cash dividends declared, $0.25 per share		-			-			-			(2,281	)		-			(2,281	)
Balance, March 31, 2021		9,122,747		$	18,245		$	17,002		$	161,959		$	7,147		$	204,353

See Notes to Consolidated Financial Statements.

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AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)

(in thousands)

Three Months Ended March 31, 2021 and 2020

	2021			2020

CASH FLOWS FROM OPERATING ACTIVITIES
Net income	$	6,023		$	3,555
Adjustments to reconcile net income to net cash provided by operating activities:
Provision (credit) for loan losses		(426	)		2,316
Provision for off-balance sheet commitments		-			41
Amortization of securities, available-for-sale, loans and deposits, net		489			(42	)
Amortization of intangible asset		160			217
Depreciation		356			349
Deferred income taxes		93			(639	)
Securities (gains), net		-			(386	)
(Gain) on sales of loans held for sale		(504	)		(267	)
Proceeds from loans held for sale		22,428			14,402
Originations of loans held for sale		(20,901	)		(12,266	)
Amortization of investment in new markets tax credit projects		160			145
(Gain) on sale of other real estate owned, net		-			(12	)
Change in assets and liabilities:
Decrease in accrued income receivable		1,129			1,541
(Increase) decrease in other assets		(224	)		40
Increase in accrued expenses and other liabilities		616			2,692
Net cash provided by operating activities		9,399			11,686

CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of securities available-for-sale		(113,635	)		(40,121	)
Proceeds from sale of securities available-for-sale		-			3,385
Proceeds from maturities and calls of securities available-for-sale		25,680			27,665
Purchase of FHLB stock		(286	)		(117	)
Proceeds from the redemption of FHLB stock		7			95
Net (increase) in interest-bearing deposits in financial institutions and federal funds sold		(60,455	)		(27,519	)
Net (increase) decrease in loans		9,923			(33,437	)
Net proceeds from the sale of other real estate owned		-			2,303
Purchase of bank premises and equipment		(83	)		(225	)
Cash paid for bank acquired		-			(310	)
Other		(17	)		(16	)
Net cash (used in) investing activities		(138,866	)		(68,297	)

CASH FLOWS FROM FINANCING ACTIVITIES
Increase in deposits		126,358			59,387
Increase (decrease) in securities sold under agreements to repurchase		4,128			(416	)
Payments on FHLB borrowings		-			(2,000	)
Dividends paid		(2,281	)		(2,213	)
Stock repurchases		-			(707	)
Net cash provided by financing activities		128,205			54,051

Net (decrease) in cash and due from banks		(1,262	)		(2,560	)

CASH AND DUE FROM BANKS
Beginning		24,819			34,617
Ending	$	23,557		$	32,057

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AMES NATIONAL CORPORATION AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued) (unaudited)

(in thousands)

Three Months Ended March 31, 2021 and 2020

	2021		2020

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION
Cash payments for:
Interest	$	1,576	$	3,110
Income taxes		70		-

SUPPLEMENTAL DISCLOSURE OF NONCASH INVESTING ACTIVITIES
Transfer of loans receivable to other real estate owned	$	10	$	-

See Notes to Consolidated Financial Statements.

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AMES NATIONAL CORPORATION AND SUBSIDIARIES

Notes to Consolidated Financial Statements (unaudited)

1. Significant Accounting Policies

The consolidated financial statements for the three months ended March 31, 2021 and 2020 are unaudited. In the opinion of the management of Ames National Corporation (the "Company"), these financial statements reflect all adjustments, consisting of normal recurring adjustments, necessary to present fairly these consolidated financial statements. The results of operations for the interim periods are not necessarily indicative of results which may be expected for an entire year. Certain information and footnote disclosures normally included in complete financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted in accordance with the requirements for interim financial statements. The interim financial statements and notes thereto should be read in conjunction with the year-end audited financial statements contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2020 (the “Annual Report”). The consolidated financial statements include the accounts of the Company and its wholly-owned banking subsidiaries (the “Banks”). All significant intercompany balances and transactions have been eliminated in consolidation.

Goodwill: Goodwill represents the excess of cost over the fair value of net assets acquired. Goodwill resulting from acquisitions is not amortized, but is tested for impairment annually or whenever events change and circumstances indicate that it is more likely than not that an impairment loss has occurred. Goodwill is tested for impairment with an estimation of the fair value of a reporting unit.

The fair value of a reporting unit is the price that would be received to sell the unit as a whole in an orderly transaction between market participants at the measurement date. As none of the Company’s reporting units are publicly traded, individual reporting unit fair value determinations cannot be directly correlated to the Company’s stock price. Significant judgment is applied when goodwill is assessed for impairment. This judgment includes developing cash flow projections, selecting appropriate discount rates, identifying relevant market comparables, incorporating general economic and market conditions and selecting an appropriate control premium. At March 31, 2021, Company management has performed a goodwill impairment assessment and determined goodwill was not impaired.

New and Pending Accounting Pronouncements: In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The ASU requires an organization to measure all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. Financial institutions and other organizations will now use forward-looking information to better inform their credit loss estimates. Many of the loss estimation techniques applied today will still be permitted, although the inputs to those techniques will change to reflect the full amount of expected credit losses. Organizations will continue to use judgment to determine which loss estimation method is appropriate for their circumstances. Additionally, the ASU amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. In October 2019, the FASB voted to approve amendments to the effective date of ASU No. 2016-13 for smaller reporting companies, as defined by the SEC, and other non-SEC reporting entities. The amendment delays the effective date for our Company until interim and annual periods beginning after December 15, 2022. The Company continues collecting and retaining loan and credit data and evaluating various loss estimation models, along with refining the implementation of the software and its approach for determining the expected credit losses under the new guidance. The Company’s preliminary evaluation indicates the provisions of ASU No. 2016-13 are expected to impact the Company’s financial statements. The Company is continuing to evaluate the extent of the potential impact.

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2. Dividends

On April 14, 2021, the Company declared a cash dividend on its common stock, payable on May 14, 2021 to stockholders of record as of April 30, 2021, equal to $0.26 per share.

3. Earnings Per Share

Earnings per share amounts were calculated using the weighted average shares outstanding during the periods presented. The weighted average outstanding shares for the three months ended March 31, 2021 and 2020 was 9,122,747 and 9,219,195, respectively. The Company had no potentially dilutive securities outstanding during the periods presented.

4. Off-Balance Sheet Arrangements

The Company is party to financial instruments with off-balance sheet risk in the normal course of business. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the balance sheet. No material changes in the Company’s off-balance sheet arrangements have occurred since December 31, 2020.

5. Fair Value Measurements

Assets and liabilities carried at fair value are required to be classified and disclosed according to the process for determining fair value. There are three levels of determining fair value.

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 or liabilities in active markets; quoted prices for identical or similar assets or liabilities in markets that are not active; inputs other than quoted prices that are observable for the asset or liability (such as interest rates, volatility, prepayment speeds, credit risk); or inputs derived principally from or can be corroborated by observable market data by correlation or other means.

Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. Level 3 assets and liabilities include financial instruments whose value is determined using discounted cash flow methodologies, as well as instruments for which the determination of fair value requires significant management judgment or estimation.

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The following table presents the balances of assets measured at fair value on a recurring basis by level as of March 31, 2021 and December 31, 2020 (in thousands):

Description	Total		Level 1		Level 2		Level 3

2021

U.S. government treasuries	$	45,701	$	45,701	$	-	$	-
U.S. government agencies		109,101		-		109,101		-
U.S. government mortgage-backed securities		181,697		-		181,697		-
State and political subdivisions		262,479		-		262,479		-
Corporate bonds		73,366		-		73,366		-

	$	672,344	$	45,701	$	626,643	$	-

2020

U.S. government treasuries	$	12,053	$	12,053	$	-	$	-
U.S. government agencies		111,199		-		111,199		-
U.S. government mortgage-backed securities		150,195		-		150,195		-
State and political subdivisions		251,584		-		251,584		-
Corporate bonds		71,968		-		71,968		-

	$	596,999	$	12,053	$	584,946	$	-

Level 1 securities include U.S. Treasury securities that are traded by dealers or brokers in active over-the-counter markets. U.S. government agencies, mortgage-backed securities, state and political subdivisions, and most corporate bonds are reported at fair value utilizing Level 2 inputs. For these securities, the Company obtains fair value measurements from an independent pricing service. The fair value measurements consider observable data that may include dealer quotes, market spreads, cash flows, the U.S. Treasury yield curve, live trading levels, trade execution data, market consensus prepayment speeds, credit information and the security’s terms and conditions, among other things.

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Certain assets are measured at fair value on a nonrecurring basis; that is, they are subject to fair value adjustments in certain circumstances (for example, when there is evidence of impairment or a change in previously recognized impairment). The following table presents the assets carried on the balance sheet (after specific reserves) by caption and by level within the valuation hierarchy as of March 31, 2021 and December 31, 2020 (in thousands):

Description	Total		Level 1		Level 2		Level 3

2021

Loans receivable	$	8,899	$	-	$	-	$	8,899
Other real estate owned		227		-		-		227

Total	$	9,126	$	-	$	-	$	9,126

2020

Loans receivable	$	10,306	$	-	$	-	$	10,306
Other real estate owned		218		-		-		218

Total	$	10,524	$	-	$	-	$	10,524

The significant inputs used in the fair value measurements for Level 3 assets measured at fair value on a nonrecurring basis as of March 31, 2021 and December 31, 2020 are as follows (in thousands):

	2021
	Estimated		Valuation		Range
	Fair Value		Techniques	Unobservable Inputs	(Average)

Loans receivable	$	8,899	Evaluation of collateral	Estimation of value		NM*

Other real estate owned	$	227	Appraisal	Appraisal adjustment	6%	-	8%	(7%)

	2020
	Estimated		Valuation		Range
	Fair Value		Techniques	Unobservable Inputs	(Average)

Loans receivable	$	10,306	Evaluation of collateral	Estimation of value		NM*

Other real estate owned	$	218	Appraisal	Appraisal adjustment	6%	-	8%	(7%)

* Evaluations of the underlying assets are completed for each collateral dependent impaired loan with a specific reserve. The types of collateral vary widely and could include accounts receivables, inventory, a variety of equipment and real estate. Collateral evaluations are reviewed and discounted as appropriate based on knowledge of the specific type of collateral. In the case of real estate, an independent appraisal may be obtained. Types of discounts considered included aging of receivables, condition of the collateral, potential market for the collateral and estimated disposal costs. These discounts will vary from loan to loan, thus providing a range would not be meaningful.

GAAP requires disclosure of the fair value of financial assets and financial liabilities, including those that are not measured and reported at fair value on a recurring basis or nonrecurring basis.

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The following table includes the carrying amounts and estimated fair values of the Company’s financial assets and liabilities as of March 31, 2021 and December 31, 2020 (in thousands):

		2021				2020
	Fair Value			Estimated				Estimated
	Hierarchy	Carrying		Fair		Carrying		Fair
	Level	Amount		Value		Amount		Value

Financial assets:
Cash and due from banks	Level 1	$	23,557	$	23,557	$	24,819	$	24,819
Interest-bearing deposits	Level 1		227,159		227,159		166,704		166,704
Securities available-for-sale	See previous table		672,344		672,344		596,999		596,999
FHLB and FRB stock	Level 2		3,427		3,427		3,148		3,148
Loans receivable, net	Level 2		1,120,211		1,102,667		1,129,505		1,116,352
Loans held for sale	Level 2		598		598		1,621		1,621
Accrued income receivable	Level 1		10,014		10,014		11,143		11,143
Financial liabilities:
Deposits	Level 2	$	1,842,755	$	1,845,493	$	1,716,446	$	1,720,023
Securities sold under agreements to repurchase	Level 1		41,421		41,421		37,293		37,293
FHLB advances	Level 2		3,000		3,080		3,000		3,111
Accrued interest payable	Level 1		635		635		829		829

The methodologies used to determine fair value as of March 31, 2021 did not change from the methodologies described in the December 31, 2020 Annual Financial Statements.

