CHCO

MKT CAP $2BP/E 15.4DIV YIELD 2.47%FCF YIELD 7.00%REV TTM —NET INCOME $131.8M +7.9%NET CASH $117.2M52W 116.62 – 147.98SEC XBRL · TTM TO Invalid Date

How CHCO rewrote its risk factors

10-K ITEM 1A · FY2024 → FY2025

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ITEM 1A Risk Factors" and the following: (1) general economic conditions, especially in the communities and markets in which we conduct our business; (2) credit risk, including risk that negative credit quality trends may lead to a deterioration of asset quality, risk that our allowance for credit losses may not be sufficient to absorb actual losses in our loan portfolio, and risk from concentrations within our loan portfolio; (3) changes in the real estate market, including the value of collateral securing portions of our loan portfolio; (4) changes in the interest rate environment; (5) operational risk, including cybersecurity risk and risk of fraud, data processing system failures, and network breaches; (6) changes in technology and increased competition, including competition from non-bank financial institutions or financial technology companies; (7) changes in consumer preferences, spending and borrowing habits, demand for our products and services, and customers' performance and creditworthiness; (8) difficulty growing loan and deposit balances; (9) our ability to effectively execute our business plan, including with respect to future acquisitions; (10) changes in regulations, laws, taxes, government policies, monetary policies and accounting policies affecting bank holding companies and their subsidiaries; (11) deterioration in the financial condition of the U.S. banking system may impact the valuations of investments the Company has made in the securities of other financial institutions; (12) regulatory enforcement actions and adverse legal actions; (13) difficulty attracting and retaining key employees; and (14) other economic, competitive, technological, operational, governmental, regulatory, and market factors affecting our operations.
City National provides banking, wealth and investment management and other financial solutions through its network of 96 bank branches and 934 full-time equivalent associates located in West Virginia, Kentucky, Virginia and southeastern Ohio.
City National also offers credit cards through an agreement with a third-party vendor. • Mortgage Banking - City National provides mortgage banking services, including fixed and adjustable-rate mortgages, construction financing, land loans, production of conventional and government insured mortgages, secondary marketing and mortgage servicing. • Wealth and Investment Management Services - City National offers specialized services and expertise in the areas of wealth management, investment and custodial services for commercial and individual customers.
At December 31, 2025, approximately 47% of the Company’s loan portfolio was categorized as residential mortgage and home equity loans.
At December 31, 2025, approximately 52% of the Company’s loan portfolio was categorized as commercial and industrial and commercial real estate.
As of December 31, 2025, City National reported $454.0 million of loans classified as "Commercial and Industrial".
As of December 31, 2025, City National reported $1.87 billion of loans classified as "Commercial Real Estate." In order to group loans with similar risk characteristics, the portfolio is further segmented by product types: • Commercial 1-4 Family loans consist of residential single-family, duplex, triplex, and fourplex rental properties and totaled $210.2 million as of December 31, 2025.
These properties exhibit greater risk than multi-family properties due to fewer income sources. • The Hotel portfolio is comprised of all lodging establishments and totaled $398.6 million as of December 31, 2025.
The portfolio totaled $237.4 million as of December 31, 2025.
Nonresidential non-owner occupied commercial real estate totaled $767.6 million while nonresidential owner-occupied commercial real estate totaled $253.4 million as of December 31, 2025.
As of December 31, 2025, City National was within its internally designated concentration limits.
Furthermore, with the exception of loans to borrowers within the "Lessors of Nonresidential Buildings" and "Lessors of Residential Buildings and Dwellings" categories, no other NAICS industry classification exceeded 10% of total loans at December 31, 2025.
Loans to "Lessors of Nonresidential Buildings" and "Lessors of Residential Buildings and Dwellings" were 14% and 11% , respectively, of total loans at December 31, 2025.
At December 31, 2025, the Company had $1.6 billion of commercial loans classified as non-owner occupied, which was within its designated concentration threshold.
As of December 31, 2025, City National reported $1.91 billion of loans classified as "Residential Real Estate." City National's home equity loans represent loans to consumers that are secured by a second (or junior) priority lien on residential real property.
As of December 31, 2025, City National reported $224.7 million of loans classified as "Home Equity." All mortgage loans, whether fixed rate or adjustable rate, are originated in accordance with acceptable industry standards and comply with regulatory requirements.
