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Equity Bancshares, Inc.

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FY2016 Annual Report · Equity Bancshares, Inc.
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annual
Report
2016

The Official Bank of...

Above, more than 400 Equity Bank team members gather annually

in January to align to ensure a strategic focus to accomplish the

Company’s plan.

On January 16, the group stood together for a photo, with team

members from Community Markets, Metro Markets, Arkansas,

and Quality Care together as one team.

Equity Bank’s All-Employee Celebration Day is a 15-year tradition

for the Company, featuring a guest speaker, strategic alignment,

and the collection and meeting of employees across departments

for a full day’s activities. Equity employees also worked together

on the video, “The Official Bank of You.”

Watch it at equitybank.com/connect/join-our-team
or youtube.com/equitybankusa.

Annual Report Design: Kayla M. Close, Marketing Coordinator,

Equity Bank

2

Back row, left to right: Salmans, Larkin, Ryan, Wallace, Johnson, Huber, Rodgers. Front row, left to right:
Kelley, Dreiling, Leach, McNutt, Hill.

Equity University

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lessons in breakthrough thinking to Equity Bank leaders. Each year, 

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Photo: Paula McNutt, Equity Bank

Table of Contents

4

6

8

8

Letter to Shareholders

Selected Financial Highlights

Board of Directors 
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Senior Leadership

10

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See Forward-Looking Statement Notice 
on inside back cover.

3

To My Fellow Shareholders, 

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Brad Elliott, Chairman and CEO, Equity Bancshares, Inc.

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success, and passion for growth during our integration. 

As a $2.3 billion bank poised for future acquisitive and organic growth, 

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people. 

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photo indicates our collective strength, together as one, powering 

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growth in our signature deposit product lines, with $1 billion in 

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for our debit cards. 

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for the CFBI transaction in October, just as we announced the addition 

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(cid:70)(cid:88)(cid:86)(cid:87)(cid:82)(cid:80)(cid:72)(cid:85)(cid:86)(cid:3)(cid:68)(cid:85)(cid:72)(cid:3)(cid:72)(cid:89)(cid:72)(cid:81)(cid:3)(cid:80)(cid:82)(cid:85)(cid:72)(cid:3)(cid:70)(cid:85)(cid:88)(cid:70)(cid:76)(cid:68)(cid:79)(cid:17)(cid:3)

(cid:36)(cid:86)(cid:3)(cid:90)(cid:72)(cid:3)(cid:69)(cid:72)(cid:74)(cid:76)(cid:81)(cid:3)(cid:21)(cid:19)(cid:20)(cid:26)(cid:15)(cid:3)(cid:76)(cid:87)(cid:821)(cid:86)(cid:3)(cid:87)(cid:75)(cid:76)(cid:86)(cid:3)(cid:72)(cid:81)(cid:87)(cid:85)(cid:72)(cid:83)(cid:85)(cid:72)(cid:81)(cid:72)(cid:88)(cid:85)(cid:76)(cid:68)(cid:79)(cid:3)(cid:86)(cid:83)(cid:76)(cid:85)(cid:76)(cid:87)(cid:3)(cid:87)(cid:75)(cid:68)(cid:87)(cid:3)(cid:75)(cid:72)(cid:79)(cid:83)(cid:86)(cid:3)(cid:74)(cid:88)(cid:76)(cid:71)(cid:72)(cid:3)(cid:88)(cid:86)(cid:3)

(cid:87)(cid:82)(cid:3)(cid:71)(cid:72)(cid:79)(cid:76)(cid:89)(cid:72)(cid:85)(cid:3)(cid:73)(cid:88)(cid:85)(cid:87)(cid:75)(cid:72)(cid:85)(cid:3)(cid:89)(cid:68)(cid:79)(cid:88)(cid:72)(cid:3)(cid:87)(cid:82)(cid:3)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)(cid:75)(cid:82)(cid:79)(cid:71)(cid:72)(cid:85)(cid:86)(cid:15)(cid:3)(cid:70)(cid:82)(cid:80)(cid:80)(cid:88)(cid:81)(cid:76)(cid:87)(cid:76)(cid:72)(cid:86)(cid:15)(cid:3)(cid:70)(cid:88)(cid:86)(cid:87)(cid:82)(cid:80)(cid:72)(cid:85)(cid:86)(cid:15)(cid:3)

Strong Reputation

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(cid:83)(cid:85)(cid:82)(cid:71)(cid:88)(cid:70)(cid:87)(cid:86)(cid:3)(cid:69)(cid:72)(cid:868)(cid:3)(cid:87)(cid:87)(cid:76)(cid:81)(cid:74)(cid:3)(cid:68)(cid:3)(cid:79)(cid:68)(cid:85)(cid:74)(cid:72)(cid:3)(cid:69)(cid:68)(cid:81)(cid:78)(cid:15)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:75)(cid:82)(cid:80)(cid:72)(cid:87)(cid:82)(cid:90)(cid:81)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:82)(cid:81)(cid:72)(cid:16)(cid:82)(cid:81)(cid:16)(cid:82)(cid:81)(cid:72)(cid:3)

four key areas. 

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4

Letter to Shareholders

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Next Leaders

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(cid:76)(cid:81)(cid:87)(cid:82)(cid:3)(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:37)(cid:68)(cid:81)(cid:78)(cid:3)(cid:82)(cid:81)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:86)(cid:68)(cid:80)(cid:72)(cid:3)(cid:71)(cid:68)(cid:92)(cid:17)(cid:3)(cid:55)(cid:75)(cid:68)(cid:87)(cid:3)(cid:76)(cid:81)(cid:70)(cid:79)(cid:88)(cid:71)(cid:72)(cid:86)(cid:3)(cid:81)(cid:82)(cid:87)(cid:3)(cid:82)(cid:81)(cid:79)(cid:92)(cid:3)(cid:70)(cid:79)(cid:82)(cid:86)(cid:76)(cid:81)(cid:74)(cid:3)

(cid:41)(cid:76)(cid:81)(cid:68)(cid:79)(cid:79)(cid:92)(cid:15)(cid:3)(cid:44)(cid:3)(cid:85)(cid:72)(cid:87)(cid:88)(cid:85)(cid:81)(cid:3)(cid:68)(cid:74)(cid:68)(cid:76)(cid:81)(cid:3)(cid:87)(cid:82)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:83)(cid:75)(cid:82)(cid:87)(cid:82)(cid:15)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:23)(cid:19)(cid:19)(cid:16)(cid:83)(cid:79)(cid:88)(cid:86)(cid:3)

(cid:86)(cid:87)(cid:85)(cid:82)(cid:81)(cid:74)(cid:3)(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:37)(cid:68)(cid:81)(cid:78)(cid:3)(cid:79)(cid:72)(cid:68)(cid:71)(cid:72)(cid:85)(cid:86)(cid:17)(cid:3)(cid:58)(cid:72)(cid:3)(cid:90)(cid:82)(cid:85)(cid:78)(cid:3)(cid:89)(cid:72)(cid:85)(cid:92)(cid:3)(cid:75)(cid:68)(cid:85)(cid:71)(cid:3)(cid:87)(cid:82)(cid:3)

(cid:40)(cid:52)(cid:37)(cid:46)

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the acquisition, but also product, 

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which provides a clear and 

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This has helped us with goodwill 

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(cid:90)(cid:76)(cid:87)(cid:75)(cid:3)(cid:54)(cid:87)(cid:68)(cid:87)(cid:72)(cid:3)(cid:37)(cid:68)(cid:81)(cid:78)(cid:3)(cid:82)(cid:73)(cid:3)(cid:43)(cid:82)(cid:91)(cid:76)(cid:72)(cid:17)(cid:3)(cid:55)(cid:75)(cid:72)(cid:3)

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:37)(cid:68)(cid:81)(cid:78)(cid:3)(cid:87)(cid:72)(cid:68)(cid:80)(cid:86)(cid:3)(cid:90)(cid:82)(cid:85)(cid:78)(cid:3)(cid:75)(cid:68)(cid:85)(cid:71)(cid:3)

to integrate, close and convert 

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(cid:80)(cid:72)(cid:85)(cid:74)(cid:72)(cid:85)(cid:17)(cid:3)(cid:55)(cid:75)(cid:72)(cid:3)(cid:89)(cid:68)(cid:79)(cid:88)(cid:72)(cid:3)(cid:76)(cid:86)(cid:3)(cid:73)(cid:82)(cid:88)(cid:85)(cid:16)(cid:73)(cid:82)(cid:79)(cid:71)(cid:29) 

(cid:58)(cid:72)(cid:3)(cid:69)(cid:82)(cid:82)(cid:86)(cid:87)(cid:3)(cid:82)(cid:88)(cid:85)(cid:3)(cid:85)(cid:72)(cid:83)(cid:88)(cid:87)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3)(cid:76)(cid:81)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)

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are attractive to investors, working 

capital is replenished quickly, and 

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gaps during integration.

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The years ahead will feature 

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(cid:72)(cid:89)(cid:82)(cid:79)(cid:89)(cid:72)(cid:3)(cid:68)(cid:86)(cid:3)(cid:90)(cid:72)(cid:3)(cid:74)(cid:85)(cid:82)(cid:90)(cid:17)(cid:3)(cid:58)(cid:72)(cid:821)(cid:85)(cid:72)(cid:3)(cid:83)(cid:85)(cid:72)(cid:16)

Equity Bank in Pea Ridge, Arkansas.

Community First Bank

We welcomed five branches in Arkansas on Nov. 10, 2016.

Equity Bank in Hoxie, Kansas.

We welcomed three branches in Western Kansas on Mar. 10, 2017.

State Bank

educate and develop our 

(cid:87)(cid:72)(cid:68)(cid:80)(cid:80)(cid:68)(cid:87)(cid:72)(cid:86)(cid:15)(cid:3)(cid:90)(cid:76)(cid:87)(cid:75)(cid:3)(cid:70)(cid:79)(cid:68)(cid:86)(cid:86)(cid:72)(cid:86)(cid:3)

designed for beginning 

bankers, seasoned 

frontline bankers, and 

of course, our Equity 

University graduate 

(cid:79)(cid:72)(cid:68)(cid:71)(cid:72)(cid:85)(cid:86)(cid:75)(cid:76)(cid:83)(cid:3)(cid:83)(cid:85)(cid:82)(cid:74)(cid:85)(cid:68)(cid:80)(cid:15) 

detailed on page 3. It’s 

these people, in this photo, 

who will help carry us 

forward. It’s these people 

who will help us continue 

(cid:82)(cid:88)(cid:85)(cid:3)(cid:80)(cid:76)(cid:86)(cid:86)(cid:76)(cid:82)(cid:81)(cid:3)(cid:82)(cid:73)(cid:3)(cid:71)(cid:72)(cid:79)(cid:76)(cid:89)(cid:72)(cid:85)(cid:76)(cid:81)(cid:74) 

shareholder value, 

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It’s these people who 

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proud to announce the 

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sales staffs require infusions of top business talent. 

help oversee our Equity Bank sales and operations 

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one you can proudly support as shareholders. Once 

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again, I thank you for your support. I thank the Board 

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senior vice presidents to our loan operations division, electronic 

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(cid:87)(cid:68)(cid:79)(cid:72)(cid:81)(cid:87)(cid:3)(cid:90)(cid:76)(cid:87)(cid:75)(cid:76)(cid:81)(cid:3)(cid:82)(cid:88)(cid:85)(cid:3)(cid:84)(cid:88)(cid:68)(cid:79)(cid:76)(cid:87)(cid:92)(cid:3)(cid:70)(cid:68)(cid:85)(cid:72)(cid:3)(cid:87)(cid:72)(cid:68)(cid:80)(cid:86)(cid:17)(cid:3)(cid:58)(cid:72)(cid:821)(cid:85)(cid:72)(cid:3)(cid:73)(cid:82)(cid:70)(cid:88)(cid:86)(cid:72)(cid:71)(cid:3)(cid:82)(cid:81)(cid:3)(cid:85)(cid:76)(cid:74)(cid:82)(cid:85)(cid:82)(cid:88)(cid:86)(cid:3)

(cid:80)(cid:68)(cid:76)(cid:81)(cid:87)(cid:72)(cid:81)(cid:68)(cid:81)(cid:70)(cid:72)(cid:3)(cid:82)(cid:73)(cid:3)(cid:82)(cid:88)(cid:85)(cid:3)(cid:70)(cid:82)(cid:85)(cid:72)(cid:3)(cid:89)(cid:68)(cid:79)(cid:88)(cid:72)(cid:86)(cid:15)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:90)(cid:72)(cid:821)(cid:85)(cid:72)(cid:3)(cid:83)(cid:85)(cid:82)(cid:88)(cid:71)(cid:3)(cid:87)(cid:82)(cid:3)(cid:90)(cid:72)(cid:79)(cid:70)(cid:82)(cid:80)(cid:72)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)

(cid:81)(cid:72)(cid:91)(cid:87)(cid:3)(cid:74)(cid:72)(cid:81)(cid:72)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3)(cid:82)(cid:73)(cid:3)(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:37)(cid:68)(cid:81)(cid:78)(cid:17)

of Directors for their leadership. I thank our Equity 

(cid:37)(cid:68)(cid:81)(cid:78)(cid:3)(cid:87)(cid:72)(cid:68)(cid:80)(cid:86)(cid:3)(cid:73)(cid:82)(cid:85)(cid:3)(cid:87)(cid:75)(cid:72)(cid:76)(cid:85)(cid:3)(cid:75)(cid:68)(cid:85)(cid:71)(cid:3)(cid:90)(cid:82)(cid:85)(cid:78)(cid:15)(cid:3)(cid:70)(cid:82)(cid:80)(cid:80)(cid:76)(cid:87)(cid:80)(cid:72)(cid:81)(cid:87)(cid:3)(cid:87)(cid:82)(cid:3)

growth, passion for success, and entrepreneurial 

spirit. Thank you for your support during the road 

(cid:68)(cid:75)(cid:72)(cid:68)(cid:71)(cid:17)(cid:3)(cid:58)(cid:72)(cid:821)(cid:85)(cid:72)(cid:3)(cid:72)(cid:91)(cid:70)(cid:76)(cid:87)(cid:72)(cid:71)(cid:3)(cid:73)(cid:82)(cid:85)(cid:3)(cid:87)(cid:75)(cid:72)(cid:3)(cid:82)(cid:83)(cid:83)(cid:82)(cid:85)(cid:87)(cid:88)(cid:81)(cid:76)(cid:87)(cid:76)(cid:72)(cid:86)(cid:3)(cid:90)(cid:72)(cid:821)(cid:79)(cid:79)(cid:3)(cid:868)(cid:81)(cid:71)(cid:17)(cid:3)

Brad S. Elliott
(cid:38)(cid:75)(cid:68)(cid:76)(cid:85)(cid:80)(cid:68)(cid:81)(cid:3)(cid:9)(cid:3)(cid:38)(cid:75)(cid:76)(cid:72)(cid:73)(cid:3)(cid:40)(cid:91)(cid:72)(cid:70)(cid:88)(cid:87)(cid:76)(cid:89)(cid:72)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)
Equity Bancshares, Inc.

34

Branches

(cid:7)(cid:21)(cid:17)(cid:21)(cid:37)

Assets

(cid:7)(cid:20)(cid:17)(cid:23)(cid:37)

Loans

(cid:7)(cid:20)(cid:17)(cid:25)(cid:37)

Deposits

$1.07

Earnings 
(cid:51)(cid:72)(cid:85)(cid:3)(cid:54)(cid:75)(cid:68)(cid:85)(cid:72)

(cid:7)(cid:28)(cid:17)(cid:23)(cid:79)(cid:79)

(cid:49)(cid:72)(cid:87)(cid:3)(cid:44)(cid:81)(cid:70)(cid:82)(cid:80)(cid:72) 
(cid:87)(cid:82)(cid:3)(cid:38)(cid:82)(cid:80)(cid:80)(cid:82)(cid:81) 
Stockholders

As of Dec. 31, 2016

Letter to Shareholders

5

(cid:54)(cid:71)(cid:78)(cid:71)(cid:69)(cid:86)(cid:71)(cid:70)(cid:3)(cid:41)(cid:75)(cid:80)(cid:67)(cid:80)(cid:69)(cid:75)(cid:67)(cid:78)(cid:3)(cid:43)(cid:75)(cid:73)(cid:74)(cid:78)(cid:75)(cid:73)(cid:74)(cid:86)(cid:85)(cid:3)(unaudited)

(cid:11)(cid:39)(cid:82)(cid:79)(cid:79)(cid:68)(cid:85)(cid:86)(cid:3)(cid:76)(cid:81)(cid:3)(cid:87)(cid:75)(cid:82)(cid:88)(cid:86)(cid:68)(cid:81)(cid:71)(cid:86)(cid:15)(cid:3)(cid:72)(cid:91)(cid:70)(cid:72)(cid:83)(cid:87)(cid:3)(cid:83)(cid:72)(cid:85)(cid:3)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)(cid:3)(cid:71)(cid:68)(cid:87)(cid:68)(cid:12)

Years Ended December 31

2016

2015

2014

Statement of Income Data

(cid:49)(cid:72)(cid:87)(cid:3)(cid:76)(cid:81)(cid:87)(cid:72)(cid:85)(cid:72)(cid:86)(cid:87)(cid:3)(cid:76)(cid:81)(cid:70)(cid:82)(cid:80)(cid:72) ......................................................................................................................................

(cid:7)

(cid:24)(cid:21)(cid:15)(cid:24)(cid:28)(cid:26)

$

46,262

$

(cid:51)(cid:85)(cid:82)(cid:89)(cid:76)(cid:86)(cid:76)(cid:82)(cid:81)(cid:3)(cid:73)(cid:82)(cid:85)(cid:3)(cid:79)(cid:82)(cid:68)(cid:81)(cid:3)(cid:79)(cid:82)(cid:86)(cid:86)(cid:72)(cid:86) ..............................................................................................................................

(cid:49)(cid:72)(cid:87)(cid:3)(cid:74)(cid:68)(cid:76)(cid:81)(cid:3)(cid:82)(cid:81)(cid:3)(cid:68)(cid:70)(cid:84)(cid:88)(cid:76)(cid:86)(cid:76)(cid:87)(cid:76)(cid:82)(cid:81) ................................................................................................................................

(cid:49)(cid:72)(cid:87)(cid:3)(cid:74)(cid:68)(cid:76)(cid:81)(cid:86)(cid:3)(cid:82)(cid:81)(cid:3)(cid:86)(cid:68)(cid:79)(cid:72)(cid:86)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:86)(cid:72)(cid:87)(cid:87)(cid:79)(cid:72)(cid:80)(cid:72)(cid:81)(cid:87)(cid:3)(cid:82)(cid:73)(cid:3)(cid:86)(cid:72)(cid:70)(cid:88)(cid:85)(cid:76)(cid:87)(cid:76)(cid:72)(cid:86) .........................................................................................

(cid:55)(cid:82)(cid:87)(cid:68)(cid:79)(cid:3)(cid:81)(cid:82)(cid:81)(cid:16)(cid:76)(cid:81)(cid:87)(cid:72)(cid:85)(cid:72)(cid:86)(cid:87)(cid:3)(cid:76)(cid:81)(cid:70)(cid:82)(cid:80)(cid:72) ............................................................................................................................

(cid:48)(cid:72)(cid:85)(cid:74)(cid:72)(cid:85)(cid:3)(cid:72)(cid:91)(cid:83)(cid:72)(cid:81)(cid:86)(cid:72)(cid:86) ..........................................................................................................................................

(cid:55)(cid:82)(cid:87)(cid:68)(cid:79)(cid:3)(cid:81)(cid:82)(cid:81)(cid:16)(cid:76)(cid:81)(cid:87)(cid:72)(cid:85)(cid:72)(cid:86)(cid:87)(cid:3)(cid:72)(cid:91)(cid:83)(cid:72)(cid:81)(cid:86)(cid:72) ..........................................................................................................................

(cid:44)(cid:81)(cid:70)(cid:82)(cid:80)(cid:72)(cid:3)(cid:69)(cid:72)(cid:73)(cid:82)(cid:85)(cid:72)(cid:3)(cid:76)(cid:81)(cid:70)(cid:82)(cid:80)(cid:72)(cid:3)(cid:87)(cid:68)(cid:91)(cid:72)(cid:86) ........................................................................................................................

(cid:51)(cid:85)(cid:82)(cid:89)(cid:76)(cid:86)(cid:76)(cid:82)(cid:81)(cid:3)(cid:73)(cid:82)(cid:85)(cid:3)(cid:76)(cid:81)(cid:70)(cid:82)(cid:80)(cid:72)(cid:3)(cid:87)(cid:68)(cid:91)(cid:72)(cid:86) ...........................................................................................................................

(cid:49)(cid:72)(cid:87)(cid:3)(cid:76)(cid:81)(cid:70)(cid:82)(cid:80)(cid:72) ....................................................................................................................................................

Dividends and discount accretion on preferred stock.................................................................................

(cid:49)(cid:72)(cid:87)(cid:3)(cid:76)(cid:81)(cid:70)(cid:82)(cid:80)(cid:72)(cid:3)(cid:68)(cid:79)(cid:79)(cid:82)(cid:70)(cid:68)(cid:69)(cid:79)(cid:72)(cid:3)(cid:87)(cid:82)(cid:3)(cid:70)(cid:82)(cid:80)(cid:80)(cid:82)(cid:81)(cid:3)(cid:86)(cid:87)(cid:82)(cid:70)(cid:78)(cid:75)(cid:82)(cid:79)(cid:71)(cid:72)(cid:85)(cid:86) ..........................................................................................

Basic earnings per share ..............................................................................................................................

Diluted earnings per share ...........................................................................................................................

Balance Sheet Data (at period end)

(cid:21)(cid:15)(cid:20)(cid:20)(cid:28)

—

(cid:23)(cid:26)(cid:28)

10,466

(cid:24)(cid:15)(cid:21)(cid:28)(cid:23)

(cid:23)(cid:26)(cid:15)(cid:19)(cid:26)(cid:24)

(cid:20)(cid:22)(cid:15)(cid:27)(cid:25)(cid:28)

(cid:23)(cid:15)(cid:23)(cid:28)(cid:24)

(cid:28)(cid:15)(cid:22)(cid:26)(cid:23)

(1)

(cid:28)(cid:15)(cid:22)(cid:26)(cid:22)

(cid:20)(cid:17)(cid:19)(cid:28)

(cid:20)(cid:17)(cid:19)(cid:26)

(cid:22)(cid:15)(cid:19)(cid:23)(cid:26)

682

(cid:26)(cid:24)(cid:25)

(cid:28)(cid:15)(cid:27)(cid:19)(cid:21)

(cid:20)(cid:15)(cid:25)(cid:28)(cid:20)

(cid:22)(cid:27)(cid:15)(cid:24)(cid:26)(cid:24)

14,442

4,142

10,300

(cid:11)(cid:20)(cid:26)(cid:26)(cid:12)

10,123

(cid:20)(cid:17)(cid:24)(cid:24)

(cid:20)(cid:17)(cid:24)(cid:23)

41,361

1,200

—

(cid:28)(cid:27)(cid:25)

(cid:27)(cid:15)(cid:25)(cid:26)(cid:23)

—

(cid:22)(cid:24)(cid:15)(cid:25)(cid:23)(cid:24)

(cid:20)(cid:22)(cid:15)(cid:20)(cid:28)(cid:19)

4,203

(cid:27)(cid:15)(cid:28)(cid:27)(cid:26)

(cid:11)(cid:26)(cid:19)(cid:27)(cid:12)

(cid:27)(cid:15)(cid:21)(cid:26)(cid:28)

1.31

1.30

(cid:36)(cid:89)(cid:68)(cid:76)(cid:79)(cid:68)(cid:69)(cid:79)(cid:72)(cid:16)(cid:73)(cid:82)(cid:85)(cid:16)(cid:86)(cid:68)(cid:79)(cid:72)(cid:3)(cid:86)(cid:72)(cid:70)(cid:88)(cid:85)(cid:76)(cid:87)(cid:76)(cid:72)(cid:86) ........................................................................................................................

(cid:7)

(cid:28)(cid:24)(cid:15)(cid:26)(cid:22)(cid:21)

$

130,810

(cid:7)

(cid:24)(cid:21)(cid:15)(cid:28)(cid:27)(cid:24)

(cid:43)(cid:72)(cid:79)(cid:71)(cid:16)(cid:87)(cid:82)(cid:16)(cid:80)(cid:68)(cid:87)(cid:88)(cid:85)(cid:76)(cid:87)(cid:92)(cid:3)(cid:86)(cid:72)(cid:70)(cid:88)(cid:85)(cid:76)(cid:87)(cid:76)(cid:72)(cid:86) .........................................................................................................................

(cid:42)(cid:85)(cid:82)(cid:86)(cid:86)(cid:3)(cid:79)(cid:82)(cid:68)(cid:81)(cid:86)(cid:3)(cid:75)(cid:72)(cid:79)(cid:71)(cid:3)(cid:73)(cid:82)(cid:85)(cid:3)(cid:76)(cid:81)(cid:89)(cid:72)(cid:86)(cid:87)(cid:80)(cid:72)(cid:81)(cid:87) ..................................................................................................................

Allowance for loan losses ............................................................................................................................

(cid:42)(cid:82)(cid:82)(cid:71)(cid:90)(cid:76)(cid:79)(cid:79)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:70)(cid:82)(cid:85)(cid:72)(cid:3)(cid:71)(cid:72)(cid:83)(cid:82)(cid:86)(cid:76)(cid:87)(cid:3)(cid:76)(cid:81)(cid:87)(cid:68)(cid:81)(cid:74)(cid:76)(cid:69)(cid:79)(cid:72)(cid:86)(cid:15)(cid:3)(cid:81)(cid:72)(cid:87) ..................................................................................................

Total assets ..................................................................................................................................................

Total deposits ...............................................................................................................................................

(cid:49)(cid:82)(cid:81)(cid:16)(cid:87)(cid:76)(cid:80)(cid:72)(cid:3)(cid:71)(cid:72)(cid:83)(cid:82)(cid:86)(cid:76)(cid:87)(cid:86) ........................................................................................................................................

Borrowings ....................................................................................................................................................

(cid:23)(cid:25)(cid:24)(cid:15)(cid:26)(cid:19)(cid:28)

(cid:20)(cid:15)(cid:22)(cid:27)(cid:22)(cid:15)(cid:25)(cid:19)(cid:24)

6,432

(cid:25)(cid:22)(cid:15)(cid:24)(cid:27)(cid:28)

(cid:21)(cid:15)(cid:20)(cid:28)(cid:21)(cid:15)(cid:20)(cid:28)(cid:21)

(cid:20)(cid:15)(cid:25)(cid:22)(cid:19)(cid:15)(cid:23)(cid:24)(cid:20)

(cid:20)(cid:15)(cid:19)(cid:26)(cid:26)(cid:15)(cid:21)(cid:28)(cid:22)

(cid:21)(cid:28)(cid:22)(cid:15)(cid:28)(cid:19)(cid:28)

(cid:22)(cid:20)(cid:19)(cid:15)(cid:24)(cid:22)(cid:28)

(cid:28)(cid:25)(cid:19)(cid:15)(cid:22)(cid:24)(cid:24)

(cid:24)(cid:15)(cid:24)(cid:19)(cid:25)

(cid:20)(cid:28)(cid:15)(cid:25)(cid:26)(cid:28)

(cid:20)(cid:15)(cid:24)(cid:27)(cid:24)(cid:15)(cid:26)(cid:21)(cid:26)

(cid:20)(cid:15)(cid:21)(cid:20)(cid:24)(cid:15)(cid:28)(cid:20)(cid:23)

(cid:26)(cid:26)(cid:26)(cid:15)(cid:22)(cid:19)(cid:21)

(cid:20)(cid:28)(cid:23)(cid:15)(cid:19)(cid:25)(cid:23)

(cid:21)(cid:25)(cid:20)(cid:15)(cid:19)(cid:20)(cid:26)

(cid:26)(cid:21)(cid:24)(cid:15)(cid:27)(cid:26)(cid:25)

(cid:24)(cid:15)(cid:28)(cid:25)(cid:22)

(cid:20)(cid:28)(cid:15)(cid:21)(cid:22)(cid:26)

(cid:20)(cid:15)(cid:20)(cid:26)(cid:23)(cid:15)(cid:24)(cid:20)(cid:24)

(cid:28)(cid:27)(cid:20)(cid:15)(cid:20)(cid:26)(cid:26)

(cid:25)(cid:22)(cid:28)(cid:15)(cid:19)(cid:20)(cid:26)

(cid:26)(cid:19)(cid:15)(cid:22)(cid:26)(cid:19)

Total liabilities ..............................................................................................................................................

(cid:20)(cid:15)(cid:28)(cid:22)(cid:23)(cid:15)(cid:21)(cid:21)(cid:27)

(cid:20)(cid:15)(cid:23)(cid:20)(cid:27)(cid:15)(cid:23)(cid:28)(cid:23)

(cid:20)(cid:15)(cid:19)(cid:24)(cid:25)(cid:15)(cid:26)(cid:27)(cid:25)

Total stockholders' equity ............................................................................................................................

(cid:55)(cid:68)(cid:81)(cid:74)(cid:76)(cid:69)(cid:79)(cid:72)(cid:3)(cid:70)(cid:82)(cid:80)(cid:80)(cid:82)(cid:81)(cid:3)(cid:72)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)* .............................................................................................................................

(cid:21)(cid:24)(cid:26)(cid:15)(cid:28)(cid:25)(cid:23)

(cid:20)(cid:28)(cid:23)(cid:15)(cid:22)(cid:24)(cid:21)

(cid:20)(cid:25)(cid:26)(cid:15)(cid:21)(cid:22)(cid:22)

(cid:20)(cid:22)(cid:20)(cid:15)(cid:20)(cid:24)(cid:22)

(cid:20)(cid:20)(cid:26)(cid:15)(cid:26)(cid:21)(cid:28)

82,133

Performance Ratios

(cid:53)(cid:72)(cid:87)(cid:88)(cid:85)(cid:81)(cid:3)(cid:82)(cid:81)(cid:3)(cid:68)(cid:89)(cid:72)(cid:85)(cid:68)(cid:74)(cid:72)(cid:3)(cid:68)(cid:86)(cid:86)(cid:72)(cid:87)(cid:86)(cid:3)(cid:11)(cid:53)(cid:50)(cid:36)(cid:36)(cid:12) ................................................................................................................

(cid:53)(cid:72)(cid:87)(cid:88)(cid:85)(cid:81)(cid:3)(cid:82)(cid:81)(cid:3)(cid:68)(cid:89)(cid:72)(cid:85)(cid:68)(cid:74)(cid:72)(cid:3)(cid:72)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:11)(cid:53)(cid:50)(cid:36)(cid:40)(cid:12) .................................................................................................................

Yield on loans ...............................................................................................................................................

(cid:38)(cid:82)(cid:86)(cid:87)(cid:3)(cid:82)(cid:73)(cid:3)(cid:76)(cid:81)(cid:87)(cid:72)(cid:85)(cid:72)(cid:86)(cid:87)(cid:16)(cid:69)(cid:72)(cid:68)(cid:85)(cid:76)(cid:81)(cid:74)(cid:3)(cid:71)(cid:72)(cid:83)(cid:82)(cid:86)(cid:76)(cid:87)(cid:86) ................................................................................................................

Cost of total deposits ...................................................................................................................................

(cid:49)(cid:72)(cid:87)(cid:3)(cid:76)(cid:81)(cid:87)(cid:72)(cid:85)(cid:72)(cid:86)(cid:87)(cid:3)(cid:80)(cid:68)(cid:85)(cid:74)(cid:76)(cid:81) .......................................................................................................................................

(cid:40)(cid:73)(cid:868)(cid:70)(cid:76)(cid:72)(cid:81)(cid:70)(cid:92)(cid:3)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)* .............................................................................................................................................

(cid:49)(cid:82)(cid:81)(cid:16)(cid:76)(cid:81)(cid:87)(cid:72)(cid:85)(cid:72)(cid:86)(cid:87)(cid:3)(cid:76)(cid:81)(cid:70)(cid:82)(cid:80)(cid:72)(cid:18)(cid:68)(cid:89)(cid:72)(cid:85)(cid:68)(cid:74)(cid:72)(cid:3)(cid:68)(cid:86)(cid:86)(cid:72)(cid:87)(cid:86) ..........................................................................................................

(cid:49)(cid:82)(cid:81)(cid:16)(cid:76)(cid:81)(cid:87)(cid:72)(cid:85)(cid:72)(cid:86)(cid:87)(cid:3)(cid:72)(cid:91)(cid:83)(cid:72)(cid:81)(cid:86)(cid:72)(cid:18)(cid:68)(cid:89)(cid:72)(cid:85)(cid:68)(cid:74)(cid:72)(cid:3)(cid:68)(cid:86)(cid:86)(cid:72)(cid:87)(cid:86) ........................................................................................................

Capital Ratios

(cid:55)(cid:76)(cid:72)(cid:85)(cid:3)(cid:20)(cid:3)(cid:47)(cid:72)(cid:89)(cid:72)(cid:85)(cid:68)(cid:74)(cid:72)(cid:3)(cid:53)(cid:68)(cid:87)(cid:76)(cid:82) ....................................................................................................................................

(cid:55)(cid:76)(cid:72)(cid:85)(cid:3)(cid:20)(cid:3)(cid:38)(cid:82)(cid:80)(cid:80)(cid:82)(cid:81)(cid:3)(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:38)(cid:68)(cid:83)(cid:76)(cid:87)(cid:68)(cid:79)(cid:3)(cid:53)(cid:68)(cid:87)(cid:76)(cid:82) ............................................................................................................

(cid:55)(cid:76)(cid:72)(cid:85)(cid:3)(cid:20)(cid:3)(cid:53)(cid:76)(cid:86)(cid:78)(cid:3)(cid:37)(cid:68)(cid:86)(cid:72)(cid:71)(cid:3)(cid:38)(cid:68)(cid:83)(cid:76)(cid:87)(cid:68)(cid:79)(cid:3)(cid:53)(cid:68)(cid:87)(cid:76)(cid:82) ....................................................................................................................

(cid:55)(cid:82)(cid:87)(cid:68)(cid:79)(cid:3)(cid:53)(cid:76)(cid:86)(cid:78)(cid:3)(cid:37)(cid:68)(cid:86)(cid:72)(cid:71)(cid:3)(cid:38)(cid:68)(cid:83)(cid:76)(cid:87)(cid:68)(cid:79)(cid:3)(cid:53)(cid:68)(cid:87)(cid:76)(cid:82) .....................................................................................................................

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:18)(cid:36)(cid:86)(cid:86)(cid:72)(cid:87)(cid:86) ................................................................................................................................................

(cid:37)(cid:82)(cid:82)(cid:78)(cid:3)(cid:89)(cid:68)(cid:79)(cid:88)(cid:72)(cid:3)(cid:83)(cid:72)(cid:85)(cid:3)(cid:70)(cid:82)(cid:80)(cid:80)(cid:82)(cid:81)(cid:3)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72) .....................................................................................................................

(cid:55)(cid:68)(cid:81)(cid:74)(cid:76)(cid:69)(cid:79)(cid:72)(cid:3)(cid:69)(cid:82)(cid:82)(cid:78)(cid:3)(cid:89)(cid:68)(cid:79)(cid:88)(cid:72)(cid:3)(cid:83)(cid:72)(cid:85)(cid:3)(cid:70)(cid:82)(cid:80)(cid:80)(cid:82)(cid:81)(cid:3)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)* .....................................................................................................

(cid:55)(cid:68)(cid:81)(cid:74)(cid:76)(cid:69)(cid:79)(cid:72)(cid:3)(cid:70)(cid:82)(cid:80)(cid:80)(cid:82)(cid:81)(cid:3)(cid:72)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:87)(cid:82)(cid:3)(cid:87)(cid:68)(cid:81)(cid:74)(cid:76)(cid:69)(cid:79)(cid:72)(cid:3)(cid:68)(cid:86)(cid:86)(cid:72)(cid:87)(cid:86)* ...............................................................................................