Commitments to extend credit and standby letters of credit: The fair values of commitments to extend credit and standby letters of credit are based on fees currently charged to enter into similar agreements, taking into account the remaining terms of the agreement and credit worthiness of the counterparties. The carrying value and fair value of the commitments to extend credit and standby letters of credit are not considered significant.

Limitations: Fair value estimates are made at a specific point in time, based on relevant market information and information about the financial instrument. Because no market exists for a significant portion of the Company’s financial instruments, fair value estimates are based on judgments regarding future expected loss experience, current economic conditions, risk characteristics of various financial instruments, and other factors. 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.

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6. Debt Securities

The amortized cost of securities available-for-sale and their approximate fair values as of March 31, 2021 and December 31, 2020 are summarized below (in thousands):

2021:			Gross		Gross
	Amortized		Unrealized		Unrealized			Estimated
	Cost		Gains		Losses			Fair Value

U.S. government treasuries	$	45,829	$	285	$	(413	)	$	45,701
U.S. government agencies		106,288		3,237		(424	)		109,101
U.S. government mortgage-backed securities		181,313		2,225		(1,841	)		181,697
State and political subdivisions		259,256		4,535		(1,312	)		262,479
Corporate bonds		70,128		3,329		(91	)		73,366
	$	662,814	$	13,611	$	(4,081	)	$	672,344

2020:			Gross		Gross
	Amortized		Unrealized		Unrealized			Estimated
	Cost		Gains		Losses			Fair Value

U.S. government treasuries	$	11,725	$	328	$	-		$	12,053
U.S. government agencies		106,337		4,875		(13	)		111,199
U.S. government mortgage-backed securities		146,889		3,337		(31	)		150,195
State and political subdivisions		243,438		8,182		(36	)		251,584
Corporate bonds		67,247		4,722		(1	)		71,968
	$	575,636	$	21,444	$	(81	)	$	596,999

The amortized cost and fair value of debt securities available-for-sale as of March 31, 2021, are shown below by expected maturity. Expected maturity will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties (in thousands).

	Amortized		Estimated
	Cost		Fair Value

Due in one year or less	$	45,605	$	45,892
Due after one year through five years		268,458		275,228
Due after five years through ten years		303,771		306,179
Due after ten years		44,980		45,045
Total	$	662,814	$	672,344

Securities with a carrying value of $203.4 million and $202.0 million at March 31, 2021 and December 31, 2020, respectively, were pledged on public deposits, securities sold under agreements to repurchase and for other purposes as required or permitted by law.

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The proceeds, gains and losses for securities available-for-sale for the three months ended March 31, 2021 and 2020 are summarized below (in thousands):

	Three Months Ended
	March 31,
	2021		2020
Proceeds from sales of securities available-for-sale	$	-	$	3,385
Gross realized gains on securities available-for-sale		-		386
Gross realized losses on securities available-for-sale		-		-

Gross unrealized losses and fair value, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position are summarized as of March 31, 2021 and December 31, 2020 are as follows (in thousands):

	Less than 12 Months					12 Months or More					Total
2021:	Estimated Fair Value		Unrealized Losses			Estimated Fair Value		Unrealized Losses			Estimated Fair Value		Unrealized Losses

Securities available-for-sale:
U.S. government treasuries	$	36,924	$	(413	)	$	-	$	-		$	36,924	$	(413	)
U.S. government agencies		20,716		(418	)		875		(6	)		21,591		(424	)
U.S. government mortgage-backed securities		113,380		(1,841	)		-		-			113,380		(1,841	)
State and political subdivisions		73,842		(1,309	)		503		(3	)		74,345		(1,312	)
Corporate bonds		3,337		(91	)		-		-			3,337		(91	)
	$	248,199	$	(4,072	)	$	1,378	$	(9	)	$	249,577	$	(4,081	)

	Less than 12 Months					12 Months or More					Total
2020:	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses

Securities available-for-sale:
U.S. government agencies	$	6,016	$	(7	)	$	896	$	(6	)	$	6,912	$	(13	)
U.S. government mortgage-backed securities		5,097		(31	)		-		-			5,097		(31	)
State and political subdivisions		7,875		(34	)		180		(2	)		8,055		(36	)
Corporate bonds		534		(1	)		-		-			534		(1	)
	$	19,522	$	(73	)	$	1,076	$	(8	)	$	20,598	$	(81	)

Gross unrealized losses on debt securities totaled $4.1 million as of March 31, 2021. These unrealized losses are generally due to changes in interest rates or general market conditions. In analyzing an issuer’s financial condition, management considers whether the securities are issued by the federal government or its agencies, state or political subdivision, or corporations. Management then determines whether downgrades by bond rating agencies have occurred, and reviews industry analysts’ reports. The Company’s procedures for evaluating investments in states, municipalities and political subdivisions include but are not limited to reviewing the offering statement and the most current available financial information, comparing yields to yields of bonds of similar credit quality, confirming capacity to repay, assessing operating and financial performance, evaluating the stability of tax revenues, considering debt profiles and local demographics, and for revenue bonds, assessing the source and strength of revenue structures for municipal authorities. These procedures, as applicable, are utilized for all municipal purchases and are utilized in whole or in part for monitoring the portfolio of municipal holdings. The Company does not utilize third party credit rating agencies as a primary component of determining if the municipal issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment, and, therefore, does not compare internal assessments to those of the credit rating agencies. Credit rating downgrades are utilized as an additional indicator of credit weakness and as a reference point for historical default rates. Management concluded that the gross unrealized losses on debt securities were temporary. Due to potential changes in conditions, it is at least reasonably possible that changes in fair values and management’s assessments will occur in the near term and that such changes could materially affect the amounts reported in the Company’s financial statements.

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7.	Loans Receivable and Credit Disclosures

The composition of loans receivable as of March 31, 2021 and December 31, 2020 is as follows (in thousands):

	2021			2020

Real estate - construction	$	53,335		$	45,497
Real estate - 1 to 4 family residential		206,993			213,562
Real estate - commercial		497,155			496,357
Real estate - agricultural		145,228			151,992
Commercial ¹		127,440			122,535
Agricultural		95,891			102,586
Consumer and other		13,919			15,048
		1,139,961			1,147,577
Less:
Allowance for loan losses		(16,907	)		(17,215	)
Deferred loan fees and costs, net²		(2,843	)		(857	)
Loans receivable, net	$	1,120,211		$	1,129,505

¹ Commercial loan portfolio includes $59.2 million and $50.9 million of Paycheck Protection Program ("PPP") loans as of March 31, 2021 and December 31, 2020, respectively.

²Deferred loan fees and costs, net includes $2.9 million and $0.9 million of net fees and costs related to the PPP loans as of March 31, 2021 and December 31, 2020, respectively.

The Paycheck Protection Program (PPP) was established by the Coronavirus Aid, Relief and Economic Security Act (CARES Act), enacted on March 27, 2020, in response to the Coronavirus Disease 2019 (COVID-19) pandemic. The PPP is administered by the Small Business Administration (SBA). PPP loans may be forgiven by the SBA and are 100 percent guaranteed by the SBA.

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Activity in the allowance for loan losses, on a disaggregated basis, for the three months ended March 31, 2021 and 2020 is as follows (in thousands):

	Three Months Ended March 31, 2021
			1-4 Family
	Construction		Residential			Commercial		Agricultural									Consumer
	Real Estate		Real Estate			Real Estate		Real Estate			Commercial			Agricultural			and Other			Total
Balance, December 31, 2020	$	725	$	2,581		$	8,930	$	1,595		$	1,453		$	1,696		$	235		$	17,215
Provision (credit) for loan losses		143		(431	)		118		(97	)		(79	)		(82	)		2			(426	)
Recoveries of loans charged-off		-		263			1		-			1			-			4			269
Loans charged-off		-		(30	)		-		-			(113	)		-			(8	)		(151	)
Balance, March 31, 2021	$	868	$	2,383		$	9,049	$	1,498		$	1,262		$	1,614		$	233		$	16,907

	Three Months Ended March 31, 2020
			1-4 Family
	Construction		Residential		Commercial			Agricultural						Consumer
	Real Estate		Real Estate		Real Estate			Real Estate		Commercial		Agricultural		and Other			Total
Balance, December 31, 2019	$	672	$	2,122	$	5,362		$	1,326	$	1,458	$	1,478	$	201		$	12,619
Provision for loan losses		80		214		1,220			237		212		337		16			2,316
Recoveries of loans charged-off		1		-		1			-		2		-		3			7
Loans charged-off		-		-		(31	)		-		-		-		(2	)		(33	)
Balance, March 31, 2020	$	753	$	2,336	$	6,552		$	1,563	$	1,672	$	1,815	$	218		$	14,909

Allowance for loan losses disaggregated on the basis of impairment analysis method as of March 31, 2021 and December 31, 2020 is as follows (in thousands):

2021			1-4 Family
	Construction		Residential		Commercial		Agricultural						Consumer
	Real Estate		Real Estate		Real Estate		Real Estate		Commercial		Agricultural		and Other		Total
Individually evaluated for impairment	$	-	$	17	$	1,486	$	-	$	-	$	120	$	33	$	1,656
Collectively evaluated for impairment		868		2,366		7,563		1,498		1,262		1,494		200		15,251
Balance March 31, 2021	$	868	$	2,383	$	9,049	$	1,498	$	1,262	$	1,614	$	233	$	16,907

2020			1-4 Family
	Construction		Residential		Commercial		Agricultural						Consumer
	Real Estate		Real Estate		Real Estate		Real Estate		Commercial		Agricultural		and Other		Total
Individually evaluated for impairment	$	-	$	150	$	1,486	$	-	$	115	$	40	$	28	$	1,819
Collectively evaluated for impairment		725		2,431		7,444		1,595		1,338		1,656		207		15,396
Balance December 31, 2020	$	725	$	2,581	$	8,930	$	1,595	$	1,453	$	1,696	$	235	$	17,215

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Loans receivable disaggregated on the basis of impairment analysis method as of March 31, 2021 and December 31, 2020 is as follows (in thousands):

2021			1-4 Family
	Construction		Residential		Commercial		Agricultural						Consumer
	Real Estate		Real Estate		Real Estate		Real Estate		Commercial		Agricultural		and Other		Total
Individually evaluated for impairment	$	167	$	399	$	10,157	$	1,091	$	817	$	747	$	46	$	13,424
Collectively evaluated for impairment		53,168		206,594		486,998		144,137		126,623		95,144		13,873		1,126,537

Balance March 31, 2021	$	53,335	$	206,993	$	497,155	$	145,228	$	127,440	$	95,891	$	13,919	$	1,139,961

2020			1-4 Family
	Construction		Residential		Commercial		Agricultural						Consumer
	Real Estate		Real Estate		Real Estate		Real Estate		Commercial		Agricultural		and Other		Total
Individually evaluated for impairment	$	167	$	1,340	$	10,258	$	1,664	$	940	$	859	$	45	$	15,273
Collectively evaluated for impairment		45,330		212,222		486,099		150,328		121,595		101,727		15,003		1,132,304

Balance December 31, 2020	$	45,497	$	213,562	$	496,357	$	151,992	$	122,535	$	102,586	$	15,048	$	1,147,577

A loan is considered impaired when, based on current information and events, it is probable that the Company will be unable to collect the scheduled payment of principal and interest when due according to the contractual terms of the loan agreement. Factors considered by management in determining impairment include payment status, collateral value, and the probability of collecting scheduled principal and interest payments when due. The Company applies its normal loan review procedures to identify loans that should be evaluated for impairment.