As of December 31, 2025, City National reported $47.4 million of loans classified as "Consumer." DDA overdraft balances reflect demand deposit accounts that have been overdrawn by deposit customers and have been reclassified as loans.
As of December 31, 2025, City National reported $3.7 million of loans classified as "DDA Overdrafts." City National’s loan underwriting guidelines and standards are updated periodically with suggested revisions presented to City National's Board of Directors for approval.
Market Area and Competition City National operates a network of 96 bank branches primarily along the I-64 corridor from Lexington, Kentucky through Lexington, Virginia and along the I-81 corridor through the Shenandoah Valley from Lexington, Virginia to Martinsburg, West Virginia.
City National's branch network includes 58 branches in West Virginia, 22 branches in Kentucky, 13 branches in Virginia and 3 branches in southeastern Ohio.
Within its markets, the Company competes with national, regional, and local community banks for deposits, credit and wealth and investment management customers.
In addition to traditional banking organizations, the Company competes with credit unions, finance companies, financial technology "fintech" companies, including decentralized finance and cryptocurrency companies, mutual funds, insurance companies, and other financial service providers, many of which are able to provide specialty financial products and services to targeted customer groups.
At December 31, 2025, the outstanding balance of commercial loans to markets outside of the geographical footprint of the bank's branches was approximately $807 million, or 35% of City National's outstanding commercial loan balances as compared to $420 million, or 19%, as of December 31, 2024.
The increase from the prior year is primarily due to branch closure in Columbus, Ohio during 2025.
The following table represents changes in population in West Virginia, Kentucky, Virginia, and Ohio counties where City National's branches are located compared to the U.S. national average according to the most recently available U.S.
Census Bureau estimates (in thousands): 2024 (Estimate) 2020 (Actual) Change % West Virginia 999.5 1,000.5 (0.1) % Kentucky 1,440.9 1,420.5 1.4 Virginia 241.0 230.8 4.4 Lawrence County, Ohio 55.8 58.2 (4.1) U.S.
National Average 340,111.0 331,515.7 2.6 Human Capital We care about our employees and provide not only competitive compensation and benefit packages, but a work environment our employees characterize as "family." We are committed to integrity and the highest ethical standards in regard to how we treat both our customers and our employees.
Employee Demographics: As of December 31, 2025, we employed 950 full and part-time employees (934 FTEs) across our 96 branches throughout West Virginia, Kentucky, Virginia and southeastern Ohio.
Our average quarterly employee turnover rate in 2025 was under 6%.
As of December 31, 2025, approximately 79% of our current workforce is female, 21% is male, our average tenure is approximately 10 years and approximately 14% of our workforce has a college degree.
City National received a "Satisfactory" rating on its most recent CRA examination in 2025.
The Company’s minimum required capital ratios for both City Holding and City National include the 2.5% capital conservation buffer and are illustrated in the following tables (dollars in thousands): December 31, 2025 Actual Minimum Required - Basel III Required to be Considered Well Capitalized Capital Amount Ratio Capital Amount Ratio Capital Amount Ratio CET 1 Capital City Holding Company $ 730,153 16.9 % $ 301,848 7.0 % $ 280,287 6.5 % City National Bank 576,928 13.4 % 300,911 7.0 % 279,418 6.5 % Tier 1 Capital City Holding Company 730,453 16.9 % 366,530 8.5 % 344,969 8.0 % City National Bank 576,928 13.4 % 365,392 8.5 % 343,899 8.0 % Total Capital City Holding Company 750,319 17.4 % 452,772 10.5 % 431,211 10.0 % City National Bank 596,794 13.9 % 451,367 10.5 % 429,873 10.0 % Tier 1 Leverage Ratio City Holding Company 730,453 11.0 % 266,566 4.0 % 333,207 5.0 % City National Bank 576,928 8.7 % 265,801 4.0 % 332,252 5.0 % December 31, 2024 Actual Minimum Required - Basel III Required to be Considered Well Capitalized Capital Amount Ratio Capital Amount Ratio Capital Amount Ratio CET 1 Capital City Holding Company $ 688,707 16.5 % $ 291,989 7.0 % $ 271,133 6.5 % City National Bank 563,301 13.6 % 291,068 7.0 % 270,277 6.5 % Tier 1 Capital City Holding Company 688,707 16.5 % 354,558 8.5 % 333,702 8.0 % City National Bank 563,301 13.6 % 353,439 8.5 % 332,649 8.0 % Total Capital City Holding Company 709,820 17.0 % 437,983 10.5 % 417,127 10.0 % City National Bank 584,415 14.1 % 436,602 10.5 % 415,811 10.0 % Tier 1 Leverage Ratio City Holding Company 688,707 10.6 % 259,325 4.0 % 324,156 5.0 % City National Bank 563,301 8.7 % 258,477 4.0 % 323,096 5.0 % Management believes that, as of December 31, 2025, City Holding and City National meet all capital adequacy requirements under Basel III.