(cid:7)

$

(cid:19)(cid:17)(cid:24)(cid:24)(cid:8)

(cid:24)(cid:17)(cid:24)(cid:24)(cid:8)

(cid:23)(cid:17)(cid:28)(cid:27)(cid:8)

(cid:19)(cid:17)(cid:25)(cid:24)(cid:8)

(cid:19)(cid:17)(cid:24)(cid:25)(cid:8)

(cid:22)(cid:17)(cid:22)(cid:19)(cid:8)

(cid:25)(cid:25)(cid:17)(cid:25)(cid:26)(cid:8)

(cid:19)(cid:17)(cid:25)(cid:20)(cid:8)

(cid:21)(cid:17)(cid:26)(cid:23)(cid:8)

(cid:20)(cid:20)(cid:17)(cid:27)(cid:20)(cid:8)

(cid:20)(cid:22)(cid:17)(cid:22)(cid:23)(cid:8)

(cid:20)(cid:23)(cid:17)(cid:21)(cid:24)(cid:8)

(cid:20)(cid:23)(cid:17)(cid:25)(cid:26)(cid:8)

(cid:20)(cid:20)(cid:17)(cid:26)(cid:26)(cid:8)

(cid:21)(cid:21)(cid:17)(cid:19)(cid:28)

16.64

(cid:28)(cid:17)(cid:20)(cid:22)(cid:8)

(cid:7)

(cid:7)

(cid:19)(cid:17)(cid:26)(cid:24)(cid:8)

(cid:27)(cid:17)(cid:20)(cid:28)(cid:8)

(cid:24)(cid:17)(cid:22)(cid:20)(cid:8)

(cid:19)(cid:17)(cid:24)(cid:24)(cid:8)

(cid:19)(cid:17)(cid:23)(cid:27)(cid:8)

(cid:22)(cid:17)(cid:25)(cid:24)(cid:8)

(cid:25)(cid:25)(cid:17)(cid:28)(cid:23)(cid:8)

(cid:19)(cid:17)(cid:26)(cid:20)(cid:8)

(cid:21)(cid:17)(cid:27)(cid:20)(cid:8)

(cid:28)(cid:17)(cid:23)(cid:26)(cid:8)

(cid:20)(cid:21)(cid:17)(cid:22)(cid:24)(cid:8)

(cid:20)(cid:22)(cid:17)(cid:27)(cid:24)(cid:8)

(cid:20)(cid:23)(cid:17)(cid:22)(cid:24)(cid:8)

(cid:20)(cid:19)(cid:17)(cid:24)(cid:24)(cid:8)

(cid:20)(cid:27)(cid:17)(cid:22)(cid:26)

(cid:20)(cid:24)(cid:17)(cid:28)(cid:26)

(cid:27)(cid:17)(cid:22)(cid:26)(cid:8)

(cid:7)

(cid:7)

(cid:19)(cid:17)(cid:26)(cid:27)(cid:8)

(cid:26)(cid:17)(cid:22)(cid:19)(cid:8)

(cid:24)(cid:17)(cid:25)(cid:22)(cid:8)

(cid:19)(cid:17)(cid:23)(cid:28)(cid:8)

(cid:19)(cid:17)(cid:23)(cid:22)(cid:8)

(cid:22)(cid:17)(cid:28)(cid:21)(cid:8)

(cid:26)(cid:21)(cid:17)(cid:25)(cid:26)(cid:8)

(cid:19)(cid:17)(cid:26)(cid:24)(cid:8)

(cid:22)(cid:17)(cid:19)(cid:27)(cid:8)

(cid:28)(cid:17)(cid:25)(cid:21)(cid:8)

(cid:49)(cid:18)(cid:36)

(cid:20)(cid:22)(cid:17)(cid:20)(cid:25)(cid:8)

(cid:20)(cid:22)(cid:17)(cid:27)(cid:25)(cid:8)

(cid:20)(cid:19)(cid:17)(cid:19)(cid:21)(cid:8)

(cid:20)(cid:25)(cid:17)(cid:26)(cid:20)

(cid:20)(cid:22)(cid:17)(cid:24)(cid:23)

(cid:26)(cid:17)(cid:20)(cid:20)(cid:8)

6

Selected Financial Highlights

*Non-GAAP Financial Measure. For a reconciliation of non-GAAP financial measures, see “Management’s Discussionand 
Analysis of Financial Condition and Results of Operations – Non-GAAP Financial Measures” in the accompanying Form 10-K. 

Tangible Common Book Value 
And Total Assets*

Total Assets

TCBV per Share

Diluted EPS 
And Net Income

Net Income Allocable to 
Common Stockholders

Diluted EPS

$2,500

$2,000

$1,500

$1,000

$500

)
s
n
o

i
l
l
i

m
$
(

s
t
e
s
s
A

l

a
t
o
T

$15.97

$16.64

$18.00

$13.54

$11.97

$2,192

$14.00

$1,140

$1,175

$1,586

$10.00

$6.00

$2.00

T
C
B
V
p
e
r
S
h
a
r
e

(
$
)

$12,000

$10,000

$8,000

$6,000

$4,000

$2,000

)
s
0
0
0
$
(
n
o
m
m
o
C
o
t

e
m
o
c
n

I

t
e
N

$1.54

$9,373

$1.30

$0.92

$6,895

$8,279

$10,123

$1.80

$1.40

$1.07

$1.00

$0.60

$0.20

D

i
l

u
t
e
d
E
P
S
(
$
)

2013

2014

2015

2016

2013

2014

2015

2016

Return on Average Tangible Common Equity*

Loan Portfolio

Commercial

1-4 Family & Other

)

%

(

i

l

y
t
i
u
q
E
n
o
m
m
o
C
e
b
g
n
a
T
e
g
a
r
e
v
A
n
o
n
r
u
t
e
R

9.99%

9.66%

8.27%

6.75%

12.00%

10.00%

8.00%

6.00%

4.00%

2.00%

23.8%

22.3%

29.5%

29.2%

76.2%

77.7%

70.5%

70.8%

120.0%

100.0%

80.0%

60.0%

40.0%

20.0%

2013

2014

2015

2016

2013

2014

2015

2016

Total Deposits

Signature Deposits

Time Deposits

120.0%

100.0%

80.0%

60.0%

40.0%

20.0%

38.3%

34.9%

36.1%

33.9%

61.7%

65.1%

63.9%

66.1%

Revenue And 
Net Interest Margin**

Net Interest Income

Fee Income

Net Interest Margin

$70,000

$60,000

$50,000

$40,000

$30,000

$20,000

$10,000

)
s
0
0
0
$
(

e
u
n
e
v
e
R

l

a
t
o
T

3.87%

3.92%

15%

85%

,

7
2
6
8
4
$

16%

84%

,

9
4
0
9
4
$

3.65%

15%

85%

,

6
2
6
4
5
$

4.00%

16%

84%

3.50%

3.30%

3.00%

2.50%

2.00%

1.50%

,

4
8
5
2
6
$

N
e
t

I

n
t
e
r
e
s
t

M
a
r
g
n
(

i

%

)

2013

2014

2015

2016

2013

2014

2015

2016

(cid:40)(cid:72)(cid:230)(cid:69)(cid:75)(cid:71)(cid:80)(cid:69)(cid:91)(cid:3)(cid:53)(cid:67)(cid:86)(cid:75)(cid:81)(cid:3)(cid:36)(cid:80)(cid:70) 
NIE/Average Assets

(cid:40)(cid:73)(cid:868)(cid:70)(cid:76)(cid:72)(cid:81)(cid:70)(cid:92)(cid:3)(cid:53)(cid:68)(cid:87)(cid:76)(cid:82)

Noninterest Expense/Average Assets

Capital

TCE/TA

Leverage Ratio

Tier 1 Ratio

74.0%

72.0%

70.0%

68.0%

66.0%

64.0%

(cid:12)

(cid:8)

(cid:11)
(cid:3)
(cid:82)
(cid:76)
(cid:87)
(cid:68)
(cid:53)
(cid:92)
(cid:70)
(cid:81)
(cid:72)

(cid:3)

(cid:76)

(cid:70)
(cid:868)
(cid:73)
(cid:40)

2.99%

3.08%

2.81%

2.74%

66.67%

72.26%

72.67%

66.94%

2013

2014

2015

2016

3.30%

3.10%

2.90%

2.70%

2.50%

2.30%

2.10%

i

C
o
r
e
N
o
n
n
t
e
r
e
s
t
E
x
p

.
/
A
v
g

.

A
s
s
e
t
s

(

%

)

18.00%

14.00%

10.00%

6.00%

2.00%

2013

2014

2015

2016

*Non-GAAP Financial Measure. For a reconciliation of non-GAAP financial measures, see “Management’s Discussion and Analysis of Financial Condition 
and Results of Operations – Non-GAAP Financial Measures” in the accompanying Form 10-K. 

**Does not include gains on sales of securities or acquisitions.

Selected Financial Highlights

7

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Members of Equity Bancshares’ Board of Directors. Back row, left to right: Gregory Kossover, Dan R. Bowers, Jerry P. Maland, Shawn Penner, Harvey Sorensen, Brad Elliott, P. John Eck, Roger Buller, 
Jeff Bloomer, Jim Berglund. Front row, left to right: Michael Downing, Randee Koger, Michael High, Gary Allerheiligen, Greg Gaeddert

Board of Directors

Brad S. Elliott 
(cid:38)(cid:75)(cid:68)(cid:76)(cid:85)(cid:80)(cid:68)(cid:81)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:38)(cid:75)(cid:76)(cid:72)(cid:73)(cid:3)(cid:40)(cid:91)(cid:72)(cid:70)(cid:88)(cid:87)(cid:76)(cid:89)(cid:72)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85) 
Wichita, Kansas

Roger A. Buller 
(cid:54)(cid:57)(cid:51)(cid:3)(cid:9)(cid:3)(cid:53)(cid:72)(cid:74)(cid:76)(cid:82)(cid:81)(cid:68)(cid:79)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:85)(cid:15)(cid:3)(cid:37)(cid:72)(cid:81)(cid:77)(cid:68)(cid:80)(cid:76)(cid:81)(cid:3)(cid:41)(cid:17) 
(cid:40)(cid:71)(cid:90)(cid:68)(cid:85)(cid:71)(cid:86)(cid:3)(cid:9)(cid:3)(cid:38)(cid:82)(cid:17)(cid:15)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68)(cid:15)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86)

Randee R. Koger 
(cid:36)(cid:87)(cid:87)(cid:82)(cid:85)(cid:81)(cid:72)(cid:92)(cid:3)(cid:9)(cid:3)(cid:51)(cid:68)(cid:85)(cid:87)(cid:81)(cid:72)(cid:85)(cid:15)(cid:3)(cid:58)(cid:76)(cid:86)(cid:72)(cid:3)(cid:9)(cid:3)(cid:53)(cid:72)(cid:69)(cid:72)(cid:85)(cid:3)(cid:47)(cid:17)(cid:38)(cid:17) 
(cid:48)(cid:70)(cid:51)(cid:75)(cid:72)(cid:85)(cid:86)(cid:82)(cid:81)(cid:15)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86)

Gary C. Allerheiligen 
CPA/Consultant 
Wichita, Kansas

Michael R. Downing 
Retired President, Ellis State Bank 
Ellis, Kansas

Gregory H. Kossover 
(cid:38)(cid:75)(cid:76)(cid:72)(cid:73)(cid:3)(cid:41)(cid:76)(cid:81)(cid:68)(cid:81)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:37)(cid:68)(cid:81)(cid:70)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)(cid:86)(cid:15)(cid:3)(cid:44)(cid:81)(cid:70)(cid:17) 
Wichita, Kansas

James L. Berglund 
Retired President & CEO, Sunflower Bank 
Salina, Kansas

P. John Eck 
(cid:50)(cid:90)(cid:81)(cid:72)(cid:85)(cid:15)(cid:3)(cid:36)(cid:42)(cid:57)(cid:3)(cid:38)(cid:82)(cid:85)(cid:83)(cid:17)(cid:15)(cid:3)(cid:40)(cid:70)(cid:78)(cid:3)(cid:36)(cid:74)(cid:72)(cid:81)(cid:70)(cid:92)(cid:15)(cid:3)(cid:44)(cid:81)(cid:70)(cid:17) 
Wichita, Kansas

Jerry P. Maland 
(cid:53)(cid:72)(cid:87)(cid:76)(cid:85)(cid:72)(cid:71)(cid:3)(cid:38)(cid:75)(cid:68)(cid:76)(cid:85)(cid:80)(cid:68)(cid:81)(cid:3)(cid:9)(cid:3)(cid:38)(cid:40)(cid:50)(cid:15)(cid:3)(cid:38)(cid:82)(cid:80)(cid:80)(cid:88)(cid:81)(cid:76)(cid:87)(cid:92)(cid:3)(cid:41)(cid:76)(cid:85)(cid:86)(cid:87)(cid:3)(cid:37)(cid:68)(cid:81)(cid:70)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)(cid:86)(cid:15)(cid:3)(cid:44)(cid:81)(cid:70)(cid:17) 
Harrison, Arkansas

Jeff A. Bloomer 
(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:3)(cid:9)(cid:3)(cid:38)(cid:50)(cid:50)(cid:15)(cid:3)(cid:54)(cid:88)(cid:81)(cid:85)(cid:76)(cid:86)(cid:72)(cid:3)(cid:50)(cid:76)(cid:79)(cid:868)(cid:72)(cid:79)(cid:71)(cid:3)(cid:54)(cid:88)(cid:83)(cid:83)(cid:79)(cid:92) 
Wichita, Kansas

Gregory L. Gaeddert 
(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:76)(cid:81)(cid:74)(cid:3)(cid:51)(cid:68)(cid:85)(cid:87)(cid:81)(cid:72)(cid:85)(cid:15)(cid:3)(cid:37)(cid:20)(cid:21)(cid:3)(cid:38)(cid:68)(cid:83)(cid:76)(cid:87)(cid:68)(cid:79)(cid:3)(cid:51)(cid:68)(cid:85)(cid:87)(cid:81)(cid:72)(cid:85)(cid:86)(cid:3)(cid:47)(cid:47)(cid:38) 
Leawood, Kansas

Shawn D. Penner 
(cid:50)(cid:90)(cid:81)(cid:72)(cid:85)(cid:15)(cid:3)(cid:54)(cid:75)(cid:68)(cid:80)(cid:85)(cid:82)(cid:70)(cid:78)(cid:3)(cid:39)(cid:72)(cid:89)(cid:72)(cid:79)(cid:82)(cid:83)(cid:80)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:47)(cid:47)(cid:38) 
Wichita, Kansas

Dan R. Bowers 
(cid:36)(cid:87)(cid:87)(cid:82)(cid:85)(cid:81)(cid:72)(cid:92) 
Harrison, Arkansas

Michael B. High 
Partner, Patriot Financial Partners 
(cid:51)(cid:75)(cid:76)(cid:79)(cid:68)(cid:71)(cid:72)(cid:79)(cid:83)(cid:75)(cid:76)(cid:68)(cid:15)(cid:3)(cid:51)(cid:72)(cid:81)(cid:81)(cid:86)(cid:92)(cid:79)(cid:89)(cid:68)(cid:81)(cid:76)(cid:68)

Harvey R. Sorensen 
(cid:36)(cid:87)(cid:87)(cid:82)(cid:85)(cid:81)(cid:72)(cid:92)(cid:3)(cid:9)(cid:3)(cid:51)(cid:68)(cid:85)(cid:87)(cid:81)(cid:72)(cid:85)(cid:15)(cid:3)(cid:41)(cid:82)(cid:88)(cid:79)(cid:86)(cid:87)(cid:82)(cid:81)(cid:3)(cid:54)(cid:76)(cid:72)(cid:73)(cid:78)(cid:76)(cid:81)(cid:3)(cid:47)(cid:47)(cid:51) 
Wichita, Kansas

(cid:50)(cid:72)(cid:230)(cid:69)(cid:71)(cid:84)(cid:85)(cid:3)(cid:67)(cid:80)(cid:70)(cid:3)(cid:48)(cid:67)(cid:80)(cid:67)(cid:73)(cid:71)(cid:79)(cid:71)(cid:80)(cid:86)

Community Markets 

(cid:45)(cid:82)(cid:71)(cid:92)(cid:3)(cid:36)(cid:17)(cid:3)(cid:37)(cid:68)(cid:85)(cid:78)(cid:72)(cid:85)(cid:3)

(cid:41)(cid:85)(cid:72)(cid:71)(cid:3)(cid:54)(cid:17)(cid:3)(cid:50)(cid:86)(cid:69)(cid:82)(cid:85)(cid:81)(cid:3)

(cid:46)(cid:72)(cid:81)(cid:87)(cid:3)(cid:36)(cid:17)(cid:3)(cid:36)(cid:81)(cid:87)(cid:72)(cid:81)(cid:72)(cid:81)(cid:3)

(cid:53)(cid:72)(cid:74)(cid:76)(cid:82)(cid:81)(cid:68)(cid:79)(cid:3)(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:58)(cid:72)(cid:86)(cid:87)(cid:72)(cid:85)(cid:81)(cid:3)(cid:48)(cid:76)(cid:86)(cid:86)(cid:82)(cid:88)(cid:85)(cid:76)(cid:15)(cid:3)(cid:54)(cid:57)(cid:51) 

(cid:53)(cid:72)(cid:74)(cid:76)(cid:82)(cid:81)(cid:68)(cid:79)(cid:3)(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:54)(cid:82)(cid:88)(cid:87)(cid:75)(cid:72)(cid:68)(cid:86)(cid:87)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86) 

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Arkansas 

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(cid:55)(cid:82)(cid:80)(cid:80)(cid:92)(cid:3)(cid:53)(cid:76)(cid:70)(cid:75)(cid:68)(cid:85)(cid:71)(cid:86)(cid:82)(cid:81)(cid:3)

(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:43)(cid:68)(cid:85)(cid:85)(cid:76)(cid:86)(cid:82)(cid:81) 

(cid:39)(cid:72)(cid:85)(cid:72)(cid:87)(cid:75)(cid:68)(cid:3)(cid:46)(cid:17)(cid:3)(cid:58)(cid:68)(cid:79)(cid:78)(cid:72)(cid:85)(cid:3)

(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:37)(cid:72)(cid:85)(cid:85)(cid:92)(cid:89)(cid:76)(cid:79)(cid:79)(cid:72) 

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(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:54)(cid:72)(cid:71)(cid:68)(cid:79)(cid:76)(cid:68) 

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(cid:45)(cid:76)(cid:80)(cid:3)(cid:47)(cid:17)(cid:3)(cid:38)(cid:79)(cid:88)(cid:69)(cid:76)(cid:81)(cid:72)(cid:3)

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(cid:55)(cid:68)(cid:80)(cid:80)(cid:92)(cid:3)(cid:47)(cid:17)(cid:3)(cid:37)(cid:88)(cid:79)(cid:79)(cid:82)(cid:70)(cid:78)(cid:3)

(cid:37)(cid:85)(cid:68)(cid:81)(cid:70)(cid:75)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:85)(cid:15)(cid:3)(cid:40)(cid:88)(cid:85)(cid:72)(cid:78)(cid:68)(cid:3)(cid:54)(cid:83)(cid:85)(cid:76)(cid:81)(cid:74)(cid:86)(cid:15)(cid:3)(cid:54)(cid:57)(cid:51) 

(cid:37)(cid:72)(cid:79)(cid:76)(cid:81)(cid:71)(cid:68)(cid:3)(cid:54)(cid:17)(cid:3)(cid:39)(cid:72)(cid:58)(cid:72)(cid:85)(cid:73)(cid:73)(cid:3)

(cid:37)(cid:85)(cid:68)(cid:81)(cid:70)(cid:75)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:85)(cid:15)(cid:3)(cid:43)(cid:68)(cid:92)(cid:86)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:46)(cid:72)(cid:79)(cid:79)(cid:92)(cid:3)(cid:40)(cid:17)(cid:3)(cid:42)(cid:76)(cid:79)(cid:69)(cid:72)(cid:85)(cid:87)(cid:3)

(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:58)(cid:68)(cid:85)(cid:85)(cid:72)(cid:81)(cid:86)(cid:69)(cid:88)(cid:85)(cid:74) 

(cid:39)(cid:68)(cid:79)(cid:72)(cid:3)(cid:41)(cid:17)(cid:3)(cid:42)(cid:82)(cid:87)(cid:87)(cid:86)(cid:70)(cid:75)(cid:68)(cid:79)(cid:78)(cid:3)

(cid:38)(cid:82)(cid:80)(cid:80)(cid:72)(cid:85)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:47)(cid:72)(cid:81)(cid:71)(cid:72)(cid:85)(cid:15)(cid:3)(cid:43)(cid:68)(cid:92)(cid:86)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:42)(cid:85)(cid:72)(cid:74)(cid:82)(cid:85)(cid:92)(cid:3)(cid:49)(cid:17)(cid:3)(cid:43)(cid:68)(cid:79)(cid:79)(cid:3)

(cid:39)(cid:82)(cid:88)(cid:74)(cid:3)(cid:41)(cid:17)(cid:3)(cid:47)(cid:68)(cid:85)(cid:78)(cid:76)(cid:81)(cid:3)

(cid:54)(cid:68)(cid:85)(cid:68)(cid:3)(cid:40)(cid:17)(cid:3)(cid:47)(cid:76)(cid:72)(cid:86)(cid:3)

(cid:45)(cid:68)(cid:86)(cid:82)(cid:81)(cid:3)(cid:51)(cid:76)(cid:70)(cid:78)(cid:72)(cid:85)(cid:72)(cid:79)(cid:79)(cid:3)

(cid:53)(cid:75)(cid:82)(cid:81)(cid:71)(cid:68)(cid:3)(cid:53)(cid:17)(cid:3)(cid:54)(cid:70)(cid:82)(cid:87)(cid:87)(cid:3)

(cid:38)(cid:82)(cid:80)(cid:80)(cid:72)(cid:85)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:47)(cid:72)(cid:81)(cid:71)(cid:72)(cid:85)(cid:15)(cid:3)(cid:58)(cid:68)(cid:85)(cid:85)(cid:72)(cid:81)(cid:86)(cid:69)(cid:88)(cid:85)(cid:74)(cid:15)(cid:3)(cid:57)(cid:51) 

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(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:55)(cid:82)(cid:83)(cid:72)(cid:78)(cid:68) 

(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:58)(cid:76)(cid:81)(cid:71)(cid:86)(cid:82)(cid:85) 

(cid:51)(cid:68)(cid:87)(cid:85)(cid:76)(cid:70)(cid:76)(cid:68)(cid:3)(cid:47)(cid:17)(cid:3)(cid:54)(cid:72)(cid:79)(cid:79)(cid:72)(cid:85)(cid:86)(cid:3)

(cid:37)(cid:85)(cid:68)(cid:81)(cid:70)(cid:75)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:85)(cid:15)(cid:3)(cid:58)(cid:68)(cid:85)(cid:85)(cid:72)(cid:81)(cid:86)(cid:69)(cid:88)(cid:85)(cid:74)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:40)(cid:71)(cid:3)(cid:53)(cid:17)(cid:3)(cid:54)(cid:87)(cid:72)(cid:90)(cid:68)(cid:85)(cid:87)(cid:3)

(cid:45)(cid:68)(cid:81)(cid:72)(cid:87)(cid:3)(cid:36)(cid:17)(cid:3)(cid:55)(cid:75)(cid:68)(cid:92)(cid:72)(cid:85)(cid:3)

(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:58)(cid:68)(cid:85)(cid:86)(cid:68)(cid:90) 

(cid:37)(cid:85)(cid:68)(cid:81)(cid:70)(cid:75)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:85)(cid:15)(cid:3)(cid:55)(cid:82)(cid:83)(cid:72)(cid:78)(cid:68)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:45)(cid:68)(cid:81)(cid:72)(cid:87)(cid:3)(cid:39)(cid:17)(cid:3)(cid:39)(cid:68)(cid:89)(cid:76)(cid:71)(cid:3)

(cid:37)(cid:85)(cid:68)(cid:81)(cid:70)(cid:75)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:85)(cid:15)(cid:3)(cid:51)(cid:72)(cid:68)(cid:3)(cid:53)(cid:76)(cid:71)(cid:74)(cid:72)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:55)(cid:68)(cid:69)(cid:76)(cid:87)(cid:75)(cid:68)(cid:3)(cid:47)(cid:17)(cid:3)(cid:40)(cid:71)(cid:71)(cid:76)(cid:81)(cid:74)(cid:87)(cid:82)(cid:81)(cid:3)

(cid:37)(cid:85)(cid:68)(cid:81)(cid:70)(cid:75)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:85)(cid:15)(cid:3)(cid:43)(cid:68)(cid:85)(cid:85)(cid:76)(cid:86)(cid:82)(cid:81)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:45)(cid:68)(cid:92)(cid:3)(cid:37)(cid:17)(cid:3)(cid:40)(cid:85)(cid:87)(cid:72)(cid:79)(cid:3)

(cid:38)(cid:82)(cid:80)(cid:80)(cid:72)(cid:85)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:47)(cid:72)(cid:81)(cid:71)(cid:72)(cid:85)(cid:15)(cid:3)(cid:40)(cid:88)(cid:85)(cid:72)(cid:78)(cid:68)(cid:3)(cid:54)(cid:83)(cid:85)(cid:76)(cid:81)(cid:74)(cid:86)(cid:15)(cid:3)(cid:54)(cid:57)(cid:51) 

(cid:38)(cid:82)(cid:81)(cid:81)(cid:76)(cid:72)(cid:3)(cid:41)(cid:72)(cid:68)(cid:87)(cid:75)(cid:72)(cid:85)(cid:86)(cid:87)(cid:82)(cid:81)(cid:72)(cid:3)

(cid:38)(cid:82)(cid:80)(cid:80)(cid:72)(cid:85)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:47)(cid:72)(cid:81)(cid:71)(cid:72)(cid:85)(cid:15)(cid:3)(cid:40)(cid:88)(cid:85)(cid:72)(cid:78)(cid:68)(cid:3)(cid:54)(cid:83)(cid:85)(cid:76)(cid:81)(cid:74)(cid:86)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:47)(cid:68)(cid:88)(cid:85)(cid:68)(cid:3)(cid:36)(cid:17)(cid:3)(cid:41)(cid:82)(cid:90)(cid:79)(cid:72)(cid:85)(cid:3)

(cid:38)(cid:82)(cid:80)(cid:80)(cid:72)(cid:85)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:47)(cid:72)(cid:81)(cid:71)(cid:72)(cid:85)(cid:15)(cid:3)(cid:51)(cid:72)(cid:68)(cid:3)(cid:53)(cid:76)(cid:71)(cid:74)(cid:72)(cid:15)(cid:3)(cid:54)(cid:57)(cid:51) 

(cid:53)(cid:76)(cid:87)(cid:68)(cid:3)(cid:48)(cid:17)(cid:3)(cid:43)(cid:72)(cid:85)(cid:85)(cid:80)(cid:68)(cid:81)(cid:81)(cid:3)

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(cid:51)(cid:68)(cid:87)(cid:85)(cid:76)(cid:70)(cid:78)(cid:3)(cid:41)(cid:17)(cid:3)(cid:45)(cid:82)(cid:85)(cid:71)(cid:68)(cid:81)(cid:3)

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(cid:36)(cid:80)(cid:68)(cid:81)(cid:71)(cid:68)(cid:3)(cid:47)(cid:17)(cid:3)(cid:47)(cid:82)(cid:90)(cid:85)(cid:92)(cid:3)

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(cid:43)(cid:68)(cid:85)(cid:85)(cid:92)(cid:3)(cid:43)(cid:17)(cid:3)(cid:48)(cid:72)(cid:79)(cid:75)(cid:82)(cid:85)(cid:81)(cid:3)

(cid:48)(cid:82)(cid:85)(cid:87)(cid:74)(cid:68)(cid:74)(cid:72)(cid:3)(cid:47)(cid:82)(cid:68)(cid:81)(cid:3)(cid:50)(cid:85)(cid:76)(cid:74)(cid:76)(cid:81)(cid:68)(cid:87)(cid:82)(cid:85)(cid:15)(cid:3)(cid:43)(cid:68)(cid:85)(cid:85)(cid:76)(cid:86)(cid:82)(cid:81)(cid:15)(cid:3)(cid:57)(cid:51) 

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(cid:54)(cid:75)(cid:68)(cid:81)(cid:81)(cid:82)(cid:81)(cid:3)(cid:48)(cid:17)(cid:3)(cid:54)(cid:81)(cid:82)(cid:90)(cid:3)

(cid:44)(cid:55)(cid:15)(cid:3)(cid:43)(cid:68)(cid:85)(cid:85)(cid:76)(cid:86)(cid:82)(cid:81)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:36)(cid:79)(cid:79)(cid:72)(cid:81)(cid:3)(cid:58)(cid:72)(cid:69)(cid:72)(cid:85)(cid:3)

(cid:51)(cid:85)(cid:72)(cid:86)(cid:76)(cid:71)(cid:72)(cid:81)(cid:87)(cid:15)(cid:3)(cid:40)(cid:79)(cid:79)(cid:76)(cid:86)

(cid:48)(cid:72)(cid:79)(cid:76)(cid:86)(cid:86)(cid:68)(cid:3)(cid:47)(cid:17)(cid:3)(cid:54)(cid:87)(cid:72)(cid:83)(cid:75)(cid:72)(cid:81)(cid:86)(cid:3)

(cid:38)(cid:82)(cid:80)(cid:80)(cid:72)(cid:85)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:47)(cid:72)(cid:81)(cid:71)(cid:72)(cid:85)(cid:15)(cid:3)(cid:51)(cid:72)(cid:68)(cid:3)(cid:53)(cid:76)(cid:71)(cid:74)(cid:72)(cid:15)(cid:3)(cid:57)(cid:51)

8

(cid:37)(cid:82)(cid:68)(cid:85)(cid:71)(cid:3)(cid:82)(cid:73)(cid:3)(cid:39)(cid:76)(cid:85)(cid:72)(cid:70)(cid:87)(cid:82)(cid:85)(cid:86)(cid:3)(cid:9)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:80)(cid:72)(cid:81)(cid:87)

Photo: Colin MacMillan, Rockhouse Motion

Members of Equity Bank Senior Leadership Team. Back row, left to right: Gregory Kossover, Rolando Mayans, Mark Parman, Brad Elliott, Wendell Bontrager, Jeremy Machain, Patrick Salmans, John Hanley. 
Front row, left to right: Patrick Harbert, Julie Huber, Elizabeth Money, Ann Main, Jennifer Johnson

Senior Leadership

Brad S. Elliott 
(cid:38)(cid:75)(cid:76)(cid:72)(cid:73)(cid:3)(cid:40)(cid:91)(cid:72)(cid:70)(cid:88)(cid:87)(cid:76)(cid:89)(cid:72)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)

Gregory H. Kossover 
(cid:38)(cid:75)(cid:76)(cid:72)(cid:73)(cid:3)(cid:41)(cid:76)(cid:81)(cid:68)(cid:81)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)

Wendell L. Bontrager 
President, Equity Bank

Patrick J. Harbert 
Community Markets President

Julie A. Huber 
(cid:38)(cid:75)(cid:76)(cid:72)(cid:73)(cid:3)(cid:38)(cid:85)(cid:72)(cid:71)(cid:76)(cid:87)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)

Jennifer A. Johnson 
(cid:38)(cid:75)(cid:76)(cid:72)(cid:73)(cid:3)(cid:50)(cid:83)(cid:72)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:86)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:38)(cid:75)(cid:76)(cid:72)(cid:73)(cid:3)(cid:44)(cid:81)(cid:73)(cid:82)(cid:85)(cid:80)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)

Rolando Mayans 
(cid:38)(cid:75)(cid:76)(cid:72)(cid:73)(cid:3)(cid:53)(cid:76)(cid:86)(cid:78)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)

Jeremy E. Machain 
President, Wichita

Mark C. Parman 
President, Kansas City

Elizabeth A. Money 
Retail Director

John J. Hanley 
(cid:39)(cid:76)(cid:85)(cid:72)(cid:70)(cid:87)(cid:82)(cid:85)(cid:3)(cid:82)(cid:73)(cid:3)(cid:48)(cid:68)(cid:85)(cid:78)(cid:72)(cid:87)(cid:76)(cid:81)(cid:74)(cid:3)(cid:9)(cid:3)(cid:44)(cid:81)(cid:89)(cid:72)(cid:86)(cid:87)(cid:82)(cid:85)(cid:3)(cid:53)(cid:72)(cid:79)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:86)

Ann B. Main 
Regional President, Ozark Mountain

Patrick L. Salmans 
Human Resources Director

Retail Sales 

Quality Care 

Sharon R. Holmes 

Retail Sales Manager, Lee's Summit, VP 

(cid:37)(cid:72)(cid:89)(cid:72)(cid:85)(cid:79)(cid:92)(cid:3)(cid:39)(cid:17)(cid:3)(cid:36)(cid:91)(cid:80)(cid:68)(cid:81)(cid:81)(cid:3)

(cid:44)(cid:81)(cid:87)(cid:72)(cid:85)(cid:81)(cid:68)(cid:79)(cid:3)(cid:41)(cid:76)(cid:81)(cid:68)(cid:81)(cid:70)(cid:76)(cid:68)(cid:79)(cid:3)(cid:53)(cid:72)(cid:83)(cid:82)(cid:85)(cid:87)(cid:76)(cid:81)(cid:74)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:85)(cid:15)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68)(cid:15)(cid:3)(cid:57)(cid:51) 

Mandi R. Martinson 

Retail Support Manager, Wichita, VP 

Evette P. Beckman 

Deposit Services Manager, Wichita, VP 

Melinda A. Mitchell 

Retail Sales Manager, Lee's Summit, VP 

Micha Mohr 

Retail Sales Manager, Wichita, VP

Commercial Sales & Service, Wichita & Kansas City 

Andrew L. Chaney 

Commercial Lender, Wichita, VP 

Michael H. Doyle 

Commercial Lender, Overland Park, VP 

Derrick W. Hayworth 

Commercial Lender, Wichita, VP 

Larry W. Hillier 

Justin N. Kelly 

(cid:39)(cid:68)(cid:89)(cid:76)(cid:71)(cid:3)(cid:36)(cid:17)(cid:3)(cid:46)(cid:76)(cid:81)(cid:74)(cid:3)

Commercial Lender, Lee's Summit, VP 

Commercial Lender, Overland Park, VP 

(cid:54)(cid:72)(cid:81)(cid:76)(cid:82)(cid:85)(cid:3)(cid:47)(cid:72)(cid:81)(cid:71)(cid:76)(cid:81)(cid:74)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68) 

Thomas L. Oltjen 

Commercial Lender, Overland Park, VP 

Brady M. Rodgers 

Commercial Lender, Overland Park, VP 

J. Chris Ryan 

Commercial Lender, Lee's Summit, SVP 

Mark W. Steinman 

Commercial Lender, Overland Park, VP 

Cheryl A. Thompson 

Commercial Lender, Kansas City, VP

Treasury Management 

Jeffrey Fahler 

(cid:55)(cid:85)(cid:68)(cid:70)(cid:72)(cid:92)(cid:3)(cid:36)(cid:17)(cid:3)(cid:39)(cid:85)(cid:72)(cid:76)(cid:79)(cid:76)(cid:81)(cid:74)(cid:3)

(cid:54)(cid:75)(cid:72)(cid:85)(cid:85)(cid:76)(cid:3)(cid:47)(cid:17)(cid:3)(cid:43)(cid:82)(cid:90)(cid:68)(cid:85)(cid:71)(cid:3)

(cid:48)(cid:68)(cid:85)(cid:78)(cid:3)(cid:54)(cid:17)(cid:3)(cid:45)(cid:68)(cid:81)(cid:70)(cid:93)(cid:72)(cid:90)(cid:86)(cid:78)(cid:76)(cid:3)

Director of Treasury Management, SVP 

(cid:55)(cid:85)(cid:72)(cid:68)(cid:86)(cid:88)(cid:85)(cid:92)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:80)(cid:72)(cid:81)(cid:87)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68)(cid:15)(cid:3)(cid:57)(cid:51) 
(cid:55)(cid:85)(cid:72)(cid:68)(cid:86)(cid:88)(cid:85)(cid:92)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:80)(cid:72)(cid:81)(cid:87)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:47)(cid:72)(cid:72)(cid:10)(cid:86)(cid:3)(cid:54)(cid:88)(cid:80)(cid:80)(cid:76)(cid:87)(cid:15)(cid:3)(cid:57)(cid:51) 
(cid:55)(cid:85)(cid:72)(cid:68)(cid:86)(cid:88)(cid:85)(cid:92)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:80)(cid:72)(cid:81)(cid:87)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:47)(cid:72)(cid:72)(cid:10)(cid:86)(cid:3)(cid:54)(cid:88)(cid:80)(cid:80)(cid:76)(cid:87)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:47)(cid:82)(cid:85)(cid:76)(cid:3)(cid:47)(cid:17)(cid:3)(cid:46)(cid:72)(cid:79)(cid:79)(cid:72)(cid:92)(cid:3)

(cid:55)(cid:85)(cid:72)(cid:68)(cid:86)(cid:88)(cid:85)(cid:92)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:80)(cid:72)(cid:81)(cid:87)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:44)(cid:81)(cid:71)(cid:72)(cid:83)(cid:72)(cid:81)(cid:71)(cid:72)(cid:81)(cid:70)(cid:72)(cid:15)(cid:3)(cid:57)(cid:51)

(cid:45)(cid:76)(cid:80)(cid:3)(cid:53)(cid:17)(cid:3)(cid:37)(cid:85)(cid:88)(cid:81)(cid:86)(cid:72)(cid:79)(cid:79)(cid:3)

(cid:46)(cid:85)(cid:76)(cid:86)(cid:87)(cid:76)(cid:3)(cid:48)(cid:17)(cid:3)(cid:37)(cid:88)(cid:72)(cid:81)(cid:82)(cid:3)

(cid:44)(cid:55)(cid:3)(cid:39)(cid:76)(cid:85)(cid:72)(cid:70)(cid:87)(cid:82)(cid:85)(cid:15)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68)(cid:15)(cid:3)(cid:57)(cid:51) 

(cid:37)(cid:54)(cid:36)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:18)(cid:38)(cid:82)(cid:80)(cid:83)(cid:79)(cid:76)(cid:68)(cid:81)(cid:70)(cid:72)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68)(cid:15)(cid:3)(cid:57)(cid:51) 

Ken W. Furgason 

External Financial Reporting Manager, Wichita, VP 

(cid:37)(cid:85)(cid:72)(cid:81)(cid:87)(cid:3)(cid:57)(cid:17)(cid:3)(cid:46)(cid:82)(cid:72)(cid:75)(cid:81)(cid:3)

David J. LaFon 

Jesse A. Nienke 

(cid:47)(cid:82)(cid:68)(cid:81)(cid:3)(cid:53)(cid:72)(cid:89)(cid:76)(cid:72)(cid:90)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68)(cid:15)(cid:3)(cid:57)(cid:51) 

Special Assets Manager, Overland Park, VP 

Systems Operations Manager, Wichita, VP 

Barbara M. Noyes 

Controller, Wichita, VP 

(cid:45)(cid:88)(cid:81)(cid:72)(cid:3)(cid:51)(cid:85)(cid:72)(cid:86)(cid:86)(cid:81)(cid:72)(cid:79)(cid:79)(cid:3)

Robert E. Quaney 

Ronan J. Sramek 

Chad E. Tilson 

(cid:54)(cid:72)(cid:81)(cid:76)(cid:82)(cid:85)(cid:3)(cid:38)(cid:85)(cid:72)(cid:71)(cid:76)(cid:87)(cid:3)(cid:50)(cid:73)(cid:868)(cid:70)(cid:72)(cid:85)(cid:15)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68)(cid:15)(cid:3)(cid:57)(cid:51) 

Assistant Controller, Wichita, VP 

Mortgage Manager, Overland Park, VP 

Consumer Lending Manager, Wichita, VP

Equity Financial Services Group 

(cid:37)(cid:85)(cid:76)(cid:68)(cid:81)(cid:3)(cid:40)(cid:17)(cid:3)(cid:50)(cid:85)(cid:85)(cid:3)

Sandra J. Rice 

Jill K. Warren 

(cid:44)(cid:81)(cid:89)(cid:72)(cid:86)(cid:87)(cid:80)(cid:72)(cid:81)(cid:87)(cid:3)(cid:54)(cid:68)(cid:79)(cid:72)(cid:86)(cid:3)(cid:48)(cid:68)(cid:81)(cid:68)(cid:74)(cid:72)(cid:85)(cid:15)(cid:3)(cid:47)(cid:72)(cid:72)(cid:10)(cid:86)(cid:3)(cid:54)(cid:88)(cid:80)(cid:80)(cid:76)(cid:87)(cid:15)(cid:3)(cid:57)(cid:51) 

Financial Advisor, Sedalia, VP 

Registered Sales Assistant, Higginsville, VP

Photo: Justin Lister, JLP

Senior Leadership & Management

9

(cid:55)(cid:75)(cid:79)(cid:71)(cid:78)(cid:75)(cid:80)(cid:71)

Waterfront Branch

Andover Branch

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:37)(cid:68)(cid:81)(cid:70)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)(cid:86)(cid:15)(cid:3)(cid:44)(cid:81)(cid:70)(cid:17)(cid:3)(cid:83)(cid:88)(cid:85)(cid:70)(cid:75)(cid:68)(cid:86)(cid:72)(cid:86)(cid:3)(cid:49)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:68)(cid:79)(cid:3)
Bank of Andover.