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Impaired loans, on a disaggregated basis, as of March 31, 2021 and December 31, 2020 (in thousands):

	2021						2020
			Unpaid						Unpaid
	Recorded		Principal		Related		Recorded		Principal		Related
	Investment		Balance		Allowance		Investment		Balance		Allowance
With no specific reserve recorded:
Real estate - construction	$	167	$	167	$	-	$	167	$	167	$	-
Real estate - 1 to 4 family residential		306		360		-		416		475		-
Real estate - commercial		141		168		-		242		578		-
Real estate - agricultural		1,091		1,140		-		1,664		1,698		-
Commercial		817		1,560		-		274		318		-
Agricultural		343		533		-		377		542		-
Consumer and other		4		5		-		8		10		-
Total loans with no specific reserve:		2,869		3,933		-		3,148		3,788		-

With an allowance recorded:
Real estate - construction		-		-		-		-		-		-
Real estate - 1 to 4 family residential		93		98		17		924		1,278		150
Real estate - commercial		10,016		10,157		1,486		10,016		10,157		1,486
Real estate - agricultural		-		-		-		-		-		-
Commercial		-		-		-		666		1,247		115
Agricultural		404		411		120		482		484		40
Consumer and other		42		44		33		37		39		28
Total loans with specific reserve:		10,555		10,710		1,656		12,125		13,205		1,819

Total
Real estate - construction		167		167		-		167		167		-
Real estate - 1 to 4 family residential		399		458		17		1,340		1,753		150
Real estate - commercial		10,157		10,325		1,486		10,258		10,735		1,486
Real estate - agricultural		1,091		1,140		-		1,664		1,698		-
Commercial		817		1,560		-		940		1,565		115
Agricultural		747		944		120		859		1,026		40
Consumer and other		46		49		33		45		49		28

	$	13,424	$	14,643	$	1,656	$	15,273	$	16,993	$	1,819

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Average recorded investment and interest income recognized on impaired loans for the three months ended March 31, 2021 and 2020 (in thousands):

	Three Months Ended March 31,
	2021				2020
	Average		Interest		Average		Interest
	Recorded		Income		Recorded		Income
	Investment		Recognized		Investment		Recognized
With no specific reserve recorded:
Real estate - construction	$	167	$	-	$	-	$	-
Real estate - 1 to 4 family residential		361		-		283		-
Real estate - commercial		192		297		5,351		-
Real estate - agricultural		1,378		25		439		6
Commercial		546		-		437		-
Agricultural		360		13		2,979		-
Consumer and other		6		-		44		-
Total loans with no specific reserve:		3,010		335		9,533		6

With an allowance recorded:
Real estate - construction		-		-		-		-
Real estate - 1 to 4 family residential		509		-		919		-
Real estate - commercial		10,016		-		488		-
Real estate - agricultural		-		-		-		-
Commercial		333		-		84		-
Agricultural		443		-		228		-
Consumer and other		40		-		-		-
Total loans with specific reserve:		11,341		-		1,719		-

Total
Real estate - construction		167		-		-		-
Real estate - 1 to 4 family residential		870		-		1,202		-
Real estate - commercial		10,208		297		5,839		-
Real estate - agricultural		1,378		25		439		6
Commercial		879		-		521		-
Agricultural		803		13		3,207		-
Consumer and other		46		-		44		-

	$	14,351	$	335	$	11,252	$	6

The interest foregone on nonaccrual loans for the three months ended March 31, 2021 and 2020 was approximately $199 thousand and $189 thousand, respectively.

Nonaccrual loans at March 31, 2021 and December 31, 2020 were $13.4 million and $15.3 million, respectively.

The Company had loans meeting the definition of a troubled debt restructuring (TDR) of $10.5 million as of March 31, 2021, all of which were included in impaired and nonaccrual loans. The Company had TDRs of $11.3 million as of December 31, 2020, all of which were included in impaired and nonaccrual loans.

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The Company’s TDR, on a disaggregated basis, occurring in the three months ended March 31, 2021 and 2020, is as follows (dollars in thousands):

	Three Months Ended March 31,
	2021						2020
			Pre-Modification		Post-Modification				Pre-Modification		Post-Modification
			Outstanding		Outstanding				Outstanding		Outstanding
	Number of		Recorded		Recorded		Number of		Recorded		Recorded
	Contracts		Investment		Investment		Contracts		Investment		Investment

Real estate - construction		-	$	-	$	-		-	$	-	$	-
Real estate - 1 to 4 family residential		2		153		153		-		-		-
Real estate - commercial		-		-		-		1		184		184
Real estate - agricultural		-		-		-		-		-		-
Commercial		1		58		58		1		61		61
Agricultural		-		-		-		-		-		-
Consumer and other		-		-		-		-		-		-

		3	$	211	$	211		2	$	245	$	245

During the three months ended March 31, 2021, the Company granted concessions to two borrowers facing financial difficulties which were unrelated to COVID-19. The loans were restructured for an extended maturity without principal reductions or an amortization period longer than a typical loan. During the three months ended March 31, 2020, the Company granted concessions to two related borrowers in the hospitality industry that are facing financial difficulties. One loan was secured by commercial real estate and the second loan was secured by a commercial operating note. Payments on these loans were deferred for six months and the interest rate was reduced below the market interest rate.

There were no TDR loans that were modified during the three months ended March 31, 2021 and twelve months ended March 31, 2021 that had payment defaults. The Company considers TDR loans to have payment default when it is past due 60 days or more.

There were $262 thousand of net recoveries and $16 thousand of net charge-offs related to TDRs for the three months ended March 31, 2021 and 2020, respectively. No additional specific reserve was provided for the three months ended March 31, 2021 and March 31, 2020.

Section 4013 of the CARES Act, “Temporary Relief From TDRs,” allows financial institutions the option to temporarily suspend certain requirements under U.S. GAAP related to TDRs for a limited period of time during the COVID-19 pandemic. This temporary suspension may only be applied to modifications of loans that were not more than 30 days past due as of December 31, 2019 and may not be applied to modifications that are not related to the COVID-19 pandemic. If elected, the temporary suspension may be applied to eligible modifications executed during the period beginning on March 1, 2020 and ending on the earlier of December 31, 2020, extended to January 1, 2022 under the Coronavirus Response and Relief Supplemental Appropriations Act, or 60 days after the termination of the COVID-19 national emergency. In March 2020, federal banking regulators in consultation with the FASB issued interagency statements that include similar guidance on loan modifications and reporting for financial institutions working with customers affected by COVID-19. The interagency statement provided that short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief, are not to be considered TDRs.

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As of March 31, 2021, the Company had five COVID-19 related loan modifications still in the modification period with a total outstanding principal balance of $15.4 million. Modified loans continue to accrue interest and are evaluated for past due status based on the revised payment terms.

An aging analysis of the recorded investments in loans, on a disaggregated basis, as of March 31, 2021 and December 31, 2020, is as follows (in thousands):

2021			90 Days								90 Days
	30-89		or Greater		Total						or Greater
	Past Due		Past Due		Past Due		Current		Total		Accruing

Real estate - construction	$	26	$	167	$	193	$	53,142	$	53,335	$	-
Real estate - 1 to 4 family residential		1,223		104		1,327		205,666		206,993		5
Real estate - commercial		117		-		117		497,038		497,155		-
Real estate - agricultural		622		592		1,214		144,014		145,228		-
Commercial		203		552		755		126,685		127,440		-
Agricultural		158		382		540		95,351		95,891		-
Consumer and other		9		18		27		13,892		13,919		-

	$	2,358	$	1,815	$	4,173	$	1,135,788	$	1,139,961	$	5

2020			90 Days								90 Days
	30-89		or Greater		Total						or Greater
	Past Due		Past Due		Past Due		Current		Total		Accruing

Real estate - construction	$	169	$	167	$	336	$	45,161	$	45,497	$	-
Real estate - 1 to 4 family residential		1,523		176		1,699		211,863		213,562		6
Real estate - commercial		152		56		208		496,149		496,357		-
Real estate - agricultural		574		1,618		2,192		149,800		151,992		-
Commercial		283		3		286		122,249		122,535		3
Agricultural		79		458		537		102,049		102,586		30
Consumer and other		18		16		34		15,014		15,048		-

	$	2,798	$	2,494	$	5,292	$	1,142,285	$	1,147,577	$	39

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The credit risk profile by internally assigned grade, on a disaggregated basis, as of March 31, 2021 and December 31, 2020 is as follows (in thousands):

2021	Construction		Commercial		Agricultural
	Real Estate		Real Estate		Real Estate		Commercial		Agricultural		Total

Pass	$	48,042	$	352,434	$	112,595	$	109,898	$	77,925	$	700,894
Watch		3,773		84,589		25,420		13,057		16,316		143,155
Special Mention		1,353		22,396		173		42		-		23,964
Substandard		-		27,579		5,949		3,626		903		38,057
Substandard-Impaired		167		10,157		1,091		817		747		12,979

	$	53,335	$	497,155	$	145,228	$	127,440	$	95,891	$	919,049

2020	Construction		Commercial		Agricultural
	Real Estate		Real Estate		Real Estate		Commercial		Agricultural		Total

Pass	$	39,980	$	346,591	$	110,925	$	101,858	$	80,075	$	679,429
Watch		5,350		88,113		33,144		15,897		20,793		163,297
Special Mention		-		23,753		175		52		-		23,980
Substandard		-		27,642		6,084		3,788		859		38,373
Substandard-Impaired		167		10,258		1,664		940		859		13,888

	$	45,497	$	496,357	$	151,992	$	122,535	$	102,586	$	918,967

The credit risk profile based on payment activity, on a disaggregated basis, as of March 31, 2021 and December 31, 2020 is as follows (in thousands):

2021	1-4 Family
	Residential		Consumer
	Real Estate		and Other		Total

Performing	$	206,587	$	13,873	$	220,460
Non-performing		406		46		452

	$	206,993	$	13,919	$	220,912

2020	1-4 Family
	Residential		Consumer
	Real Estate		and Other		Total

Performing	$	212,282	$	15,003	$	227,285
Non-performing		1,280		45		1,325

	$	213,562	$	15,048	$	228,610

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8.	Intangible assets

The following sets forth the carrying amounts and accumulated amortization of the intangible assets at March 31, 2021 and December 31, 2020 (in thousands):

	2021				2020
	Gross		Accumulated		Gross		Accumulated
	Amount		Amortization		Amount		Amortization

Core deposit intangible asset	$	6,411	$	3,633	$	6,411	$	3,493
Customer list		535		340		535		320

Total	$	6,946	$	3,973	$	6,946	$	3,813

The weighted average life of the intangible assets is approximately 4 years as of March 31, 2021 and December 31, 2020.