At December 31, 2025, City National could pay dividends up to $43.7 million without prior regulatory permission.
No dividends were paid in 2025 or 2024 that required regulatory approval.
Depending upon the financial condition of City National, the payment of dividends could be deemed to constitute such an unsafe or unsound practice.The Federal Reserve Board has stated that, as a matter of prudent banking, a bank or bank holding company should not maintain its existing rate of cash dividends on common stock unless (1) the organization’s net income available to common shareholders over the past year has been sufficient to fully fund the dividends and (2) the prospective rate of earnings retention appears consistent with the organization’s capital needs, asset quality, and overall financial condition.
In October 2022, the adopted a final rule that increased the initial base deposit insurance assessment rate schedules uniformly by 2 basis points beginning with the first quarterly assessment period of 2023.
For the year ended December 31, 2025 2024 2023 FDIC insurance expense $ 3,049 $ 2,892 $ 2,922 Under the Federal Deposit Insurance Act, as amended ("FDIA") the FDIC may terminate deposit insurance upon finding that an institution has engaged in unsafe or unsound practices, is in unsafe or unsound condition to continue operations, or has violated any applicable law, regulation, rule, order or condition imposed by the FDIC.
Cybersecurity In April 2005, federal regulators issued guidance requiring financial institutions to develop and implement a response program designed to address incidents of unauthorized access to sensitive customer information maintained by the financial institution or its service provider.
The guidance requires several elements to be included in an institution’s response program including notifications to an institution’s primary federal regulator as soon as possible when the institution becomes aware of an incident involving unauthorized access to or use of sensitive customer information; and notification to its customers when, after a reasonable investigation, the financial institution determines that misuse of the information has occurred or it is reasonably possible that misuse will occur.
State regulators have also been increasingly active in implementing data privacy and cybersecurity standards and regulations.

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Gone since FY2024

ITEM 1A Risk Factors" and the following: (1) general economic conditions, especially in the communities and markets in which we conduct our business; (2) credit risk, including risk that negative credit quality trends may lead to a deterioration of asset quality, risk that our allowance for credit losses may not be sufficient to absorb actual losses in our loan portfolio, and risk from concentrations within our loan portfolio; (3) changes in the real estate market, including the value of collateral securing portions of our loan portfolio; (4) changes in the interest rate environment; (5) operational risk, including cybersecurity risk and risk of fraud, data processing system failures, and network breaches; (6) changes in technology and increased competition, including competition from non-bank financial institutions; (7) changes in consumer preferences, spending and borrowing habits, demand for our products and services, and customers' performance and creditworthiness; (8) difficulty growing loan and deposit balances; (9) our ability to effectively execute our business plan, including with respect to future acquisitions; (10) changes in regulations, laws, taxes, government policies, monetary policies and accounting policies affecting bank holding companies and their subsidiaries; (11) deterioration in the financial condition of the U.S. banking system may impact the valuations of investments the Company has made in the securities of other financial institutions; (12) regulatory enforcement actions and adverse legal actions; (13) difficulty attracting and retaining key employees; and (14) other economic, competitive, technological, operational, governmental, regulatory, and market factors affecting our operations.
City National provides banking, trust and investment management and other financial solutions through its network of 97 bank branches and 941 full-time equivalent associates located in West Virginia, Kentucky, Virginia and southeastern Ohio.
City National also offers credit cards through an agreement with a third-party vendor. • Mortgage Banking - City National provides mortgage banking services, including fixed and adjustable-rate mortgages, construction financing, land loans, production of conventional and government insured mortgages, secondary marketing and mortgage servicing. • Wealth Management and Trust Services - City National offers specialized services and expertise in the areas of wealth management, trust, investment and custodial services for commercial and individual customers.