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:68)(cid:70)(cid:84)(cid:88)(cid:76)(cid:85)(cid:72)(cid:86)(cid:3)(cid:87)(cid:90)(cid:82)(cid:3)(cid:69)(cid:85)(cid:68)(cid:81)(cid:70)(cid:75)(cid:72)(cid:86)(cid:3)(cid:76)(cid:81)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68)(cid:3)(cid:73)(cid:85)(cid:82)(cid:80)(cid:3)
Hillcrest Bank.

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:70)(cid:82)(cid:80)(cid:83)(cid:79)(cid:72)(cid:87)(cid:72)(cid:86)(cid:3)(cid:85)(cid:72)(cid:83)(cid:68)(cid:92)(cid:80)(cid:72)(cid:81)(cid:87)(cid:3)(cid:82)(cid:73)(cid:3)(cid:55)(cid:36)(cid:53)(cid:51)(cid:3)(cid:73)(cid:88)(cid:81)(cid:71)(cid:86)(cid:3)
(cid:68)(cid:70)(cid:84)(cid:88)(cid:76)(cid:85)(cid:72)(cid:71)(cid:3)(cid:76)(cid:81)(cid:3)(cid:41)(cid:38)(cid:37)(cid:3)(cid:80)(cid:72)(cid:85)(cid:74)(cid:72)(cid:85)(cid:17)

Museum at Prairie Fire

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:85)(cid:72)(cid:83)(cid:88)(cid:85)(cid:70)(cid:75)(cid:68)(cid:86)(cid:72)(cid:86)(cid:3)(cid:80)(cid:82)(cid:85)(cid:72)(cid:3)(cid:87)(cid:75)(cid:68)(cid:81)(cid:3)(cid:20)(cid:17)(cid:22)(cid:3)(cid:80)(cid:76)(cid:79)(cid:79)(cid:76)(cid:82)(cid:81)
(cid:70)(cid:82)(cid:80)(cid:80)(cid:82)(cid:81)(cid:3)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)(cid:86)(cid:15)(cid:3)(cid:85)(cid:72)(cid:76)(cid:81)(cid:89)(cid:72)(cid:86)(cid:87)(cid:86)(cid:3)(cid:76)(cid:81)(cid:3)(cid:70)(cid:82)(cid:80)(cid:83)(cid:68)(cid:81)(cid:92)(cid:17)

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:82)(cid:83)(cid:72)(cid:81)(cid:86)(cid:3)(cid:87)(cid:90)(cid:82)(cid:3)(cid:50)(cid:89)(cid:72)(cid:85)(cid:79)(cid:68)(cid:81)(cid:71)(cid:3)(cid:51)(cid:68)(cid:85)(cid:78)(cid:15)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86)
(cid:79)(cid:82)(cid:70)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:86)(cid:29)(cid:3)(cid:44)(cid:16)(cid:23)(cid:22)(cid:24)(cid:3)(cid:9)(cid:3)(cid:53)(cid:82)(cid:72)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:36)(cid:81)(cid:87)(cid:76)(cid:82)(cid:70)(cid:75)(cid:3)(cid:9)(cid:3)(cid:20)(cid:24)(cid:20)(cid:86)(cid:87)(cid:17)

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:82)(cid:83)(cid:72)(cid:81)(cid:86)(cid:3)(cid:81)(cid:72)(cid:90)(cid:3)(cid:69)(cid:85)(cid:68)(cid:81)(cid:70)(cid:75)(cid:3)(cid:68)(cid:87)(cid:3)(cid:20)(cid:24)(cid:24)(cid:24)(cid:3)(cid:49)(cid:3)(cid:58)(cid:72)(cid:69)(cid:69)(cid:3)(cid:53)(cid:71)
(cid:76)(cid:81)(cid:3)(cid:58)(cid:76)(cid:70)(cid:75)(cid:76)(cid:87)(cid:68)(cid:17)

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:70)(cid:82)(cid:80)(cid:83)(cid:79)(cid:72)(cid:87)(cid:72)(cid:86)(cid:3)(cid:7)(cid:21)(cid:19)(cid:3)(cid:80)(cid:76)(cid:79)(cid:79)(cid:76)(cid:82)(cid:81)(cid:3)(cid:70)(cid:68)(cid:83)(cid:76)(cid:87)(cid:68)(cid:79)(cid:3)(cid:85)(cid:68)(cid:76)(cid:86)(cid:72)(cid:17)

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:80)(cid:72)(cid:85)(cid:74)(cid:72)(cid:86)(cid:3)(cid:90)(cid:76)(cid:87)(cid:75)(cid:3)(cid:41)(cid:76)(cid:85)(cid:86)(cid:87)(cid:3)(cid:44)(cid:81)(cid:71)(cid:72)(cid:83)(cid:72)(cid:81)(cid:71)(cid:72)(cid:81)(cid:70)(cid:72)
(cid:38)(cid:82)(cid:85)(cid:83)(cid:82)(cid:85)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:15)(cid:3)(cid:72)(cid:91)(cid:83)(cid:68)(cid:81)(cid:71)(cid:86)(cid:3)(cid:76)(cid:81)(cid:87)(cid:82)(cid:3)(cid:54)(cid:82)(cid:88)(cid:87)(cid:75)(cid:72)(cid:68)(cid:86)(cid:87)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86)(cid:17)

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:70)(cid:82)(cid:80)(cid:83)(cid:79)(cid:72)(cid:87)(cid:72)(cid:86)(cid:3)(cid:44)(cid:81)(cid:76)(cid:87)(cid:76)(cid:68)(cid:79)(cid:3)(cid:51)(cid:88)(cid:69)(cid:79)(cid:76)(cid:70)(cid:3)(cid:50)(cid:73)(cid:73)(cid:72)(cid:85)(cid:76)(cid:81)(cid:74)(cid:3)(cid:82)(cid:81)
(cid:49)(cid:82)(cid:89)(cid:72)(cid:80)(cid:69)(cid:72)(cid:85)(cid:3)(cid:20)(cid:25)(cid:17)

Downtown Wichita

Riverside Park, Independence, KS

Lee's Summit Train Depot

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:68)(cid:70)(cid:84)(cid:88)(cid:76)(cid:85)(cid:72)(cid:86)(cid:3)(cid:23)(cid:3)(cid:79)(cid:82)(cid:70)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:86)(cid:3)(cid:76)(cid:81)(cid:3)(cid:55)(cid:82)(cid:83)(cid:72)(cid:78)(cid:68)(cid:15)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86)(cid:15)(cid:3)
(cid:73)(cid:85)(cid:82)(cid:80)(cid:3)(cid:38)(cid:76)(cid:87)(cid:76)(cid:93)(cid:72)(cid:81)(cid:86)(cid:3)(cid:37)(cid:68)(cid:81)(cid:78)(cid:3)(cid:9)(cid:3)(cid:55)(cid:85)(cid:88)(cid:86)(cid:87)(cid:17)

Topeka Capitol Building

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:80)(cid:72)(cid:85)(cid:74)(cid:72)(cid:86)(cid:3)(cid:90)(cid:76)(cid:87)(cid:75)(cid:3)(cid:54)(cid:76)(cid:74)(cid:81)(cid:68)(cid:87)(cid:88)(cid:85)(cid:72)(cid:3)(cid:37)(cid:68)(cid:81)(cid:70)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)(cid:86)(cid:15)(cid:3)(cid:44)(cid:81)(cid:70)(cid:17)(cid:3)
(cid:76)(cid:81)(cid:3)(cid:54)(cid:83)(cid:85)(cid:76)(cid:81)(cid:74)(cid:3)(cid:43)(cid:76)(cid:79)(cid:79)(cid:15)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86)(cid:30)(cid:3)(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:82)(cid:83)(cid:72)(cid:81)(cid:86)(cid:3)(cid:73)(cid:88)(cid:79)(cid:79)(cid:16)(cid:86)(cid:72)(cid:85)(cid:89)(cid:76)(cid:70)(cid:72)(cid:3)
(cid:69)(cid:85)(cid:68)(cid:81)(cid:70)(cid:75)(cid:3)(cid:76)(cid:81)(cid:3)(cid:47)(cid:72)(cid:72)(cid:10)(cid:86)(cid:3)(cid:54)(cid:88)(cid:80)(cid:80)(cid:76)(cid:87)(cid:15)(cid:3)(cid:48)(cid:76)(cid:86)(cid:86)(cid:82)(cid:88)(cid:85)(cid:76)(cid:17)

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:72)(cid:91)(cid:83)(cid:68)(cid:81)(cid:71)(cid:86)(cid:3)(cid:87)(cid:82)(cid:3)(cid:43)(cid:68)(cid:92)(cid:86)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:40)(cid:79)(cid:79)(cid:76)(cid:86)(cid:15)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86)(cid:15)(cid:3)
acquiring Ellis State Bank.

Hays Mural

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:68)(cid:70)(cid:84)(cid:88)(cid:76)(cid:85)(cid:72)(cid:86)(cid:3)(cid:41)(cid:76)(cid:85)(cid:86)(cid:87)(cid:3)(cid:38)(cid:82)(cid:80)(cid:80)(cid:88)(cid:81)(cid:76)(cid:87)(cid:92)(cid:3)(cid:37)(cid:68)(cid:81)(cid:70)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)(cid:86)(cid:15)(cid:3)
(cid:44)(cid:81)(cid:70)(cid:17)(cid:3)(cid:90)(cid:76)(cid:87)(cid:75)(cid:3)(cid:20)(cid:23)(cid:3)(cid:79)(cid:82)(cid:70)(cid:68)(cid:87)(cid:76)(cid:82)(cid:81)(cid:86)(cid:3)(cid:76)(cid:81)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86)(cid:3)(cid:68)(cid:81)(cid:71)(cid:3)(cid:48)(cid:76)(cid:86)(cid:86)(cid:82)(cid:88)(cid:85)(cid:76)(cid:17)

Thorncrown Chapel, Eureka Springs

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:80)(cid:72)(cid:85)(cid:74)(cid:72)(cid:86)(cid:3)(cid:90)(cid:76)(cid:87)(cid:75)(cid:3)(cid:38)(cid:82)(cid:80)(cid:80)(cid:88)(cid:81)(cid:76)(cid:87)(cid:92)(cid:3)(cid:41)(cid:76)(cid:85)(cid:86)(cid:87)
Bancshares, Inc. of Harrison, Arkansas. 

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:70)(cid:82)(cid:80)(cid:83)(cid:79)(cid:72)(cid:87)(cid:72)(cid:86)(cid:3)(cid:7)(cid:22)(cid:24)(cid:17)(cid:23)(cid:3)(cid:80)(cid:76)(cid:79)(cid:79)(cid:76)(cid:82)(cid:81)(cid:3)(cid:83)(cid:85)(cid:76)(cid:89)(cid:68)(cid:87)(cid:72)
(cid:76)(cid:81)(cid:89)(cid:72)(cid:86)(cid:87)(cid:80)(cid:72)(cid:81)(cid:87)(cid:3)(cid:76)(cid:81)(cid:3)(cid:39)(cid:72)(cid:70)(cid:72)(cid:80)(cid:69)(cid:72)(cid:85)(cid:17)

(cid:40)(cid:84)(cid:88)(cid:76)(cid:87)(cid:92)(cid:3)(cid:70)(cid:82)(cid:80)(cid:83)(cid:79)(cid:72)(cid:87)(cid:72)(cid:86)(cid:3)(cid:80)(cid:72)(cid:85)(cid:74)(cid:72)(cid:85)(cid:3)(cid:90)(cid:76)(cid:87)(cid:75)(cid:3)(cid:51)(cid:85)(cid:68)(cid:76)(cid:85)(cid:76)(cid:72)(cid:3)State 
(cid:37)(cid:68)(cid:81)(cid:70)(cid:86)(cid:75)(cid:68)(cid:85)(cid:72)(cid:86)(cid:15)(cid:3)(cid:44)(cid:81)(cid:70)(cid:17)(cid:3)(cid:76)(cid:81)(cid:3)(cid:58)(cid:72)(cid:86)(cid:87)(cid:72)(cid:85)(cid:81)(cid:3)(cid:46)(cid:68)(cid:81)(cid:86)(cid:68)(cid:86)(cid:17)

Hoxie, Kansas

10

(cid:55)(cid:76)(cid:80)(cid:72)(cid:79)(cid:76)(cid:81)(cid:72)

Missouri State Fairgrounds, Sedalia

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 

FORM 10-K 

(cid:95)(cid:95)  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2016 

OR
(cid:134)(cid:134)  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 001-37624

EQUITY BANCSHARES, INC. 

(Exact name of registrant as specified in its charter)

Kansas 
(State or other jurisdiction of 
incorporation or organization)

7701 East Kellogg Drive, Suite 300
Wichita, KS
(Address of principal executive offices) 

72-1532188 
(I.R.S. Employer
Identification No.)

67207
(Zip Code)

Registrant’s telephone number, including area code: 316.612.6000

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

Title of each class
Class A Common Stock, par value $0.01 per share

Name of exchange on which registered
NASDAQ Stock Market LLC

Securities registered pursuant to section 12(g) of the Act: None 

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  (cid:1798)    No  (cid:95)

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.    Yes  (cid:1798)    No  (cid:95)

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  (cid:95)    No  (cid:1798)

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File 
required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such 
shorter period that the registrant was required to submit and post such files).    Yes  (cid:95)    No  (cid:1798)

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein,
and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of 
this Form 10-K or any amendment to this Form 10-K.  (cid:95)
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. 
See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exch

ange Act. 

y

ff

Large accelerated filer(cid:133)
Non-accelerated filer  (cid:133)
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  (cid:1798)    No  (cid:95)

Accelerated filer
(cid:95)
Smaller reporting company(cid:133)

As of June 30, 2016, the last business day of the registrant’s most recently completed second fiscal quarter, the aggregate market value of the
registrant’s voting and non-voting common stock held by non-affiliates was $97.3 million.

Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date. 

Class A Common Stock, par value $0.01 per share
Class B Non-Voting Common Stock, par value $0.01 per share

Shares outstanding as of 
March 9, 2017
11,158,545 
558,227 

Portions of the registrant’s Proxy Statement relating to the 2017 Annual Meeting of Stockholders, which will be filed within 120 days after 
December 31, 2016, are incorporated by reference into Part III of this Annual Report on Form 10-K. 

DOCUMENTS INCORPORATED BY REFERENCE: 

TABLE OF CONTENTS

PART I 

Item 1.  Business

Item 1A.  Risk Factors

Item 1B.  Unresolved Staff Comments

Item 2.  Properties

Item 3.  Legal Proceedings

Item 4.  Mine Safety Disclosures

Part II

Item 5.  Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

Item 6.  Selected Financial Data

Item 7.  Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 7A.  Quantitative and Qualitative Disclosure About Market Risk

Item 8.  Financial Statements and Supplementary Data

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets

Consolidated Statements of Income

Consolidated Statements of Comprehensive Income

Consolidated Statements of Stockholders Equity

Consolidated Statements of Cash Flows

Notes to Consolidated Financial Statements

Item 9.  Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

Item 9A.  Controls and Procedures

Item 9B.  Other Information

Part III

Item 10.  Directors, Executive Officers and Corporate Governance

Item 11.  Executive Compensation

Item 12.  Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

Item 13.  Certain Relationships and Related Transactions, and Director Independence

Item 14.  Principal Accounting Fees and Services

Part IV

Item 15.  Exhibits, Financial Statement Schedules

3

22

44

44

46

46

47

50

52

84

86

F-1

F-2

F-3

F-4

F-5

F-6

F-8

87

87

87

88

88

88

88

88

89

 
 
 
  
  
  
  
  
  
 
Important Notice about Information in this Annual Report on Form 10-K 

Unless we state otherwise or the context otherwise requires, references in this Annual Report on Form 10-K to “we,” “our,”

“us,” “the Company” and “Equity” refer to Equity Bancshares, Inc. and its consolidated subsidiaries, including Equity Bank, which 
we sometimes refer to as “Equity Bank,” “the Bank” or “our Bank.” 

The information contained in this Annual Report on Form 10-K is accurate only as of the date of this annual report and as of the 

dates specified herein.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

This Annual Report on Form 10-K contains “forward-looking statements within the meaning of Section 27A of the Securities 
Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchan
ge 
f
Act”).” These forward-looking statements reflect our current views with respect to, among other things, future events and our financial
performance. These statements are often, but not always, made through the use of words or phrases such as “may,” “should,” “could,” 
“predict,” “potential,” “believe,” “will likely result,” “expect,” “continue,” “will,” “anticipate,” “seek,” “estimate,” “intend,” “plan,” 
“project,” “forecast,” “goal,” “target,” “would” and “outlook,” or the negative variations of those words or other comparable words of 
a future or forward-looking nature. These forward-looking statements are not historical facts, and are based on current expectations,
estimates and projections about our industry, management’s beliefs and certain assumptions made by management, many of which, by 
their nature, are inherently uncertain and beyond our control. Accordingly, we caution you that any such forward-looking statements
are not guarantees of future performance and are subject to risks, assumptions and uncertainties that are difficult to predict. Although
we believe that the expectations reflected in these forward-looking statements are reasonable as of the date made, actual results may 
prove to be materially different from the results expressed or implied by the forward-looking statements. When considering forward-
looking statements, you should keep in mind the risk factors and other cautionary statements described in “Item 1A – Risk Factors” of 
this Annual Report on Form 10-K. 

ff

There are or will be important factors that could cause our actual results to differ materially from those indicated in these

forward-looking statements, including, but not limited to, the following: 

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(cid:120)

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(cid:120)

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an economic downturn, especially one affecting our core market areas;

the occurrence of various events that negatively impact the real estate market, since a significant portion of our loan 
portfolio is secured by real estate;

difficult or unfavorable conditions in the market for financial products and services generally; 

interest rate fluctuations, which could have an adverse effect on our profitability;

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

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

costs arising from the environmental risks associated with making loans secured by real estate; 

losses resulting from a decline in the credit quality of the assets that we hold; 

inadequacies in our allowance for loan losses, which could require us to take a charge to earnings and thereby adversely 
affect our financial condition; 

inaccuracies or changes in the appraised value of real estate securing the loans that we originate, which could lead to 
losses if the real estate collateral is later foreclosed upon and sold at a price lower than the appraised value; 

uu

the costs of integrating the businesses we acquire, which may be greater than expected; 

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

a lack of liquidity resulting from decreased loan repayment rates, lower deposit balances, or other factors; 

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

the loss of our largest loan and depositor relationships; 

1 

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

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(cid:120)

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(cid:120)

(cid:120)

(cid:120)

(cid:120)

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limitations on our ability to lend and to mitigate the risks associated with our lending activities as a result of our size and
capital position; 

additional regulatory requirements and restrictions on our business, which could impose additional costs on us; 

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

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

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

the departure of key members of our management personnel or our inability to hire qualified management personnel;

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

unauthorized access to nonpublic personal information of our customers, which could expose us to litigation or 
reputational harm;

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

the occurrence of adverse weather or manmade events, which could negatively affect our core markets or disrupt our 
operations;

an increase in FDIC deposit insurance assessments, which could adversely affect our earnings;

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

f

other factors that are discussed in “Item 1A – Risk Factors.”

The foregoing factors should not be construed as exhaustive and should be read in conjunction with other cautionary statements
that are included in this Annual Report on Form 10-K. If one or more events related to these or other risks or uncertainties materialize, 
or if our underlying assumptions prove to be incorrect, actual results may differ materially from what we anticipate. Accordingly, you 
should not place undue reliance on any such forward-looking statements. Any forward-looking statement speaks only as of the date on 
which it is made, and we do not undertake any obligation to publicly update or review any forward-looking statement, whether as a
result of new information, future developments or otherwise. New risks and uncertainties arise from time to time, and it is not possible 
for us to predict those events or how they may affect us. In addition, we cannot assess the impact of each factor on our business or the
extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any
forward-looking statements. All forward-looking statements, expressed or implied, included in this Annual Report on Form 10-K are
expressly qualified in their entirety by this cautionary statement. This cautionary statement shou
ld also be considered in connection 
with any subsequent written or oral forward-looking statements that we or persons acting on our behalf may issue. 

nn

aa

t

2 

Part I

Item 1: Business

Our Company 

We are a bank holding company headquartered in Wichita, Kansas. Our wholly-owned banking subsidiary, Equity Bank, provides a 
broad range of financial services primarily to businesses and business owners as well as individuals through our network of 34 full 
service branches located in Arkansas, Kansas and Missouri. As of December 31, 2016, we had, on a consolidated basis, total assets of 
$2.19 billion, total deposits of $1.63 billion, total loans (net of allowances) of $1.38 billion and total stockholders’ equity of $258.0
million.

y

Our principal objective is to increase stockholder value and generate consistent earnings growth by expanding our commercial 
banking franchise both organically and through strategic acquisitions. We strive to provide an enhanced banking experience for our 
customers by providing them with a comprehensive suite of sophisticated banking products and services tailored to meet their needs, 
while delivering the high-quality, relationship-based customer service of a community bank.

Our History and Growth 

We were founded in November 2002 by our Chairman and CEO, Brad S. Elliott. Mr. Elliott believed that, as a result of in-market 
consolidation, there existed an opportunity to build an attractive commercial banking franchise and create long-term value for our 
stockholders. Following thirteen years’ experience as a finance executive, including serving as a Regional President for a Kansas bank 
with over $1.0 billion in assets, Mr. Elliott implemented his banking vision of developing a strategic consolidator of community banks
and a destination for seasoned bankers and business persons who share our entrepreneurial spirit. In 2003, we raised capital from 23
local investors to finance the acquisition of National Bank of Andover in Andover, Kansas. At the time of our acquisition, National
Bank of Andover had $32 million in assets and was subject to a regulatory enforcement agreement with the Office of the Comptroller 
of the Currency, or the OCC. Subsequent to our acquisition of National Bank of Andover, we changed its name to Equity Bank and 
instilled in its commercial and retail staff our entrepreneurial spirit and disciplined credit culture. Within eight months of the 
acquisition, the enforcement action with the OCC was terminated.

tt

We believe we have a successful track record of selectively acquiring, integrating and consolidating community banks and branch
networks. Our acquisition activity includes the following:

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(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

June 2003 – Acquired National Bank of Andover in Andover, Kansas for $3 million. At the time of our acquisition, 
National Bank of Andover had $32 million in total assets.

February 2005 – Acquired two branches of Hillcrest Bank, N.A. in Wichita, Kansas, which increased our deposits by $66
million. In conjunction with this acquisition, we relocated our headquarters to our current principal executive offices in 
Wichita.

June 2006 – Acquired the Mortgage Centre of Wichita and integrated it into our Bank as a department to expand our 
mortgage loan platform. 

October 2006 – Acquired a Missouri charter from First National Bank in Sarcoxie, Missouri, which allowed us to 
subsequently open a full service branch in Lee’s Summit, Missouri in 2007.

6

November 2007 – Acquired Signature Bancshares, Inc. in Spring Hill, Kansas, which provided us entry into the Overland 
Park, Kansas market.

7

August 2008 – Acquired Ellis State Bank with locations in Ellis and Hays, Kansas. 

December 2011 – Acquired four branches of Citizens Bank and Trust in Topeka, Kansas, which increased our deposits by 
$110 million.

October 2012 – Acquired First Community Bancshares, Inc. in Overland Park, Kansas, which increased our deposits by 
approximately $515 million. At the time of acquisition, First Community had total assets of approximately $595 million, 
which significantly increased our total asset size and provided us with ten additional branches in Western Missouri and
five additional branches in Kansas City.yy

5

October 2015 – Acquired First Independence Corporation of Independence, the registered savings and loan holding 
company for First Federal Savings & Loan of Independence, based in Independence, Kansas. First Independence operated
four full service branches in Southeastern Kansas. At the time of acquisition, First Independence had consolidated total 
assets of $135.0 million, total deposits of $87.1 million and total loans of $89.9 million. 

3 

(cid:120)

6

November 2016 – Acquired Community First Bancshares, Inc. in Harrison, Arkansas, which increased our deposits by 
$375.4 million. At the time of acquisition, Community First had total assets of $462.9 million and five locations in 
Arkansas.

In conjunction with our strategic acquisition growth, we strive to reposition and improve the loan portfolio and deposit mix of the
banks we acquire. Following our acquisitions, we focus on identifying and disposing of problematic loans and replacing them with
higher quality loans generated organically. In addition, we have focused on growth in our commercial loan portfolio, which we believe
generally offers higher return opportunities than our consumer loan portfolio, primarily by hiring additional talented bankers,
particularly in our metropolitan markets, and incentivizing our bankers to expand their commercial banking relationships. We also
seek to increase our most attractive deposit accounts, primarily by growing deposits in our community markets and cross-selling our 
depository products to our loan customers. 

f

As a result of these strategic and organic growth efforts, since our inception through December 31, 2016, we have expanded our team 
of full-time equivalent employees from 19 to 415, and our network of branches from two to 34. We believe that we are well positioned
to continue to be a strategic consolidator of community banks, while maintaining our history of attracting experienced and
entrepreneurial bankers and organically growing our loans and deposits. 

Our Initial Public Offering 

We completed the underwritten initial public offering (“IPO”) of our common stock on November 16, 2015, where we sold an 
aggregate of 2,231,000 shares of our common stock at a price to the public of $22.50 per share. Our common stock began trading on 
the NASDAQ Global Select Market on November 11, 2015 under the ticker symbol “EQBK.” 

Our Strategies

We believe we are a leading provider of commercial and personal banking services to businesses and business owners as well as
individuals in our targeted Midwestern markets. Our strategy is to continue strategically consolidating community banks within such 
markets and maintaining our organic growth, while preserving our asset quality through disciplined lending practices.

(cid:120)

Strategic Consolidation of Community Banks. We believe our strategy of selectively acquiring and integrating 
community banks has provided us with economies of scale and improved our overall franchise efficiency. We expect to 
continue to pursue strategic acquisitions and believe our targeted market areas present us with many and varied
acquisition opportunities. The following map illustrates the headquarters of potential acquisition opportunities broken out 
by asset size between $50.0 million and $1.5 billion within our target footprint.

4 

We believe many of these banks will continue to be burdened by new and more complex banking regulations, resource constraints,
competitive limitations, rising technological and other business costs, management succession issues and liquidity concerns.

Despite the significant number of opportunities, we intend to continue to employ a disciplined approach to our acquisition strategy and
only seek to identify and partner with financial institutions that possess attractive market share, low-cost deposit funding and 
compelling noninterest income-generating businesses. We believe consolidation will lead to organic growth opportunities for us 
following the integration of businesses we acquire. We also expect to continue to manage our branch network in order to ensure 
effective coverage for customers while minimizing any geographic overlap and driving corporate efficiency.

(cid:120)

(cid:120)

Enhance the Performance of the Banks We Acquire. We strive to successfully integrate the banks we acquire into our 
existing operational platform and enhance stockholder value through the creation of efficiencies within the combined 
operations. As a result of our acquisition history, we believe we have developed an experienced approach to integration 
that seeks to identify and execute on such synergies, particularly in the areas of technology, data processing, compliance 
and human resources, while generating earnings growth. We believe that our experience and reputation as a successful
integrator and acquirer will allow us to continue to capitalize on additional opportunities within our markets in the future.

Focus on Lending Growth in Our Metropolitan Markets While Increasing Deposits in Our Community Markets. We 
are focused on continuing to grow organically and believe the markets in which we operate currently provide meaningful
opportunities to expand our commercial customer base and increase our current market share. We believe our branch
network is strategically split between growing metropolitan markets, such as Kansas City and Wichita, and stable 
community markets within Western Kansas, Western Missouri, Topeka and Northern Arkansas. We believe this diverse 
geographic footprint provides us with access to low cost, stable core deposits in community markets that we can use to
fund commercial loan growth in our metropolitan markets. The following table shows our total deposits and loans (net of 
allowances) in our community markets and our metropolitan markets as of December 31, 2016, which we believe 
illustrates our execution of this strategy. 

Deposits 

Loans

Metropolitan markets(2)
Community markets(3)

Amount(1)

$
472,282
$ 1,158,169

Overall %   

   Amount(1)
29% $  760,983  
71% $  622,622  

(cid:3)    Overall %    
55%
45%

(1)  Amounts in thousands. 
(2)  Represents 10 branches located in the Wichita and Kansas City metropolitan statistical areas, or MSAs. 
(3)  Represents 24 branches located outside of the Wichita and Kansas City MSAs. 

Our team of seasoned bankers represents an important driver of our organic growth by expanding banking relationships with current 
and potential customers. We expect to continue to make opportunistic hires of talented and entrepreneurial bankers, particularly in our 
metropolitan markets, to further augment our growth. Our bankers are incentivized to increase the size of their loan and deposit 
portfolios and generate fee income while maintaining strong credit quality. We also seek to cross-sell our various banking products, 
including our deposit and treasury wealth management products, to our commercial loan customers, which we believe provides a basis
for expanding our banking relationships as well as a stable, low-cost deposit base. We believe we have built a scalable platform that 
will support this continued organic growth.

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Preserve Our Asset Quality Through Disciplined Lending Practices. Our approach to credit management uses well-
defined policies and procedures, disciplined underwriting criteria and ongoing risk management. We believe we are a
competitive and effective commercial and industrial lender, supplementing ongoing and active loan servicing with early-
stage credit review provided by our bankers. This approach has allowed us to maintain loan growth with a diversified
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portfolio of high quality assets. We believe our credit culture supports accountable bankers, who maintain an ability to
expand our customer base as well as make sound decisions for our Company. We believe our success in managing asset
quality is illustrated by our aggregate net charge-off history.

5 

  
  
  
   
 
Our Competitive Strengths 

We believe the following competitive strengths will allow us to continue to achieve our principal objective of increasing stockholder 
value and generating consistent earnings growth through the organic and strategic expansion of our commercial banking franchise:

kk

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Experienced Leadership and Management Team. Our seasoned and experienced executive management team, senior 
leaders and board of directors have exhibited the ability to deliver stockholder value by consistently growing profitably 
while expanding our commercial banking franchise through acquisition and integration. The members of our executive 
management team have, on average, more than twenty years’ experience working for large, billion-dollar-plus financial 
institutions in our markets during various economic cycles and have significant mergers and acquisitions experience in the 
financial services industry. Our executive management team has instilled a transparent and entrepreneurial culture that 
rewards leadership, innovation, and problem solving. 

Focus on Commercial Banking. We are primarily a commercial bank. As measured by outstanding balances as of 
December 31, 2016, commercial loans composed over 68.1% of our loan portfolio, and within our commercial loan 
portfolio, 63.0% of such loans were commercial real estate loans and 37.0% were commercial and industrial loans. We
believe we have developed strong commercial relationships in our markets across a diversified range of sectors, including 
key areas supporting regional and local economic activity and growth, such as manufacturing, freight/transportation, 
consumer services, franchising and commercial real estate. We believe we have also been successful in attracting
customers from larger competitors because of our flexible and responsive approach in providing banking solutions 
tailored to meet our customers’ needs while maintaining disciplined underwriting standards. Our relationship-based
approach seeks to grow lending relationships with our customers as they expand their businesses, including 
geographically and through cross-selling our various other banking products, such as our deposit and treasury 
management products. We have a growing presence in attractive commercial banking markets, such as Wichita and 
Kansas City, which we believe present significant opportunities to continue to increase our business banking activities. 

Our Ability to Consolidate. Our branches are strategically located within metropolitan markets, such as Kansas City and 
Wichita as well as stable community markets that present opportunities to expand our market share. Our executive
management team has identified significant acquisition and consolidation opportunities, ranging from small to large
community banking institutions. We believe our track record of strategic acquisitions and effective integrations, combined
with our expertise in our markets and scalable platform, will allow us to capitalize on these growth opportunities.

Disciplined Acquisition Approach. Our disciplined approach to acquisitions, consolidations and integrations, includes the
following: (i) selectively acquiring community banking franchises only at appropriate valuations, after taking into account 
risks that we perceive with respect to the targeted bank; (ii) completing comprehensive due diligence and developing an 
appropriate plan to address any legacy credit problems of the targeted institution; (iii) identifying an achievable cost 
savings estimate and holding our management accountable for achieving such estimates; (iv) executing definitive
acquisition agreements that we believe provide adequate protections to us; (v) installing our credit procedures, audit and 
risk management policies and procedures and compliance standards upon consummation of the acquisition; 
(vi) collaborating with the target’s management team to execute on synergies and cost saving opportunities related to the 
acquisition; (vii) involving a broader management team across multiple departments in order to help ensure the successful 
integration of all business functions; and (viii) scheduling the acquisition closing date to occur simultaneously with the
platform conversion date. We believe this approach allows us to realize the benefits of the acquisition and create 
stockholder value, while appropriately managing risk. 

Efficient and Scalable Platform with Capacity to Support Our Growth. Through significant investments in technology 
and staff, our management team has built an efficient and scalable corporate infrastructure within our commercial banking
franchise, including in the areas of banking processes, technology, data processing, underwriting and risk management, 
which we believe will support our continued growth. While expanding our infrastructure, several departmental functions
have been outsourced to gain the experience of outside professionals while at the same time achieving more favorable
economics and cost-effective solutions. Such outsourced areas include the internal audit function, investment securities 
management, and select loan review. This outsourcing strategy has proven to control costs while adding enhanced controls
and/or service levels. We believe that this scalable infrastructure will continue to allow us to efficiently and effectively 
manage our anticipated growth.