The following sets forth the activity related to the intangible assets for the three months ended March 31, 2021 and 2019 (in thousands):

	Three Months Ended
	March 31,
	2021			2020

Beginning intangible assets, net	$	3,133		$	3,959
Amortization		(160	)		(217	)

Ending intangible assets, net	$	2,973		$	3,742

Estimated remaining amortization expense on intangible assets for the years ending December 31 is as follows (in thousands):

2021	$	468
2022		574
2023		502
2024		337
2025		300
2026		268
After		524

Total	$	2,973

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9.	Pledged Collateral Related to Securities Sold Under Repurchase Agreements

The repurchase agreements mature daily and the following sets forth the pledged collateral at estimated fair value related to securities sold under repurchase agreements as of March 31, 2021 and December 31, 2020 (in thousands):

	2021		2020
Securities sold under agreements to repurchase:
U.S. government treasuries	$	2,060	$	2,069
U.S. government agencies		36,445		39,362
U.S. government mortgage-backed securities		14,651		14,320

Total pledged collateral	$	53,156	$	55,751

In the event the repurchase agreements exceed the estimated fair value of the pledged securities available-for-sale, the Company has unpledged securities available-for-sale that may be pledged on the repurchase agreements.

10.

Income Taxes

The tax effects of temporary differences related to income taxes are included in deferred income taxes. The change in deferred income taxes since December 31, 2020 is due primarily to the decrease in the unrealized gains on investment securities.

11.

Regulatory Matters

On March 31, 2020, the Banks qualified for and elected to use the community bank leverage ratio (CBLR) framework. In order to qualify for the CBLR framework, a community banking organization must have a tier 1 leverage ratio of greater than 8%, less than $10 billion in total consolidated assets, and limited amounts of off-balance-sheet exposures and trading assets and liabilities. On January 1, 2021 the CBLR increased to 8.5% for the calendar year and will again increase to 9% beginning January 1, 2022. A qualifying community banking organization that opts into the CBLR framework and meets all requirements under the framework will be considered to have met the well-capitalized ratio requirements under the Prompt Corrective Action regulations and will not be required to report or calculate risk-based capital. If an electing banking organization fails to satisfy one or more of the qualifying criteria but maintains a leverage ratio of greater than 8%, that banking organization would have a “grace period” of up to two quarters during which it could continue to use the community bank leverage ratio framework and be deemed to meet the “well capitalized” capital ratio requirements. As long as the banking organization is able to return to compliance with all the qualifying criteria within two quarters, it continues to be deemed to meet the “well capitalized” ratio requirements and be in compliance with the generally applicable capital rule. State Bank & Trust was below 8.5% but greater than 8% as of March 31, 2021 and has a grace period of two quarters to return to compliance with all qualifying criteria of the CBLR.

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The Company and the Banks’ capital amounts and ratios as of March 31, 2021 and December 31, 2020 are as follows (dollars in thousands):

						To Be Well
						Capitalized Under
						Prompt Corrective
	Actual					Action Provisions
	Amount		Ratio			Amount		Ratio

As of March 31, 2021:
Community Bank Leverage Ratio:
(Tier 1 capital to average assets for leverage ratio):
Boone Bank & Trust	$	14,162		9.4	%	$	12,790		8.5	%
First National Bank		88,178		8.5			88,123		8.5
Iowa State Savings Bank		21,947		9.3			20,057		8.5
Reliance State Bank		23,671		9.1			22,015		8.5
State Bank & Trust		17,292		8.4			17,485		8.5
United Bank & Trust		10,727		9.1			9,972		8.5

						To Be Well
						Capitalized Under
						Prompt Corrective
	Actual					Action Provisions
	Amount		Ratio			Amount		Ratio

As of December 31, 2020:
Community Bank Leverage Ratio:
(Tier 1 capital to average assets for leverage ratio):
Boone Bank & Trust	$	13,967		9.2	%	$	12,170		8.0	%
First National Bank		86,071		8.6			80,393		8.0
Iowa State Savings Bank		21,610		9.4			18,321		8.0
Reliance State Bank		23,278		9.4			19,741		8.0
State Bank & Trust		16,564		8.5			15,657		8.0
United Bank & Trust		10,539		9.2			9,180		8.0

12.

Subsequent Events

On April 14, 2021, the board of directors of the Company declared a cash dividend and authorized a stock repurchase program.

On April 16, 2021, the Company entered into a commitment with a contractor to build a new branch in West Des Moines, Iowa for $1.7 million.

Management evaluated subsequent events through the date the financial statements were issued. There were no significant events or transactions occurring after March 31, 2021, but prior to May 4, 2021, that provided additional evidence about conditions that existed at March 31, 2021. There were no other significant events or transactions that provided evidence about conditions that did not exist at March 31, 2021.

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Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Overview

Ames National Corporation (the “Company”) is a bank holding company established in 1975 that owns and operates six bank subsidiaries in central Iowa (the “Banks”). The following discussion is provided for the consolidated operations of the Company and its Banks, First National Bank, Ames, Iowa (First National), State Bank & Trust Co. (State Bank), Boone Bank & Trust Co. (Boone Bank), Reliance State Bank (Reliance Bank), United Bank & Trust NA (United Bank) and Iowa State Savings Bank (Iowa State Bank). The purpose of this discussion is to focus on significant factors affecting the Company's financial condition and results of operations.

The Company does not engage in any material business activities apart from its ownership of the Banks. Products and services offered by the Banks are for commercial and consumer purposes including loans, deposits and wealth management services. Wealth management services includes financial planning and managing trust, agencies, estates and investment brokerage accounts. The Company employs sixteen individuals to assist with financial reporting, human resources, audit, compliance, marketing, technology systems, training, real estate valuation services and the coordination of management activities, in addition to 257 full-time equivalent individuals employed by the Banks.

The Company’s primary competitive strategy is to utilize seasoned and competent Bank management and local decision making authority to provide customers with faster response times and more flexibility in the products and services offered. This strategy is viewed as providing an opportunity to increase revenues through creating a competitive advantage over other financial institutions. The Company also strives to remain operationally efficient to provide better profitability while enabling the Company to offer more competitive loan and deposit rates.

The principal sources of Company revenues and cash flow are: (i) interest and fees earned on loans made by the Company and Banks; (ii) interest on fixed income investments held by the Banks; (iii) fees on wealth management services provided by those Banks exercising trust powers; (iv) service fees on deposit accounts maintained at the Banks; (v) gain on sale of loans; and (vi) merchant and card fees. The Company’s principal expenses are: (i) interest expense on deposit accounts and other borrowings; (ii) provision for loan losses; (iii) salaries and employee benefits; (iv) data processing costs associated with maintaining the Banks’ loan and deposit functions; (v) occupancy expenses for maintaining the Bank’s facilities; and (vi) professional fees. The largest component contributing to the Company’s net income is net interest income, which is the difference between interest earned on earning assets (primarily loans and investments) and interest paid on interest-bearing liabilities (primarily deposits and other borrowings). One of management’s principal functions is to manage the spread between interest earned on earning assets and interest paid on interest bearing liabilities in an effort to maximize net interest income while maintaining an appropriate level of interest rate risk.

The Company had net income of $6.0 million, or $0.66 per share, for the three months ended March 31, 2021, compared to net income of $3.6 million, or $0.39 per share, for the three months ended March 31, 2020. The increase in earnings is primarily the result of a decrease in provision for loan losses compared to the prior year due primarily to the onset of the COVID-19 pandemic in 2020 and a reduction in interest expense due to declines in market interest rates.

Net loan recoveries totaled $118 thousand for the three months ended March 31, 2021 compared to net loan charge offs of $26 thousand for the three months ended March 31, 2020. A (credit) for loan losses of ($426) thousand was recognized for the three months ended March 31, 2021 as compared to a $2.3 million provision for loan loss for the three months ended March 31, 2020. The provision for loan losses in 2020 was primarily due to the onset of the COVID-19 pandemic.

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The following management discussion and analysis will provide a review of important items relating to:

● Challenges and COVID-19 Status, Risks and Uncertainties

● Key Performance Indicators and Industry Results

● Critical Accounting Policies

● Non-GAAP Financial Measures

● Income Statement Review

● Balance Sheet Review

● Asset Quality Review and Credit Risk Management

● Liquidity and Capital Resources

● Forward-Looking Statements and Business Risks

Challenges and COVID-19 Status, Risks and Uncertainties

Management has identified certain events or circumstances that may negatively impact the Company’s financial condition and results of operations in the future and is attempting to position the Company to best respond to those challenges. These challenges are addressed in the Company’s most recent Annual Report on Form 10-K filed on March 12, 2021.

The onset and continuation of the COVID-19 pandemic has significantly heightened the level of challenges, risks and uncertainties facing our business and continuation of operations, including the following:

●

Although the economy has started to rebound from the depths of the economic slowdown associated with the pandemic, some of the Company’s customers may continue to experience decreased revenues, which may correlate to an inability to make timely loan payments or maintain payrolls. This, in turn, could adversely impact the revenues and earnings of the Company by, among other things, requiring further increases in the allowance for loan losses and increases in the level of charge-offs in the loan portfolio. Management may increase the allowance if the effects of the COVID-19 pandemic continue to negatively impact the loan portfolio;

●

Market interest rates remain at historic lows and if prolonged, could adversely affect our net interest income, net interest margin and earnings;

●

We may experience a slowdown in demand for our products and services as the effects of the pandemic continue to linger, including the demand for traditional loans, although we believe any decline experienced to date has largely been offset by the new volume of PPP loans under the CARES Act and other governmental programs established in response to the pandemic. We had 1,117 PPP loans with an aggregate outstanding balance of $59.2 million as of March 31, 2021;

●

As evidenced by the level of loans classified as substandard and watch as of March 31, 2021, we continue to experience a higher risk of delinquencies, defaults and foreclosures, as well as declining collateral values and further impairment of the ability of our borrowers to repay their loans, all of which may result in additional credit charges and other losses in our loan portfolio;

●

Throughout the COVID-19 pandemic we have been actively working with loan customers to evaluate prudent loan modification terms. As of March 31, 2021, approximately $15.4 million, or 1.35%, of loans were in payment deferral status under COVID-19 related modifications; and

●

In meeting our objective to maintain our capital levels and liquidity position through the COVID-19 pandemic, our Board of Directors may reduce or determine to altogether forego payment of future dividends in order to maintain and/or strengthen our capital and liquidity position.

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Key Performance Indicators and Industry Results

Certain key performance indicators for the Company and the industry are presented in the following chart. The industry figures are compiled by the Federal Deposit Insurance Corporation (the “FDIC”) and are derived from 5,001 commercial banks and savings institutions insured by the FDIC. Management reviews these indicators on a quarterly basis for purposes of comparing the Company’s performance from quarter-to-quarter against the industry as a whole.