At December 31, 2024, approximately 47% of the Company’s loan portfolio was categorized as residential mortgage and home equity loans.
At December 31, 2024, approximately 51% of the Company’s loan portfolio was categorized as commercial and industrial and commercial real estate.
As of December 31, 2024, City National reported $420 million of loans classified as "Commercial and Industrial".
As of December 31, 2024, City National reported $1.77 billion of loans classified as "Commercial Real Estate." In order to group loans with similar risk characteristics, the portfolio is further segmented by product types: • Commercial 1-4 Family loans consist of residential single-family, duplex, triplex, and fourplex rental properties and totaled $197.3 million as of December 31, 2024.
These properties exhibit greater risk than multi-family properties due to fewer income sources. • The Hotel portfolio is comprised of all lodging establishments and totaled $389.7 million as of December 31, 2024.
The portfolio totaled $240.9 million as of December 31, 2024.
Nonresidential non-owner occupied commercial real estate totaled $707.3 million while nonresidential owner-occupied commercial real estate totaled $233.5 million as of December 31, 2024.
As of December 31, 2024, City National was within its internally designated concentration limits.
Furthermore, with the exception of loans to borrowers within the "Lessors of Nonresidential Buildings" and "Lessors of Residential Buildings and Dwellings" categories, no other NAICS industry classification exceeded 10% of total loans at December 31, 2024.
Loans to "Lessors of Nonresidential Buildings" and "Lessors of Residential Buildings and Dwellings" were 14% and 11% , respectively, of total loans at December 31, 2024.
At December 31, 2024, the Company had $1.5 billion of commercial loans classified as non-owner occupied, which was within its designated concentration threshold.
As of December 31, 2024, City National reported $1.82 billion of loans classified as "Residential Real Estate." City National's home equity loans represent loans to consumers that are secured by a second (or junior) priority lien on residential real property.
As of December 31, 2024, City National reported $199.2 million of loans classified as "Home Equity." All mortgage loans, whether fixed rate or adjustable rate, are originated in accordance with acceptable industry standards and comply with regulatory requirements.
As of December 31, 2024, City National reported $57.8 million of loans classified as "Consumer." DDA overdraft balances reflect demand deposit accounts that have been overdrawn by deposit customers and have been reclassified as loans.
As of December 31, 2024, City National reported $5.7 million of loans classified as "DDA Overdrafts." City National’s loan underwriting guidelines and standards are updated periodically with suggested revisions presented to City National's Board of Directors for approval.
Market Area and Competition City National operates a network of 97 bank branches primarily along the I-64 corridor from Lexington, Kentucky through Lexington, Virginia and along the I-81 corridor through the Shenandoah Valley from Lexington, Virginia to Martinsburg, West Virginia.
City National's branch network includes 58 branches in West Virginia, 22 branches in Kentucky, 13 branches in Virginia and 4 branches in southeastern Ohio.
Within its markets, the Company competes with national, regional, and local community banks for deposits, credit and trust and investment management customers.
In addition to traditional banking organizations, the Company competes with credit unions, finance companies, financial technology "fintech" companies, mutual funds, insurance companies, and other financial service providers, many of which are able to provide specialty financial products and services to targeted customer groups.
At December 31, 2024, the outstanding balance of commercial loans to markets outside of the geographical footprint of the bank's branches was approximately $420 million, or 19% of City National's outstanding commercial loan balances.
The following table represents changes in population in West Virginia, Kentucky, Virginia, and Ohio counties where City National's branches are located compared to the U.S. national average according to the most recent U.S.
Census Bureau estimates (in thousands): 2023 (Estimate) 2020 (Actual) Change % West Virginia 996.6 1,000.6 (0.4) % Kentucky 1,408.3 1,420.5 (0.9) Virginia 237.4 230.8 2.9 Lawrence County, Ohio 56.1 58.2 (3.6) U.S.
National Average 334,914.9 331,449.3 1.0 Human Capital We care about our employees and provide not only competitive compensation and benefit packages, but a work environment our employees characterize as "family." We are committed to integrity and the highest ethical standards in regard to how we treat both our customers and our employees.