6 

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Culture Committed to Talent Development, Transparency and Accountability. We have invested in professional talent 
since our inception by building a team of “business persons first and bankers second” and economically aligned them with
our stockholders, primarily through our stock purchase opportunities. In our efforts to become a destination for seasoned 
bankers with an entrepreneurial spirit, we have developed numerous leadership development programs. For example, 
“Equity University” is a year-long program we designed for our promising company-wide leaders. In addition, in 2014
Equity Bank was named one of the “Best Places to Work” by the Wichita Business Journal, and in 2015, the Wichita
Business Journal named Equity Bank a “Best in Business” winner. We believe our well-trained and motivated 
professionals work most effectively in a corporate environment that emphasizes transparency, respect, innovation and 
accountability. Our culture provides our professionals with the empowerment to better serve our clients and our 
communities.

l

Sophisticated and Customized Banking Products with High-Quality Customer Service. We strive to offer our customers
the sophisticated commercial banking products of large financial institutions with the personalized service of a community 
bank. Our management team’s significant banking and lending experience in our markets has provided us with an 
understanding of the commercial banking needs of our customers, which allows us to tailor our products and services to
meet our customers’ needs. In addition to offering a diverse array of banking products and services, we offer our 
customers the high-touch, relationship-based customer service experience of a community bank. For example, we utilize 
Flight, a customized customer relationship management system, to assign relationship officers to enhance our 
relationships with our customers and to identify and meet their particular needs. 

Strong Risk Management Practices. We place significant emphasis on risk management as an integral component of our 
organizational culture without sacrificing growth. We believe our comprehensive risk management system is designed to
make sure that we have sound policies, procedures, and practices for the management of key risks under our risk 
framework (which includes market, operational, liquidity, interest rate sensitivity, credit, insurance, regulatory, legal and 
reputational risk) and that any exceptions are reported by senior management to our board of directors or audit committee.
Our risk management practices are overseen by the Chairmen of our audit and risk committees, who have more than 60 
years of combined banking experience, and our Chief Risk Officer, who has more than 30 years of banking experience. 
We believe that our enterprise risk management philosophy has been important in gaining and maintaining the confidence 
of our various constituencies and growing our business and footprint within our markets. We also believe our strong risk 
management practices are manifested in our asset quality statistics.

Recent Developments 

On March 10, 2017, we completed our acquisition of Prairie State Bancshares, Inc., a Kansas corporation (“Prairie”), pursuant to the 
terms of the Agreement and Plan of Merger, dated October 20, 2016, by and between the Company, Prairie Merger Sub, Inc., a
wholly-owned subsidiary of the Company (the “Merger Sub”), and Prairie (the “Prairie Merger Agreement”). At the effective time of 
the merger (the “Effective Time”), the Merger Sub merged with and into Prairie, with Prairie surviving the merger as a wholly-owned
subsidiary of the Company. Following the Effective Time, Prairie was merged into the Company, with the Company surviving the
merger. Subsequently, State Bank, Prairie’s wholly-owned banking subsidiary, was merged into Equity Bank, with Equity Bank 
surviving the merger. Pursuant to the Prairie Merger Agreement, at the Effective Time the Company issued an aggregate of 479,468 
shares of its Class A common stock and paid $12.3 million to the stockholders of Prairie as consideration under the terms of the
Prairie Merger Agreement. For more information, see “Note 25 – SUBSEQUENT EVENTS” in the Notes to Consolidated Financial 
Statements.

Our Banking Services 

A general description of the range of commercial banking products and other services we offer follows.

Lending Activities 

We offer a variety of loans, including commercial and industrial, commercial real estate-backed loans (including loans secured by 
owner occupied commercial properties), commercial lines of credit, working capital loans, term loans, equipment financing, 
acquisition, expansion and development loans, borrowing base loans, real estate construction loans, homebuilder loans, agricultural, 
government guaranteed loans, letters of credit and other loan products to national and regional companies, restaurant franchisees,
hoteliers, real estate developers, manufacturing and industrial companies, agribusiness companies and other businesses. We also offer 
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various consumer loans to individuals and professionals including residential real estate loans, home equity loans, home equity lines of 
credit (“HELOCs”), installment loans, unsecured and secured personal lines of credit, overdraft protection and letters of credit. 
Lending activities originate from the relationships and efforts of our bankers, with an emphasis on providing banking solutions
tailored to meet our customers’ needs while maintaining our underwriting standards. 

tt

7 

At December 31, 2016, we had total loans of $1.38 billion (net of allowances), representing 62.8% of our total assets. For additional 
information concerning our loan portfolio, see “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results
of Operations – Financial Condition – Loan Portfolio.” 

Concentrations of Credit Risk. Most of our lending activity is conducted with businesses and individuals in metropolitan Kansas City 
and Wichita. Our loan portfolio consists primarily of commercial and industrial loans, which were $348.5 million and constituted 
25.3% of our total loans net of allowances as of December 31, 2016, commercial real estate loans, which were $478.8 million and
constituted 34.6% of our total loans net of allowances as of December 31, 2016, and residential real estate loans, which were $338.4 
million and constituted 24.4% of our total loans net of allowances as of December 31, 2016. Our commercial real estate loans are
generally secured by first liens on real property. The remaining commercial and industrial loans are typically secured by general
business assets, accounts receivable inventory and/or the corporate guaranty of the borrower and/or personal guaranty of its principals.
The geographic concentration subjects the loan portfolio to the general economic conditions within Arkansas, Kansas and Missouri. 
The risks created by such concentrations have been considered by management in the determination of the adequacy of the allowan
ce
y
for loan losses. Management believes the allowance for loan losses is adequate to cover incurred losses in our loan portfolio as of 
December 31, 2016.

Sound risk management practices and appropriate levels of capital are essential elements of a sound commercial real estate lending 
program. Concentrations of commercial real estate exposures add a dimension of risk that compounds the risk inherent in individual
loans. Interagency guidance on commercial real estate concentrations describe sound risk management practices which include board
and management oversight, portfolio management, management information systems, market analysis, portfolio stress testing and
sensitivity analysis, credit underwriting standards, and credit risk review functions. Management believes these practices allow us to 
monitor concentrations in commercial real estate in our loan portfolio.

Large Credit Relationships. As of December 31, 2016, the aggregate amount of loans to our ten largest borrowers (including related
entities) amounted to approximately $175.8 million, or 12.6% of total loans. See “Item 1A – Risk Factors – Risks Related to Our
Business – Our largest loan relationships currently make up a material percentage of our total loan portfolio.” 

Loan Underwriting and Approval. Historically, we believe we have made sound, high quality loans while recognizing that lending 
money involves a degree of business risk. We have loan policies designed to assist us in managing this business risk. These policies 
provide a general framework for our loan origination, monitoring and funding activities, while recognizing that not all risks can be
anticipated. Our board of directors delegates loan authority up to board-approved hold limits collectively to our Directors’ credit 
committee, which is comprised of members of our board of directors. Our board of directors also delegates limited lending authority to 
our internal loan committee, which is comprised of members of our executive management team. In addition, our board of directors 
also delegates more limited lending authority to our Chief Executive Officer, Chief Credit Officer, credit risk personnel, and, on a
further limited basis, to selected lending managers in each of our target markets. Lending officers and relationship managers,
including our bankers, have further limited individual loan authority. When the total relationship exceeds an individual’s loan
authority, a higher authority or credit committee approval is required. The objective of our approval process is to provide a
disciplined, collaborative approach to larger credits while maintaining responsiveness to client needs. 

Loan decisions are documented as to the borrower’s business, purpose of the loan, evaluation of the repayment source and the
associated risks, evaluation of collateral, covenants and monitoring requirements, and the risk rating rationale. Our strategy for 
approving or disapproving loans is to follow conservative loan policies and consistent underwriting practices which include: 

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maintaining close relationships among our customers and their designated banker to ensure ongoing credit monitoring and
loan servicing; 

granting credit on a sound basis with full knowledge of the purpose and source of repayment for such credit; 

ensuring that primary and secondary sources of repayment are adequate in relation to the amount of the loan; 

developing and maintaining targeted levels of diversification for our loan portfolio as a whole and for loans within each 
category; and

ensuring that each loan is properly documented and that any insurance coverage requirements are satisfied.

8 

Managing credit risk is a Company-wide process. Our strategy for credit risk management includes well-defined, centralized credit 
policies, uniform underwriting criteria and ongoing risk monitoring and review processes for all credit exposures. Our processes 
emphasize early-stage review of loans, regular credit evaluations and management reviews of loans, which supplement the ongoing
and proactive credit monitoring and loan servicing provided by our bankers. Our Chief Credit Officer provides Company-wide credit 
oversight and periodically reviews all credit risk portfolios to ensure that the risk identification processes are functioning properly and
that our credit standards are followed. In addition, a third-party loan review is performed to assist in the identification of problem 
assets and to confirm our internal risk rating of loans. We attempt to identify potential problem loans early in an effort to seek 
aggressive resolution of these situations before the loans become a loss, record any necessary charge-offs promptly and maintain 
adequate allowance levels for probable loan losses incurred in the loan portfolio. 

Our loan policies generally include other underwriting guidelines for loans collateralized by real estate. These underwriting standards
are designed to determine the maximum loan amount that a borrower has the capacity to repay based upon the type of collateral 
securing the loan and the borrower’s income. Such loan policies include maximum amortization schedules and loan terms for each
category of loans collateralized by liens on real estate. 

In addition, our loan policies provide guidelines for personal guarantees; an environmental review; loans to employees, executive
officers and directors; problem loan identification; maintenance of an adequate allowance for loan losses and other matters relating to 
lending practices.

Lending Limits. Our lending activities are subject to a variety of lending limits imposed by federal law. In general, the Bank is subject 
to a legal lending limit on loans to a single borrower based on the Bank’s capital level. The dollar amounts of the Bank’s lending limit 
increases or decreases as the Bank’s capital increases or decreases. The Bank is able to sell participations in its larger loans to other 
financial institutions, which allows it to manage the risk involved in these loans and to meet the lending needs of its customers
requiring extensions of credit in excess of these limits.

The Bank’s legal lending limit as of December 31, 2016 on loans to a single borrower was $49.1 million. However, we typically 
maintain an in-house limit of $15.0 million for loans to a single borrower. We have strict policies and procedures in place for the
establishment of hold limits with respect to specific products and businesses and evaluating exceptions to the hold limits for individual
relationships.

r

Our loan policies provide general guidelines for loan-to-value ratios that restrict the size of loans to a maximum percentage of the 
value of the collateral securing the loans, which percentage varies by the type of collateral. Our internal loan-to-value limitations
follow limits established by applicable law. 

Loan Types. We provide a variety of loans to meet our customers’ needs. The section below discusses our general loan categories. 

Commercial and Industrial Loans. We make commercial and industrial loans, including commercial lines of credit, working capital
loans, commercial real estate-backed loans (including loans secured by owner occupied commercial properties), term loans, equipment 
financing, acquisition, expansion and development loans, borrowing base loans, real estate construction loans, homebuilder loans, 
restaurant franchisees, hoteliers, government guaranteed loans, letters of credit and other loan products, primarily in our target markets
that are underwritten on the basis of the borrower’s ability to service the debt from income. We take as collateral a lien on general
business assets including, among other things, available real estate, accounts receivable, inventory and equipment and generally obtain 
a personal guaranty of the borrower or principal. Our commercial and industrial loans generally have variable interest rates and terms 
that typically range from one to five years depending on factors such as the type and size of the loan, the financial strength of the
borrower/guarantor and the age, type and value of the collateral. Fixed rate commercial and industrial loan maturities are generally
short-term, with three-to-five year maturities, or include periodic interest rate resets. Terms greater than five years may be appropriate 
in some circumstances, based upon the useful life of the underlying asset being financed or if some form of credit enhancement, such
as a government guarantee is obtained.

We also participate in syndicated loans (loans made by a group of lenders, including us, who share or participate in a specific loan)
with a larger regional financial institution as the lead lender. Syndicated loans are typically made to large businesses (which are
referred to as shared national credits) or middle market companies (which do not meet the regulatory definition of shared national
credits), both of which are secured by business assets or equipment, and also commercial real estate. The syndicate group for both 
types of loans usually consists of two to three other financial institutions. In particular, we frequently work with a large regional
financial institution, which is often the lead lender with respect to these loans. We have grown this portfolio to diversify our balance
sheet, increase our yield and mitigate interest rate risk due to the variable rate pricing structure of the loans. We have a defined set of 
credit guidelines that we use when evaluating these credits. Although other large financial institutions are the lead lenders on these 
loans, our credit department does its own independent review of these loans and the approval process of these loans is consistent with
our underwriting of loans and our lending policies. We expect to continue our syndicated lending program for the foreseeable future.

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9 

In 2015, we began to participate in mortgage finance loans with another institution, “the originator.” These mortgage finance loans 
consist of ownership interests purchased in single family residential mortgages funded through the originator’s mortgage finance 
group. These loans are typically on our balance sheet for 10 to 20 days. We have grown this portfolio with the intent to diversify our 
balance sheet, increase our yield compared to other short term investment opportunities and mitigate interest rate risk due to the
variable rate pricing structure of the loans. We have a defined set of credit guidelines we use when evaluating these loans, our credit 
department does its own independent review of these loans and the approval process of these loans is consistent with our underwriting
of loans and our lending policies. 

In general, commercial and industrial loans may involve increased credit risk and, therefore, typically yield a higher return. 
d
increased risk in commercial and industrial loans derives from the expectation that such loans generally are serviced principally from 
the operations of the business, and those operations may not be successful. Any interruption or discontinuance of operating cash flows
from the business, which may be influenced by events not under the control of the borrower such as economic events and changes in 
governmental regulations, could materially affect the ability of the borrower to repay the loan. In addition, the collateral securing 
commercial and industrial loans generally includes moveable property such as equipment and inventory, which may decline in value
more rapidly than we anticipate exposing us to increased credit risk. As a result of these additional complexities, variables and risks,
commercial and industrial loans require extensive underwriting and servicing.

The

a

Commercial Real Estate Loans. We make commercial mortgage loans collateralized by real estate, which may be owner occupied or 
non-owner occupied real estate. Commercial real estate lending typically involves higher loan principal amounts and the repayment is
dependent, in large part, on sufficient income from the properties securing the loans to cover operating expenses and debt service. We
require our commercial real estate loans to be secured by well-managed property with adequate margins and generally obtain a
guarantee from responsible parties. Our commercial mortgage loans generally are collateralized by first liens on real estate, have 
variable or fixed interest rates and amortize over a 10-to-20 year period with balloon payments or rate adjustments due at the end of 
three to seven years. Periodically, we will utilize an interest rate swap to hedge against long term fixed rate exposures. Commercial 
mortgage loans considered for interest rate swap hedging typically have terms of greater than five years.

Payments on loans secured by such properties are often dependent on the successful operation (in the case of owner occupied real 
estate) or management (in the case of non-owner occupied real estate) of the properties. Accordingly, repayment of these loans may be 
subject to adverse conditions in the real estate market or the economy to a greater extent than other types of loans. In underwriting
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commercial real estate loans, we seek to minimize these risks in a variety of ways, including giving careful consideration to t
property’s age, condition, operating history, future operating projections, current and projected market rental rates, vacancy rates,
location and physical condition. The underwriting analysis also may include credit verification, reviews of appraisals, environmental
hazards or reports, the borrower’s liquidity and leverage, management experience of the owners or principals, economic condition and
industry trends. 

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Real Estate Construction Loans. We make loans to finance the construction of residential and non-residential properties. Construction 
loans generally are collateralized by first liens on real estate and have floating interest rates. We conduct periodic inspections, either 
directly or through an agent, prior to approval of periodic draws on these loans. Underwriting guidelines similar to those described
above also are used in our construction lending activities. Our construction loans have terms that typically range from six months to 
two years depending on factors such as the type and size of the development and the financial strength of the borrower/guarantor.
Loans are typically structured with an interest only construction period. Loans are underwritten to either mature at the completion of 
construction, or transition to a traditional amortizing commercial real estate facility at the completion of construction, in line with 
other commercial real estate loans held at the bank.

Construction loans generally involve additional risks attributable to the fact that loan funds are advanced upon the security of a project 
under construction, and the project is of uncertain value prior to its completion. Because of uncertainties inherent in estimating 
construction costs, the market value of the completed project and the effects of governmental regulation on real property, it can be
difficult to accurately evaluate the total funds required to complete a project and the related loan-to-value ratio. As a result of these
uncertainties, construction lending often involves the disbursement of substantial funds with repayment dependent, in part, on the
success of the ultimate project rather than the ability of a borrower or guarantor to repay the loan. If we are forced to foreclose on a
project prior to completion, there is no assurance that we will be able to recover the entire unpaid portion of the loan. In addition, we 
may be required to fund additional amounts to complete a project and it may be necessary to hold the property for an indeterminate
period of time subject to the regulatory limitations imposed by local, state or federal laws. 

10 

1 – 4 Family Residential Mortgages. We make residential real estate loans collateralized by owner occupied properties located in our 
market areas. We offer a variety of mortgage loan products with amortization periods up to 30 years including traditional 30-year 
fixed loans and various adjustable rate mortgages. Typically, loans with a fixed interest rate of greater than 10 years are held for sale
and sold on the secondary market, and adjustable rate mortgages are held for investment. However, in connection with the acquisition 
of First Independence, we acquired $71 million in residential real estate loans, with a substantial amount having fixed interest rate
terms of greater than 10 years. Loans collateralized by one-to-four family residential real estate generally are originated in 
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no more than 80% of appraised value. Home equity loans and HELOCs are generally limited to a combined loan-to-value ratio of 
80%, including the subordinate lien. We retain a valid lien on real estate, obtain a title insurance policy that insures that the property is 
free from encumbrances and require hazard insurance.

amounts of 

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From time to time we have purchased pools of residential mortgages originated by other financial institutions to hold for investment 
ave an 
with the intent to diversify our residential mortgage loan portfolio, and increase our yield. These loans purchased typically h
adjustable rate with a fixed period of no more than 10-years, and are collateralized by one-to-four family residential real estate. We 
have a defined set of credit guidelines that we use when evaluating these credits. Although these loans were originated and 
underwritten by another institution, our mortgage and credit departments do their own independent review of these loans. These loans 
typically are secured by collateral outside of our branch footprint.

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Agricultural Loans. We offer both fixed-rate and adjustable-rate agricultural real estate loans to our customers. We also make loans to
finance the purchase of machinery, equipment and breeding stock, seasonal crop operating loans used to fund the borrower’s crop
production operating expenses, livestock operating and revolving loans used to purchase livestock for resale and related livestock 
production expense. 

Generally, our agricultural real estate loans amortize over periods not in excess of 20 years and have a loan-to-value ratio of 80%. We 
also originate agricultural real estate loans directly and through programs sponsored by the Farmers Home Administration, an agency 
of the United States Department of Agriculture (“FHA”), which provides a partial guarantee on loans underwritten to FHA standards.
Agricultural real estate loans generally carry higher interest rates and have shorter terms than 1-4 family residential real estate loans. 
Agricultural real estate loans, however, entail additional credit risks compared to one- to four-family residential real estate loans, as
they typically involve larger loan balances concentrated with single borrowers or groups of related borrowers. We generally require 
farmers to obtain multi-peril crop insurance coverage through a program partially subsidized by the Federal government to help
mitigate the risk of crop failures.

f

Agricultural operating loans may be originated  at an adjustable- or fixed-rate of interest and generally for a term of up to 7 years. In 
the case of agricultural operating loans secured by breeding livestock and/or farm equipment, such loans are originated at fixed rates 
of interest for a term of up to 5 years. We typically originate agricultural operating loans on the basis of the borrower’s ability to make 
repayment from the cash flow of the borrower’s agricultural business. As a result, the availability of funds for the repayment of 
agricultural operating loans may be substantially dependent on the success of the business itself and the general economic 
environment. A significant number of agricultural borrowers with these types of loans may qualify for relief under a chapter of the
f
U.S. Bankruptcy Code that is designed specifically for the reorganization of financial obligations of family farmers and which
provides certain preferential procedures to agricultural borrowers compared to traditional bankruptcy proceedings pursuant to other 
chapters of the U.S. Bankruptcy Code. 

Consumer Loans. We make a variety of loans to individuals for personal and household purposes, including secured and unsecured
term loans and home improvement loans. Consumer loans are underwritten based on the individual borrower’s income, current debt
level, past credit history and the value of any available collateral. The terms of consumer loans vary considerably based upon the loan 
type, nature of collateral and size of the loan. Consumer loans entail greater risk than do residential real estate loans because they may 
be unsecured or, if secured, the value of the collateral, such as an automobile or boat, may be more difficult to assess and more likely 
to decrease in value than real estate. In such cases, any repossessed collateral for a defaulted consumer loan may not provide an 
adequate source of repayment for the outstanding loan balance. The remaining deficiency often will not warrant further substantial
collection efforts against the borrower beyond obtaining a deficiency judgment. In addition, consumer loan collections are dependent 
on the borrower’s continuing financial stability, and thus are more likely to be adversely affected by job loss, divorce, illness or 
personal bankruptcy. Furthermore, the application of various federal and state laws may limit the amount which can be recovered on 
such loans.

11 

Deposit Products 

Our lending and investing activities are primarily funded by deposits. We offer a variety of deposit accounts with a wide range of 
interest rates and terms including demand, savings, money market and time deposits with the goal of attracting a wide variety of 
customers, including small to medium-sized businesses. We employ customer acquisition strategies to generate new account and
deposit growth, such as customer referral incentives, search engine optimization, targeted direct mail and email campaigns, in addition 
to conventional marketing initiatives and advertising. Our goal is to emphasize our Signature Deposits and cross-sell our deposit 
products to our loan customers. 

We design our consumer deposit products specifically for the lifestyles of clients in the communities we serve. Some accounts 
emphasize and reward debit card usage, while others appeal to higher deposit customers. We also utilize Flight, which is our customer 
relationship management system, to assist our personnel in deepening and expanding current relationships by providing timely 
identification of potential needs. It also serves as a methodical tool to track customer onboarding and retention actions by account 
officers. While we do not actively solicit wholesale deposits for funding purposes and do not partner with deposit brokers, we do
participate in the CDARS service via Promontory Interfinancial Network as an option for our customers to place funds. 

We also from time to time bid for, and accept, deposits from public entities in our markets.

Other Products and Services 

We offer banking products and services that are competitively priced with a focus on convenience and accessibility. We offer a full
suite of online banking solutions including access to account balances, online transfers, online bill payment and electronic delivery of 
customer statements, mobile banking solutions for iPhone and Android phones, including remote check deposit with mobile bill pay.aa
We offer extended drive-through hours, ATMs and banking by telephone, mail and personal appointment. We offer debit cards with 
no ATM surcharges or foreign ATM fees for checking customers, plus night depository, direct deposit, cashier’s and travelers checks 
and letters of credit, as well as treasury management services, wire transfer services and automated clearing house (“ACH”) services. 

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We offer a full array of commercial treasury management services designed to be competitive with banks of all sizes. Treasury 
Management Services include balance reporting (including current day and previous day activity), transfers between accounts, wire 
transfer initiation, ACH origination and stop payments. Cash management deposit products consist of lockbox, remote deposit capture, 
positive pay, reverse positive pay, account reconciliation services, zero balance accounts and sweep accounts including loan sweep. 

Our Markets

We currently conduct banking operations through our 34 full service branches located in Arkansas, Kansas and Missouri. We believe
that an important factor contributing to our historical performance and our ability to execute our strategy is the attractiveness and
specific characteristics of our existing and target markets. In particular, we believe our markets provide us with access to low cost, 
stable core deposits in smaller community markets that we can use to fund commercial loan growth in metropolitan areas.

We believe our existing and target markets are among some of the most attractive in the Midwestern United States. Our markets are aa
home to thousands of manufacturing and trade jobs, and have experienced recent growth in the healthcare, consumer services and 
technology sectors. We believe the central geographic footprint of our markets provides numerous industrial plants, facilities and
manufacturing businesses with a central shipping location from which they can distribute their products. In addition, many of the jobs 
within these industries in our market are highly specialized, and as a result, employees receive a premium in wages. For example,
according to the Bureau of Labor Statistics, during 2014 manufacturing employees in Kansas City, our largest market, received an aa
annual average salary that was 10% higher than the annual average salary received by aerospace engineers in the United States. Our 
markets also serve as the corporate headquarters for Koch Industries Inc., Hallmark Cards, Inc., H&R Block, Inc., Sprint Corporation, 
Cerner Corporation, AMC Entertainment Holdings, Inc., Garmin International, Inc., Cessna Aircraft Company, Seaboard Corporation, 
Cargill Meat Solutions and The Coleman Company and host a major presence for companies across a variety of industries, including
Spirit AeroSystems, Inc., Bombardier Learjet, Collective Brands, Inc., FedEx, Flexsteel, Hills Pet Nutrition, Inc., Textron Aviation 
Services, Tyson Foods, Dairy Farmers of America, Honeywell, Bayer Corporation and Dean & Deluca, Inc. We understand the
community banking needs of the businesses and individuals within our markets and have focused on developing a commercial and 
personal banking platform to service such needs.

tt

12 

The markets in which we operate have generally experienced stable population growth over the past five years, with modest 
population growth expected over the next five years. Wichita is the largest MSA in Kansas with a population of over 649,000, and 
Kansas City is the 30th largest MSA in the U.S. with a population of more than 2 million as of December 31, 2016. In addition, over 
the next five years our markets are projected to experience moderate compounded annual growth in consumer and commercial
deposits. Our markets are stable and have weathered various economic cycles relatively well. According to the FDIC, the aggregate
noncurrent loans as a percentage of loans for all reporting institutions in both Kansas and Missouri were less than those of the United 
States during pre-recession periods (2005-2007), the most recent recession years (2008-2011) and post-recession years (2012-2014).
More specifically, reporting banks nationwide posted average quarterly figures of 0.85%, 4.12% and 3.02% in the respective 
aforementioned time periods, while Kansas posted average quarterly figures of 0.78%, 2.76%, 1.53%, respectively, and Missouri
posted average quarterly figures of 0.70%, 2.86%, and 1.77%, respectively.

We compete for loans, deposits and financial services in our markets against many other bank and nonbank institutions, including
community banks, regional banks, national banks, Internet-based banks, money market and mutual funds, brokerage houses, credit 
unions, mortgage companies and insurance companies. We believe that our comprehensive suite of sophisticated banking products
provides us with a competitive advantage over smaller community banks within our markets while our high-quality, relationship-
based customer service will allow us to take market share from larger regional and national banks. In addition, our markets present 
significant acquisition, integration and consolidation opportunities, and we expect to continue to pursue strategic acquisitions in our 
markets. We believe that many small to mid-sized banking organizations that currently serve our markets are acquisition opportunities 
for us, either because of scale and operational challenges, regulatory pressures, management succession issues or stockholder liquidity 
needs. We think we offer an attractive solution for such banks because we retain the community banking feel and services upon whichw
their customers expect and rely. 

uu

Information Technology Systems

We have made and continue to make significant investments in our information technology systems and staff for our banking and 
lending operations and treasury management activities. We believe this investment will support our continued growth and enable us to 
enhance our capabilities to offer new products and overall customer experience, and to provide scale for future growth and 
acquisitions. We utilize a nationally recognized software vendor, and their support allows us to operate our data processing and core
systems in-house. Our internal network and e-mail systems are maintained in-house and we recently enhanced our back-up site at a 
decentralized location. This back-up site provides for redundancy and disaster recovery capabilities. 

The majority of our other systems including our electronic funds transfer, transaction processing and our online banking services are 
hosted by third-party service providers. The scalability of this infrastructure will support our growth strategy. In addition, the tested 
capability of these vendors to automatically switch over to standby systems should allow us to recover our systems and provide
business continuity quickly in case of a disaster. 

Competition

The financial services industry is highly competitive. We compete for loans, deposits, and financial services in all of our principal
markets. We compete directly with other bank and nonbank institutions located within our markets, Internet-based banks, out-of-
market banks, and bank holding companies that advertise in or otherwise serve our markets, along with money market and mutual
funds, brokerage houses, mortgage companies, and insurance companies or other commercial entities that offer financial services
products. Competition involves efforts to retain current customers, obtain new loans and deposits, increase the scope and type of 
services offered, and offer competitive interest rates paid on deposits and charged on loans. Many of our competitors enjoy 
competitive advantages, including greater financial resources, a wider geographic presence, more accessible branch office locations, 
the ability to offer additional services, more favorable pricing alternatives, and lower origination and operating costs. Some of our 
competitors have been in business for a long time and have an established customer base and name recognition. We believe that our 
competitive pricing, personalized service, and community involvement enable us to effectively compete in the communities in which 
we operate.

Employees

As of December 31, 2016, we had approximately 415 full-time equivalent employees. None of our employees are represented by any 
collective bargaining unit or is a party to a collective bargaining agreement.

13 

Available Information

The Company files reports, proxy statements and other information with the Securities and Exchange Commission, or SEC, under the
Securities Exchange Act of 1934, as amended. You may read and copy this information at the SEC’s Public Reference Room, 100 F 
Street, N.E., Washington, D.C. 20549. You may obtain information on the operation of the Public Reference Room by calling the SEC 
at 1-800-SEC-0330. The SEC also maintains an internet site that contains reports, proxy and information statements and other 
information about issuers, like the Company, who file electronically with the SEC. The address of the site is http://www.sec.gov. 

Documents filed by the Company with the SEC are available from the Company without charge (except for exhibits to the
documents). You may obtain documents filed by the Company with the SEC by requesting them in writing or by telephone from the
Company at the following address: 

Equity Bancshares, Inc. 
7701 East Kellogg Drive, Suite 300 
Wichita, Kansas 67207
Attention: Investor Relations
Telephone: (316) 612-6000 

Documents filed by the Company with the SEC are also available on the Company’s website, http://investor.equitybank.com. 
Information furnished by the Company and information on, or accessible through, the SEC’s or the Company’s website is not part of 
this Annual Report on Form 10-K. 

Supervision and Regulation 

Banking is a complex, highly regulated industry. Consequently, our growth and earnings performance can be affected, not only by
management decisions and general and local economic conditions, but also by the statutes administered by and the regulations and 
policies of, various governmental regulatory authorities. These authorities include, but are not limited to, the Federal Reserve, the
FDIC, the Office of the Comptroller of the Currency (“OCC”), the Kansas Office of State Bank Commissioner (“OSBC”), the
Consumer Financial Protection Bureau (“CFPB”), the IRS, and state taxing authorities. The effect of these statutes, regulations and 
policies and any changes to any of them can be significant and cannot be predicted.

The primary goals of the bank regulatory scheme are to maintain a safe and sound banking system and to facilitate the conduct of 
sound monetary policy. In furtherance of those goals, the U.S. Congress and the individual states have created numerous regulatory 
agencies and enacted numerous laws, such as the Dodd-Frank Act, that govern banks and the banking industry. The system of 
supervision and regulation applicable to us establishes a comprehensive framework for our operations and is intended primarily for the 
protection of the FDIC’s deposit insurance funds, our depositors and the public, rather than the stockholders and creditors.

New regulations and statutes are regularly proposed that contain wide-ranging proposals for altering the structures, regulations and
competitive relationships of financial institutions operating in the United States. The federal banking agencies have issued a number of 
significant new regulations as a result of the Dodd-Frank Act and a number of additional regulations are pending or may be proposed. 
We cannot predict whether or in what form any proposed regulation or statute will be adopted or the extent to which our businesses 
may be affected by any new regulation or statute.

The following is an attempt to summarize some of the relevant laws, rules and regulations governing banks and bank holding
companies, but does not purport to be a complete summary of all applicable laws, rules and regulations governing banks. The 
descriptions are qualified in their entirety by reference to the specific statutes and regulations discussed. 

Bank Holding Company Regulation

We are a bank holding company registered under the Bank Holding Company Act of 1956, as amended, or the BHC Act, and are
subject to supervision and regulation by the Federal Reserve. Federal laws subject bank holding companies to particular restrictions on 
the types of activities in which they may engage and to a range of supervisory requirements and activities, including regulatory rr
enforcement actions, for violation of laws and policies.

14 

Activities Closely Related to Banking 

The BHC Act prohibits a bank holding company, with certain limited exceptions, from acquiring direct or indirect ownership or 
control of more than five percent of the voting shares of any company that is not a bank or from engaging in any activities other than 
those of banking, managing or controlling banks and certain other subsidiaries or furnishing services to or performing services for its 
subsidiaries. Bank holding companies also may engage in or acquire interests in companies that engage in a limited set of activities
that are so closely related to banking as to be a proper incident thereto. If a bank holding company has become a financial hol
ding 
t
company, or an FHC, it may engage in a broader set of activities, including insurance underwriting and broker-dealer services as well
as activities that are jointly determined by the Federal Reserve and the U.S. Treasury to be financial in nature or incidental to such 
financial activity. FHCs may also engage in activities that are determined by the Federal Reserve to be complementary to financial
activities. We have not elected to be an FHC at this time. To maintain FHC status, the bank holding company and all subsidiary 
depository institutions must be “well managed” and “well capitalized.” Additionally, all subsidiary depository institutions must have
received at least a “Satisfactory” rating on its most recent CRA examination. Failure to meet these requirements may result in 
limitations on activities and acquisitions.

Safe and Sound Banking Practices

Bank holding companies are not permitted to engage in unsafe and unsound banking practices. The Federal Reserve may order a bank nn
holding company to terminate an activity or control of a non-bank subsidiary if such activity or control constitutes a significant risk to 
the financial safety, soundness or stability of a subsidiary bank and is inconsistent with sound banking principles. Regulation Y also 
requires a holding company to give the Federal Reserve prior notice of any redemption or repurchase of its own equity securities if the 
consideration to be paid, together with the consideration paid for any repurchases or redemptions in the preceding year, is equal to
10% or more of the company’s consolidated net worth. 

n

Consistent with the Dodd-Frank Act codification of the Federal Reserve’s policy that bank holding companies must serve as a source 
of financial strength for their subsidiary banks, the Federal Reserve has stated that, as a matter of prudence, a bank holding company 
generally should not maintain a rate of distributions to stockholders unless its available net income has been sufficient to fully fund the 
distributions and the prospective rate of earnings retention appears consistent with a bank holding company’s capital needs, asset 
quality and overall financial condition.

In addition, the Federal Reserve Supervisory Letter SR 09-4 provides guidance on the declaration and payment of dividends, capital 
redemptions and capital repurchases by a bank holding company. Supervisory Letter SR 09-4 provides that, as a general matter, a
bank holding company should eliminate, defer or significantly reduce its dividends if: (i) the bank holding company’s net income
available to stockholders for the past four quarters, net of dividends previously paid during that period, is not sufficient to fully fund
the dividends, (ii) the bank holding company’s prospective rate of earnings retention is not consistent with the bank holding 
company’s capital needs and overall current and prospective financial condition or (iii) the bank holding company will not meet, or is
in danger of not meeting, its minimum regulatory capital adequacy ratios. Failure to do so could result in a supervisory finding that the 
bank holding company is operating in an unsafe and unsound manner. 

Limitations on Equity Bank’s ability to pay dividends could, in turn, affect our ability to pay dividends to our stockholders. For more
information concerning Equity Bank’s ability to pay dividends, see “Bank Regulation” below. 

The Federal Reserve has broad authority to prohibit activities of bank holding companies and their non-banking subsidiaries which 
represent unsafe and unsound banking practices or which constitute violations of laws or regulations. Notably, the Financial
Institutions Reform, Recovery and Enforcement Act of 1989, or FIRREA, provides that the Board of Governors of the Federal 
Reserve can assess civil money penalties for such practices or violations which can be as high as $1 million per day. FIRREA contains
expansive provisions regarding the scope of individuals and entities against which such penalties may be assessed.

Annual Reporting and Examinations 

We are required to file annual and quarterly reports with the Federal Reserve and such additional information as the Federal Reserve
may require pursuant to the BHC Act. The Federal Reserve may examine a bank holding company or any of its subsidiaries and 
charge the company for the cost of such an examination. We are also subject to reporting and disclosure requirements under state and
federal securities laws. 

15 

Rules on Regulatory Capital 

Regulatory capital rules released in July 2013 pursuant to the Basel III requirements, or the Basel III rules, implement higher
minimum capital requirements for bank holding companies and banks. The Basel III rules include a new common equity Tier 1 capital
requirement and establish criteria that instruments must meet to be considered common equity Tier 1 capital, additional Tier 1 capital 
or Tier 2 capital. These enhancements are designed to both improve the quality and increase the quantity of capital required, on a fully 
phased-in basis, to be held by banking organizations, better equipping the U.S. banking system to deal with adverse economic 
conditions. The Basel III rules require banks and bank holding companies to maintain a minimum common equity Tier 1, or CET1,
capital ratio of 4.5%, a total Tier 1 capital ratio of 6%, a total capital ratio of 8% and a leverage ratio of 4%. Once fully phased in, 
bank holding companies will also be required to hold a capital conservation buffer of CET1 capital of 2.5% to avoid limitations on 
capital distributions and executive compensation payments. Under the Basel III rules, bank holding companies must maintain a total
risk-based capital ratio of 10% and a total Tier 1 risk-based capital ratio of 6% to be considered “well capitalized” for purposes of 
certain rules and requirements. 