Selected Indicators for the Company and the Industry

	3 Months
	Ended			Years Ended December 31,
	March, 31,
	2021			2020						2019
	Company			Company			Industry*			Company			Industry*

Return on assets		1.19	%		1.01	%		0.72	%		1.14	%		1.29	%

Return on equity		11.52	%		9.48	%		6.88	%		9.48	%		11.38	%

Net interest margin		2.86	%		3.13	%		2.82	%		3.21	%		3.36	%

Efficiency ratio		55.70	%		55.83	%		59.78	%		58.51	%		56.63	%

Capital ratio		10.33	%		10.66	%		8.81	%		12.05	%		9.66	%

*Latest available data

Key performances indicators include:

● Return on Assets

This ratio is calculated by dividing net income by average assets. It is used to measure how effectively the assets of the Company are being utilized in generating income. The Company's annualized return on average assets was 1.19% and 0.81% for the three months ended March 31, 2021 and 2020, respectively. This ratio increase was primarily the result of a decrease in the provision for loan loss and a reduction in interest expense due to market rate decreases.

● Return on Equity

This ratio is calculated by dividing net income by average equity. It is used to measure the net income or return the Company generated for the shareholders’ equity investment in the Company. The Company's return on average equity was at 11.52% and 7.44% for the three months ended March 31, 2021 and 2020, respectively. This ratio increase was primarily the result of a decrease in the provision for loan loss and a reduction in interest expense due to market rate decreases.

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● Net Interest Margin

The net interest margin for the three months ended March 31, 2021 and 2020 was 2.86% and 3.18%, respectively. The ratio is calculated by dividing tax equivalent net interest income by average earning assets. Earning assets are primarily made up of loans and investments that earn interest. This ratio is used to measure how well the Company is able to maintain interest rates on earning assets above those of interest-bearing liabilities, which is the interest expense paid on deposits and other borrowings.

● Efficiency Ratio

This ratio is calculated by dividing noninterest expense by the sum of net interest income and noninterest income. The ratio is a measure of the Company’s ability to manage noninterest expenses. The Company’s efficiency ratio was 55.70% and 57.73% for the three months ended March 31, 2021 and 2020, respectively. The efficiency ratio has slightly improved compared to the prior quarter last year.

● Capital Ratio

The average capital ratio is calculated by dividing average total equity capital by average total assets. It measures the level of average assets that are funded by shareholders’ equity. Given an equal level of risk in the financial condition of two companies, the higher the capital ratio, generally the more financially sound the company. The Company’s capital ratio of 10.33% as of March 31, 2021 is significantly higher than the industry average of 8.81% as of December 31, 2020.

Industry Results:

The FDIC Quarterly Banking Profile reported the following results for the fourth quarter of 2020:

Full-Year 2020 Net Income Declines 36.5% to $147.9 Billion

For the 5,001 FDIC-insured commercial banks and savings institutions, full-year 2020 net income totaled $147.9 billion, a decline of $84.9 billion (36.5%) from 2019. The decline was primarily attributable to higher provision expenses in the first half of 2020 tied to pandemic-related deterioration in economic activity. Provision expenses increased by $77.1 billion (140%), and net interest income declined by $20 billion (3.7%). Average net interest margin (NIM) declined by 54 basis points from 2019 to 2.82%, as the yield on average earning assets declined at a faster rate than the cost of funds. The average return on assets (ROA) ratio declined from 1.29% in 2019 to 0.72% in 2020.

Quarterly Net Income Increases 9.1% From a Year Ago to $59.9 Billion

Fourth quarter 2020 quarterly net income totaled $59.9 billion, an increase of $5 billion (9.1%) from a year ago. The primary driver of higher net income this quarter was the reduction in provision expenses. More than half of all banks (57.4%) reported year-over-year increases in quarterly net income. The share of unprofitable institutions remained relatively stable from a year ago at 7.3%. The average ROA ratio was 1.11% during fourth quarter 2020, down 8 basis points from a year ago but below a recent high of 1.41% in third quarter 2018.

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Net Interest Margin Remains Unchanged From Third Quarter and at a Record Low Level

The banking industry reported aggregate net interest income of $131.3 billion during the fourth quarter, a decline of $5.4 billion (3.9%) from a year ago. This marks the fifth consecutive quarter that net interest income declined. Almost 43% of all banks reported annual declines in net interest income. The average NIM was 2.68% in fourth quarter 2020, unchanged from the third quarter but down 60 basis points from fourth quarter 2019. Banks of all asset size groups featured in the Quarterly Banking Profile (QBP) reported average NIM compression relative to a year ago, as the contraction in earning asset yields exceeded the decline in funding costs. At fourth quarter 2020, both earning asset yields and funding costs dropped to the lowest levels ever reported in the QBP.

Noninterest Income Expands 6.5% From the Year-Ago Quarter

Noninterest income rose by $4.3 billion (6.5%) from a year ago, with nearly 61% of all banks reporting annual increases. The annual improvement in noninterest income was led by the growth in net gains on loan sales, which rose by $3.9 billion (104%), and net gains on sales of other assets, which increased by $1.6 billion. Trading revenue, which was the largest dollar contributor to the overall increase in noninterest income during second quarter 2020, declined for the second consecutive quarter and was down $799.7 million (11%) from fourth quarter 2019.

Noninterest Expense Increases Almost 3% From a Year Ago

Noninterest expense rose by $3.3 billion (2.7%) from a year ago, as almost two-thirds of all banks (66.4%) reported annual increases. The rise in noninterest expense was driven by higher salary and employee benefit expenses, which expanded by $3.7 billion (6.6%). The average assets per employee increased from $9 million in fourth quarter 2019 to $10.6 million in fourth quarter 2020.

Provisions for Credit Losses Decline to the Lowest Level Since Second Quarter 1995

With the improving economic outlook, provisions for credit losses decreased by $11.4 billion (76.5%) from a year ago to $3.5 billion, the lowest level since second quarter 1995. The decline in provisions for credit losses was not broad-based, as less than one-third (31.2%) of all banks reported year-over-year declines. In the fourth quarter, 279 banks used the current expected credit losses (CECL) accounting standard and reported an aggregate $1.4 billion in provisions for credit losses, down $ 11.2 billion (88.9%) from a year ago. For non-CECL adopters, provisions for credit losses totaled $2.1 billion, down $186.6 million (8.2%) from a year ago.

The Net Charge-Off Rate Falls 13 Basis Points From Fourth Quarter 2019

The net charge-off rate fell by 13 basis points from fourth quarter 2019 to 0.41%. Net charge-offs totaled $11.2 billion, down $2.8 billion (19.7%) from a year ago. The year-over-year decline in net charge-offs was driven by the reduction in credit card loan charge offs (down $3.4 billion, or 39.7%). Net charge-offs on nonfarm nonresidential (NFNR) properties increased by $657.9 million (348.3%) from a year ago. The net charge-off rate for NFNR properties increased by 17 basis points from a year ago to 0.22% but remained below the high of 1.40% in fourth quarter 2010. The net charge-off rate for the commercial and industrial (C&I) loan portfolio increased by 4 basis points from a year ago to 0.47%, below the recent high of 0.64% in second quarter 2020.

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The Noncurrent Loan Rate Expands Modestly to 1.18%

The noncurrent rate rose by 1 basis point from third quarter 2020 to 1.18%. Noncurrent loan balances (90 days or more past due or in nonaccrual status) increased by $944.9 million (0.7%) from the previous quarter. One-third of all banks (33.3%) reported quarterly increases in noncurrent loan balances. The quarterly increase in noncurrent loan balances was led by NFNR properties (up $2.1 billion, or 15.7%) and credit card balances (up $1.4 billion, or 17%). The noncurrent rate for NFNR properties increased by 13 basis points to 1.00% in the fourth quarter 2020, while the noncurrent rate for credit card balances rose by 13 basis points to 1.16%.

Total Assets Increase 3.1% From the Previous Quarter

Total assets increased by $664 billion (3.1%) from third quarter 2020. The banking industry’s liquidity position continued to strengthen. Cash and balances due from depository institutions rose by $357 billion (12.6%), and security holdings posted a record high quarterly dollar increase of $321.4 billion (6.7%). Mortgage-backed securities increased by $244.9 billion (8.8%).

Loan Balances Decline From the Previous Quarter, Led by Lower Commercial and Industrial Lending Activity

Total loan and lease balances totaled $10.9 trillion in fourth quarter 2020, $47.7 billion (0.4%) less than third quarter 2020. The quarterly decline in total loan and leases balances was led by the C&I loan portfolio, which fell by $103.8 billion (4.1%). Small Business Administration-guaranteed Paycheck Protection Program loans declined by $83.9 billion (17.1%) from the previous quarter. The decline in the C&I loan portfolio was partially offset by increases in loans to nondepository financial institutions (up $30.2 billion, or 5.5%) and credit card balances (up $25.6 billion, or 3.2%). Total loan and lease balances increased by $345 billion (3.3%) from a year ago, the lowest annual growth rate since fourth quarter 2013. The annual increase in total loan and lease balances was driven by the C&I loan portfolio, which rose by $232.8 billion (10.6%), primarily in the first half of 2020.

Deposits Increase 4.1% From Third Quarter 2020

Total deposit balances rose by $706.9 billion (4.1%) between the third and fourth quarters of 2020. While the quarterly growth in deposits is below the levels reported in the first half of 2020, it is the third largest quarterly dollar increase ever reported in the QBP. Interest-bearing account balances rose by $399.2 billion (3.5%), and noninterest-bearing account balances expanded by $220.5 billion (5%). Deposits in accounts with balances larger than $250,000 increased by $467.5 billion (5.4%) from the previous quarter. Nondeposit liabilities fell by $124.2 billion (11.1%) from the previous quarter, led by Federal Home Loan Bank advances that declined by $48.5 billion (15.9%).

Equity Capital Increases Almost 2% From the Previous Quarter

Equity capital totaled $2.2 trillion in fourth quarter 2020, up $41.9 billion (1.9%) from the previous quarter. Declared dividends totaled $21.8 billion, down $27.4 billion (55.7%) from fourth quarter 2019. Seven insured institutions with $498.4 million in total assets were below the requirements for the well-capitalized category as defined for Prompt Corrective Action.

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Three New Banks Open in Fourth Quarter 2020

The number of FDIC-insured commercial banks and savings institutions that filed quarterly Call Reports declined from 5,033 in third quarter 2020 to 5,001 in fourth quarter 2020. Three new banks were added, 31 institutions were absorbed by mergers, two banks failed, one bank sold most of its assets to a credit union, and one bank did not file in time for this analysis. For full-year 2020, six new banks were added, 168 institutions were absorbed by mergers, and four banks failed. The number of institutions on the FDIC’s “Problem Bank List” remained unchanged from the previous quarter at 56. Total assets of problem banks increased from $53.9 billion in third quarter 2020 to $55.8 billion in fourth quarter 2020.

Critical Accounting Policies

The discussion contained in this Item 2 and other disclosures included within this report are based, in part, on the Company’s audited December 31, 2020 consolidated financial statements. These statements have been prepared in accordance with accounting principles generally accepted in the United States of America. The financial information contained in these statements is, for the most part, based on the financial effects of transactions and events that have already occurred. However, the preparation of these statements requires management to make certain estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses.

The Company’s significant accounting policies are described in the “Notes to Consolidated Financial Statements” accompanying the Company’s audited financial statements. Based on its consideration of accounting policies that involve the most complex and subjective estimates and judgments, management has identified the allowance for loan losses, the assessment of other-than-temporary impairment for investment securities and the assessment of goodwill impairment to be the Company’s most critical accounting policies.