Employee Demographics: As of December 31, 2024, we employed 963 full and part-time employees (941 FTEs) across our 97 branches throughout West Virginia, Kentucky, Virginia and southeastern Ohio.
Our average quarterly employee turnover rate in 2024 was under 6%.
As of December 31, 2024, approximately 79% of our current workforce is female, 21% is male, our average tenure is approximately 10 years and approximately 14% of our workforce has a college degree.
City National received a "satisfactory" ra ting on its most recent CRA examination in 2022.
The CFPB also has broad authority to supervise unfair, deceptive or abusive acts or practices related to banking.
The Company’s minimum required capital ratios for both City Holding and City National include the 2.5% capital conservation buffer and are illustrated in the following tables (dollars in thousands): December 31, 2024 Actual Minimum Required - Basel III Required to be Considered Well Capitalized Capital Amount Ratio Capital Amount Ratio Capital Amount Ratio CET 1 Capital City Holding Company $ 688,707 16.5 % $ 291,989 7.0 % $ 271,133 6.5 % City National Bank 563,301 13.6 % 291,068 7.0 % 270,277 6.5 % Tier 1 Capital City Holding Company 688,707 16.5 % 354,558 8.5 % 333,702 8.0 % City National Bank 563,301 13.6 % 353,439 8.5 % 332,649 8.0 % Total Capital City Holding Company 709,820 17.0 % 437,983 10.5 % 417,127 10.0 % City National Bank 584,415 14.1 % 436,602 10.5 % 415,811 10.0 % Tier 1 Leverage Ratio City Holding Company 688,707 10.6 % 259,325 4.0 % 324,156 5.0 % City National Bank 563,301 8.7 % 258,477 4.0 % 323,096 5.0 % December 31, 2023 Actual Minimum Required - Basel III Required to be Considered Well Capitalized Capital Amount Ratio Capital Amount Ratio Capital Amount Ratio CET 1 Capital City Holding Company $ 627,579 15.7 % $ 279,768 7.0 % $ 259,875 6.5 % City National Bank 549,031 13.8 % 278,692 7.0 % 258,785 6.5 % Tier 1 Capital City Holding Company 627,579 15.7 % 339,718 8.5 % 319,735 8.0 % City National Bank 549,031 13.8 % 338,412 8.5 % 318,505 8.0 % Total Capital City Holding Company 648,646 16.2 % 419,652 10.5 % 399,669 10.0 % City National Bank 570,099 14.3 % 418,038 10.5 % 398,131 10.0 % Tier 1 Leverage Ratio City Holding Company 627,579 10.2 % 245,468 4.0 % 306,835 5.0 % City National Bank 549,031 8.9 % 245,587 4.0 % 306,984 5.0 % Management believes that, as of December 31, 2024, City Holding and City National meet all capital adequacy requirements under Basel III.
At December 31, 2024, City National could pay dividends up to $48.2 million without prior regulatory permission.
No dividends were paid in 2024 or 2023 that required regulatory approval.
Depending upon the financial condition of City National, the payment of dividends could be deemed to constitute such an unsafe or unsound practice.
The Federal Reserve Board and the OCC have indicated their view that it generally would be an unsafe and unsound practice to pay dividends except out of current operating earnings.
The Federal Reserve Board has stated that, as a matter of prudent banking, a bank or bank holding company should not maintain its existing rate of cash dividends on common stock unless (1) the organization’s net income available to common shareholders over the past year has been sufficient to fully fund the dividends and (2) the prospective rate of earnings retention appears consistent with the organization’s capital needs, asset quality, and overall financial condition.
For the year ended December 31, 2024 2023 2022 FDIC insurance expense $ 2,892 $ 2,922 $ 1,673 The Company's FDIC insurance expense increased $1.2 million from the year ended December 31, 2022 to the year ended December 31, 2023.
The increased expense was due to a final rule adopted by the FDIC in October 2022 that increased the initial base deposit insurance assessment rate schedules uniformly by 2 basis points beginning with the first quarterly assessment period of 2023.
For the year ended December 31, 2024, the Company's FDIC insurance expense remained stable at $2.9 million.

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Sentence-level comparison of Item 1A in the two most recent 10-Ks (FY2024 ↗, FY2025 ↗). A reworded sentence counts as one dropped and one added, so heavy edits read as low “kept”. Headings and page furniture are stripped; nothing is summarised by a model.

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