The Basel III rules also require banks to maintain a CET1 capital ratio of 6.5%, a total Tier 1 capital ratio of 8%, a total capital ratio of 
aa
10% and a leverage ratio of 5% to be deemed “well capitalized” for purposes of certain rules and prompt corrective action 
requirements. The risk-based ratios include a “capital conservation buffer” of 2.5%. The new capital conservation buffer requirement 
is to be phased in beginning in January 2016 at 0.625% of risk-weighted assets and will increase by that amount each year until fully 
implemented in January 2019. An institution would be subject to limitations on certain activities, including payment of dividends,
share repurchases and discretionary bonuses to executive officers, if its capital level is below the buffer amount. 

The Basel III rules attempt to improve the quality of capital by implementing changes to the definition of capital. Among the most 
important changes are stricter eligibility criteria for regulatory capital instruments that would disallow the inclusion of ins
truments, 
y
such as trust preferred securities, in Tier 1 capital going forward and new constraints on the inclusion of minority interests, mortgage-
servicing assets, deferred tax assets and certain investments in the capital of unconsolidated financial institutions. In addition, the 
Basel III rules require that most regulatory capital deductions be made from CET1 capital.

Under the Basel III rules, to avoid limitations on capital distributions, including dividend payments and certain discretionary bonus
payments to executive officers, a banking organization must hold a capital conservation buffer composed of common equity Tier 1
d
capital above its minimum risk-based capital requirements. This buffer will help to ensure that banking organizations conserve capital 
when it is most needed, allowing them to better weather periods of economic stress. The buffer is measured relative to risk-weighted
assets.

y

The Federal Reserve may also set higher capital requirements for holding companies whose circumstances warrant it. For example,
holding companies experiencing internal growth or making acquisitions are expected to maintain strong capital positions substantially
above the minimum supervisory levels, without significant reliance on intangible assets. At this time, the bank regulatory agencies are 
more inclined to impose higher capital requirements to meet well capitalized standards and future regulatory change could impose 
higher capital standards as a routine matter. Our regulatory capital ratios and those of Equity Bank are in excess of the levels
established for well capitalized institutions under the Basel III rules.

nn

The Basel III rules also set forth certain changes in the methods of calculating certain risk-weighted assets, which in turn will affect 
the calculation of risk-based ratios. Under the Basel III rules, higher or more sensitive risk weights would be assigned to various 
categories of assets, including certain credit facilities that finance the acquisition, development or construction of real property, certain 
exposures or credits that are 90 days past due or on non-accrual, foreign exposures and certain corporate exposures. In addition, the 
Basel III rules include (i) alternative standards of credit worthiness consistent with the Dodd-Frank Act, (ii) greater recognition of 
collateral and guarantees and (iii) revised capital treatment for derivatives and repo-style transactions. 

In addition, the Basel III rules include certain exemptions to address concerns about the regulatory burden on community banks. For 
example, banking organizations with less than $15 billion in consolidated assets as of December 31, 2009 are permitted to include in 
Tier 1 capital trust preferred securities and cumulative perpetual preferred stock issued and included in Tier 1 capital prior to May 19,
2010 on a permanent basis, without any phase out. Community banks were also permitted to make a one-time election in their 
March 31, 2015 quarterly filings to opt-out of the requirement to include most accumulated other comprehensive income, or AOCI,
components in the calculation of CET1 capital and, in effect, retain the AOCI treatment under the current capital rules. Under the
Basel III rules, we made the one-time, permanent election to continue to exclude AOCI from capital. 

16 

Imposition of Liability for Undercapitalized Subsidiaries 

The Federal Deposit Insurance Corporation Improvement Act of 1991, or the FDICIA, required each federal banking agency to revise
its risk-based capital standards to ensure that those standards take adequate account of interest rate risk, concentration of credit risk 
and the risks of nontraditional activities, as well as reflect the actual performance and expected risk of loss on multifamily mortgages.

Pursuant to the FDICIA, each federal banking agency has specified, by regulation, the levels at which an insured institution would be
alized. As
considered well capitalized, adequately capitalized, undercapitalized, significantly undercapitalized and critically undercapit
of December 31, 2016, Equity Bank exceeded the capital levels required to be deemed well capitalized. 

ff

Additionally, FDICIA requires bank regulators to take prompt corrective action to resolve problems associated with insured 
depository institutions. In the event an institution becomes undercapitalized, it must submit a capital restoration plan. 

Under these prompt corrective action provisions of FDICIA, if a controlled bank is undercapitalized, then the regulators could require
the bank to submit a capital restoration plan. If an institution becomes significantly undercapitalized or critically undercapitalized, 
additional and significant limitations are placed on the institution. The capital restoration plan of an undercapitalized institution will
not be accepted by the regulators unless each company having control of the undercapitalized institution guarantees the subsidiary’s 
compliance with the capital restoration plan until it becomes adequately capitalized. We have control of Equity Bank for the purpose
of this statute. 

uu

Further, by statute and regulation, a bank holding company must serve as a source of financial and managerial strength to each bank 
that it controls and, under appropriate circumstances, may be required to commit resources to support each such controlled bank. This 
support may be required at times when the bank holding company may not have the resources to provide the support. In addition, if 
the Federal Reserve believes that a bank holding company’s activities, assets or affiliates represent a significant risk to the financial 
safety, soundness or stability of a controlled bank, then the Federal Reserve could require the bank holding company to terminate the 
activities, liquidate the assets or divest the affiliates. The regulators may require these and other actions in support of controlled banks 
even if such actions are not in the best interests of the bank holding company or its stockholders. 

Acquisitions by Bank Holding Companies 

The BHC Act requires every bank holding company to obtain the prior approval of the Federal Reserve before it may acquire all or 
substantially all of the assets of any bank or ownership or control of any voting shares of any bank if after such acquisition it would 
own or control, directly or indirectly, more than 5% of the voting shares of such bank. In approving bank acquisitions by bank holding 
companies, the Federal Reserve is required to consider the financial and managerial resources and future prospects of the bank holding 
company and banks concerned, the convenience and needs of the communities to be served, the effect on competition as well as the
financial stability of the United States. The Attorney General of the United States may, within 30 days after approval of an acquisition 
by the Federal Reserve, bring an action challenging such acquisition under the federal antitrust laws, in which case the effectiveness of 
such approval is stayed pending a final ruling by the courts. Under certain circumstances, the 30-day period may be shortened to 15
days. 

Control Acquisitions 

The Change in Bank Control Act, or the CBCA, prohibits a person or group of persons from acquiring “control” of a bank holding 
company unless the Federal Reserve has been notified and has not objected to the transaction. Under a rebuttable presumption 
established by the Federal Reserve, the acquisition of 10% or more of a class of voting stock of a bank holding company with a class 
of securities registered under Section 12 of the Exchange Act, such as ourselves, would, under the circumstances set forth in the
presumption, constitute acquisition of control of us. 

In addition, the CBCA prohibits any entity from acquiring 25% (the BHC Act has a lower limit for acquirers that are existing bank 
holding companies) or more of a bank holding company’s or bank’s voting securities, or otherwise obtaining control or a controlling 
influence over a bank holding company or bank without the approval of the Federal Reserve. On September 22, 2008, the Board of 
Managers of the Federal Reserve issued a policy statement on equity investments in bank holding companies and banks, which states
the Federal Reserve generally will not consider an entity’s investment to be “controlling” if the entity owns or controls less than 25%
of the voting shares and less than 33% total equity of the bank holding company or bank and has limited business relationships,
director representation or other indicia of control. Depending on the nature of the overall investment and the capital structure of the
banking organization, the Federal Reserve will permit, based on the policy statement, noncontrolling investments in the form of voting
and nonvoting shares that represent in the aggregate (i) less than one-third of the total equity of the banking organization (and less than 
one-third of any class of voting securities, assuming conversion of all convertible nonvoting securities held by the entity) an
n
than 15% of any class of voting securities of the banking organization. 

d (ii) less 

aa

f

17 

Interstate Branching 

The Dodd-Frank Act permits a national or state bank, with the approval of its regulator, to open a branch in any state if the law of the 
state in which the branch is located would permit the establishment of the branch if the bank were a bank chartered in that state.

Anti-Tying Restrictions

Bank holding companies and their affiliates are prohibited from tying the provision of certain services, such as extensions of credit, to 
other services offered by a holding company or its affiliates.

Bank Regulation

u
Equity Bank operates under a Kansas state bank charter and is subject to regulation by the OSBC and the Federal Reserve. The OS
and the Federal Reserve regulate or monitor all areas of Equity Bank’s operations, including capital requirements, issuance of stock,
declaration of dividends, interest rates, deposits, loans, investments, borrowings, record keeping, establishment of branches, 
acquisitions, mergers, information technology and employee responsibility and conduct. The OSBC places limitations on activities of 
Equity Bank, including the issuance of capital notes or debentures and the holding of real estate and personal property, and requires
Equity Bank to maintain a certain ratio of reserves against deposits. The OSBC requires Equity Bank to file a report annually, in 
addition to any periodic report requested.

BC 

The Federal Reserve and the OSBC regularly examine Equity Bank and its records. The FDIC may also periodically examine and 
evaluate insured banks.

k

Standards for Safety and Soundness 

As part of FDICIA’s efforts to promote the safety and soundness of depository institutions and their holding companies, appropriate
federal banking regulators are required to have in place regulations specifying operational and management standards (addressing
internal controls, loan documentation, credit underwriting and interest rate risk), asset quality and earnings. As discussed above, the
Federal Reserve and the FDIC have extensive authority to police unsafe or unsound practices and violations of applicable laws andaa
regulations by depository institutions and their holding companies. For example, the FDIC may terminate the deposit insurance of any 
institution that it determines has engaged in an unsafe or unsound practice. The agencies can also assess civil money penalties of up to 
$1 million per day, issue cease-and-desist or removal orders, seek injunctions and publicly disclose such actions.

The ability of Equity Bank, as a Kansas state bank, to pay dividends is restricted under the Kansas Banking Code. Pursuant to thet
Kansas Banking Code, a Kansas state bank may declare and pay a dividend out of undivided profits after deducting losses to the
holders of record of the stock outstanding on the date the dividend is declared. However, prior to the declaration of any dividend, a
Kansas state bank must transfer 25% of its net profits since the last preceding dividend to its surplus fund until the surplus fund is
equal to its total capital stock. In addition, no dividend may be declared without the approval of the OSBC, if such dividend wouldww
reduce the surplus fund to an amount less than 30% of the resulting total capital of the bank.

Equity Bank is also subject to certain restrictions on the payment of dividends as a result of the requirement that it maintain an 
adequate level of capital in accordance with guidelines promulgated from time to time by the federal regulators.

n

The present and future dividend policy of Equity Bank is subject to the discretion of its boards of directors. In determining whether to
pay dividends to us and, if made, the amount of the dividends, the board of directors of Equity Bank considers many of the same
factors discussed above. Equity Bank cannot guarantee that it will have the financial ability to pay dividends to us, or if dividends are
paid, that they will be sufficient for us to make distributions to our stockholders. Equity Bank is not obligated to pay dividends. 

Insider Transactions 

A bank is subject to certain restrictions on extensions of credit to insiders of the bank or of any affiliate. Insiders include executive 
officers, directors, certain principal stockholders, and their related interests. Extensions of credit include derivative transactions,
repurchase and reverse repurchase agreements, and securities borrowing and lending transactions to the extent that such transactions 
cause a bank to have credit exposure to an insider. Any extension of credit to an insider must: 

(cid:120)

(cid:120)

Be made on substantially the same terms, including interest rates and collateral, as those prevailing at the time for 
comparable transactions with third parties; and 

Involve no more than the normal risk of repayment or present other unfavorable features. 

18 

For loans above certain threshold amounts, board approval is required, and the interested insider may not be involved. In addition, a 
bank may purchase an asset from or sell an asset to an insider only if the transaction is on market terms and, if representing more than 
10% of capital, is approved in advance by the majority of disinterested directors.

Additional and more stringent limits apply to a bank’s transactions with its own executive officers and certain directors. These limits 
do not apply to transactions with all directors nor to insiders of the bank’s affiliates.

Restrictions on Transactions with Affiliates

Section 23A of the Federal Reserve Act imposes quantitative and qualitative limits on transactions between a bank and any affiliate
and requires certain levels of collateral for any such loans. It also limits the amount of advances to third parties which are
collateralized by the securities or obligations of a holding company. Section 23B of the Federal Reserve Act requires that certain 
transactions between Equity Bank and its affiliates must be on terms substantially the same, or at least as favorable, as those prevailing
at the time for comparable transactions with or involving other nonaffiliated companies. In the absence of such comparable 
transactions, any transaction between Equity Bank and its affiliates must be on terms and under circumstances, including credit
standards, which in good faith would be offered to or would apply to nonaffiliated companies. 

Capital Adequacy 

In addition to the capital rules applicable to both banks and bank holding companies discussed above, under the prompt corrective
action regulations, the federal bank regulators are required and authorized to take supervisory actions against undercapitalized banks. 
For this purpose, a bank is placed in one of the following five categories based on the bank’s capital (as of the new capital rules
discussed above): 

rr

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

well capitalized (at least 5% leverage capital, 6.5% common equity Tier 1 risk-based capital, 8% Tier 1 risk-based capital 
and 10% total risk-based capital); 

adequately capitalized (at least 4% leverage capital, 4.5% common equity Tier 1 risk-based capital, 6% Tier 1 risk-based 
capital and 8% total risk-based capital);

undercapitalized (less than 4% leverage capital, 4.5% common equity Tier 1 risk-based capital, 6% Tier 1 risk-based 
capital and 8% total risk-based capital);

significantly undercapitalized (less than 3% leverage capital, 3% common equity Tier 1 risk-based capital, 4% Tier 1 risk-
based capital and 6% total risk-based capital); and

critically undercapitalized (less than 2% tangible capital). 

Federal banking regulators are required to take various mandatory supervisory actions and are authorized to take other discretionary 
actions with respect to institutions in the three undercapitalized categories. The severity of the action depends upon the capital 
category in which the institution is placed. The regulators have the discretion to downgrade a bank from one category to a lower 
category. Generally, subject to a narrow exception, banking regulators must appoint a receiver or conservator for an institution that is 
“critically undercapitalized.” An institution that is categorized as “undercapitalized,” “signifi
undercapitalized” is required to submit an acceptable capital restoration plan to its appropriate federal banking agency. 

cantly undercapitalized,” or “critically

d

n

Failure to meet capital guidelines could subject Equity Bank to a variety of enforcement remedies, including issuance of a capital
directive, the termination of deposit insurance by the FDIC, a prohibition on accepting brokered deposits and other restrictions on our 
business.

As of December 31, 2016, Equity Bank exceeded the capital levels required to be deemed well capitalized.

Deposit Insurance 

The FDIC insures the deposits of federally insured banks up to prescribed statutory limits for each depositor, through the Deposit 
Insurance Fund (“DIF”), and safeguards the safety and soundness of the banking and thrift industries. The Dodd-Frank Act 
permanently raised the standard maximum deposit insurance amount to $250,000. The amount of FDIC assessments paid by each 
insured depository institution is based on its relative risk of default as measured by regulatory capital ratios and other supervisory 
factors. 

19 

In connection with the Dodd Frank Act’s requirement that insurance assessments be based on assets, the FDIC has redefined its 
deposit insurance premium assessment base to be an institution’s average consolidated total assets minus average tangible equity. The 
FDIC also has revised its deposit insurance assessment rate schedule in light of this change to the assessment base. The revised rate 
schedule and other revisions to the assessment rules became effective April 1, 2011.

We are generally unable to control the amount of premiums that we are required to pay for FDIC insurance. At least semi-annually,
the FDIC will update its loss and income projections for the DIF and, if needed, will increase or decrease assessment rates, following
notice-and-comment rulemaking, if required. If there are additional bank or financial institution failures or if the FDIC otherwise
determines to increase assessment rates, Equity Bank may be required to pay higher FDIC insurance premiums. Any future increases
in FDIC insurance premiums may have a material and adverse effect on our earnings.

rr

In addition, all FDIC-insured institutions are required to pay assessments to the FDIC to fund interest payments on bonds issued by the 
Financing Corporation, or FICO, an agency of the federal government established to recapitalize the predecessor to DIF. These
assessments, which are included in Deposit Insurance Premiums on the Consolidated Statements of Income, will continue until the
FICO bonds mature between 2017 and 2019.

Consumer Financial Protection Bureau

The Dodd-Frank Act created the Consumer Financial Protection Bureau, or the CFPB, which is granted broad rulemaking, supervisory 
and enforcement powers under various federal consumer financial protection laws, including the Equal Credit Opportunity Act, Truth 
in Lending Act, Real Estate Settlement Procedures Act, Fair Credit Reporting Act, Fair Debt Collection Act, the Consumer Financial 
Privacy provisions of the Gramm-Leach-Bliley Act and certain other statutes. The CFPB has examination and primary enforcement 
authority with respect to depository institutions with $10 billion or more in assets. Depository institutions with less than $10 billion in 
assets, such as Equity Bank, are subject to rules promulgated by the CFPB, which may increase their compliance risk and the costs
associated with their compliance efforts, but such banks will continue to be examined and supervised by federal banking regulators for 
consumer compliance purposes. The CFPB has authority to prevent unfair, deceptive or abusive practices in connection with the 
offering of consumer financial products.

rr

The Dodd-Frank Act authorizes the CFPB to establish certain minimum standards for the origination of residential mortgages, 
including a determination of the borrower’s ability to repay. In addition, the Dodd-Frank Act allows borrowers to raise certain
defenses to foreclosure if they receive any loan other than a “qualified mortgage” as defined by the CFPB. The CFPB has opened 
inquiries into whether additional rule-making would be appropriate for overdraft protection programs.

The CFPB has issued a number of regulations related to the origination of mortgages, foreclosure and overdrafts as well as many other 
consumer issues. Additionally, the CFPB has proposed, or will be proposing, additional regulations on issues that directly relate to our 
business. Although it is difficult to predict at this time the extent to which the CFPB’s final rules impact the operations and financial 
condition of Equity Bank, such rules may have a material impact on Equity Bank’s compliance costs, compliance risk and fee income.

d

y

Privacy

Under the Right to Financial Privacy Act, which imposes a duty to maintain confidentiality of consumer financial records and
prescribes procedures for complying with administrative subpoenas of financial records, financial institutions are required to disclose 
their policies for collecting and protecting confidential information. Customers generally may prevent financial institutions from 
sharing personal financial information with nonaffiliated third parties except for third parties that market the institutions’ own 
products and services. Additionally, financial institutions generally may not disclose consumer account numbers to any nonaffiliated 
third party for use in telemarketing, direct mail marketing or other marketing through electronic mail to consumers.

ff

Recent cyber attacks against bank and other institutions that resulted in unauthorized access to confidential customer information have
prompted the federal banking agencies to issue extensive guidance on cyber security. The regulatory agencies may devote more 
resources to this part of their safety and soundness examination than they may have in the past. 

Like other lending institutions, our subsidiary bank uses credit bureau data in its underwriting activities. Use of that data is regulated 
under the Federal Credit Reporting Act on a uniform, nationwide basis. The act and its implementing regulation, Regulation V, cover 
credit reporting, prescreening, sharing of information between affiliates, and the use of credit data. The Fair and Accurate Cr
Transactions Act of 2003 allows states to enact identity theft laws that are not inconsistent with the conduct required by the provisions 
of the act.

edit 

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20 

The Patriot Act, International Money Laundering Abatement and Financial Anti-Terrorism Act and Bank Secrecy Act 

A major focus of governmental policy on financial institutions has been aimed at combating money laundering and terrorist financing. 
The Patriot Act and the International Money Laundering and Financial Anti-Terrorism Act of 2001 substantially broadened the scope
of U.S. anti-money laundering laws and penalties, specifically related to the Bank Secrecy Act and expanded the extra-territorial
jurisdiction of the United States. The U.S. Treasury has issued a number of implementing regulations that apply various requirements 
of the Patriot Act to financial institutions, such as Equity Bank. These regulations impose obligations on financial institutions to 
maintain appropriate policies, procedures and controls to detect, prevent and report money laundering and terrorist financing and to
verify the identity of their customers.

Failure of a financial institution and its holding company to maintain and implement adequate programs to combat money laundering
and terrorist financing, or to comply with relevant laws and regulations, could have serious legal, reputational and financial 
consequences for the institution. Because of the significance of regulatory emphasis on these requirements, Equity Bank will continue
to expend significant staffing, technology and financial resources to maintain programs designed to ensure compliance with applicable 
laws and regulations and an effective audit function for testing of Equity Bank’s compliance with the Bank Secrecy Act on an ongoing 
basis. 

Community Reinvestment Act 

The CRA requires that, in connection with examinations of financial institutions within its jurisdiction, the federal and the state
banking regulators, as applicable, evaluate the record of each financial institution in meeting the credit needs of its local community,
including low and moderate-income neighborhoods. These facts are also considered in evaluating mergers, acquisitions and 
applications to open a branch or facility. Failure to adequately meet these criteria could impose additional requirements and limitations
on us. Additionally, we must publicly disclose the terms of various CRA-related agreements.

Other Regulations 

Interest and other charges that Equity Bank collects or contracts for are subject to state usury laws and federal laws concerning interest 
rates. Equity Bank’s loan operations are also subject to federal laws applicable to credit transactions, such as: 

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(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

the Federal Truth-In-Lending Act, governing disclosures of credit terms to consumer borrowers; 

the Home Mortgage Disclosure Act, requiring financial institutions to provide information to enable the public and public
officials to determine whether a financial institution is fulfilling its obligation to help meet the housing needs of the 
community it serves; 

the Equal Credit Opportunity Act, prohibiting discrimination on the basis of race, creed or other prohibited factors in 
extending credit;

the Fair Credit Reporting Act, governing the use and provision of information to credit reporting agencies; 

the Fair Debt Collection Act, governing the manner in which consumer debts may be collected by collection agencies; and 

the rules and regulations of the various governmental agencies charged with the responsibility of implementing these 
federal laws.

In addition, Equity Bank’s deposit operations are subject to the Electronic Funds Transfer Act and Regulation E issued by the Federal 
Reserve to implement such act, which govern automatic deposits to and withdrawals from deposit accounts and customers’ rights and 
liabilities arising from the use of automated teller machines and other electronic banking services. 

Concentrated Commercial Real Estate Lending Regulations

The Federal Reserve and other federal banking regulatory agencies have promulgated guidance governing financial institutions with
concentrations in commercial real estate lending. The guidance provides that a bank has a concentration in commercial real estate
lending if (i) total reported loans for construction, land development and other land represent 100% or more of total capital or (ii) total 
reported loans secured by multifamily and non-farm residential properties and loans for construction, land development and other land 
represent 300% or more of total capital and the bank’s commercial real estate loan portfolio has increased 50% or more during the 
prior 36 months. If a concentration is present, management must employ heightened risk management practices including board and
management oversight and strategic planning, development of underwriting standards, risk assessment and monitoring through market 
analysis and stress testing and increasing capital requirements.

21 

All of the above laws and regulations add significantly to the cost of operating us and Equity Bank and thus have a negative impact on 
profitability. We would also note that there has been a tremendous expansion experienced in recent years by certain financial service
providers that are not subject to the same rules and regulations as us and Equity Bank. These institutions, because they are not so
highly regulated, have a competitive advantage over us and Equity Bank and may continue to draw large amounts of funds away from 
banking institutions, with a continuing adverse effect on the banking industry in general. 

mm

Effect of Governmental Monetary Policies 

The commercial banking business is affected not only by general economic conditions but also by both U.S. fiscal policy and the
monetary policies of the Federal Reserve. Some of the instruments of fiscal and monetary policy available to the Federal Reserve
include changes in the discount rate on member bank borrowings, the fluctuating availability of borrowings at the “discount window,”
open market operations, the imposition of and changes in reserve requirements against member banks’ deposits and assets of foreign 
branches, the imposition of and changes in reserve requirements against certain borrowings by banks and their affiliates and the
placing of limits on interest rates that member banks may pay on time and savings deposits. Such policies influence to a significant 
extent the overall growth of bank loans, investments and deposits and the interest rates charged on loans or paid on time and savings
deposits. We cannot predict the nature of future fiscal and monetary policies and the effect of such policies on the future business and
our earnings. 

ff

Item 1A: Risk Factors 

Our business and results of operations are subject to numerous risks and uncertainties, many of which are beyond our control. The
material risks and uncertainties that management believes affect the Company are described below. Additional risks and uncertai
nties
t
that management is not aware of or that management currently deems immaterial may also impair the Company’s business operations.
This report is qualified in its entirety by these risk factors. If any of the following risks actually occur, our business, financial
condition and results of operations could be materially and adversely affected. If this were to happen, the value of our securities could 
decline significantly, and you could lose all or part of your investment. Some statements in the following risk factors constitutett
forward-looking statements. Please refer to “Cautionary Note Regarding Forward-Looking Statements” elsewhere in this Annual
Report on Form 10-K. 

Risks Relating to Our Business

Our business is concentrated in, and largely dependent upon, the continued growth and welfare of the general geographic 

markets in which we operate.

Our commercial banking operations are primarily concentrated in Arkansas, Kansas and Missouri. As a result, our financial 
condition and results of operations and cash flows are affected by changes in the economic conditions of our markets. Our success
depends to a significant extent upon the business activity, population, income levels, deposits, and real estate activity in these markets.
Although our customers’ business and financial interests may extend well beyond these market areas, adverse conditions that affect 
these market areas could reduce our growth rate, affect the ability of our customers to repay their loans, affect the value of collateral
underlying loans, impact our ability to attract deposits, and generally affect our financial conditions and results of operations. Because 
of our geographic concentration, we may be less able than other regional or national financial institutions to diversify our credit risks 
across multiple markets. 

ff

A return of recessionary conditions could result in increases in our level of nonperforming loans and/or reduced demand for 

our products and services, which could have an adverse effect on our results of operations.

Economic recession or other economic problems, including those affecting our markets and regions, but also those affecting the 
U.S. or world economies, could have a material adverse impact on the demand for our products and services. Since the conclusion of 
the last recession, economic growth has been slow and uneven, and unemployment levels remain high. If economic conditions
deteriorate, or if there are negative developments affecting the domestic and international credit markets, the value of our loans and
investments may be harmed, which in turn would have an adverse effect on our financial performance, and our financial condition
may be adversely affected. In addition, although deteriorating market conditions could adversely affect our financial condition, results
of operations, and cash flows, we may not benefit from any market growth or favorable economic conditions, either in our primary 
market areas or nationally, even if they do occur.

n

ff

22 

Difficult conditions in the market for financial products and services may materially and adversely affect our business and 

results of operations.

Dramatic declines in the housing market during the previous recessionary period, along with increased foreclosures and 
unemployment, resulted in significant write-downs of asset values by financial institutions, including government-sponsored entities 
and major commercial and investment banks. These write-downs, initially of mortgage-backed securities but spreading to credit 
default swaps and other derivative securities, caused many financial institutions to seek additional capital, to merge with larger and
stronger institutions, and, in some cases, to fail. This market turmoil and tightening of credit led to an increased level of commercial 
and consumer delinquencies, lack of consumer confidence, increased market volatility, and widespread reduction of business activity 
generally. Although conditions have improved, a return of these trends could have a material adverse effect on our business and
operations. Negative market developments may affect consumer confidence levels and may cause adverse changes in payment
r
patterns, causing increases in delinquencies and default rates, which may impact our charge-offs and provisions for loan and credit 
losses. Economic deterioration that affects household and/or corporate incomes could also result in reduced demand for credit or fee-
based products and services. These conditions would have adverse effects on us and others in the financial services industry.

We rely heavily on our management team and could be adversely affected by the unexpected loss of key officers. 

We are led by an experienced management team with substantial experience in the markets that we serve and the financial 

products that we offer. Our operating strategy focuses on providing products and services through long-term relationship managers. 
Accordingly, our success depends in large part on the performance of our key personnel, as well as on our ability to attract, motivate
and retain highly qualified senior and middle management. Competition for employees is intense, and the process of locating key
personnel with the combination of skills and attributes required to execute our business plan may be lengthy. We may not be
successful in retaining our key employees and the unexpected loss of services of one or more of our key personnel could have a
material adverse effect on our business because of their skills, knowledge of our market and financial products, years of industry 
experience, long-term customer relationships and the difficulty of promptly finding qualified replacement personnel. If the services of 
any of our key personnel should become unavailable for any reason, we may not be able to identify and hire qualified persons on
n
terms acceptable to us, which could have an adverse effect on our business, financial condition and results of operations. 

m

Our ability to grow our loan portfolio may be limited by, among other things, economic conditions, competition within our 

market areas, the timing of loan repayments and seasonality. 

Our ability to continue to improve our operating results is dependent upon, among other things, growing our loan portfolio. 

While we believe that our strategy to grow our loan portfolio is sound and our growth targets are achievable over an extended period
of time, competition within our market areas is significant, particularly for borrowers whose businesses have been less negatively 
impacted by the challenging economic conditions of the last few years. We compete with both large regional and national financial 
institutions, who are sometimes able to offer more attractive interest rates and other financial terms than we choose to offer, as well as
other community-based banks who seek to offer a similar level of service to that which we offer. This competition can make loan
growth challenging, particularly if we are unwilling to price loans at levels that would cause unacceptable levels of compression of our 
net interest margin or if we are unwilling to structure a loan in a manner that we believe results in a level of risk to us that we are not 
willing to accept. Moreover, loan growth throughout the year can fluctuate due in part to seasonality of the businesses of our 
borrowers and potential borrowers and the timing on loan repayments, particularly those of our borrowers with significant 
relationships with us, resulting from, among other things, excess levels of liquidity. To the extent that we are unable to increase loans,
we may be unable to successfully implement our growth strategy, which could materially and adversely affect us.

Our financial performance will be negatively impacted if we are unable to execute our growth strategy. 

Our current growth strategy is to grow organically and supplement that growth with select acquisitions. Our ability to grow 

organically depends primarily on generating loans and deposits of acceptable risk and expense, and we may not be successful in 
continuing this organic growth. Our ability to identify appropriate markets for expansion, recruit and retain qualified personnel, and 
fund growth at a reasonable cost depends upon prevailing economic conditions, maintenance of sufficient capital, competitive factors,
and changes in banking laws, among other factors. Conversely, if we grow too quickly and are unable to control costs and maintain 
asset quality, such growth, whether organic or through select acquisitions, could materially and adversely affect our financial
condition and results of operations.

23 

We may not be able to identify and acquire other financial institutions, which could hinder our ability to continue to grow. 

A substantial part of our historical growth has been a result of acquisitions of other financial institutions. We intend to continue

nn
our strategy of evaluating and selectively acquiring other financial institutions that serve customers or markets we find desirable. 
However, the market for acquisitions remains highly competitive, and we may be unable to find satisfactory acquisition candidates in 
the future that fit our acquisition strategy. To the extent that we are unable to find suitable acquisition candidates, an important 
component of our strategy may be lost. If we are able to identify attractive acquisition opportunities, we must generally satisfy a
number of conditions prior to completing any such transaction, including certain bank regulatory approvals, which has become 
substantially more difficult, time-consuming and unpredictable as a result of the recent financial crisis. Additionally, any future
acquisitions may not produce the revenue, earnings or synergies that we anticipated. 

uu

Our strategy of pursuing acquisitions exposes us to financial, execution, compliance and operational risks that could have a

material adverse effect on our business, financial condition, results of operations and growth prospects.

We intend to continue pursuing a strategy that includes acquisitions. An acquisition strategy involves significant risks, including 

the following:

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(cid:120)

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(cid:120)

(cid:120)

(cid:120)

(cid:120)

finding suitable candidates for acquisition;

attracting funding to support additional growth within acceptable risk tolerances;

maintaining asset quality;

retaining customers and key personnel, including bankers;

obtaining necessary regulatory approvals, which we may have difficulty obtaining or be unable to obtain; 

conducting adequate due diligence and managing known and unknown risks and uncertainties;

integrating acquired businesses; and

maintaining adequate regulatory capital.

The market for acquisition targets is highly competitive, which may adversely affect our ability to find acquisition candidates

that fit our strategy and standards. We face significant competition in pursuing acquisition targets from other banks and financial 
institutions, many of which possess greater financial, human, technical and other resources than we do. Our ability to compete in 
acquiring target institutions will depend on our available financial resources to fund the acquisitions, including the amount of cash and 
cash equivalents we have and the liquidity and market price of our Class A common stock. In addition, increased competition may
also drive up the acquisition consideration that we will be required to pay in order to successfully capitalize on attractive acquisition 
opportunities. To the extent that we are unable to find suitable acquisition targets, an important component of our growth strategy may
not be realized. 

aa

Acquisitions of financial institutions also involve operational risks and uncertainties, such as unknown or contingent liabilities

with no available manner of recourse, exposure to unexpected problems such as asset quality, the retention of key employees and
customers, and other issues that could negatively affect our business. We may not be able to complete future acquisitions or, if 
completed, we may not be able to successfully integrate the operations, technology platforms, management, products and services of 
the entities that we acquire or to realize our attempts to eliminate redundancies. The integration process may also require significant 
time and attention from our management that would otherwise be directed toward servicing existing business and developing new 
business. Failure to successfully integrate the entities we acquire into our existing operations in a timely manner may increase our 
operating costs significantly and adversely affect our business, financial condition and results of operations. Further, acquisitions 
typically involve the payment of a premium over book and market values and, therefore, some dilution of our tangible book value and
net income per common share may occur in connection with any future acquisition, and the carrying amount of any goodwill that we
currently maintain or may acquire may be subject to impairment in future periods.

If we continue to grow, we will face risks arising from our increased size. If we do not manage such growth effectively, we may

be unable to realize the benefit from the investments in technology, infrastructure and personnel that we have made to support our 
expansion. In addition, we may incur higher costs and realize less revenue growth than we expect, which would reduce our earnings
and diminish our future prospects, and we may not be able to continue to implement our business strategy and successfully conduct 
our operations. Risks associated with failing to maintain effective financial and operational controls as we grow, such as maintaining 
appropriate loan underwriting procedures, information technology systems, determining adequate allowances for loan losses and 
complying with regulatory accounting requirements, including increased loan losses, reduced earnings and potential regulatory 
penalties and restrictions on growth, all could have a negative effect on our business, financial condition and results of operations. 

nn

24 

Acquisitions may disrupt our business and dilute stockholder value, and integrating acquired companies may be more 

difficult, costly, or time-consuming than we expect.

Our pursuit of acquisitions may disrupt our business, and any equity that we issue as merger consideration may have the effect 

of diluting the value of your investment. In addition, we may fail to realize some or all of the anticipated benefits of completed
acquisitions. We anticipate that the integration of businesses that we may acquire in the future will be a time-consuming and 
expensive process, even if the integration process is effectively planned and implemented.

In addition, our acquisition activities could be material to our business and involve a number of significant risks, including the

following: 

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

incurring time and expense associated with identifying and evaluating potential acquisitions and negotiating potential 
transactions, resulting in our attention being diverted from the operation of our existing business;

using inaccurate estimates and judgments to evaluate credit, operations, management, and market risks with respect to the 
target company or the assets and liabilities that we seek to acquire;

exposure to potential asset quality issues of the target company;

intense competition from other banking organizations and other potential acquirers, many of which have substantially 
greater resources than we do;

potential exposure to unknown or contingent liabilities of banks and businesses we acquire, including, without limitation, 
liabilities for regulatory and compliance issues; 

inability to realize the expected revenue increases, cost savings, increases in geographic or product presence, and other 
projected benefits of the acquisition;

incurring time and expense required to integrate the operations and personnel of the combined businesses; 

inconsistencies in standards, procedures, and policies that would adversely affect our ability to maintain relationships with 
customers and employees; 

experiencing higher operating expenses relative to operating income from the new operations; 

creating an adverse short-term effect on our results of operations; 

losing key employees and customers; 

significant problems relating to the conversion of the financial and customer data of the entity;

integration of acquired customers into our financial and customer product systems; 

potential changes in banking or tax laws or regulations that may affect the target company; or 

risks of impairment to goodwill. 

If difficulties arise with respect to the integration process, the economic benefits expected to result from acquisitions might not 

t
occur. As with any merger of financial institutions, there also may be business disruptions that cause us to lose customers or cause
customers to move their business to other financial institutions. Failure to successfully integrate businesses that we acquire could have
an adverse effect on our profitability, return on equity, return on assets, or our ability to implement our strategy, any of which in turn 
could have a material adverse effect on our business, financial condition, and results of operations.

Our largest loan relationships currently make up a material percentage of our total loan portfolio. 

As of December 31, 2016, our ten largest loan relationships totaled over $175.8 million in loan exposure, or 12.6% of the total

loan portfolio. The concentration risk associated with having a small number of large loan relationships is that, if one or more of these 
relationships were to become delinquent or suffer default, we could be at serious risk of material losses. The allowance for loan losses
may not be adequate to cover losses associated with any of these relationships, and any loss or increase in the allowance would
negatively affect our earnings and capital. Even if the loans are collateralized, the large increase in classified assets could harm our 
reputation with our regulators, investors and potential investors and inhibit our ability to execute our business plan. 

25 

Several of our large depositors have relationships with each other, which creates a higher risk that one customer’s
withdrawal of its deposit could lead to a loss of other deposits from customers within the relationship, which, in turn, could force
us to fund our business through more expensive and less stable sources. 