Allowance for Loan Losses

The allowance for loan losses is established through a provision for loan losses that is treated as an expense and charged against earnings. Loans are charged against the allowance for loan losses when management believes that collectability of the principal is unlikely. The Company has policies and procedures for evaluating the overall credit quality of its loan portfolio, including timely identification of potential problem loans. On a quarterly basis, management reviews the appropriate level for the allowance for loan losses, incorporating a variety of risk considerations, both quantitative and qualitative. Quantitative factors include the Company’s historical loss experience, delinquency and charge-off trends, collateral values, known information about individual loans and other factors. Qualitative factors include various considerations regarding the general economic environment in the Company’s market area. To the extent actual results differ from forecasts and management’s judgment, the allowance for loan losses may be greater or lesser than future charge-offs. Due to potential changes in conditions, including the economic disruption and uncertainties resulting from the COVID-19 pandemic, it is at least reasonably possible that changes in estimates will occur in the near term and that such changes could be material to the amounts reported in the Company’s financial statements.

For further discussion concerning the allowance for loan losses and the process of establishing specific reserves, see the section of the Annual Report on Form 10-K entitled “Asset Quality Review and Credit Risk Management” and “Analysis of the Allowance for Loan Losses”.

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Fair Value and Other-Than-Temporary Impairment of Investment Securities

The Company’s securities available-for-sale portfolio is carried at fair value with “fair value” being defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. A fair value measurement assumes that the transaction to sell the asset or transfer the liability occurs in the principal market for the asset or liability or, in the absence of a principal market, the most advantageous market for the asset or liability. The price in the principal (or most advantageous) market used to measure the fair value of the asset or liability is not adjusted for transaction costs. An orderly transaction is a transaction that assumes exposure to the market for a period prior to the measurement date to allow for marketing activities that are usual and customary for transactions involving such assets and liabilities; it is not a forced transaction. Market participants are buyers and sellers in the principal market that are (i) independent, (ii) knowledgeable, (iii) able to transact, and (iv) willing to transact.

Declines in the fair value of available-for-sale securities below their cost that are deemed to be other-than-temporary are reflected in earnings as realized losses. In estimating other-than-temporary impairment losses, management considers (1) the intent to sell the investment securities and the more likely than not requirement that the Company will be required to sell the investment securities prior to recovery (2) the length of time and the extent to which the fair value has been less than cost and (3) the financial condition and near-term prospects of the issuer. Due to potential changes in conditions, including the economic disruption and uncertainties resulting from the COVID-19 pandemic, it is at least reasonably possible that changes in management’s assessment of other-than-temporary impairment will occur in the near term and that such changes could be material to the amounts reported in the Company’s financial statements.

Goodwill

Goodwill arose in connection with four acquisitions consummated in previous periods. Goodwill is tested annually for impairment or more often if conditions indicate a possible impairment. For the purposes of goodwill impairment testing, determination of the fair value of a reporting unit involves the use of significant estimates and assumptions. Impairment would arise if the fair value of a reporting unit is less than its carrying value. At March 31, 2021, Company’s management has completed the goodwill impairment assessment and determined goodwill was not impaired. Actual future test results may differ from the present evaluation of impairment due to changes in the conditions used in the current evaluation. Goodwill may be impaired in the future if the effects of the COVID-19 pandemic negatively impacts our net income and fair value, particularly of our most recent acquisition. An impairment of goodwill would decrease the Company’s earnings during the period in which the impairment is recorded.

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Non-GAAP Financial Measures

This report contains references to financial measures that are not defined in GAAP. Such non-GAAP financial measures include the Company’s presentation of net interest income and net interest margin on a fully taxable equivalent (FTE) basis. Management believes these non-GAAP financial measures are widely used in the financial institutions industry and provide useful information to both management and investors to analyze and evaluate the Company’s financial performance. Limitations associated with non-GAAP financial measures include the risks that persons might disagree as to the appropriateness of items included in these measures and that different companies might calculate these measures differently. These non-GAAP disclosures should not be considered an alternative to the Company’s GAAP results. The following table reconciles the non-GAAP financial measures of net interest income and net interest margin on an FTE basis to GAAP (dollars in thousands).

	Three Months Ended March 31,
	2021			2020
Reconciliation of net interest income and annualized net interest margin on an FTE basis to GAAP:
Net interest income (GAAP)	$	13,664		$	13,046
Tax-equivalent adjustment ⁽¹⁾		225			241
Net interest income on an FTE basis (non-GAAP)		13,889			13,287
Average interest-earning assets	$	1,941,859		$	1,669,356
Net interest margin on an FTE basis (non-GAAP)		2.86	%		3.18	%

(1) Computed on a tax-equivalent basis using an incremental federal income tax rate of 21 percent, adjusted to reflect the effect of the tax-exempt interest income associated with owning tax-exempt securities and loans.

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Income Statement Review for the Three Months ended March 31, 2021 and 2020

The following highlights a comparative discussion of the major components of net income and their impact for the three months ended March 31, 2021 and 2020:

AVERAGE BALANCES AND INTEREST RATES

The following two tables are used to calculate the Company’s non-GAAP net interest margin on an FTE basis. The first table includes the Company’s average assets and the related income to determine the average yield on earning assets. The second table includes the average liabilities and related expense to determine the average rate paid on interest-bearing liabilities. The net interest margin is equal to interest income less interest expense divided by average earning assets. Refer to the net interest income discussion following the tables for additional detail.

AVERAGE BALANCE SHEETS AND INTEREST RATES

	Three Months Ended March 31,

	2021							2020

	Average		Revenue/		Yield/			Average		Revenue/		Yield/
	balance		expense		rate			balance		expense		rate
ASSETS
(dollars in thousands)
Interest-earning assets
Loans ⁽¹⁾
Commercial	$	122,006	$	1,712		5.61	%	$	85,400	$	1,081		5.06	%
Agricultural		92,362		989		4.28	%		110,296		1,699		6.16	%
Real estate		908,212		9,112		4.01	%		862,650		9,557		4.43	%
Consumer and other		14,172		171		4.83	%		18,483		250		5.41	%

Total loans (including fees)		1,136,752		11,984		4.22	%		1,076,829		12,587		4.68	%

Investment securities
Taxable		453,939		1,989		1.75	%		303,865		1,821		2.40	%
Tax-exempt ⁽²⁾		162,496		1,069		2.63	%		170,487		1,152		2.70	%
Total investment securities		616,435		3,058		1.98	%		474,352		2,973		2.51	%

Interest-bearing deposits with banks and federal funds sold		188,672		178		0.38	%		118,175		517		1.75	%

Total interest-earning assets		1,941,859	$	15,220		3.14	%		1,669,356	$	16,077		3.85	%

Noninterest-earning assets		81,154							81,546

TOTAL ASSETS	$	2,023,013						$	1,750,902

(1) Average loan balance includes nonaccrual loans, if any. Interest income collected on nonaccrual loans has been included.

(2) Tax-exempt income has been adjusted to a tax-equivalent basis using an incremental tax rate of 21%.

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AVERAGE BALANCE SHEETS AND INTEREST RATES

	Three Months Ended March 31,

	2021								2020

	Average		Revenue/			Yield/			Average		Revenue/			Yield/
	balance		expense			rate			balance		expense			rate
LIABILITIES AND STOCKHOLDERS' EQUITY
(dollars in thousands)
Interest-bearing liabilities
Deposits
Interest-bearing checking, savings accounts and money markets	$	1,156,088	$	479			0.17	%	$	955,890	$	1,284			0.54	%
Time deposits		252,035		815			1.29	%		282,833		1,366			1.93	%
Total deposits		1,408,123		1,294			0.37	%		1,238,723		2,650			0.86	%
Other borrowed funds		40,692		37			0.36	%		50,190		139			1.11	%

Total interest-bearing liabilities		1,448,815		1,331			0.37	%		1,288,913		2,789			0.87	%

Noninterest-bearing liabilities
Noninterest-bearing checking		354,595								260,092
Other liabilities		10,571								10,711

Stockholders' equity		209,032								191,186

TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	2,023,013							$	1,750,902


Net interest income (FTE)⁽³⁾			$	13,889			2.86	%			$	13,288			3.18	%

Spread Analysis (FTE)
Interest income/average assets	$	15,220		3.01	%				$	16,077		3.67	%
Interest expense/average assets	$	1,331		0.26	%				$	2,789		0.64	%
Net interest income/average assets	$	13,889		2.75	%				$	13,288		3.04	%

(3) Net interest income (FTE) is a non-GAAP financial measure. For further information, refer to the Non-GAAP Financial Measures section of this report.

Net Interest Income

For the three months ended March 31, 2021 and 2020, the Company's net interest margin adjusted for tax exempt income was 2.86% and 3.18%, respectively. Net interest income, prior to the adjustment for tax-exempt income, for the three months ended March 31, 2021 totaled $13.7 million compared to $13.0 million for the three months ended March 31, 2020.

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For the three months ended March 31, 2021, interest income declined $840 thousand, or 5%, when compared to the same period in 2020. The reduction is primarily due to lower market interest rates, offset in part by an increase in the average balance of interest-earning assets, $840 thousand of fees recognized from Paycheck Protection Program (PPP) loans and $335 thousand of interest income recognized due to the payoff of nonaccrual loans.

Interest expense declined $1.5 million, or 52%, for the three months ended March 31, 2021 when compared to the same period in 2020. The lower interest expense for the period is primarily attributable to a decline in market interest rates and offset in part by increases in average deposit balances.

Provision (credit) for Loan Losses

A (credit) for loan losses of ($426) thousand was recognized for the three months ended March 31, 2021 as compared to a provision for loan losses of $2.3 million for the three months ended March 31, 2020. Net loan recoveries totaled $118 thousand for the three months ended March 31, 2021 compared to net loan charge offs of $26 thousand for the three months ended March 31, 2020. The (credit) for loan losses in 2021 was primarily due to loan recoveries, a reduction in a specific reserve due to the payoff of an impaired loan and lower loan balances from year-end. The provision for loan losses in 2020 was primarily due to the onset of the COVID-19 pandemic.

Noninterest Income and Expense

Noninterest income for the three months ended March 31, 2021 totaled $2.5 million as compared to $2.6 million for the three months ended March 31, 2020, a decrease of 5%. The lower level of noninterest income was primarily due to securities gains recognized in the first quarter of 2020 with no corresponding gains for the same period in 2021. The lower security gains were partially offset by an increase in gains on sale of residential loans held for sale from increased refinancing in a low interest rate environment.

Noninterest expense for the three months ended March 31, 2021 totaled $9.0 million compared to $9.1 million recorded for the three months ended March 31, 2020, a decrease of 1%. The decrease is primarily due to lower salaries and employee benefits and was partially offset by an increase in data processing costs. The decrease in salaries and employee benefits is due to a reduction in the number of personnel and increased deferred loan costs associated with PPP loan volume, offset in part by normal salary and benefit increases. The efficiency ratio was 55.7% for the first quarter of 2021 as compared to 57.7% in the first quarter of 2020.

Income Taxes

Income tax expense for the three months ended March 31, 2021 totaled $1.6 million compared to $756 thousand recorded for the three months ended March 31, 2020. The effective tax rate was 21% and 18% for the three months ended March 31, 2021 and 2020, respectively. The lower than expected tax rate in 2021 and 2020 was due primarily to tax-exempt interest income and New Markets Tax Credits.

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Balance Sheet Review

As of March 31, 2021, total assets were $2.1 billion, a $124.2 million increase compared to December 31, 2020. The increase is primarily due to investment securities, PPP and commercial real estate loans, and growth in interest-bearing deposits in financial institutions. This increase in assets was funded by growth in our deposits due in part to federal government stimulus programs and a lack of other desirable fixed income alternatives for our customers.