As of December 31, 2016, our ten largest non-brokered depositors accounted for $224.6 million in deposits, or approximately 

13.8% of our total deposits. Further, our non-brokered deposit account balance was $1.62 billion, or approximately 99.5% of our total 
deposits, as of December 31, 2016. Several of our large depositors have business, family, or other relationships with each other, which 
creates a risk that any one customer’s withdrawal of its deposit could lead to a loss of other deposits from customers within the
relationship.

r

Withdrawals of deposits by any one of our largest depositors or by one of our related customer groups could force us to rely 

more heavily on borrowings and other sources of funding for our business and withdrawal demands, adversely affecting our net 
interest margin and results of operations. We may also be forced, as a result of any withdrawal of deposits, to rely more heavily on 
other, potentially more expensive and less stable funding sources. Consequently, the occurrence of any of these events could have a
material adverse effect on our business, results of operations, financial condition, and future prospects. 

Our ability to retain bankers and recruit additional successful bankers is critical to the success of our business strategy, and 

any failure to do so could adversely affect our business, financial condition, results of operations and growth prospects. 

Our ability to retain and grow our loans, deposits and fee income depends upon the business generation capabilities, reputation
and relationship management skills of our bankers. If we were to lose the services of any of our bankers, including successful bankers
employed by banks that we may acquire, to a new or existing competitor or otherwise, we may not be able to retain valuable 
relationships and some of our customers could choose to use the services of a competitor instead of our services. 

Our growth strategy also relies on our ability to attract and retain additional profitable bankers. We may face difficulties in

recruiting and retaining bankers of our desired caliber, including as a result of competition from other financial institutions. In 
particular, many of our competitors are significantly larger with greater financial resources, and may be able to offer more attractive 
compensation packages and broader career opportunities. Additionally, we may incur significant expenses and expend significant time 
and resources on training, integration and business development before we are able to determine whether a new banker will be 
profitable or effective. If we are unable to attract and retain successful bankers, or if our bankers fail to meet our expectat
of customer relationships and profitability, we may be unable to execute our business strategy and our business, financial condition,
results of operations and growth prospects may be adversely affected.

ions in terms

n

tt

Any expansion into new markets or new lines of business might not be successful.

As part of our ongoing strategic plan, we may consider expansion into new geographic markets. Such expansion might take the

form of the establishment of de novo branches or the acquisition of existing banks or bank branches. There are considerable costs
associated with opening new branches, and new branches generally do not generate sufficient revenues to offset costs until they have
been in operation for some time. Additionally, we may consider expansion into new lines of business through the acquisition of third 
parties or organic growth and development. There are substantial risks associated with such efforts, including risks that (i) revenues
from such activities might not be sufficient to offset the development, compliance, and other implementation costs, (ii) competing 
products and services and shifting market preferences might affect the profitability of such activities, and (iii) our internal controls 
might be inadequate to manage the risks associated with new activities. Furthermore, it is possible that our unfamiliarity with new 
markets or lines of business might adversely affect the success of such actions. If any such expansions into new geographic or product 
markets are not successful, there could be an adverse effect on our financial condition and results of operations. 

y

h

tt
Our small to medium-sized business and entrepreneurial customers may have fewer financial resources than larger entities

to weather a downturn in the economy, which may impair a borrower’s ability to repay a loan, and such impairment could 
adversely affect our financial condition and results of operations.

We focus our business development and marketing strategy primarily to serve the banking and financial services needs of small 

to medium-sized businesses and entrepreneurs. These small to medium-sized businesses and entrepreneurs may have fewer financial
resources in terms of capital or borrowing capacity than larger entities. If economic conditions negatively impact our markets 
generally, and small to medium-sized businesses are adversely affected, our financial condition and results of operations may be
negatively affected.

26 

In our business, we must effectively manage our credit risk.

As a lender, we are exposed to the risk that our loan customers may not repay their loans according to the terms of these loans

and the collateral securing the payment of these loans may be insufficient to fully compensate us for the outstanding balance of the
loan plus the costs to dispose of the collateral. We may experience significant loan losses, which could have a material adverse effect 
on our operating results and financial condition. Management makes various assumptions and judgments about the collectability of 
our loan portfolio, including the diversification by industry of our commercial loan portfolio, the amount of nonperforming loans and 
related collateral, the volume, growth and composition of our loan portfolio, the effects on the loan portfolio of current economic 
indicators and their probable impact on borrowers and the evaluation of our loan portfolio through our internal loan review process 
and other relevant factors. 

We maintain an allowance for credit losses, which is an allowance established through a provision for loan losses charged to 

expense that represents management’s best estimate of probable incurred losses in our loan portfolio. Additional credit losses will
likely occur in the future and may occur at a rate greater than we have experienced to date. In determining the amount of the
allowance, we rely on an analysis of our loan portfolio, our experience and our evaluation of general economic conditions. If our 
assumptions prove to be incorrect, our current allowance may not be sufficient and adjustments may be necessary to allow for 
different economic conditions or adverse developments in our loan portfolio. Material additions to the allowance could materially 
decrease our net income.

In addition, banking regulators periodically review our allowance for credit losses and may require us to increase our provision 

for credit losses or recognize further charge-offs, based on judgments different than those of our management. Any increase in our 
allowance for credit losses or charge-offs as required by these regulatory agencies could have a material negative effect on our uu
operating results, financial condition and liquidity. 

We may not be able to adequately measure and limit the credit risk associated with our loan portfolio, which could adversely 

affect our profitability.

As a part of the products and services that we offer, we make commercial and commercial real estate loans. The principal 
economic risk associated with each class of loans is the creditworthiness of the borrower, which is affected by the strength of the
relevant business market segment, local market conditions, and general economic conditions. Additional factors related to the credit 
quality of commercial loans include the quality of the management of the business and the borrower’s ability both to properly evaluate
changes in the supply and demand characteristics affecting our market for products and services, and to effectively respond to those 
changes. Additional factors related to the credit quality of commercial real estate loans include tenant vacancy rates and the quality of 
management of the property. A failure to effectively measure and limit the credit risk associated with our loan portfolio could have an 
adverse effect on our business, financial condition, and results of operations.

d

f

External economic factors, such as changes in monetary policy and inflation and deflation, may have an adverse effect on

our business, financial condition and results of operations. 

Our financial condition and results of operations are affected by credit policies of monetary authorities, particularly the Boa

y

rd of 

Governors of the Federal Reserve System, or the Federal Reserve. Actions by monetary and fiscal authorities, including the Federal
Reserve, could lead to inflation, deflation, or other economic phenomena that could adversely affect our financial performance. The
primary impact of inflation on our operations most likely will be reflected in increased operating costs. Conversely, deflation generally 
will tend to erode collateral values and diminish loan quality. Virtually all of our assets and liabilities are monetary in nature. As a 
result, interest rates have a more significant impact on our performance than general levels of inflation or deflation. Interest rates do 
not necessarily move in the same direction or by the same magnitude as the prices of goods and services. 

tt

Our profitability is vulnerable to interest rate fluctuations. 

Our profitability depends substantially upon our net interest income. Net interest income is the difference between the interest 

earned on assets (such as loans and securities held in our investment portfolio) and the interest paid for liabilities (such as interest paid
on savings and money market accounts and time deposits). Income associated with interest-earning assets and costs associated with 
interest-bearing liabilities may not be affected uniformly by fluctuations in interest rates. The magnitude and duration of changes in 
interest rates are events over which we have no control, and such changes may have an adverse effect on our net interest income. 
Prepayment and early withdrawal levels, which are also impacted by changes in interest rates, can significantly affect our assets and
liabilities. For example, an increase in interest rates could, among other things, reduce the demand for loans and decrease loan aa
repayment rates. Such an increase could also adversely affect the ability of our floating-rate borrowers to meet their higher payment 
obligations, which could in turn lead to an increase in nonperforming assets and net charge-offs. Conversely, a decrease in the
 general 
level of interest rates could affect us by, among other things, leading to greater competition for deposits and incentivizing borrowers to
prepay or refinance their loans more quickly or frequently than they otherwise would. The primary tool that management uses to

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27 

measure interest rate risk is a simulation model that evaluates the impact of varying levels of prevailing interest rates and the impact
on net interest income and the economic value of equity. Generally, the interest rates on our interest-earning assets and interest-
bearing liabilities do not change at the same rate, to the same extent or on the same basis. Even assets and liabilities with similar 
maturities or re-pricing periods may react in different degrees to changes in market interest rates. Interest rates on certain types of 
assets and liabilities may fluctuate in advance of changes in general market interest rates, while interest rates on other types of assets 
and liabilities may lag behind changes in general market rates. Certain assets, such as fixed and adjustable rate mortgage loans, have 
features that limit changes in interest rates on a short-term basis and over the life of the asset. Changes in interest rates could 
materially and adversely affect our financial condition and results of operations. See “Item 7A – Quantitative and Qualitative 
Disclosure About Market Risk” for a discussion of interest rate risk modeling and the inherent risks in modeling assumptions.

tt

Market interest rates for loans, investments, and deposits are highly sensitive to many factors beyond our control. 

Generally, interest rate spreads (the difference between interest rates earned on assets and interest rates paid on liabilities) have

narrowed in recent years as a result of changing market conditions, policies of various government and regulatory authorities, and
competitive pricing pressures, and we cannot predict whether these rate spreads will narrow even further. This narrowing of interest 
rate spreads could adversely affect our financial condition and results of operations. In addition, we cannot predict whether interest 
rates will continue to remain at present levels. Changes in interest rates may cause significant changes, up or down, in our net interest 
income. 

We attempt to minimize the adverse effects of changes in interest rates by structuring our asset-liability composition in order to 

r

obtain the maximum spread between interest income and interest expense. However, there can be no assurance that we will be 
successful in minimizing the adverse effects of changes in interest rates. Depending on our portfolio of loans and investments, our 
financial condition and results of operations may be adversely affected by changes in interest rates.

We could suffer losses from a decline in the credit quality of the assets that we hold. 

We could sustain losses if borrowers, guarantors, and related parties fail to perform in accordance with the terms of their loans. 

a
We have adopted underwriting and credit monitoring procedures and policies that we believe are appropriate to minimize this risk,
including the establishment and review of the allowance for credit losses, periodic assessment of the likelihood of nonperformance, 
tracking loan performance, and diversifying our credit portfolio. These policies and procedures, however, may not prevent unexpected 
losses that could materially adversely affect our financial condition and results of operations. In particular, we face credit quality risks 
presented by past, current, and potential economic and real estate market conditions.

Changes in economic conditions could cause an increase in delinquencies and nonperforming assets, including loan charge-

offs, which could depress our net income and growth. 

Our loan portfolio includes many real estate secured loans, demand for which may decrease during economic downturns as a
result of, among other things, an increase in unemployment, a decrease in real estate values and, a slowdown in housing. If we see 
negative economic conditions develop in the United States as a whole or our Arkansas, Kansas and Missouri markets, we could
experience higher delinquencies and loan charge-offs, which would reduce our net income and adversely affect our financial
condition. Furthermore, to the extent that real estate collateral is obtained through foreclosure, the costs of holding and marketing the 
real estate collateral, as well as the ultimate values obtained from disposition, could reduce our earnings and adversely affect our 
financial condition. 

The value of real estate collateral may fluctuate significantly resulting in an under-collateralized loan portfolio.

f
d
The market value of real estate, particularly real estate held for investment, can fluctuate significantly in a short period of
as a result of market conditions in the geographic area in which the real estate is located. If the value of the real estate serving as
collateral for our loan portfolio were to decline materially, a significant part of our loan portfolio could become under-collateralized. If 
the loans that are collateralized by real estate become troubled during a time when market conditions are declining or have declined, 
then, in the event of foreclosure, we may not be able to realize the amount of collateral that we anticipated at the time of originating 
the loan. This could have a material adverse effect on our provision for loan losses and our operating results and financial condition.

time

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28 

A significant portion of our loan portfolio is secured by real estate, and events that negatively impact the real estate market

t

could negatively impact our business.

There are significant risks associated with real estate-based lending. Real estate collateral may deteriorate in value during thet

time that credit is extended, in which case we might not be able to sell such collateral for an amount necessary to satisfy a defaulting
borrower’s obligation to us. In that event, there could be a material adverse effect on our financial condition and results of operations. 
Additionally, commercial real estate loans are subject to unique risks. These types of loans are often viewed as having more risks than 
residential real estate or other consumer loans, primarily because relatively large amounts are loans to a relatively small number of 
borrowers. Thus, the deterioration of even a small number of these loans could cause a significant increase in the loan loss allowance 
or loan charge-offs, which in turn could have a material adverse effect on our financial condition and results of operations. 
Furthermore, commercial real estate loans depend on cash flows from the property securing the debt. Cash flows may be affected
significantly by general economic conditions, and a downturn in a local economy in one of our markets or in occupancy rates where a 
property is located could increase the likelihood of default. 

m

The foregoing risks are enhanced as a result of the limited geographic scope of our principal markets. Most of the real estate 

a

securing our loans is located in our Arkansas, Kansas and Missouri markets. Because the value of this collateral depends upon local 
real estate market conditions and is affected by, among other things, neighborhood characteristics, real estate tax rates, the cost of 
operating the properties, and local governmental regulation, adverse changes in any of these factors in our markets could cause a
decline in the value of the collateral securing a significant portion of our loan portfolio. Further, the concentration of real estate 
collateral in these three markets limits our ability to diversify the risk of such occurrences.

A large portion of our loan portfolio is comprised of commercial loans, which are secured by 

accounts receivable, inventory, 
equipment or other asset-based collateral, and a deterioration in the value of such collateral could increase our exposure to future
probable losses. 

ff

l

These commercial loans are typically larger in amount than loans to individuals, and therefore, have the potential for larger 
losses on a single loan basis. Additionally, asset-based borrowers are often highly leveraged and have inconsistent historical earnings 
and cash flows. Historically, losses in our commercial credits have been higher than losses in other classes of our loan portfolio.
Significant adverse changes in our borrowers’ industries and businesses could cause rapid declines in values of, and collectability 
associated with, those business assets, which could result in inadequate collateral coverage for our commercial loans and expose us to
future losses. An increase in specific reserves and charge-offs related to our commercial loan portfolio could have a material adverse 
effect on our business, financial condition, results of operations and future prospects.

Our use of appraisals in deciding whether to make a loan secured by real property does not ensure the value of the real 

property collateral. 

In considering whether to make a loan secured by real property, we generally require an appraisal. However, an appraisal is only 

an estimate of the value of the property at the time the appraisal is made. If the appraisal does not reflect the amount that may be
obtained upon any sale or foreclosure of the property, we may not realize an amount equal to the indebtedness secured by the property.

A substantial portion of our loan portfolio is comprised of participation and syndicated transaction interests, which could 

have an adverse effect on our ability to monitor the lending relationships and lead to an increased risk of loss. 

n

We participate in loans originated by other institutions and in syndicated transactions (inclu

n

ding shared national credits) in 

which other lenders serve as the agent bank. Our reduced control over the monitoring and management of these relationships,
particularly participations in large bank groups, could lead to increased risk of loss, which could have a material adverse effect on our 
business, financial condition, results of operations and future prospects.

ff

A lack of liquidity could adversely affect our financial condition and results of operations.

Liquidity is essential to our business. We rely on our ability to generate deposits and effectively manage the repayment and 

maturity schedules of our loans to ensure that we have adequate liquidity to fund our operations. An inability to raise funds through
deposits, borrowings, the sale of loans and other sources could have a substantial negative effect on our liquidity. Our most important 
source of funds is deposits. Deposit balances can decrease when customers perceive alternative investments as providing a better 
risk/return tradeoff. If customers move money out of bank deposits and into other investments such as money market funds, we would
lose a relatively low-cost source of funds, increasing our funding costs and reducing our net interest income and net income. 

tt

29 

Other primary sources of funds consist of cash flows from operations, maturities and sales of investment securities, and 

f

proceeds from the issuance and sale of our equity securities to investors. Additional liquidity is provided by the ability to borrow from 
the Federal Home Loan Bank of Topeka. We also may borrow funds from third-party lenders, such as other financial institutions. Our 
access to funding sources in amounts adequate to finance or capitalize our activities, or on terms that are acceptable to us, could be 
impaired by factors that affect us directly or the financial services industry or economy in general, such as disruptions in the financial 
markets or negative views and expectations about the prospects for the financial services industry. Our access to funding sources could 
also be affected by a decrease in the level of our business activity as a result of a downturn in our markets or by one or more adverse 
regulatory actions against us. 

Any decline in available funding could adversely impact our ability to originate loans, invest in securities, meet our expenses, or 

to fulfill obligations such as repaying our borrowings or meeting deposit withdrawal demands, any of which could have a material 
adverse impact on our liquidity, business, financial condition and results of operations.

As a bank holding company, the sources of funds available to us are limited. 

Any future constraints on liquidity at the holding company level could impair our ability to declare and pay dividends on our 
Class A common stock. In some instances, notice to, or approval from, the Federal Reserve may be required prior to our declaration or 
payment of dividends. Further, our operations are primarily conducted by our subsidiary, Equity Bank, which is subject to significant 
regulation. Federal and state banking laws restrict the payment of dividends by banks to their holding companies, and Equity Bank 
will be subject to these restrictions in paying dividends to us. Because our ability to receive dividends or loans from Equity Bank is
restricted, our ability to pay dividends to our stockholders is also restricted. 

Additionally, the right of a bank holding company to participate in the assets of its subsidiary bank in the event of a bank-level 

liquidation or reorganization is subject to the claims of the bank’s creditors, including depositors, which take priority, except to the
extent that the holding company may be a creditor with a recognized claim.

We operate in a highly competitive industry and face significant competition from other financial institutions and financial 

services providers, which may decrease our growth or profits. 

Consumer and commercial banking are highly competitive industries. Our market areas contain not only a large number of 
community and regional banks, but also a significant presence of the country’s largest commercial banks. We compete with other state 
and national financial institutions, as well as savings and loan associations, savings banks, and credit unions, for deposits and loans. In 
addition, we compete with financial intermediaries, such as consumer finance companies, commercial finance companies, mortgage 
banking companies, insurance companies, securities firms, mutual funds, and several government agencies, as well as major retailers, 
all actively engaged in providing various types of loans and other financial services. Some of these competitors may have a long
history of successful operations in our market areas and greater ties to local businesses and more expansive banking relationships, as 
well as more established depositor bases, fewer regulatory constraints, and lower cost structures than we do. Competitors with greater 
resources may possess an advantage through their ability to maintain numerous banking locations in more convenient sites, to conduct 
more extensive promotional and advertising campaigns, or to operate a more developed technology platform. Due to their size, many
competitors may offer a broader range of products and services, as well as better pricing for certain products and services than we can 
offer. For example, in the current low interest rate environment, competitors with lower costs of capital may solicit our customers to 
refinance their loans with a lower interest rate. Further, increased competition among financial services companies due to the recent 
consolidation of certain competing financial institutions may adversely affect our ability to market our products and services.
Technology has lowered barriers to entry and made it possible for banks to compete in our market areas without a retail footprint by 
offering competitive rates, and for non-banks to offer products and services traditionally provided by banks. 

a

The financial services industry could become even more competitive as a result of legislative, regulatory, and technological

changes and continued consolidation. Banks, securities firms, and insurance companies can merge under the umbrella of a financial
holding company, which can offer virtually any type of financial service, including banking, securities underwriting, insurance (both
agency and underwriting), and merchant banking.

Our ability to compete successfully depends on a number of factors, including:

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(cid:120)

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our ability to develop, maintain, and build upon long-term customer relationships based on quality service and high ethical
standards; 

our ability to attract and retain qualified employees to operate our business effectively; 

our ability to expand our market position;

the scope, relevance, and pricing of products and services that we offer to meet customer needs and demands;

30 

(cid:120)

(cid:120)

(cid:120)

the rate at which we introduce new products and services relative to our competitors;

customer satisfaction with our level of service; and

industry and general economic trends.

Failure to perform in any of these areas could significantly weaken our competitive position, which could adversely affect our 

growth and profitability, which, in turn, could harm our business, financial condition, and results of operations.

As a community bank, our ability to maintain our reputation is critical to the success of our business, and the failure to do so 

may materially adversely affect our performance. 

We are a community bank, and our reputation is one of the most valuable components of our business. As such, we strive to
conduct our business in a manner that enhances our reputation. This is done, in part, by recruiting, hiring, and retaining employees
who share our core values of being an integral part of the communities we serve, delivering superior service to our customers, and 
caring about our customers and associates. If our reputation is negatively affected, by the actions of our employees or otherwise, our 
business and, therefore, our operating results may be materially adversely affected. Further, negative public opinion can expose us to
litigation and regulatory action as we seek to implement our growth strategy. 

As a community banking institution, we have lower lending limits and different lending risks than certain of our larger, 

more diversified competitors. 

We are a community banking institution that provides banking services to the local communities in the market areas in which 

we operate. Our ability to diversify our economic risks is limited by our own local markets and economies. We lend primarily to
individuals and to small to medium-sized businesses, which may expose us to greater lending risks than those of banks that lend to 
larger, better-capitalized businesses with longer operating histories. In addition, our legally mandated lending limits are lower than 
those of certain of our competitors that have more capital than we do. These lower lending limits may discourage borrowers with
lending needs that exceed our limits from doing business with us. We may try to serve such borrowers by selling loan participations to
other financial institutions; however, this strategy may not succeed.

ww

Our financial projections are based upon numerous assumptions about future events, and our actual financial performance

may differ materially from our projections if our assumptions are inaccurate. 

If the communities in which we operate do not grow, or if the prevailing economic conditions locally or nationally are less

favorable than we have assumed, then our ability to reduce our nonperforming loans and other real estate owned portfolios and to 
implement our business strategies may be adversely affected, and our actual financial performance may be materially different from 
our projections. 

ff

Moreover, we cannot give any assurance that we will benefit from any market growth or favorable economic conditions in our 

market areas even if they do occur. If our senior management team is unable to provide the effective leadership necessary to 
implement our strategic plan, our actual financial performance may be materially adversely different from our projections.
Additionally, to the extent that any component of our strategic plan requires regulatory approval, if we are unable to obtain necessary 
approval, we will be unable to completely implement our strategy, which may adversely affect our actual financial results. Our 
inability to successfully implement our strategic plan could adversely affect the price of our Class A common stock.

Volatility in commodity prices may adversely affect our financial condition and results of operations.

In addition to the geographic concentration of our markets, certain industry-specific economic factors also affect us. For 
example, while we do not have a concentration in energy lending, the industry is cyclical and recently has experienced a significant 
ff
drop in crude oil and natural gas prices. In addition, we make loans to customers involved in the agricultural industry, many of whom 
are also impacted by fluctuations in commodity prices. Volatility in commodity prices could adversely impact the ability of borrowers
in these industries to perform under the terms of their borrowing arrangements with us, and as a result, a severe and prolonged decline
in commodity prices may adversely affect our financial condition and results of operations. It is also difficult to project future 
commodity prices as they are dependent upon many different factors beyond our control. 

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31 

We depend on the accuracy and completeness of information about customers and counterparties.

In deciding whether to extend credit or enter into other transactions with customers and counterparties, we may rely on 
information furnished to us by or on behalf of customers and counterparties, including financial statements and other financial
information. We also may rely on representations of customers and counterparties as to the accuracy and completeness of that
information and, with respect to financial statements, on reports of independent auditors. In deciding whether to extend credit, we may
rely upon our customers’ representations that their financial statements conform to GAAP and present fairly, in all material respects,
the financial condition, results of operations, and cash flows of the customer. We also may rely on customer representations and 
certifications, or other audit or accountants’ reports, with respect to the business and financial condition of our clients. Our financial
condition, results of operations, financial reporting, and reputation could be negatively affected if we rely on materially misleading,
false, inaccurate, or fraudulent information.

We are subject to environmental risk in our lending activities.

Because a significant portion of our loan portfolio is secured by real property, we may foreclose upon and take title to such

property in the ordinary course of business. If hazardous substances are found on such property, we could be liable for remediation 
costs, as well as for personal injury and property damage. Environmental laws might require us to incur substantial expenses,
materially reduce the property’s value, or limit our ability to use or sell the property. Although management has policies requiring 
environmental reviews before loans secured by real property are made and before foreclosure is commenced, it is still possible that 
environmental risks might not be detected and that the associated costs might have a material adverse effect on our financial c
d
and results of operations.

ondition 

We continually encounter technological change and may have fewer resources than our competitors to continue to invest in

technological improvements. 

The banking and financial services industries are undergoing rapid technological changes, with frequent introductions of new 

technology-driven products and services. In addition to enhancing the level of service provided to customers, the effective use of 
technology increases efficiency and enables financial institutions to reduce costs. Our future success will depend, in part, upon our 
ability to address the needs of our customers by using technology to provide products and services that enhance customer convenience 
and create additional efficiencies in operations. Many of our competitors have greater resources to invest in technological
improvements, and we may not be able to effectively implement new technology-driven products and services, which could reduce
our ability to effectively compete.

Our information systems may experience a failure or interruption.

We rely heavily on communications and information systems to conduct our business. Any failure or interruption in the 
operation of these systems could impair or prevent the effective operation of our customer relationship management, general ledger, 
deposit, lending, or other functions. While we have policies and procedures designed to prevent or limit the effect of a failure or 
interruption in the operation of our information systems, there can be no assurance that any such failures or interruptions will not 
occur or, if they do occur, that they will be adequately addressed. The occurrence of any failures or interruptions impacting our 
information systems could damage our reputation, result in a loss of customer business, and expose us to additional regulatory 
scrutiny, civil litigation, and possible financial liability, any of which could have a material adverse effect on our financial condition 
and results of operations.

We use information technology in our operations and offer online banking services to our customers, and unauthorized 

access to our or our customers’ confidential or proprietary information as a result of a cyber-attack or otherwise could expose us
to reputational harm and litigation and adversely affect our ability to attract and retain customers. 

ff

Information security risks for financial institutions have generally increased in recent years, in part because of the proliferation 
of new technologies, the use of the internet and telecommunications technologies to conduct financial transactions, and the increased
sophistication and activities of organized crime, hackers, terrorists, activists, and other external parties. We are under continuous threat 
of loss due to hacking and cyber-attacks, especially as we continue to expand customer capabilities to utilize internet and other remote 
channels to transact business. Our risk and exposure to these matters remains heightened because of the evolving nature and 
complexity of these threats from cybercriminals and hackers, our plans to continue to provide internet banking and mobile banking 
channels, and our plans to develop additional remote connectivity solutions to serve our customers. Therefore, the secure processing,
transmission, and storage of information in connection with our online banking services are critical elements of our operations. 
However, our network could be vulnerable to unauthorized access, computer viruses and other malware, phishing schemes, or other
security failures. In addition, our customers may use personal smartphones, tablet PCs, or other mobile devices that are beyond our 
control systems in order to access our products and services. Our technologies, systems and networks, and our customers’ devices,
may become the target of cyber-attacks, electronic fraud, or information security breaches that could result in the unauthorized release,

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32 

gathering, monitoring, misuse, loss, or destruction of our or our customers’ confidential, proprietary, and other information, or 
otherwise disrupt our or our customers’ or other third parties’ business operations. As cyber threats continue to evolve, we may be
required to spend significant capital and other resources to protect against these threats or to alleviate or investigate problems caused 
by such threats. To the extent that our activities or the activities of our customers involve the processing, storage, or transmission of 
confidential customer information, any breaches or unauthorized access to such information could present significant regulatory costs 
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and expose us to litigation and other possible liabilities. Any inability to prevent these types of security threats could also cause 
existing customers to lose confidence in our systems and could adversely affect our reputation and ability to generate deposits. While 
we have not experienced any material losses relating to cyber-attacks or other information security breaches to date, we may suffer 
such losses in the future. The occurrence of any cyber-attack or information security breach could result in potential liability to clients, 
reputational damage, damage to our competitive position, and the disruption of our operations, all of which could adversely affect our 
financial condition or results of operations.

ff

t

We are dependent upon outside third parties for the processing and handling of our records and data.

We rely on software developed by third-party vendors to process various transactions. In some cases, we have contracted with 

third parties to run their proprietary software on our behalf. These systems include, but are not limited to, general ledger, payroll, 
employee benefits, loan and deposit processing, and securities portfolio accounting. While we perform a review of controls instituted
by the applicable vendors over these programs in accordance with industry standards and perform our own testing of user controls, we 
must rely on the continued maintenance of controls by these third-party vendors, including safeguards over the security of customer 
data. In addition, we maintain, or contract with third parties to maintain, daily backups of key processing outputs in the event of a 
failure on the part of any of these systems. Nonetheless, we may incur a temporary disruption in our ability to conduct business or 
process transactions, or incur damage to our reputation, if the third-party vendor fails to adequately maintain internal controls or 
institute necessary changes to systems. Such a disruption or breach of security may have a material adverse effect on our business. 

nn

We are subject to losses due to the errors or fraudulent behavior of employees or third parties. 

ll

We are exposed to many types of operational risk, including the risk of fraud by employees and outsiders, clerical record-
keeping errors and transactional errors. Our business is dependent on our employees as well as third-party service providers to process 
a large number of increasingly complex transactions. We could be materially adversely affected if someone causes a significant 
operational breakdown or failure, either as a result of human error or where an individual purposefully sabotages or fraudulently 
manipulates our operations or systems. When we originate loans, we rely upon information supplied by loan applicants and third
parties, including the information contained in the loan application, property appraisal and title information, if applicable, and
employment and income documentation provided by third parties. If any of this information is misrepresented and such 
misrepresentation is not detected prior to loan funding, we generally bear the risk of loss associated with the misrepresentation. Any of 
these occurrences could result in a diminished ability of us to operate our business, potential liability to customers, reputational 
damage and regulatory intervention, which could negatively impact our business, financial condition and results of operations. 

If our enterprise risk management framework is not effective at mitigating risk and loss to us, we could suffer unexpected 

losses and our results of operations could be materially adversely affected.

Our enterprise risk management framework seeks to achieve an appropriate balance between risk and return, which is critical to

optimizing stockholder value. We have established processes and procedures intended to identify, measure, monitor, report and 
analyze the types of risk to which we are subject, including credit, liquidity, operational, regulatory compliance and reputational. 
However, as with any risk management framework, there are inherent limitations to our risk management strategies as there may exist,
or develop in the future, risks that we have not appropriately anticipated or identified. For example, the recent financial and credit 
crisis and resulting regulatory reform highlighted both the importance and some of the limitations of managing unanticipated risks. If 
our risk management framework proves ineffective, we could suffer unexpected losses and our business and results of operations
could be materially adversely affected. 

Changes in accounting standards could materially impact our financial statements. 

From time to time, the Financial Accounting Standards Board or the SEC may change the financial accounting and reporting

standards that govern the preparation of our financial statements. Such changes may result in us being subject to new or changing
accounting and reporting standards. In addition, the bodies that interpret the accounting standards (such as banking regulators, outside
auditors or management) may change their interpretations or positions on how these standards should be applied. These changes may 
be beyond our control, can be hard to predict, and can materially impact how we record and report our financial condition and results 
of operations. In some cases, we could be required to apply a new or revised standard retrospectively, or apply an existing standard
differently, also retrospectively, in each case resulting in our needing to revise or restate prior period financial statements. 

33 

Adverse weather or manmade events could negatively affect our markets or disrupt our operations, which could have an 

u

adverse effect upon our business and results of operations.

A significant portion of our business is generated in our Arkansas, Kansas and Missouri markets, which have been, and may 
continue to be, susceptible to natural disasters, such as tornadoes, droughts, floods and other severe weather events. These natural 
disasters could negatively impact regional economic conditions, cause a decline in the value or destruction of mortgaged properties
and increase the risk of delinquencies, foreclosures, or loss on loans originated by us, damage our banking facilities and offices, and 
negatively impact our growth strategy. Such weather events could disrupt operations, result in damage to properties, and negatively
affect the local economies in the markets where we operate. We cannot predict whether or to what extent damage that may be caused 
by future weather or manmade events will affect our operations or the economies in our current or future market areas, but such events 
could negatively impact economic conditions in these regions and result in a decline in local loan demand and loan originations, a 
decline in the value or destruction of properties securing our loans, and an increase in delinquencies, foreclosures, or loan losses. Our 
business or results of operations may be adversely affected by these and other negative effects of natural or manmade disasters. 
Further, severe weather, natural disasters, acts of war or terrorism, and other external events could adversely affect us in a number of 
ways, including an increase in delinquencies, bankruptcies, or defaults that could result in a higher level of nonperforming assets, net 
charge-offs, and provision for loan losses. Such risks could also impair the value of collateral securing loans and hurt our deposit base. 

h

We are or may become involved from time to time in suits, legal proceedings, information-gathering requests, investigations, 

tt

and proceedings by governmental and self-regulatory agencies that may lead to adverse consequences. 

a

Many aspects of our business involve substantial risk of legal liability. We have been named or threatened to be named as
defendants in various lawsuits arising from our business activities (and in some cases from the activities of companies that we have 
acquired), including, but not limited to, consumer residential real estate mortgages. In addition, from time to time, we are, or may 
become, the subject of governmental and self-regulatory agency information-gathering requests, reviews, investigations and 
proceedings, and other forms of regulatory inquiry, including by bank regulatory agencies, the Consumer Financial Protection Bureau, 
the SEC, and law enforcement authorities. The results of such proceedings could lead to significant civil or criminal penalties, 
including monetary penalties, damages, adverse judgments, settlements, fines, injunctions, restrictions on the way in which we
conduct our business, or reputational harm.

uu

We are subject to claims and litigation pertaining to intellectual property.

We rely on technology companies to provide information technology products and services necessary to support our day-to-day 

operations. Technology companies frequently enter into litigation based on allegations of patent infringement or other violations of 
intellectual property rights. In addition, patent holding companies seek to monetize patents they have purchased or otherwise obtained. 
Competitors of our vendors, or other individuals or companies, have from time to time claimed to hold intellectual property sold to us
by its vendors. Such claims may increase in the future as the financial services sector becomes more reliant on information technology 
vendors. The plaintiffs in these actions frequently seek injunctions and substantial damages. 

Regardless of the scope or validity of such patents or other intellectual property rights, or the merits of any claims by potential 

or actual litigants, we may have to engage in litigation that could be expensive, time-consuming, disruptive to our operations, and 
distracting to management. If we are found to infringe one or more patents or other intellectual property rights, we may be required to 
pay substantial damages or royalties to a third-party. In certain cases, we may consider entering into licensing agreements for disputed 
intellectual property, although no assurance can be given that such licenses can be obtained on acceptable terms or that litigation will 
not occur. These licenses may also significantly increase our operating expenses. If legal matters related to intellectual property claims
were resolved against us or settled, we could be required to make payments in amounts that could have a material adverse effect on 
our business, financial condition and results of operations.

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t

If the goodwill that we have recorded or may record in connection with a business acquisition becomes impaired, it could 

require charges to earnings, which would adversely affect on our business, financial condition and results of operations.

Goodwill represents the amount by which the cost of an acquisition exceeded the fair value of net assets we acquired in 

connection with the purchase of another financial institution. We review goodwill for impairment at least annually, or more frequently 
if a triggering event occurs which indicates that the carrying value of the asset might be impaired. 

34 

Our goodwill impairment test involves a two-step process. Under the first step, the estimation of fair value of the reporting unit 

uu

is compared to its carrying value including goodwill. If step one indicates a potential impairment, the second step is performed to
measure the amount of impairment, if any. If the carrying amount of the reporting unit goodwill exceeds the implied fair value of that 
goodwill, an impairment loss is recognized in an amount equal to that excess. Any such adjustments are reflected in our results of 
operations in the periods in which they become known. While we have not recorded any impairment charges since we initially 
recorded the goodwill, there can be no assurance that our future evaluations of our existing goodwill or goodwill we may acquire in 
the future will not result in findings of impairment and related write-downs, which could adversely affect our business, financial 
condition and results of operations.

We have pledged all of the stock of Equity Bank as collateral for a loan and if the lender forecloses, you could lose your 

investment.

We have pledged all of the stock of Equity Bank as collateral for a third-party loan, which had no balance as of December 31,
2016. This loan has a maximum lending commitment of $30.0 million. If we were to default on this indebtedness, the lender of such
loan could foreclose on Equity Bank’s stock and we would lose our principal asset. In that event, if the value of Equity Bank’s stock is
less than the amount of the indebtedness, you would lose the entire amount of your investment. 

We may be required to repurchase mortgage loans or indemnify buyers against losses in some circumstances, which could 

harm liquidity, results of operations and financial condition. 

When mortgage loans are sold, whether as whole loans or pursuant to a securitization, we are required to make customary 

representations and warranties to purchasers, guarantors and insurers, including government-sponsored enterprises, about the
mortgage loans and the manner in which they were originated. We may be required to repurchase or substitute mortgage loans, or 
indemnify buyers against losses, in the event we breach these representations or warranties. In addition, we may be required to
repurchase mortgage loans as a result of early payment default of the borrower on a mortgage loan. With respect to loans that a
originated through Equity Bank or correspondent channels, the remedies available against the originating broker or correspondent, if 
any, may not be as broad as the remedies available to purchasers, guarantors and insurers of mortgage loans against us. We face
further risk that the originating broker or correspondent, if any, may not have financial capacity to perform remedies that otherwise 
may be available. Therefore, if a purchaser, guarantor or insurer enforces its remedies against us, we may not be able to recover losses 
from the originating broker or correspondent. If repurchase and indemnity demands increase and such demands are valid claims and 
are in excess of our provision for potential losses, our liquidity, results of operations and financial condition may be adversely 
affected.

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Risks Related to the Regulation of Our Industry

We are subject to extensive regulation in the conduct of our business, which imposes additional costs on us and adversely

affects our profitability. 

As a bank holding company, we are subject to federal regulation under the Bank Holding Company Act of 1956, as amended, or 

the BHC Act, and the examination and reporting requirements of the Federal Reserve. Federal regulation of the banking industry,
along with tax and accounting laws, regulations, rules, and standards, may limit our operations significantly and control the methods 
by which we conduct business, as they limit those of other banking organizations. Banking regulations are primarily intended to
protect depositors, deposit insurance funds, and the banking system as a whole, and not stockholders or other creditors. These 
regulations affect lending practices, capital structure, investment practices, dividend policy, and overall growth, among other things. 
For example, federal and state consumer protection laws and regulations limit the manner in which we may offer and extend credit. In 
addition, the laws governing bankruptcy generally favor debtors, making it more expensive and more difficult to collect from 
customers who become subject to bankruptcy proceedings.

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We also may be required to invest significant management attention and resources to evaluate and make any changes necessary 

to comply with applicable laws and regulations, particularly as a result of regulations adopted under the Dodd-Frank Act. This
allocation of resources, as well as any failure to comply with applicable requirements, may negatively impact our financial condition 
and results of operations.

35 

Changes in laws, government regulation, and monetary policy may have a material effect on our results of operations.

Financial institutions have been the subject of significant legislative and regulatory changes and may be the subject of further 

significant legislation or regulation in the future, none of which is within our control. New proposals for legislation continue to be
introduced in the United States Congress that could further substantially increase regulation of the bank and non-bank financial
services industries, impose restrictions on the operations and general ability of firms within the industry to conduct business consistent 
with historical practices, including in the areas of compensation, interest rates, financial product offerings, and disclosures, and have
an effect on bankruptcy proceedings with respect to consumer residential real estate mortgages, among other things. Federal and state
regulatory agencies also frequently adopt changes to their regulations or change the manner in which existing regulations are applied. 
Changes to statutes, regulations, or regulatory policies, including changes in their interpretation or implementation by regulators, 
could affect us in substantial and unpredictable ways. Such changes could, among other things, subject us to additional costs andaa
lower revenues, limit the types of financial services and products that we may offer, ease restrictions on non-banks and thereby 
enhance their ability to offer competing financial services and products, increase compliance costs, and require a significant amount of 
management’s time and attention. Failure to comply with statutes, regulations, or policies could result in sanctions by regulatory 
agencies, civil monetary penalties, or reputational damage, each of which could have a material adverse effect on our business,
financial condition, and results of operations. 

d

Banking agencies periodically conduct examinations of our business, including compliance with laws and regulations, and 

our failure to comply with any supervisory actions to which we become subject as a result of such examinations could materially
and adversely affect us.

We are subject to supervision and regulation by federal and state banking agencies that periodically conduct examinations of our uu

business, including compliance with laws and regulations – specifically, our subsidiary, Equity Bank, is subject to examination by the
Federal Reserve and the OSBC, and we are subject to examination by the Federal Reserve. Accommodating such examinations may 
require management to reallocate resources, which would otherwise be used in the day-to-day operation of other aspects of our 
business. If, as a result of an examination, any such banking agency was to determine that the financial condition, capital resources,
allowance for loan losses, asset quality, earnings prospects, management, liquidity, or other aspects of our operations had become 
unsatisfactory, or that we or our management were in violation of any law or regulation, such banking agency may take a number of 
different remedial actions as it deems appropriate. These actions include the power to enjoin “unsafe or unsound” practices, to require 
affirmative actions to correct any conditions resulting from any violation or practice, to issue an administrative order that can be
judicially enforced, to direct an increase in our capital, to restrict our growth, to assess civil monetary penalties against us, our officers,
or directors, to remove officers and directors, and, if it is concluded that such conditions cannot be corrected or there is an imminent 
risk of loss to depositors, to terminate our deposit insurance. If we become subject to such a regulatory action, it could have a material
adverse effect on our business, financial condition, and results of operations.

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FDIC deposit insurance assessments may continue to materially increase in the future, which would have an adverse effect 

on earnings.

As a member institution of the FDIC, our subsidiary, Equity Bank, is assessed a quarterly deposit insurance premium. Failed 

banks nationwide have significantly depleted the insurance fund and reduced the ratio of reserves to insured deposits. The FDIC has 
adopted a Deposit Insurance Fund, or DIF, Restoration Plan, which requires the DIF to attain a 1.35% reserve ratio by September 30,
2020. As a result of this requirement, Equity Bank could be required to pay significantly higher premiums or additional special
assessments that would adversely affect its earnings, thereby reducing the availability of funds to pay dividends to us.

We are subject to certain capital requirements by regulators. 

Applicable regulations require us to maintain specific capital standards in relation to the respective credit risks of our assets and 

off-balance sheet exposures. Various components of these requirements are subject to qualitative judgments by regulators. We
maintain a “well capitalized” status under the current regulatory framework. Our failure to maintain a “well capitalized” status could 
affect our customers’ confidence in us, which could adversely affect our ability to do business. In addition, failure to maintain such
status could also result in restrictions imposed by our regulators on our growth and other activities. Any such effect on customers or 
restrictions by our regulators could have a material adverse effect on our financial condition and results of operations. 

36 

We will become subject to more stringent capital requirements, which may adversely impact our return on equity or 

constrain us from paying dividends or repurchasing shares.

The Dodd-Frank Act requires the federal banking agencies to establish stricter risk-based capital requirements and leverage

limits to apply to banks and bank and savings and loan holding companies. In July 2013, the federal banking agencies published the
final Basel III rules (as defined in “Item 1 – Business – Supervision and Regulation – Bank Holding Company Regulation”) that
revised their risk-based and leverage capital requirements and their method for calculating risk-weighted assets. The Basel III rules
will apply to all bank holding companies with $1.0 billion or more in consolidated assets and all banks regardless of size.

As a result of the enactment of the Basel III rules, we will become subject to increased required capital levels. The Basel III
rules became effective as applied to us on January 1, 2015, with a phase-in period that generally extends from January 1, 2015 through
January 1, 2019. The application of more stringent capital requirements on us could, among other things, result in lower returns on 
equity, require the raising of additional capital, and result in regulatory actions such as the inability to pay dividends or repurchase
shares if we were to be unable to comply with such requirements. 

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We may need to raise additional capital in the future, including as a result of potential increased minimum capital thresholds

established by regulators, but that capital may not be available when it is needed or may be dilutive to stockholders.

We are required by federal and state regulatory authorities to maintain adequate capital levels to support our operations. New 
regulations implementing minimum capital standards could require financial institutions to maintain higher minimum capital ratios 
and may place a greater emphasis on common equity as a component of “Tier 1 capital,” which consists generally of stockholders’
equity and qualifying preferred stock, less certain goodwill items and other intangible assets. In order to support our operations and
comply with regulatory standards, we may need to raise capital in the future. Our ability to raise additional capital will depend on 
conditions in the capital markets at that time, which are outside of our control, and on our financial performance. Accordingly, we 
cannot assure you of our ability to raise additional capital, if needed, on favorable terms. The capital and credit markets have
experienced significant volatility in recent years. In some cases, the markets have produced downward pressure on stock prices and
credit availability for certain issuers without regard to those issuers’ underlying financial strength. If we cannot raise additional capital 
when needed, our financial condition and results of operations may be adversely affected, and our banking regulators may subject us 
to regulatory enforcement action, including receivership. Furthermore, our issuance of additional shares of our Class A common stock 
could dilute the economic ownership interest of our Class A stockholders. 

We are subject to numerous laws designed to protect consumers, including the Community Reinvestment Act and fair 

lending laws, and failure to comply with these laws could lead to a wide variety of sanctions.

The Community Reinvestment Act, or CRA, the Equal Credit Opportunity Act, the Fair Housing Act, and other fair lending
laws and regulations impose nondiscriminatory lending requirements on financial institutions. The U.S. Department of Justice and 
other federal agencies are responsible for enforcing these laws and regulations. A successful regulatory challenge to an institution’s
performance under the CRA or fair lending laws and regulations could result in a wide variety of sanctions, including damages and
civil money penalties, injunctive relief, restrictions on mergers and acquisitions activity, restrictions on expansion, and restrictions on 
entering new business lines. Private parties may also have the ability to challenge an institution’s performance under fair lending laws
in private class action litigation. Such actions could have a material adverse effect on our business, financial condition, results of 
operations, and future prospects.

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We are subject to the Bank Secrecy Act and other anti-money laundering statutes and regulations, and any deemed 

deficiency by us with respect to these laws could result in significant liability.

The Bank Secrecy Act, the USA PATRIOT Act of 2001, or the Patriot Act, and other laws and regulations require financial 

institutions, among other duties, to institute and maintain an effective anti-money laundering program and file suspicious activity and
currency transaction reports when appropriate. In addition to other bank regulatory agencies, the federal Financial Crimes 
Enforcement Network of the U.S. Treasury, is authorized to impose significant civil money penalties for violations of those
requirements and has recently engaged in coordinated enforcement efforts with the state and federal banking regulators, as well as the
U.S. Department of Justice, Consumer Financial Protection Bureau, Drug Enforcement Administration, and Internal Revenue Service, 
or the IRS. We are also subject to increased scrutiny of compliance with the rules enforced by the Office of Foreign Assets Control of 
the U.S. Treasury regarding, among other things, the prohibition of transacting business with, and the need to freeze assets of, certain 
persons and organizations identified as a threat to the national security, foreign policy, or economy of the United States. If our 
policies, procedures, and systems are deemed deficient, we would be subject to liability, including fines and regulatory actions, which
may include restrictions on our ability to pay dividends and the necessity to obtain regulatory approvals to proceed with certain 
aspects of our business plan, including our acquisition plans. Failure to maintain and implement adequate programs to combat mo
ney
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laundering and terrorist financing could also have serious reputational consequences for us. Any of these results could have a material
adverse effect on our business, financial condition, results of operations, and future prospects.

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37 

Many of our new activities and expansion plans require regulatory approv

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als, and failure to obtain them may restrict our 

growth.

We intend to complement and expand our business by pursuing strategic acquisitions of financial institutions and other 
complementary businesses. Generally, we must receive state and federal regulatory approval before we can acquire an FDIC-insured 
depository institution or related business. In determining whether to approve a proposed acquisition, federal banking regulator
consider, among other factors, the effect of the acquisition on competition, our financial condition, our future prospects, and the
impact of the proposal on U.S. financial stability. The regulators also review current and projected capital ratios and levels, the
competence, experience and integrity of management and its record of compliance with laws and regulations, the convenience and 
needs of the communities to be served (including the acquiring institution’s record of compliance under the CRA) and the
effectiveness of the acquiring institution in combating money laundering activities. Such regulatory approvals may not be granted on 
terms that are acceptable to us, or at all. We may also be required to sell branches as a condition to receiving regulatory approval,
which condition may not be acceptable to us or, if acceptable to us, may reduce the benefit of any acquisition. 

s will

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The Federal Reserve may require us to commit capital resources to support our subsidiary, Equity Bank. 

The Federal Reserve requires a bank holding company to act as a source of financial and managerial strength to its subsidiary 

banks and to commit resources to support its subsidiary banks. Under the “source of strength” doctrine, the Federal Reserve may
require a bank holding company to make capital injections into a troubled subsidiary bank at times when the bank holding company 
may not be inclined to do so and may charge the bank holding company with engaging in unsafe and unsound practices for failure to 
commit resources to such a subsidiary bank. Accordingly, we could be required to provide financial assistance to our subsidiary, 
Equity Bank, if it experiences financial distress.

Such a capital injection may be required at a time when our resources are limited and we may be required to borrow the funds to

make the required capital injection. In the event of a bank holding company’s bankruptcy, the bankruptcy trustee will assume any 
commitment by the holding company to a federal bank regulatory agency to maintain the capital of a subsidiary bank. Moreover,
bankruptcy law provides that claims based on any such commitment will be entitled to a priority of payment over the claims of thett
holding company’s general unsecured creditors, including the holders of any note obligations. 

We could be adversely affected by the soundness of other financial institutions.

Financial services institutions are interrelated as a result of trading, clearing, counterparty or other relationships. We have
exposure to many different industries and counterparties, and routinely execute transactions with counterparties in the financial
services industry, including commercial banks, brokers and dealers, investment banks and other institutional clients. Many of these 
transactions expose us to credit risk in the event of a default by a counterparty or client. In addition, our credit risk may be exacerbated 
when our collateral cannot be foreclosed upon or is liquidated at prices not sufficient to recover the full amount of the credit or 
derivative exposure due. Any such losses could adversely affect our business, financial condition and results of operations.

Stockholders may be deemed to be acting in concert or otherwise in control of us and our bank subsidiary, which could 

impose prior approval requirements and result in adverse regulatory consequences for such holders. 

We are a bank holding company regulated by the Federal Reserve. Any entity (including a “group” composed of natural 

persons) owning 25% or more of a class of our outstanding shares of voting stock, or a lesser percentage if such holder or group u
otherwise exercises a “controlling influence” over us, may be subject to regulation as a “bank 
u
the Bank Holding Company Act of 1956, as amended. In addition, (i) any bank holding company or foreign bank with a U.S. presence 
is required to obtain the approval of the Federal Reserve under the Bank Holding Company Act to acquire or retain 5% or more of a 
class of our outstanding shares of voting stock, and (ii) any person other than a bank holding company may be required to obtain prior 
regulatory approval under the Change in Bank Control Act to acquire or retain 10% or more of our outstanding shares of voting stock. 
Any stockholder that is deemed to “control” the Company for bank regulatory purposes would become subject to prior approval 
requirements and ongoing regulation and supervision. Such a holder may be required to divest amounts equal to or exceeding 5% o
the voting shares of investments that may be deemed incompatible with bank holding company status, such as an investment in a 
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company engaged in non-financial activities. Regulatory determination of “control” of a depository institution or holding company is
based on all of the relevant facts and circumstances. Potential investors are advised to consult with their legal counsel regarding the 
applicable regulations and requirements. 

holding company” in accordance with

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38 

Shares of our common stock owned by holders determined by a bank regulatory agency to be acting in concert would be 

aggregated for purposes of determining whether those holders have control of a bank or bank holding company. Each stockholder 
obtaining control that is a “company” would be required to register as a bank holding company. “Acting in concert” generally means 
knowing participation in a joint activity or parallel action towards the common goal of acquiring control of a bank or a parent
company, whether or not pursuant to an express agreement. The manner in which this definition is applied in individual circumstances 
can vary and cannot always be predicted with certainty. Many factors can lead to a finding of acting in concert, including where:
(i) the stockholders are commonly controlled or managed; (ii) the stockholders are parties to an oral or written agreement or 
understanding regarding the acquisition, voting or transfer of control of voting securities of a bank or bank holding company; (iii) the 
stockholders are immediate family members; or (iv) both a stockholder and a controlling stockholder, partner, trustee or management 
official of such stockholder own equity in the bank or bank holding company.

Risks Related to Our Class A Common Stock 

The market price of our Class A common stock may be subject to substantial fluctuations, which may make it difficult for 

you to sell your shares at the volumes, prices, and times desired. 

The trading price of our Class A common stock may be volatile, which may make it difficult for you to resell your shares at the

volume, prices and times desired. There are many factors that may impact the market price and trading volume of our Class A 
common stock, including: 

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actual or anticipated fluctuations in our operating results, financial condition, or asset quality; 

market conditions in the broader stock market in general, or in our industry in particular; 

publication of research reports about us, our competitors, or the bank and non-bank financial services industries generally,
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or changes in, or failure to meet, securities analysts’ estimates of our financial and operating performance, or lack of 
research reports by industry analysts or ceasing of coverage;

future issuances of our Class A common stock or other securities; 

significant acquisitions or business combinations, strategic partnerships, joint ventures, or capital commitments by or 
involving our competitors or us; 

additions or departures of key personnel;

trades of large blocks of our Class A common stock;

economic and political conditions or events; 

regulatory developments; and 

other news, announcements, or disclosures (whether by us or others) related to us, our competitors, our core markets, or 
the bank and non-bank financial services industries.

The stock market and, in particular, the market for financial institution stocks, have experienced substantial fluctuations in 

recent years, which in many cases have been unrelated to the operating performance and prospects of particular companies. In 
addition, significant fluctuations in the trading volume in our Class A common stock may cause significant price variations to occur. 
Increased market volatility may materially and adversely affect the market price of our Class A common stock, which could make it 
difficult to sell your shares at the volume, prices and times desired. 

The obligations associated with being a public company require significant resources and management attention.

As a public company, we face increased legal, accounting, administrative and other costs and expenses that are not incurred by 
private companies, particularly after we are no longer an emerging growth company. We are subject to the reporting requirements of 
the Exchange Act, which requires that we file annual, quarterly and current reports with respect to our business and financial condition 
and proxy and other information statements, and the rules and regulations implemented by the SEC, the Sarbanes-Oxley Act, the 
Dodd-Frank Act, the PCAOB and the NASDAQ Global Select Market, each of which imposes additional reporting and other 
obligations on public companies. As a public company, we are required to:

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prepare and distribute periodic reports, proxy statements and other stockholder communications in compliance with the
federal securities laws and rules;

expand the roles and duties of our board of directors and committees thereof;

maintain an enhanced internal audit function; 

39 

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institute more comprehensive financial reporting and disclosure compliance procedures; 

involve and retain to a greater degree outside counsel and accountants in the activities listed above;

enhance our investor relations function;

establish new internal policies, including those relating to trading in our securities and disclosure controls and procedures;

retain additional personnel; 

comply with the NASDAQ Global Select Market listing standards; and 

comply with the Sarbanes-Oxley Act. 

We expect these rules and regulations and changes in laws, regulations and standards relating to corporate governance and 

public disclosure, which have created uncertainty for public companies, to increase legal and financial compliance costs and make 
some activities more time consuming and costly. These laws, regulations and standards are subject to varying interpretations, in many 
cases due to their lack of specificity, and, as a result, their application in practice may evolve over time as new guidance is provided 
by regulatory and governing bodies. This could result in continuing uncertainty regarding compliance matters and higher costs
necessitated by ongoing revisions to disclosure and governance practices. Our investment in compliance with existing and evolving
regulatory requirements will result in increased administrative expenses and a diversion of management’s time and attention from 
revenue-generating activities to compliance activities, which could have a material adverse effect on our business, financial condition 
and results of operations. These increased costs may require us to divert a significant amount of money that we could otherwise use to 
expand our business and achieve our strategic objectives

We have not historically declared or paid cash dividends on our common stock and we do not expect to pay dividends on our 
common stock in the foreseeable future. Consequently, your only opportunity to achieve a return on your investment is if the price 
of our Class A common stock appreciates.

The holders of our common stock will receive dividends if and when declared by our board of directors out of legally available 
funds. Our board of directors has not declared a dividend on our common stock since our inception. Any future determination relating 
to our dividend policy will be made at the discretion of our board of directors and will depend on a number of factors, including our 
future earnings, capital requirements, financial condition, future prospects, regulatory restrictions, and other factors that our board of 
directors may deem relevant. 

Our principal business operations are conducted through our subsidiary, Equity Bank. Cash available to pay dividends to our 

stockholders is derived primarily, if not entirely, from dividends paid by Equity Bank to us. The ability of Equity Bank to pay
dividends to us, as well as our ability to pay dividends to our stockholders, will continue to be subject to, and limited by, certain legal
and regulatory restrictions. Further, any lenders making loans to us may impose financial covenants that may be more restrictive with 
respect to dividend payments than the regulatory requirements.

If a substantial number of shares become available for sale and are sold in a short period of time, the market price of our 

Class A common stock could decline. 

If our existing stockholders sell substantial amounts of our Class A common stock in the public market, the market price of our
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Class A common stock could decrease significantly. The perception in the public market that our existing stockholders might sel
shares of Class A common stock could also depress our market price. A decline in the price of shares of our Class A common stock 
might impede our ability to raise capital through the issuance of additional shares of our Class A common stock or other equity
securities and could result in a decline in the value of the shares of our Class A common stock.

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40 

Securities analysts may not initiate or continue coverage on our Class A common stock, which could adversely affect the 

market for our Class A common stock. 

The trading market for our Class A common stock may depend in part on the research and reports that securities analysts

publish about us and our business. We do not have any control over these securities analysts and they may not cover our Class A
common stock. If securities analysts do not cover our Class A common stock, the lack of research coverage may adversely affect our 
market price. If we are covered by securities analysts and our Class A common stock is the subject of an unfavorable report, the price 
of our Class A common stock may decline. If one or more of these analysts cease to cover us or fail to publish regular reports on us, 
we could lose visibility in the financial markets, which could cause the price or trading volume of our Class A common stock to
decline.

The trading volume in our common stock is less than other larger financial institutions. 

Although our Class A common stock is listed for trading on the Nasdaq Global Select Market, the trading volume in our 
common stock is less than that of other, larger financial services companies. A public trading market having the desired characteristics 
of depth, liquidity and orderliness depends on the presence in the marketplace of willing buyers and sellers of our Class A common 
stock at any given time. This presence depends on the individual decisions of investors and general economic and market conditions 
over which we have no control. Given the lower trading volume of our Class A common stock, significant sales of our Class A 
common stock, or the expectation of these sales, could cause the price of our Class A common stock to decline. 

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Use of our common stock for future acquisitions or to raise capital may be dilutive to existing stockholders. 

When we determine that appropriate strategic opportunities exist, we may acquire other financial institutions and related
businesses, subject to applicable regulatory requirements. We may use our common stock for such acquisitions. We may also seek to 
raise capital for such acquisitions through selling additional common stock. It is possible that the issuance of additional common stock 
in such acquisitions or capital transactions may be dilutive to the interests of our existing stockholders. 

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A future issuance of stock could dilute the value of our Class A common stock.

We may sell additional shares of Class A common stock, or securities convertible into or exchangeable for such shares, in 
subsequent public or private offerings. Future issuance of any new shares could cause further dilution in the value of our outstanding
shares of Class A common stock. We cannot predict the size of future issuances of our Class A common stock, or securities 
convertible into or exchangeable for such shares, or the effect, if any, that future issuances and sales of shares of our Class A common 
stock will have on the market price of our Class A common stock. Sales of substantial amounts of our Class A common stock 
(including shares issued in connection with an acquisition), or the perception that such sales could occur, may adversely affect 
prevailing market prices of our Class A common stock. 

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We have significant institutional investors whose interests may differ from yours. 

A significant portion of our outstanding equity is currently held by various investment funds. These funds could have a 

significant level of influence because of their level of ownership and representation on our board of directors, including a greater 
ability than you and our other stockholders to influence the election of directors and the potential outcome of other matters submitted
to a vote of our stockholders, such as mergers, the sale of substantially all of our assets and other extraordinary corporate matters and
affect the votes of our board of directors. These funds also have certain rights, such as access rights and registration rights that our 
other stockholders do not have. The interests of these funds could conflict with the interests of our other stockholders, including you,
and any future transfer by these funds of their shares of Class A common stock to other investors who have different business
objectives could have a material adverse effect on our business, financial condition, results of operations and future prospects, and the
market value of our Class A common stock.

Our directors and executive officers beneficially own a significant portion of our Class A common stock and have substantial 

influence over us. 

Our directors and executive officers, as a group, beneficially owned approximately 16.2% of our outstanding Class A common 
stock as of December 31, 2016. As a result of this level of ownership, our directors and executive officers have the ability, by taking
coordinated action, to exercise significant influence over our affairs and policies. The interests of our directors and executive officers 
may not be consistent with your interests as a stockholder. This influence may also have the effect of delaying or preventing changes 
of control or changes in management, or limiting the ability of our other stockholders to approve transactions that they may deem to 
be in the best interests of our Company. 

41 

Shares of our Class A common stock are not insured deposits and may lose value.

Shares of our Class A common stock are not savings or deposit accounts and are not insured by the FDIC’s DIF, or any other 

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agency or private entity. Such shares are subject to investment risk, including the possible loss of some or all of the value o
investment. 

f your 

The laws that regulate our operations are designed for the protection of depositors and the public, not our stockholders. 

The federal and state laws and regulations applicable to our operations give regulatory authorities extensive discretion in
connection with their supervisory and enforcement responsibilities, and generally have been promulgated to protect depositors and the
FDIC’s DIF and not for the purpose of protecting stockholders. These laws and regulations can materially affect our future business. 
Laws and regulations now affecting us may be changed at any time, and the interpretation of such laws and regulations by bank 
regulatory authorities is also subject to change. 

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We have the ability to incur debt and pledge our assets, including our stock in Equity Bank, to secure that debt and holders

of any such debt obligations will generally have priority over holders of our Class A common stock with respect to certain payment 
obligations.

We have the ability to incur debt and pledge our assets to secure that debt. Absent special and unusual circumstances, a holder
of indebtedness for borrowed money has rights that are superior to those of holders of Class A common stock. For example, interest 
must be paid to the lender before dividends can be paid to stockholders, and loans must be paid off before any assets can be distributed
to stockholders if we were to liquidate. Furthermore, we would have to make principal and interest payments on our indebtedness, 
which could reduce our profitability or result in net losses on a consolidated basis.

We are an emerging growth company under the JOBS Act, and we cannot be certain whether the reduced disclosure

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requirements applicable to emerging growth companies will make our Class A common stock less attractive to investors.

We are an emerging growth company under the JOBS Act, and we therefore are permitted to, and we intend to, take advantage
of exemptions from certain disclosure requirements. We are an emerging growth company until the earliest of: (i) the last day of the
fiscal year during which we had total annual gross revenues of $1.0 billion or more; (ii) the last day of the fiscal year following the
fifth anniversary of our initial public offering; (iii) the date on which we have, during the previous three-year period, issued more than 
$1.0 billion in non-convertible debt; or (iv) the date on which we are deemed a “large accelerated filer,” as defined under the federal
securities laws. For so long as we remain an emerging growth company, we may take advantage of certain exemptions from various 
reporting requirements that are applicable to other public companies that are not emerging growth companies, including, but not
limited to, not being required to comply with the auditor attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced
disclosure obligations regarding executive compensation in our periodic reports and proxy statements, and exemptions from the 
requirements of holding a nonbinding advisory vote on certain executive compensation matters, such as “say on pay” and “say on 
frequency.” As a result, our stockholders may not have access to certain information that they may deem important. Although we
intend to rely on certain of the exemptions provided in the JOBS Act, the exact implications of the JOBS Act for us are still subject to
interpretations and guidance by the SEC and other regulatory agencies. 

We cannot predict whether investors will find our Class A common stock less attractive as a result of our taking advantage of 

these exemptions. If some investors find our Class A common stock less attractive as a result of these choices, there may be a less
active trading market for our Class A common stock, and our stock price may be more volatile.

If we fail to maintain an effective system of disclosure controls and procedures and internal control over financial reporting,

tt

we may not be able to accurately report our financial results or prevent fraud.

Ensuring that we have adequate disclosure controls and procedures, including internal control over financial reporting, in place

so that we can produce accurate financial statements on a timely basis is costly and time-consuming and needs to be reevaluated
frequently. We are in the process of documenting, reviewing and, if appropriate, improving our internal controls and procedures in 
anticipation of being subject to the requirements of Section 404 of the Sarbanes-Oxley Act, which will require annual management 
assessments of the effectiveness of our internal control over financial reporting and, when we cease to be an emerging growth 
company under the JOBS Act, a report by our independent auditors addressing these assessments. Our management may conclude that
our internal control over financial reporting are not effective due to our failure to cure any identified material weakness or otherwise. 
Moreover, even if our management concludes that our internal control over financial reporting are effective, our independent 
registered public accounting firm may not conclude that our internal control over financial reporting are effective. In the future, our 
independent registered public accounting firm may not be satisfied with our internal control over financial reporting or the level at 
which our controls are documented, designed, operated or reviewed, or it may interpret the relevant requirements differently from us.
In addition, during the course of the evaluation, documentation and testing of our internal control over financial reporting, we may

tt

42 

identify deficiencies that we may not be able to remediate in time to meet the deadline imposed by the SEC for compliance with the
requirements of Section 404 of the Sarbanes-Oxley Act. Any such deficiencies may also subject us to adverse regulatory
consequences. If we fail to achieve and maintain the adequacy of our internal control over financial reporting, as these standa
f
modified, supplemented or amended from time to time, we may be unable to report our financial information on a timely basis, we
may not be able to conclude on an ongoing basis that we have effective internal control over financial reporting in accordance with the 
Sarbanes-Oxley Act, and we may suffer adverse regulatory consequences or violations of listing standards. There could also be a
negative reaction in the financial markets due to a loss of investor confidence in the reliability of our financial statements.

rds are 

Our corporate governance documents, and certain corporate and banking laws applicable to us, could make a takeover more 

difficult.

Certain provisions of our Articles of Incorporation and our Bylaws, and applicable corporate and federal banking laws, could

make it more difficult for a third party to acquire control of us or conduct a proxy contest, even if those events were perceived by 
many of our stockholders as beneficial to their interests. These provisions, and the corporate and banking laws and regulations
applicable to us, among others:

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

empower our board of directors, without stockholder approval, to issue preferred stock, the terms of which, including 
voting power, are set by our board of directors;

only permit stockholder action to be taken at an annual or special meeting of stockholders and not by written consent in 
lieu of such a meeting;

provide for a classified board of directors, so that only approximately one-third of or directors are elected each year; 

prohibit us from engaging in certain business combinations with “interested stockholders” (generally defined as a holder 
of 15% or more of the corporation’s outstanding voting stock); 

require at least 120 days’ advance notice of nominations for the election of directors and the presentation of stockholder 
proposals at meetings of stockholders; and 

require prior regulatory application and approval of any transaction involving control of our organization.

These provisions may discourage potential acquisition proposals and could delay or prevent a change in control, including under

circumstances in which our stockholders might otherwise receive a premium over the market price of our shares.

Our board of directors may issue shares of preferred stock that would adversely affect the rights of our Class A common 

stockholders. 

Our authorized capital stock includes 10,000,000 shares of preferred stock of which none were issued and outstanding as of 

March 11, 2017. Our board of directors, in its sole discretion, may designate and issue one or more series of preferred stock from the 
authorized and unissued shares of preferred stock. Subject to limitations imposed by law or our Articles of Incorporation, our board of 
directors is empowered to determine: 

ff

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

the designation of, and the number of, shares constituting each series of preferred stock; 

the dividend rate for each series; 

the terms and conditions of any voting, conversion and exchange rights for each series;

the amounts payable on each series on redemption or our liquidation, dissolution or winding-up;

the provisions of any sinking fund for the redemption or purchase of shares of any series; and

the preferences and the relative rights among the series of preferred stock. 

We could issue preferred stock with voting and conversion rights that could adversely affect the voting power of the shares of 

our Class A common stock and with preferences over our Class A common stock with respect to dividends and in liquidation. 

The return on your investment in our Class A common stock is uncertain. 

We cannot provide any assurance that an investor in our Class A common stock will realize a substantial return on his or her 

investment, or any return at all. Further, as a result of the uncertainty and risks associated with our operations, many of which are
described in this “Item 1A—Risk Factors” section, it is possible that an investor could lose his or her entire investment. 

43 

Item 1B: Unresolved Staff Comments 

None

Item 2: Properties

Our principal executive offices are located at 7701 East Kellogg Drive, Wichita, Kansas 67207. Including our principal
executive offices, as of December 31, 2016, we operated a total of 34 branches, consisting of four branches in the Wichita, Kansas 
metropolitan area, six branches in the Kansas City metropolitan area, three branches in Topeka, Kansas, ten branches in Western
Missouri, two branches in Western Kansas, four branches in Southeast Kansas and five branches in Northern Arkansas. Most of 
Equity Bank’s branches are equipped with automated teller machines and drive-through facilities. We believe all of our facilities are
suitable for our operational needs. The following table summarizes pertinent details of our principal executive offices and branches, as
of December 31, 2016: 

a

Address 

Owned/Leased 

i
Principal Executive Offi
ce and Wichita Branch:
PP

7701 East Kellogg Drive 
Wichita, Kansas 67207 

Other Wichita Branches: 

225 West Central
Andover, Kansas 67002

1555 North Webb Road 
Wichita, Kansas 67206

10222 West Central
Wichita, Kansas 67212

KK
Kansas City Branches: 

6200 Northwest 63rd Terrace
Kansas City, Missouri 64151

8880 West 151st Street 
Overland Park, Kansas 66221 

t

4551 West 107th Street, Suite 210
Overland Park, Kansas 66207 

909 Northeast Rice Road
Lee’s Summit, Missouri 64086 

301 Southeast Main Street 
Lee’s Summit, Missouri 64063 

1251 Southwest Oldham Parkway
Lee’s Summit, Missouri 64081 

Western Missouri Branches: 
1919 Highway 13
Higginsville, Missouri 64037

300 South Miller Street
Sweet Springs, Missouri 65351

612 North Maguire
Warrensburg, Missouri 64093

1110 South Mitchell Street 
Warrensburg, Missouri 64093

44 

Owned

Leased

Owned 

Owned 

Owned

Owned

Leased 

Leased 

Owned 

Owned 

Owned

Owned 

Owned 

Leased

 
 
  
 
 
  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  
 
 
 
 
Address 

Owned/Leased 

200 North State Street 
Knob Noster, Missouri 65336 

920 Thompson Boulevard 
Sedalia, Missouri 65301

504 West Benton Street
Windsor, Missouri 65360 

615 East Ohio Street 
Clinton, Missouri 64735 

100 East Main Street 
Warsaw, Missouri 65355

1601 Commercial Street
Warsaw, Missouri 65355

Topeka Branches: 

701 South Kansas Avenue
Topeka, Kansas 66603

507 West 8th Street 
Topeka, Kansas 66603 

3825 Southwest 29th Street 
Topeka, Kansas 66614 

Western Kansas Branches: 
2428 Vine Street 
Hays, Kansas 67601

916 Washington Street
Ellis, Kansas 67637

Southeast Kansas Branches: 
SS
902 McArthur Rd
Coffeyville, Kansas 67337

112 East Myrtle Street 
Independence, Kansas 67301 

801 Main 
Neodesha, Kansas 66757

102 North Broadway Street 
Pittsburg, Kansas 66762

NN
Northern Arkansas Branches: 

200 East Ridge Avenue
Harrison, Arkansas 72601

1304 Highway 62/65 North(1)
Harrison, Arkansas 72601 

911 West Trimble Avenue 
Berryville, Arkansas 72616

107 West Van Buren 
Eureka Springs, Arkansas 72632 

45 

Owned 

Owned 

Owned 

Owned 

Owned 

Owned 

Owned

Owned 

Leased

Owned

Owned 

Owned

Owned 

Owned 

Owned 

Owned

Leased

Owned

Leased

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Address 

198 Slack Street 
Pea Ridge, Arkansas 72751 

Owned/Leased 

Owned 

(1)The building at this location is owned but the land is on a long term lease expiring in January 2030. 

Item 3: Legal Proceedings 

From time to time we are party to various litigation matters incidental to the conduct of our business. See “NOTE 23 – LEGAL

MATTERS” of the Notes to Consolidated Financial Statements under Item 8 to this Annual Report on Form 10-K for a complete
discussion of litigation matters. 

Item 4: Mine Safety Disclosures 

Not applicable.

46 

 
 
Part II

Item 5: Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 

Market Information and Common Equity Holders

Our common stock is listed on the NASDAQ Global Select Markets under the symbol “EQBK”. Our common stock has no 
public trading history prior to November 11, 2015. At March 9, 2017, there were 11,158,545 shares of our Class A common stock, 
outstanding, 558,227 shares of our Class B common stock outstanding, 271 stockholders of record for the Company’s Class A 
common stock and three stockholders of record for the Company’s Class B common stock. 

The following table sets forth, for the periods indicated, the high and low intraday sales prices for our Class A common stock as 

reported by the NASDAQ Global Select Market: 

Quarter ended December 31, 2015 (beginning
   November 11, 2015)
Quarter ended March 31, 2016
Quarter ended June 30, 2016
Quarter ended September 30, 2016 
Quarter ended December 31, 2016 
Quarter ended March 31, 2017 (through March 9, 2017)

High

Low

$
$
$
$
$
$

24.93     $ 
24.10     $ 
23.94     $ 
26.27     $ 
38.03     $ 
35.24     $ 

16.00
19.72
19.81
20.77
23.94
31.76

Dividend Policy

We have not historically declared or paid cash dividends on our common stock and we do not expect to pay dividends on our 

common stock for the foreseeable future. Instead, we anticipate that all of our future earnings will be retained to support our
operations and to finance the growth and development of our business. Any future determination to pay dividends on our common 
stock will be made by our board of directors and will depend on a number of factors, including:

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

our historical and projected financial condition, liquidity and results of operations; 

our capital levels and requirements; 

statutory and regulatory prohibitions and other limitations;

any contractual restriction on our ability to pay cash dividends, including pursuant to the terms of any of our credit 
agreements or other borrowing arrangements;

our business strategy; 

tax considerations;

any acquisitions or potential acquisitions that we may examine;

general economic conditions; and 

other factors deemed relevant by our board of directors.