Investment Portfolio

The investment portfolio totaled $672.3 million as of March 31, 2021, an increase of $75.3 million from the December 31, 2020 balance of $597.0 million. The increase in securities available-for-sale is primarily due to purchases of treasuries and mortgage-backed securities as deposit growth was greater than loan growth.

On a quarterly basis, the investment portfolio is reviewed for other-than-temporary impairment. As of March 31, 2021, gross unrealized losses of $4.1 million, are considered to be temporary in nature due to the interest rate environment and other general economic factors. As a result of the economic slowdown resulting from the COVID-19 pandemic, certain bonds in the investment portfolio may become other-than-temporarily impaired and could negatively affect the Company’s net income. As a result of the Company’s favorable liquidity position, the Company does not have the intent to sell securities with an unrealized loss at the present time. In addition, management believes it is more likely than not that the Company will hold these securities until recovery of their fair value to cost basis and expects full principal and interest to be collected. Therefore, the Company does not consider these investments to have other-than-temporary impairment as of March 31, 2021.

At March 31, 2021, the Company’s investment securities portfolio included securities issued by 296 government municipalities and agencies located within 26 states with a fair value of $262.5 million. At December 31, 2020, the Company’s investment securities portfolio included securities issued by 279 government municipalities and agencies located within 24 states with a fair value of $251.6 million. No one municipality or agency represents a concentration within this segment of the investment portfolio. Storm Lake, Iowa, general obligation bonds with a fair value of $8.1 million (approximately 3.1% of the fair value of the government municipalities and agencies) represent the largest exposure to any one municipality or agency for the Company as of March 31, 2021; the bonds are repayable from the levy of continuing annual tax on all the taxable property within the territory of the city of Storm Lake.

The Company’s procedures for evaluating investments in states, municipalities and political subdivisions include but are not limited to reviewing the offering statement and the most current available financial information, comparing yields to yields of bonds of similar credit quality, confirming capacity to repay, assessing operating and financial performance, evaluating the stability of tax revenues, considering debt profiles and local demographics, and for revenue bonds, assessing the source and strength of revenue structures for municipal authorities. These procedures, as applicable, are utilized for all municipal purchases and are utilized in whole or in part for monitoring the portfolio of municipal holdings. The Company does not utilize third party credit rating agencies as a primary component of determining if the municipal issuer has an adequate capacity to meet the financial commitments under the security for the projected life of the investment, and, therefore, does not compare internal assessments to those of the credit rating agencies. Credit rating downgrades are utilized as an additional indicator of credit weakness and as a reference point for historical default rates.

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The following table summarizes the total general obligation and revenue bonds in the Company’s investment securities portfolios as of March 31, 2021 and December 31, 2020 identifying the state in which the issuing government municipality or agency operates (in thousands):

	2021				2020
			Estimated				Estimated
	Amortized		Fair		Amortized		Fair
	Cost		Value		Cost		Value

Obligations of states and political subdivisions:
General Obligation bonds:
Iowa	$	71,608	$	72,697	$	69,943	$	72,442
Nebraska		15,015		14,899		15,019		15,446
Texas		12,251		12,613		11,253		11,927
Washington		10,199		10,407		7,329		7,702
Oregon		6,786		6,919		6,783		7,047
Other (2021: 15 states; 2020: 13 states)		29,931		30,188		25,231		25,942

Total general obligation bonds	$	145,790	$	147,723	$	135,558	$	140,506

Revenue bonds:
Iowa	$	66,182	$	66,943	$	65,461	$	67,048
Texas		10,560		10,814		8,625		9,189
Nebraska		8,547		8,413		6,588		6,753
Washington		5,543		5,471		5,548		5,642
Other (2021: 17 states; 2020: 16 states)		22,634		23,115		21,658		22,446

Total revenue bonds	$	113,466	$	114,756	$	107,880	$	111,078

Total obligations of states and political subdivisions	$	259,256	$	262,479	$	243,438	$	251,584

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As of March 31, 2021 and December 31, 2020, the revenue bonds in the Company’s investment securities portfolios were issued by government municipalities and agencies to fund public services such as community school facilities, college and university dormitory facilities, water utilities and electrical utilities. The revenue bonds are to be paid from 6 primary revenue sources. The revenue sources that represent 5% or more, individually, as a percent of the total revenue bonds are summarized in the following table (in thousands):

	2021				2020
			Estimated				Estimated
	Amortized		Fair		Amortized		Fair
	Cost		Value		Cost		Value

Revenue bonds by revenue source
Sales tax	$	33,297	$	33,573	$	32,654	$	33,380
Water		21,903		22,303		21,934		22,660
College and universities, primarily dormitory revenues		12,921		13,161		11,332		11,810
Sewer		11,293		11,370		11,302		11,724
Leases		8,998		9,122		7,050		7,253
Electric power & light revenues		7,068		7,200		7,075		7,279
Other		17,986		18,027		16,533		16,972

Total revenue bonds by revenue source	$	113,466	$	114,756	$	107,880	$	111,078

Loan Portfolio

The loan portfolio, net of the allowance for loan losses, totaled $1.12 billion and $1.13 billion as of March 31, 2021 and December 31, 2020, respectively. The decrease in loans was primarily due to the agriculture loan portfolios, offset in part by growth in the commercial real estate loan portfolio. The Company continues to issue government guaranteed loans under the Paycheck Protection Program (“PPP”). The PPP loans totaled $59.2 million as of March 31, 2021. The PPP loans bear an interest rate of 1.0% and generally have a two to five year maturity. The Small Business Administration has provided fees to financial institutions to originate the PPP loans with recognition of the fees over the life of the loans. The Company has $2.9 million of unrecognized PPP loan fees and costs as of March 31, 2021. Management expects most of these loans to be forgiven and the fees and costs associated with these loans will be accelerated into interest income.

Deposits

Deposits totaled $1.84 billion and $1.72 billion as of March 31, 2021 and December 31, 2020, respectively. The change in deposits since December 31, 2020 was primarily due to increases in account balances of retail, commercial, and public funds. Balance fluctuations were primarily due to government stimulus programs and normal customer activity, as customers’ liquidity needs vary at any given time. Funds disbursed under the PPP program were deposited into customer accounts and may impact overall deposit fluctuations as customers spend those funds according to the PPP guidelines. Deposit levels may be impacted in future periods by additional government stimulus or distressed economic conditions.

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Off-Balance Sheet Arrangements

The Company is party to financial instruments with off-balance-sheet risk in the normal course of business. These financial instruments include commitments to extend credit and standby letters of credit. These instruments involve, to varying degrees, elements of credit risk in excess of the amount recognized in the balance sheet. No material changes in the Company’s off-balance sheet arrangements have occurred since December 31, 2020.

Asset Quality Review and Credit Risk Management

The Company’s credit risk is historically centered in the loan portfolio, which on March 31, 2021 totaled $1.12 billion compared to $1.13 billion as of December 31, 2020. Net loans comprise 53% of total assets as of March 31, 2021. The objective in managing loan portfolio risk is to reduce the risk of loss resulting from a customer’s failure to perform according to the terms of an agreement and to quantify and manage credit risk on a portfolio basis. The Company’s level of problem loans (consisting of nonaccrual loans and loans past due 90 days or more) as a percentage of total loans was 1.18% at March 31, 2021, as compared to 1.33% at December 31, 2020. The decrease in the level of problem loans is due primarily to payoffs of nonaccrual loans in the first quarter of 2021. The Company’s level of problem loans as a percentage of total loans at March 31, 2021 of 1.18% is higher as compared to the Iowa State Average peer group of FDIC insured institutions as of December 31, 2020, of 0.66%, most recent available.

Impaired loans totaled $13.4 million as of March 31, 2021 and have decreased $1.9 million as compared to the impaired loans of $15.3 million as of December 31, 2020. The decrease is primarily due to payoffs of nonaccrual loans in the first quarter of 2021.

The Company had TDRs of $10.5 million as of March 31, 2021 and $11.3 million as of December 31, 2020, all of which were included in impaired and nonaccrual loans.

TDRs are monitored and reported on a quarterly basis. Certain TDRs are on nonaccrual status at the time of restructuring. These borrowings are typically returned to accrual status after the following: sustained repayment performance in accordance with the restructuring agreement for a reasonable period of at least nine months; and, management is reasonably assured of future performance. If the TDR meets these performance criteria and the interest rate granted at the modification is equal to or greater than the rate that the Company was willing to accept at the time of the restructuring for a new loan with comparable risk, then the loan will return to performing status.

Section 4013 of the CARES Act, “Temporary Relief From TDRs,” allows financial institutions the option to temporarily suspend certain requirements under U.S. GAAP related to TDRs for a limited period of time during the COVID-19 pandemic. This temporary suspension may only be applied to modifications of loans that were not more than 30 days past due as of December 31, 2019 and may not be applied to modifications that are not related to the COVID-19 pandemic. If elected, the temporary suspension may be applied to eligible modifications executed during the period beginning on March 1, 2020 and ending on the earlier of December 31, 2020, extended to January 1, 2022 under the Coronavirus Response and Relief Supplemental Appropriations Act, or 60 days after the termination of the COVID-19 national emergency. In March 2020, federal banking regulators in consultation with the FASB issued interagency statements that include similar guidance on loan modifications and reporting for financial institutions working with customers affected by COVID-19. The interagency statement provided that short-term modifications made on a good faith basis in response to COVID-19 to borrowers who were current prior to any relief, are not to be considered TDRs.

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For TDRs that were on nonaccrual status before the modification, a specific reserve may already be recorded. In periods subsequent to modification, the Company will continue to evaluate all TDRs for possible impairment and, as necessary, recognize impairment through the allowance. No additional specific reserve was provided for the three months ended March 31, 2021 and 2020. The Company had $262 thousand and $16 thousand of charge-offs for TDR’s for the three months ended March 31, 2021 and 2020, respectively. The Company does not have material commitments to lend additional funds to borrowers with loans whose terms have been modified in troubled debt restructurings or whose loans are on nonaccrual.

Loans past due 90 days or more that are still accruing interest are reviewed no less frequently than quarterly to determine if there continues to be a strong reason that the credit should not be placed on nonaccrual. As of March 31, 2021, nonaccrual loans totaled $13.4 million and there were $5 thousand of loans past due 90 days and still accruing. This compares to nonaccrual loans of $15.3 million and loans past due 90 days and still accruing totaled $39 thousand as of December 31, 2020. The decrease in nonaccrual loans is due primarily to payoffs of nonaccrual loans. Real estate owned totaled $227 thousand and $218 thousand as of March 31, 2021 and December 31, 2020, respectively.

The agricultural real estate and agricultural operating loan portfolio classifications remain elevated. The watch and special mention loans in these categories totaled $41.9 million as of March 31, 2021 as compared to $54.1 million as of December 31, 2020. This decrease is generally due to payments received from various agricultural customers. The substandard and impaired loans in these categories totaled $8.7 million and $9.5 million as of March 31, 2021 and December 31, 2020, respectively.

The watch and special mention loans classified as commercial real estate totaled $107.0 million as of March 31, 2021 as compared to $111.9 million as of December 31, 2020. The substandard and impaired commercial real estate loans totaled $37.7 million and $37.9 million as of March 31, 2021 and December 31, 2020, respectively.

The allowance for loan losses as a percentage of outstanding loans as of March 31, 2021 was 1.48%, as compared to 1.50% at December 31, 2020. The allowance for loan losses totaled $16.9 million and $17.2 million as of March 31, 2021 and December 31, 2020, respectively. PPP loans are government guaranteed and the impact on the allowance for loan loss was not significant.

The allowance for loan losses is management’s best estimate of probable losses inherent in the loan portfolio as of the balance sheet date. Factors considered in establishing an appropriate allowance include: an assessment of the financial condition of the borrower, a realistic determination of value and adequacy of underlying collateral, the condition of the local economy and the condition of the specific industry of the borrower, an analysis of the levels and trends of loan categories and a review of delinquent and classified loans. The decrease in the allowance for loan losses is mainly due to net loan recoveries, a reduction in a specific reserve, and lower loan balances from year-end. Additional increases in the allowance for loan losses are possible if the effects of the COVID-19 conditions negatively impacts our loan portfolio. These increases may be due to increased charge-offs or an increase in the qualitative factors. The qualitative factors are considered as a part of our allowance for loan loss calculation and may deteriorate if the economic effects of COVID-19 worsen in the State of Iowa and a resumption to typical social and economic activity is delayed.

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Liquidity and Capital Resources

Liquidity management is the process by which the Company, through its Banks’ Asset and Liability Committees (ALCO), ensures that adequate liquid funds are available to meet its financial commitments on a timely basis, at a reasonable cost and within acceptable risk tolerances. These commitments include funding credit obligations to borrowers, funding of mortgage originations pending delivery to the secondary market, withdrawals by depositors, maintaining adequate collateral for pledging for public funds, trust deposits and borrowings, paying dividends to shareholders, payment of operating expenses, funding capital expenditures and maintaining deposit reserve requirements.

Liquidity is derived primarily from core deposit growth and retention; principal and interest payments on loans; principal and interest payments, sale, maturity and prepayment of securities available-for-sale; net cash provided from operations; and access to other funding sources. Other funding sources include federal funds purchased lines, FHLB advances and other capital market sources.

As of March 31, 2021, the level of liquidity and capital resources of the Company remain at a satisfactory level. Management believes that the Company's liquidity sources will be sufficient to support its existing operations for the foreseeable future.

The liquidity and capital resources discussion will cover the following topics:

●	Review of the Company’s Current Liquidity Sources

●	Review of Statements of Cash Flows

●	Company Only Cash Flows

●	Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

●	Capital Resources

Review of the Company’s Current Liquidity Sources

Liquid assets of cash and due from banks and interest-bearing deposits in financial institutions and federal funds sold as of March 31, 2021 and December 31, 2020 totaled $250.7 million and $191.5 million, respectively, and management believes these sources provide an adequate level of liquidity given current economic conditions.

Other sources of liquidity available to the Banks as of March 31, 2021 include outstanding lines of credit with the FHLB of Des Moines, Iowa of $226.2 million, with $3.0 million of outstanding FHLB advances. Federal funds borrowing capacity at correspondent banks was $108.1 million, with no outstanding federal fund purchase balances as of March 31, 2021. The Company had securities sold under agreements to repurchase totaling $41.4 million as of March 31, 2021.

Total investments as of March 31, 2021 were $672.3 million compared to $597.0 million as of December 31, 2020. These investments provide the Company with a significant amount of liquidity since all of the investments are classified as available-for-sale as of March 31, 2021.

The investment portfolio serves an important role in the overall context of balance sheet management in terms of balancing capital utilization and liquidity. The decision to purchase or sell securities is based upon the current assessment of economic and financial conditions, including the interest rate environment, liquidity and credit considerations. The portfolio’s scheduled maturities and payments represent a significant source of liquidity.

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Review of the Consolidated Statements of Cash Flows

Net cash provided by operating activities for the three months ended March 31, 2021 totaled $9.4 million compared to $11.7 million for the three months ended March 31, 2020, a decrease of $2.3 million.

Net cash used in investing activities for the three months ended March 31, 2021 was $138.9 million compared to $68.3 million for the three months ended March 31, 2020. The increase of $70.6 million in cash used in investing activities was primarily due to purchases of investments and an increase in interest-bearing deposits in financial institutions and federal funds sold, offset in part by a decrease in loans.

Net cash provided by financing activities for the three months ended March 31, 2021 totaled $128.2 million compared to $54.1 million for the three months ended March 31, 2020. The increase in cash provided by financing activities of $74.1 million was primarily due to an increase in deposits. As of March 31, 2021, the Company did not have any external debt financing, off-balance sheet financing arrangements, or derivative instruments linked to its stock.

Review of Company Only Cash Flows

The Company’s liquidity on an unconsolidated basis is heavily dependent upon dividends paid to the Company by the Banks. The Banks provide adequate liquidity to pay the Company’s expenses and stockholder dividends. Dividends paid by the Banks to the Company amounted to $2.4 million and $2.3 million for the three months ended March 31, 2021 and 2020, respectively. Various federal and state statutory provisions limit the amounts of dividends banking subsidiaries are permitted to pay to their holding companies without regulatory approval. Federal Reserve policy further limits the circumstances under which bank holding companies may declare dividends. For example, a bank holding company should not continue its existing rate of cash dividends on its common stock unless its net income is sufficient to fully fund each dividend and its prospective rate of earnings retention appears consistent with its capital needs, asset quality and overall financial condition. In addition, the Federal Reserve and the FDIC have issued policy statements, which provide that insured banks and bank holding companies should generally pay dividends only out of current operating earnings. Federal and state banking regulators may also restrict the payment of dividends by order.

The Company, on an unconsolidated basis, has interest-bearing deposits totaling $2.4 million as of March 31, 2021.

Review of Commitments for Capital Expenditures, Cash Flow Uncertainties and Known Trends in Liquidity and Cash Flows Needs

On April 16, 2021, the Company entered into a commitment with a contractor to build a new branch in West Des Moines, Iowa for $1.7 million. No other material capital expenditures or material changes in the capital resource mix are anticipated at this time. The primary cash flow uncertainty would be a sudden decline in deposits causing the Banks to liquidate securities. Historically, the Banks have maintained an adequate level of short-term marketable investments to fund the temporary declines in deposit balances. There are no known trends in liquidity and cash flow needs as of March 31, 2021 that are of concern to management.

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Capital Resources

The Company’s total stockholders’ equity as of March 31, 2021 totaled $204.4 million and was $5.1 million lower than the $209.5 million recorded as of December 31, 2020. The decrease in stockholders’ equity was primarily due a decrease in other comprehensive income and dividends declared, offset in part by net income. The decrease in other comprehensive income is created by higher market interest rates compared to December 31, 2020, which resulted in lower fair values in the securities available-for-sale portfolio. At March 31, 2021 and December 31, 2020, stockholders’ equity as a percentage of total assets was 9.7% and 10.6%, respectively. The capital levels of the Company exceed applicable regulatory guidelines as of March 31, 2021.

Forward-Looking Statements and Business Risks

The Private Securities Litigation Reform Act of 1995 provides the Company with the opportunity to make cautionary statements regarding forward-looking statements contained in this Quarterly Report, including forward-looking statements concerning the Company’s future financial performance and asset quality. Any forward-looking statement contained in this Quarterly Report is based on management’s current beliefs, assumptions and expectations of the Company’s future performance, taking into account all information currently available to management. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to management. If a change occurs, the Company’s business, financial condition, liquidity, results of operations, asset quality, plans and objectives may vary materially from those expressed in the forward-looking statements. The risks and uncertainties that may affect the actual results of the Company include, but are not limited to, the following: the substantial negative impact of the COVID-19 pandemic on national, regional and local economies in general and on our customers in particular; competitive products and pricing available in the marketplace; changes in credit and other risks posed by the Company’s loan and investment portfolios, including declines in commercial or residential real estate values or changes in the allowance for loan losses resulting from the COVID-19 pandemic or as dictated by new market conditions or regulatory requirements; fiscal and monetary policies of the U.S. government; changes in governmental regulations affecting financial institutions (including regulatory fees and capital requirements); changes in prevailing interest rates; credit risk management and asset/liability management; the financial and securities markets; the availability of and cost associated with sources of liquidity; and other risks and uncertainties inherent in the Company’s business, including those discussed under the heading “Risk Factors” in the Company’s annual report on Form 10-K. Management intends to identify forward-looking statements when using words such as “believe”, “expect”, “intend”, “anticipate”, “estimate”, “should”, “forecasting” or similar expressions. Undue reliance should not be placed on these forward-looking statements. The Company undertakes no obligation to revise or update such forward-looking statements to reflect current events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

The Company's market risk is comprised primarily of interest rate risk arising from its core banking activities of lending and deposit taking. Interest rate risk results from the changes in market interest rates which may adversely affect the Company's net interest income. Management continually develops and applies strategies to mitigate this risk. Management does not believe that the Company's primary market risk exposure and how it has been managed year-to-date in 2021 changed significantly when compared to 2020. Uncertainty due to the federal governmental actions stemming from reactions to the COVID-19 pandemic, may cause market interest rates to deviate from historical norms.

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Item 4.

Controls and Procedures

As of the end of the period covered by this report, an evaluation was performed under the supervision and with the participation of the Company’s management, including the Principal Executive Officer and Principal Financial Officer, of the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rule 13a-15(e) promulgated under the Securities and Exchange Act of 1934, as amended). Based on that evaluation, the Company’s management, including the Principal Executive Officer and Principal Financial Officer, concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in the reports that it files or submits under Securities Exchange Act of 1934 is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms.

There was no change in the Company's internal control over financial reporting that occurred during the Company's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Company's internal control over financial reporting.

PART II.

OTHER INFORMATION

Item 1.

Legal Proceedings

Not applicable

Item 1.A.

Risk Factors

Management does not believe there have been any material changes in the risk factors that were disclosed in the Company's Form 10-K filed with the SEC on March 12, 2021.

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

In April, 2021, the Company approved a Stock Repurchase Plan which provided for the repurchase of up to 100,000 shares of the Company’s common stock.

Item 3.

Defaults Upon Senior Securities

Not applicable

Item 4.

Mine Safety Disclosures

Not applicable

Item 5.

Other information

Not applicable

Item 6.

Exhibits

31.1	Certification of Principal Executive Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
31.2	Certification of Principal Financial Officer Pursuant to Section 302 of Sarbanes-Oxley Act of 2002.
32.1	Certification of Principal Executive Officer Pursuant to 18 U.S.C. Section 1350.
32.2	Certification of Principal Financial Officer Pursuant to 18 U.S.C. Section 1350.

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101.INS	Inline XBRL Instance Document (the Instance Document does not appear in the Interactive Data File because its XBRL (1)
101.SCH	Inline XBRL Taxonomy Extension Schema Document (1)
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document (1)
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document (1)
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document (1)
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document (1)

104	Cover page Interactive Data File (formatted as Inline XBRL and combined in Exhibit 101.1)

(1) These interactive date files shall not be deemed filed for purposes of Section 11 or 12 of the Securities Act of 1933, as amended, or Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to liability under those sections.

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SIGNATURES

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

		AMES NATIONAL CORPORATION

DATE:	May 4, 2021	By: /s/ John P. Nelson

		John P. Nelson, Chief Executive Officer and President

		By: /s/ John L. Pierschbacher

		John L. Pierschbacher, Chief Financial Officer