We are not obligated to pay dividends on our common stock.

As a Kansas corporation, we are subject to certain restrictions on dividends under the Kansas General Corporation Code. 
Generally, a Kansas corporation may pay dividends to its stockholders out of its surplus or, if there is no surplus, out of its net profits 
for the fiscal year in which the dividend is declared or the preceding fiscal year, or both. In addition, if the capital of a Kansas 
corporation is diminished by depreciation in the value of its property, or by losses, or otherwise, to an amount less than the aggregate
amount of the capital represented by the issued and outstanding stock of all classes having a preference upon the distribution of assets, 
the directors of such corporation cannot declare and pay out of such net profits any dividends upon any shares of any classes of its 
capital stock until the deficiency in the amount of capital represented by the issued and outstanding stock of all classes having a
preference upon the distribution of assets is repaired. We are also subject to certain restrictions on the payment of cash dividends as a 
result of banking laws, regulations and policies. For more information, see “Item 1 – Supervision and Regulation – Banking
Regulation – Standards for Safety and Soundness.” 

47 

  
    
Since we are a bank holding company and do not engage directly in business activities of a material nature, our ability to pay 

dividends to our stockholders depends, in large part, upon our receipt of dividends from Equity Bank, which is also subject to
numerous limitations on the payment of dividends under federal and state banking laws, regulations and policies. The present and 
future dividend policy of Equity Bank is subject to the discretion of its board of directors. Equity Bank is not obligated to pay 
dividends.

f

If Equity Bank is “significantly undercapitalized” under the applicable federal bank capital standards, or if Equity Bank is 
“undercapitalized” and has failed to submit an acceptable capital restoration plan or has materially failed to implement such a plan, the 
FDIC may choose to require Equity Bank to receive prior approval for any capital distribution from the Federal Reserve. In addition, 
Equity Bank generally is prohibited from making a capital distribution if such a distribution would cause Equity Bank to be 
“undercapitalized” under applicable federal bank capital standards. For more information, see “Item 7 – Supervision and Regulation – 
Banking Regulation – Standards for Safety and Soundness.” 

a

Securities Authorized for Issuance Under Equity Compensation Plans

The following table presents shares of our common stock that may be issued with respect to compensation plans at

December 31, 2016:

Plan category 
Equity compensation plans approved by security
   holders( )(2)
Equity compensation plans not approved by
   security holders 
Total

Number of 
securities to be
issued upon
exercise of
outstanding
options, warrants
and rights
(a)

Weighted average
exercise price
of outstanding
options, warrants
and rights
(b)

Number of
securities remaining
available for future
issuance under
equity compensation
n
plans (excluding
securities reflected
in column a)
(c)

387,135   

18.46    

505,974

203,700 ( )(1)
590,835    $

13.32  
16.69    

——
505,974

(2)  All securities remaining available for future issuance were available under our Amended and Restated 2013 Stock Incentive 
a

Plan as of December 31, 2016. No securities remained available for future issuance under our 2006 Non-Qualified Stock Option 
Plan.

48 

  
 
  
  
  
Performance Graph

The following performance graph compares total stockholders return on the Company’s common stock for the period beginning 

at the close of trading November 11, 2015 to December 31, 2016, with the cumulative total return of the NASDAQ Composite Index
and the NASDAQ Bank Index for the same period. Cumulative total return is computed by dividing the difference between the 
Company’s share price at the end and the beginning of the measurement period by the share price at the beginning of the measurement 
period. The performance graph assumes $100 is invested on November 11, 2015, in the Company’s common stock, the NASDAQ 
Composite Index and the NASDAQ Bank Index. Historical stock price performance is not necessarily indicative of future stock price
performance. 

Total Return Performance

145.00

140.00

135.00

130.00

125.00

120.00

115.00

110.00

105.00

100.00

95.00

90.00

85.00

11/11/2015

12/31/2015
12/31/2015

3/31/2016

6/30/2016

9/30/2016
9/30/2016

12/31/2016

Equity Bancshares, Inc.

Nasdaq Composit Index

Nasdaq Bank Index

100.00

100.00

100.00

97.91

98.86

94.92

87.91

96.42

88.72

92.68

95.81

90.95

108.59

104.99

99.80

140.82

106.37

128.15

Recent Sales of Unregistered Equity Securities 

On December 20, 2016, the Company and certain selling stockholders of the Company, who are funds affiliated with Patriot 

Financial Partner, L.P. and Endecott Management Company (the Selling Stockholders”), severally and not jointly and severally, 
entered into a Securities Purchase Agreement (“Purchase Agreement”) with certain institutional and accredited investors (the 
“Investors”).  Pursuant to the Purchase Agreement, the Investors agreed to purchase an aggregate of 1,090,000 shares of our Class A
common stock, par value $0.01 per share, at a purchase price of $32.50 per share which consisted of 770,000 shares of Class A
common stock that were issued by the Company and 320,000 shares of the Company’s Class B common stock, par value $0.01, which
were converted into an equal number of shares of Class A common stock upon transfer to the Investors.  The gross proceeds to the
Company were approximately $25.0 million and underwriter fees paid by the Company were $1.3 million. The net proceeds were used
by the Company to repay debt under its line of credit and to provide working capital for the Company’s growth strategies.  The
Company did not receive any of the proceeds from the sale of shares by the Selling Stockholders.  The issuance of the shares of Class
f
A common stock by the Company pursuant to the Purchase Agreement to the institutional and “accredited investors” (as that term is
defined under rule 501 of Regulation D) was exempt from registration under the Securities Act, in reliance upon Section 4(a)(2) of the
Securities Act and Regulation D Rule 506, as a transaction by an issuer involving a public offering. In connection with the Purchase 
agreement, the Company entered into a Registration Rights Agreement (the “Registration Rights Agreement”) between the Company 
and each of the Investors. The Company filed a Form S-3 registration statement pursuant to the terms of the Registration Rights
Agreement on January 17, 2017, which was declared effective by the SEC on January 27, 2017.

Purchases of equity securities by the issuer and affiliated purchasers 

None

49 

  
  
Item 6: Selected Financial Data 

The following table sets forth selected historical consolidated financial and other data as of and for the years ended

December 31, 2016, 2015, 2014 and 2013. Our historical results are not necessarily indicative of any future period. The performance,
asset quality and capital ratios are unaudited and derived from our audited and unaudited financial statements as of and for the periods 
presented. Average balances have been calculated using daily averages, unless otherwise denoted. 

You should read the selected consolidated financial data set forth below in conjunction with “Item 7 – Management’s

Discussion and Analysis of Financial Condition and Results of Operations” and our consolidated financial statements and the related 
notes included elsewhere in this Annual Report on Form 10-K. 

50 

Selected Financial Data for the periods indicated (dollars in thousands, except per share amounts):

Years Ended December 31,

2016

2015

2014

2013

Statement of Income Data

Interest and dividend income
Interest expense
Net interest income 
Provision for loan losses 
Net gain on acquisition 
Net gain on sale and settlement of securities
Other non-interest income 
Merger expense
Loss on extinguishment of debt 
Other non-interest expense 
Income before income taxes 
Provision for income taxes 
Net income 
Dividends and discount accretion on preferred Stock 
Net income allocable to common stockholders
Basic earnings per share
Diluted earnings per share

$

61,799   $
9,202  
52,597  
2,119  
—
479  
9,987  
5,294  
58  
41,723  
13,869  
4,495  
9,374  
(1) 

9,373

1.09  
1.07  

Balance Sheet Data (at period end) 

Cash and cash equivalents 
Securities available-for-sale
Securities held-to-maturity 
Loans held for sale 
Gross loans held for investment
Allowance for loan losses 
Loans held for investment, net of allowance for loan 
  losses
Goodwill and core deposit intangibles, net 
Mortgage servicing asset
Total assets 
Total deposits 
Borrowings 
Total liabilities
Total stockholders’ equity 
Tangible common equity*

$

35,095   $
95,732  
465,709  
4,830  
1,383,605  
6,432  

1,377,173  
63,589  
23  
2,192,192  
1,630,451  
293,909  
1,934,228  
257,964  
194,352  

53,028   $
6,766  
46,262  
3,047  
682
756  
8,364  
1,691  
316  
36,568  
14,442  
4,142  
10,300  
(177) 

10,123

1.55  
1.54  

56,829   $

130,810  
310,539  
3,504  
960,355  
5,506  

954,849  
19,679  
29  
1,585,727  
1,215,914  
194,064  
1,418,494  
167,233  
131,153  

46,794     $
5,433     
41,361     
1,200     
— —
986     
7,688     
— —     
— —     
35,645     
13,190     
4,203     
8,987     
(708)    
8,279

1.31     
1.30     

46,845  
5,610  
41,235  
2,583  
—
500  
7,392  
—  
—  
35,137  
11,407  
3,534  
7,873  
(978) 
6,895

0.93  
0.92  

31,707     $
52,985     
261,017     
897     
725,876     
5,963     

20,620  
65,450  
284,407  
347  
660,294  
5,614  

719,913     
19,237     
— —     

654,680  
19,600  
—  
1,174,515      1,139,897  
947,319  
43,365  
1,056,786      1,000,024  
139,873  
88,381  

117,729     
82,133     

981,177     
70,370     

Performance ratios 

Return on average assets (ROAA)
Return on average equity (ROAE)
Return on average tangible common equity 
  (ROATCE)*
Yield on loans 
Cost of interest-bearing deposits 
Net interest margin
Efficiency ratio*
Non-interest income / average assets 
Non-interest expense / average assets 

pCapital Ratios

Tier 1 Leverage Ratio 
Common Equity Tier 1 Capital Ratio 
Tier 1 Risk Based Capital Ratio
Total Risk Based Capital Ratio
Equity / Assets 
Book value per share 
Tangible book value per share*
Tangible common equity to tangible assets*

0.55%
5.55%

6.75%
4.98%
0.65%
3.30%
66.67%
0.61%
2.74%

11.81%
13.34%
14.25%
14.67%
11.77%
22.09   $
16.64   $
9.13%

0.75%
8.19%

9.66%
5.31%
0.55%
3.65%
66.94%
0.71%
2.81%

9.47%
12.35%
13.85%
14.35%
10.55%
18.37   $
15.97   $
8.37%

0.78%  
7.30%  

9.99%  
5.63%  
0.49%  
3.92%  
72.67%  
0.75%  
3.08%  

9.62%  
N/A     
13.16%  
13.86%
10.02%  
16.71     $
13.54     $
7.11%  

0.67%
5.71%

8.27%
5.63%
0.53%
3.87%
72.26%
0.67%
2.99%

11.59%
N/A  
17.01%
17.74%
12.27%
14.62  
11.97  
7.89%

$
$

*Indicator non-GAAP financial measure. Please see “Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of 
Operations – Non-GAAP Financial Measures” for reconciliation to the most directly comparable GAAP measure.

51 

  
 
 
 
 
 
 
  
  
     
  
 
 
 
  
  
     
  
  
  
     
  
Item 7: Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion and analysis of our financial condition and results of operations should be read in conjunction with 
our audited consolidated financial statements and the accompanying notes included elsewhere in this Annual Report on Form 10-K.
The following discussion contains “forward-looking statements” that reflect our future plans, estimates, beliefs and expected 
performance. We caution that assumptions, expectations, projections, intentions or beliefs about future events may, and often do, vary 
from actual results and the differences can be material. See “Cautionary Statement Regarding Forward-Looking Statements.” Also,
o
see the risk factors and other cautionary statements described under the heading “Item 1A – Risk Factors” included in Item 1A of this
Annual Report on Form 10-K. We do not undertake any obligation to publicly update any forward-looking statements except as 
otherwise required by applicable law.

dd

This discussion and analysis of our financial condition and results of operation includes the following sections:

Overview 

Critical Accounting Policies – a discussion of accounting policies that require critical estimates and assumptions; 

Results of Operations – an analysis of our operating results, including disclosures about the sustainability of our earnings;

Financial Condition – an analysis of our financial position;

Liquidity and Capital Resources – an analysis of our cash flows and capital position; and

Non-GAAP Financial Measures – reconciliation of non-GAAP measures.

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

Overview 

We are a bank holding company headquartered in Wichita, Kansas. Our wholly-owned banking subsidiary, Equity Bank, 
provides a broad range of financial services primarily to businesses and business owners as well as individuals through our network of 
34 full service branches located in Arkansas, Kansas and Missouri. As of December 31, 2016, we had, on a consolidated basis, total 
assets of $2.19 billion, total deposits of $1.63 billion, total loans held for investment of $1.38 billion (net of allowances) and total 
stockholders’ equity of $258.0 million. Net income for the year ended December 31, 2016 was $9.4 million compared to $10.3 million 
for the prior year ended December 31, 2015, a decrease of $926 thousand, or 9.0%.

History and Background 

Since 2003, we have completed a series of ten acquisitions and two charter consolidations. We have sought to integrate the 
banks we acquire into our existing operational platform and enhance stockholder value through the creation of efficiencies within the 
combined operations. In conjunction with our strategic acquisition growth, we strive to reposition and improve the loan portfolio and 
deposit mix of the banks we acquire. Following our acquisitions, we focus on identifying and disposing of problematic loans and
replacing them with higher quality loans generated organically. In addition, we have focused on growth in our commercial loan 
portfolio, which we believe generally offers higher return opportunities than our consumer loan portfolio, primarily by hiring
additional talented bankers, particularly in our metropolitan markets, and incentivizing our bankers to expand their commercial
banking relationships. We also seek to increase our most attractive deposit accounts primarily by growing deposits in our community 
markets and cross-selling our depository products to our loan customers. 

Our principal objective is to continue to increase stockholder value and generate consistent earnings growth by expanding our 

commercial banking franchise both organically and through strategic acquisitions. We believe our strategy of selectively acquiring and 
integrating community banks has provided us with economies of scale and improved our overall franchise efficiency. We expect to
continue to pursue strategic acquisitions and believe our targeted market areas present us with many and varied acquisition 
opportunities. We are also focused on continuing to grow organically and believe the markets in which we operate currently provide 
meaningful opportunities to expand our commercial customer base and increase our current market share. We believe our geographic
footprint, which is strategically split between growing metropolitan markets, such as Kansas City and Wichita, and stable community 
markets within Western Kansas, Western Missouri, Topeka and Northern Arkansas, provides us with access to low cost, stable core
deposits in community markets that we can use to fund commercial loan growth in our metropolitan markets. We strive to provide an 
enhanced banking experience for our customers by providing them with a comprehensive suite of sophisticated banking products and
services tailored to meet their needs, while delivering the high-quality, relationship-based customer service of a community bank.

aa

52 

Highlights for the Year Ended December 31, 2016 

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

Net income allocable to common stockholders of $9.4 million for the year ended December 31, 2016, compared to $10.1
million for the previous year ended December 31, 2015, a 7.4% decrease. 

Total loans held for investment of $1.38 billion at December 31, 2016, compared to $954.8 million at December 31, 2015,
an increase of $423.3 million, or 44.1%. 

Total deposits of $1.63 billion at December 31, 2016, compared to $1.22 billion at December 31, 2015, an increase of 
$414.5 million, or 34.1%.

Total assets of $2.19 billion at December 31, 2016, compared to $1.59 billion at December 31, 2015, an increase of 
$606.5 million, or 38.2%.

Book value per common share of $22.09 at December 31, 2016, compared to $18.37 at December 31, 2015, an increase of 
$3.72, or 20.3%. 

Tangible book value per common share of $16.64 at December 31, 2016, compared to $15.97 at December 31, 2015, an 
increase of $0.67, or 4.2%. 

We completed our acquisition of Community First Bancshares, Inc. (“Community First”) of Harrison, Arkansas on November 

10, 2016. Community First had total assets of $462.9 million, net loans of $354.1 million, and total deposits of $375.4 million.

Critical Accounting Policies

Our significant accounting policies are integral to understanding the results reported. Our accounting policies are described in 
the December 31, 2016 notes to consolidated financial statements “NOTE 1 – NATURE OF OPERATIONS AND SUMMARY OF 
SIGNIFICANT ACCOUNTING POLICIES”. We believe that of our significant accounting policies, the following may involve a 
higher degree of judgement and complexity.

Loans: Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are 
reported at the principal balance outstanding, net of previous charge-offs and an allowance for loan losses, and for purchased loans,
net of unamortized purchase premiums and discounts. Interest income is accrued on the unpaid principal balance.

Purchased Credit Impaired Loans: As a part of previous acquisitions, we acquired certain loans for which there was, at 
d
acquisition, evidence of deterioration of credit quality since origination. These purchased credit impaired loans were recorded at the
acquisition date fair value, such that there is no carryover of the seller’s allowance for loan losses. After acquisition, losses are
recognized by an increase in the allowance for loan losses. Such purchased credit impaired loans are accounted for individually. We 
estimate the amount and timing of expected cash flows for each loan, and the expected cash flows in excess of the amount paid are
recorded as interest income over the remaining life of the loan (accretable yield). The excess of
pal and 
f
interest over expected cash flows is not recorded (non-accretable difference). Over the life of the loan, expected cash flows continue to
be estimated. If the present value of the expected cash flows is less than the carrying amount, a loss is recorded. If the present value of 
the expected cash flows is greater than the carrying amount, it is recognized as part of future interest income. 

the loan’s contractual princi

n

Nonaccrual Loans: Generally, loans are designated as nonaccrual when either principal or interest payments are 90 days or 
more past due based on contractual terms unless the loan is well secured and in the process of collection. Consumer loans are typically 
charged off no later than 180 days past due. In all cases, loans are placed on nonaccrual or charged off at an earlier date if collection of 
principal or interest is considered doubtful. When a loan is placed on nonaccrual status, unpaid interest credited to income is reversed 
against income. Future interest income may be recorded on a cash basis after recovery of principal is reasonably assured. Nonaccrual 
loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and future uu
payments are reasonably assured. 

Impaired Loans: A loan is considered impaired when, based on current information and events, it is probable that we will be
unable to collect all contractual principal and interest due according to the terms of the loan agreement. All loans are individually 
evaluated for impairment. Impaired loans are measured based on the present value of expected future cash flows discounted at the
loan’s effective interest rate or on the value of the underlying collateral if the loan is collateral dependent. We evaluate the
collectability of both principal and interest when assessing the need for a loss accrual.

53 

Factors considered by management in determining impairment include payment status, collateral value, and the probability of 

collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment 
shortfalls generally are not classified as impaired. Management determines the significance of payment delays and payment shortfalls 
on a case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length 
of the delay, the reasons for the delay, the borrower’s prior payment record, and the amount of the shortfall in relation to the principal 
and interest owed.

Troubled Debt Restructurings: In cases where a borrower experiences financial difficulties and we make certain concessionary 

modifications to contractual terms, the loan is classified as a troubled debt restructured loan and classified as impaired. Gen
erally, a 
nonaccrual loan that is a troubled debt restructuring remains on nonaccrual until such time that repayment of the remaining principal 
and interest is not in doubt, and the borrower has a period of satisfactory repayment performance. 

tt

Allowance for Loan Losses: The allowance for loan losses is a valuation allowance for probable incurred credit losses. Loan 

losses are charged against the allowance when management believes the collectability of a loan balance is unlikely. Subsequent 
recoveries, if any, are credited to the allowance. Management estimates the allowance balance required using past loan loss
experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, 
economic conditions, and other factors. A loan review process, independent of the loan approval process, is utilized by management to
verify loans are being made and administered in accordance with Company policy, to review loan risk grades and potential losses, to
verify that potential problem loans are receiving adequate and timely corrective measures to avoid or reduce losses, and to assist in the
verification of the adequacy of the loan loss reserve. Allocations of the allowance may be made for specific loans, but the entire
allowance is available for any loan that, in management’s judgment, should be charged off.

The allowance consists of specific and general components. The specific component relates to loans that are individually 
classified as impaired. If a loan is impaired, a portion of the allowance is allocated so that the loan is reported net at the present value 
of estimated future cash flows using the loan’s existing rate or at the fair value of collateral if repayment is expected solely from the
sale of the collateral. Troubled debt restructurings are separately identified for impairment disclosures and are measured at the present
value of estimated future cash flows using the loan’s effective rate at inception. If a troubled debt restructuring is considered to be a 
collateral dependent loan, the loan is reported, net, at the fair value of the collateral. For troubled debt restructurings that subsequently 
aa
default, we determine the amount of reserve in accordance with the accounting policy for the allowance for loan losses.

The general component of the allowance for loan losses covers non-impaired loans and is based on historical loss experience 

adjusted for current factors. The historical loss experience is determined by portfolio and class and is based on the actual loss history 
experienced by us. This actual loss experience is then adjusted by comparing current conditions to the conditions that existed during 
the loss history. We consider the changes related to (i) lending policies, (ii) economic conditions, (iii) nature and volume of the loan 
portfolio and class, (iv) lending staff, (v) volume and severity of past due, non-accrual, and risk graded loans, (vi) loan review system, 
(vii) value of underlying collateral for collateral dependent loans, (viii) concentration levels and (ix) effects of other external factors. 

f

Goodwill: Goodwill results from business acquisitions and represents the excess of the purchase price over the fair value of 

acquired tangible assets and liabilities and identifiable intangible assets.

Core deposit intangibles: Core deposit intangibles are acquired customer relationships arising from whole bank and branch 
acquisitions. Core deposit intangibles are initially measured at fair value and then are amortized over their estimated useful lives using
an accelerated method. The useful lives of the core deposits are estimated to generally be between seven and ten years. 

Goodwill and core deposit intangibles are assessed at least annually for impairment and any such impairment is recognized and 

expensed in the period identified. We have selected December 31 as the date to perform our annual goodwill impairment test.
Goodwill is the only intangible asset with an indefinite useful life. 

Emerging Growth Company: Pursuant to the JOBS Act, an emerging growth company is provided the option to adopt new or 

revised accounting standards that may be issued by the Financial Accounting Standards Board (“FASB”) or the SEC either (i) within 
the same periods as those otherwise applicable to non-emerging growth companies or (ii) within the same time periods as private
companies. We have irrevocably elected to adopt new accounting standards within the public company adoption period.

We may take advantage of some of the reduced regulatory and reporting requirements that are available to us so long as the
Company qualifies as an emerging growth company, including, but not limited to, not being required to comply with the auditor 
attestation requirements of Section 404(b) of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive
compensation, and exemptions from the requirements of holding non-binding advisory votes on executive compensation and golden 
parachute payments. 

54 

Results of Operations 

We generate most of our revenue from interest income and fees on loans, interest and dividends on investment securities and

non-interest income, such as service charges and fees, debit card income and mortgage banking income. We incur interest expense on 
deposits and other borrowed funds and non-interest expense, such as salaries and employee benefits and occupancy expenses. 

and
r
Changes in interest rates earned on interest-earning assets or incurred on interest-bearing liabilities, as well as the volume
types of interest-earning assets, interest-bearing and non-interest-bearing liabilities and stockholders’ equity, are usually the largest 
drivers of periodic change in net interest income. Fluctuations in interest rates are driven by many factors, including governmental 
monetary policies, inflation, deflation, macroeconomic developments, changes in unemployment, the money supply, political and 
international conditions and conditions in domestic and foreign financial markets. Periodic changes in the volume and types of loans
in our loan portfolio are affected by, among other factors, economic and competitive conditions in Arkansas, Kansas and Missouri, as 
well as developments affecting the consumer, commercial and real estate sectors within these markets. 

Net Income

Year ended December 31, 2016 compared with year ended December 31, 2015:

d

Net income for the year ended December 31, 2016 was $9.4 million compared to $10.3 million for year ended December 31,

2015. Net income allocable to common stockholders was $9.4 million for the year ended December 31, 2016, compared to $10.1 
million for the year ended December 31, 2015, a decrease of $750 thousand, or 7.4%. During the year ended December 31, 2016, 
increases in net interest income of $6.3 million, non-interest income of $664 thousand and a reduction of $928 thousand in the 
provision for loan loss were offset by $8.5 million in higher non-interest expenses when compared to the year ended December 31, 
2015. The changes in the components of net income are discussed in more detail in the following sections of “Results of Operations.” 

Year ended December 31, 2015 compared with year ended December 31, 2014:

d

Net income for the year ended December 31, 2015 was $10.3 million compared to $9.0 million for year ended December 31, 

2014. Net income allocable to common stockholders was $10.1 million for the year ended December 31, 2015, compared to $8.3
million for the year ended December 31, 2014, an increase of $1.8 million, or 22.3%. In July 2014, we redeemed $15.5 million of
preferred stock which reduced dividends on preferred stock by $531 thousand in 2015 as compared to 2014. This redemption replaced
preferred stock that had a 9.0% dividend rate with a bank stock loan carrying a 4.0% interest rate. During the year ended 
December 31, 2015, increases in net interest income of $4.9 million and non-interest income of $1.1 million were partially offset by 
$2.9 million in higher non-interest expenses and an increase of $1.8 million in the provision for loan loss when compared to the year 
ended December 31, 2014. The changes in the components of net income are discussed in more detail in the following sections of 
“Results of Operations.”

Net Interest Income and Net Interest Margin Analysis

Net interest income is the difference between interest income on interest-earning assets, including loans and securities, and 
interest expense incurred on interest-bearing liabilities, including deposits and other borrowed funds. To evaluate net interest income, 
management measures and monitors (1) yields on loans and other interest-earning assets, (2) the costs of deposits and other funding
sources, (3) the net interest spread and (4) net interest margin. Net interest spread is the difference between rates earned on interest-
earning assets and rates paid on interest-bearing liabilities. Net interest margin is calculated as net interest income divided by average
interest-earning assets. Because non-interest-bearing sources of funds, such as non-interest-bearing deposits and stockholders’
 equity
f
also fund interest-earning assets, net interest margin includes the benefit of these non-interest-bearing sources of funds. Net interest 
income is affected by changes in the amount and mix of interest-earning assets and interest-bearing liabilities, referred to as a “volume
change,” and it is also affected by changes in yields earned on interest-earning assets and rates paid on interest-bearing deposits and 
other borrowed funds, referred to as a “yield/rate change.” 

d

t

55 

The following table shows the average balance of each principal category of assets, liabilities, and stockholders’ equity and the

average yields on interest-earning assets and average rates on interest-bearing liabilities for the years ended December 31, 20
16, 2015 
and 2014. The yields and rates are calculated by dividing income or expense by the average daily balances of the associated assets or 
liabilities.

n

(dollars in thousands)
Interest-earning assets: 

Loans(1)
Taxable securities 
Nontaxable securities 
Federal funds sold and other
Total interest-earning assets 

Non-interest-earning assets 

Premises and equipment, net 
Bank owned life insurance
Goodwill and core deposit intangible, net
Other non-interest-earning assets
Total assets 

Interest-bearing liabilities: 

Interest-bearing demand deposits 
Savings and money market 
Savings, NOW and money market
Certificates of deposit 
Total interest-bearing deposits 
FHLB term and line of credit advances
Bank stock loan 
Subordinated borrowings
Other borrowings 
Total interest-bearing liabilities 
Non-interest-bearing liabilities and 
   stockholders’ equity

Non-interest-bearing liabilities 
Stockholders’ equity 
Total liabilities and stockholders’ equity 
Net interest income

Interest rate spread 
Net interest margin(2)
Total cost of deposits, including 
   non-interest bearing deposits

Average interest-earning assets to
   interest-bearing liabilities

Average Balance Sheets and Net Interest Analysis

December 31, 2016

December 31, 2015

December 31, 2014

Average
Outstanding
Balance

Interest
Income/
Expense

Average
Yield/
(3)(4)
Rate(3)(4)

Average
Outstanding
Balance

Interest
Income/
Expense

Average
Yield/
(3)(4)
Rate(3)(4)

Average
Outstanding
Balance

Interest
Income/
Expense

Average
Yield/
(3)(4)
Rate(3)(4)

  $ 1,009,918 $50,272
8,111
1,654
1,762
     1,592,684 $61,799

382,616
59,735
140,415

816,427 $43,361
4.98% $
7,634
336,905
2.12%
1,057
43,769
2.77%   
1.25%
976
71,224
3.88%    1,268,325 $53,028

682,717 $38,406
5.31%   $
7,204
310,936
2.27%
839
36,900
2.41%     
1.37%
345
23,770
4.18%      1,054,323 $46,794

5.63%
2.32%
2.27%
1.45%
4.44%

6,167
40,800
33,415
25,749
18,397
  $ 1,717,212

5,742
36,983
29,816
19,505
13,839
$ 1,374,210

6,054
35,400
28,225
19,423
15,352
  $ 1,158,777

  $

314,515 $
317,394
631,909
453,045
     1,084,954
250,282
989
9,948
22,599

890
1,317
2,207
4,835
7,042
1,400
31
671
58
     1,368,772 $ 9,202

633
259,007 $
0.28% $
918
261,195
0.41%   
1,551
520,202
0.35%   
3,375
374,846
1.07%   
4,926
895,048
0.65%   
495
157,801
0.56%   
641
15,581
3.09%   
643
9,102
6.74%   
0.26%   
61
24,862
0.67%    1,102,394 $ 6,766

0.24%   $
0.35%     
0.30%     
0.90%     
0.55%     
0.31%     
4.11%     
7.06%     
0.24%     
0.61%     

556
224,009 $
640
241,291
1,196
465,300
2,888
366,168
4,084
831,468
345
23,328
295
7,097
634
8,793
28,516
75
899,202 $ 5,433

0.25%
0.27%
0.26%
0.79%
0.49%
1.48%
4.16%
7.22%
0.26%
0.60%

169,514
10,103
168,823
  $ 1,717,212

138,933
7,075
125,808
$ 1,374,210

129,007
7,387
123,181
  $ 1,158,777

$52,597

$46,262

$41,361

%   
%   

3.57%     
3.65%     

%
%

  $ 1,254,468 $ 7,042

0.56% $ 1,033,981 $ 4,926

0.48%   $

960,475 $ 4,084

0.43%

%   

%     

%

(1) 
(2) 
(3) 
(4) 

Average loan balances include nonaccrual loans.
Net interest margin is calculated by dividing net interest income by average interest-earning assets for the period. 
Tax exempt income is not included in the above table on a tax equivalent basis.
Actual unrounded values are used to calculate the reported yield or rate disclosed. Accordingly, recalculations using the amounts in thousands as 
disclosed in this report may not produce the same amounts.

56 

 
 
 
 
 
  
  
  
  
    
   
    
    
  
  
  
    
   
    
  
    
  
    
  
    
  
    
  
    
  
    
  
    
  
    
  
    
  
  
    
  
  
  
    
   
    
    
    
    
    
    
    
    
  
  
  
    
   
    
  
    
  
    
  
    
  
    
  
    
  
  
    
  
  
  
    
   
    
    
    
Increases and decreases in interest income and interest expense result from changes in average balances (volume) of interest-

earning assets and interest-bearing liabilities, as well as changes in average interest yields/rates. The following table analyzes the
change in volume variances and yield/rate variances for the year ended December 31, 2016 as compared to the year ended
December 31, 2015, and the year ended December 31, 2015 as compared to the year ended December 31, 2014.

Analysis of Changes in Net Interest Income

(dollars in thousands) 
Interest-earning assets: 

Loans
Taxable securities 
Nontaxable securities 
Federal funds sold and other 
Total interest-earning assets

Interest-bearing liabilities: 

Savings, NOW and money market 
Certificates of deposit
Total interest-bearing deposits
FHLB term and line of credit advances
Bank stock loan
Subordinated borrowings 
Other borrowings
Total interest-bearing liabilities 

Net Interest Income 

2016 vs. 2015
Increase (Decrease) Due to:
Yield/Rate(1)

Volume(1)

Total 

Volume(1)

2015 vs. 2014
Increase (Decrease) Due to: 
   Yield/Rate(1)

Total 

$

$

$

$
$

9,767
990
426
875
12,058

365
773
1,138
388
(482)
58
(6)
1,096
10,962

$

$

$

$
$

(2,856) $
(513)
171
(89)
(3,287) $

$

291
687
978
517
(128)
(30)
3
1,340
$
(4,627) $

6,911
477
597
786
8,771

656
1,460
2,116
905
(610)
28
(3)
2,436
6,335

$

$

$

$
$

7,180    $ 
591      
163      
651      
8,585    $ 

(2,225) $
(161)
55
(20)
(2,351) $

151    $ 
70      
221      
610      
349      
22      
 (9)     
1,193    $ 
7,392    $ 

$

204
417
621
(460)
(3)
(13)
(5)
140
$
(2,491) $

4,955
430
218
631
6,234

355
487
842
150
346
9
(14)
1,333
4,901

(1)  The effect of changes in volume is determined by multiplying the change in volume by the previous year’s average rate.

Similarly, the effect of rate changes is calculated by multiplying the change in average rate by the prior year’s volume. The 
changes attributable to both volume and rate, which cannot be segregated, have been allocated to the volume variance and the 
rate variance in proportion to the relationship of the absolute dollar amount of the change in each. 

Year ended December 31, 2016 compared with year ended December 31, 2015: 

d

Net interest income before the provision for loan losses for the year ended December 31, 2016 was $52.6 million compared with 

$46.3 million for the year ended December 31, 2015, an increase of $6.3 million, or 13.7%. The increase in net interest income is
primarily due to the increase in the volume of interest-earnings assets partially offset by a decrease in yields on interest-earning assets.
The increase in average volume of interest-earning assets was primarily due to increases in loans, investment securities and Federal 
funds sold and other. Interest expense for the year ended December 31, 2016 was $9.2 million, an increase of $2.4 million, or 36.0%,
from the interest expense of $6.8 million for the year ended December 31, 2015. The increase in interest expense was primarily due to
an increase in the average volume and rates of interest bearing liabilities incurred to fund the increased volume of interest-earning 
assets. 

Interest income was $61.8 million for the year ended December 31, 2016 and $53.0 million for the year ended December 31, 
2015, an increase of $8.8 million, or 16.5%. Interest income on loans, including loan fees which consist of fees for loan origination,
renewal, prepayment, covenant breakage and loan modification, was $50.3 million for the year ended December 31, 2016, an increase 
of $6.9 million, or 15.9%, compared to the year ended December 31, 2015. The increase in loan interest income was driven by the
increase in average loan volume; however, the yield on the loan portfolio decreased 33 basis points from 5.31% for the year ended 
December 31, 2015 to 4.98% for the year ended December 31, 2016. Loan fees for the year ended December 31, 2016 were $2.4
million compared to $3.4 million for the year ended December 31, 2015. The primary driver of the decrease in loan yields is the
origination or purchase of commercial, commercial real estate and mortgage loans in a low interest rate environment and the pay off of 
y
older higher yielding loans. 

57 

  
  
      
 
 
 
      
 
 
 
 
Interest expense was $9.2 million for the year ended December 31, 2016, an increase of $2.4 million from the $6.8 million for 

the year ended December 31, 2015. Interest expense on savings, NOW and money market deposits was $2.2 million for the year ended
December 31, 2016, an increase of $656 thousand from $1.6 million for the year ended December 31, 2015. Average certificates of
deposit increased $78.2 million for the year ended December 31, 2016 compared to the year ended December 31, 2015 and the 
average rate increased from 0.90% to 1.07% for the same time period resulting in an increase in related interest expense of $1.5 
million. Average balances of borrowings from the FHLB increased by $92.5 million from an average balance of $157.8 million for the
year ended December 31, 2015 to an average balance of $250.3 million for the year ended December 31, 2016, resulting in an increase
in interest expense of $905 thousand. In February 2015, we prepaid older higher cost FHLB term advances and began using the FHLB
line of credit or LOC advance option, which is pre-payable without a fee and resulted in a much lower funding cost. Interest expense
x
on our bank stock loan for the year ended December 31, 2016 was $31 thousand compared to $641 thousand for the year ended 
December 31, 2015. Total cost of interest-bearing liabilities increased six basis points to 0.67% for the year ended December 31, 2016 
from 0.61% for the year ended December 31, 2015. 

Net interest margin, for the year ended December 31, 2016 was 3.30%, a decrease of 35 basis points compared with 3.65% for 

the year ended December 31, 2015. The decrease in net interest margin is largely the result of changes in mix and yield of interest-
earning assets and cost of interest-bearing liabilities. The decline in our net interest margin for the year ended December 31, 2016 
relates to our purchase of additional investment securities, our utilization of an available “spread opportunity” and the increase in our 
1-4 family loan portfolio, which contributed to a decline in yield on our loan portfolio. The “spread opportunity” involved borrowing
overnight on our line of credit with the FHLB and investing the proceeds in FHLB stock, federal funds sold and other overnight assets, 
such as money market accounts in other financial institutions, resulting in a decrease in net interest margin of 0.21% for 2016 and 
0.10% for 2015. We utilized the spread opportunity to generate additional income. We terminated the spread opportunity at September 
30, 2016. These changes for the year ended December 31, 2016 resulted in an increase in net interest income of $6.3 million, an
increase in average interest-earning assets of $324.4 million and a decrease in net interest margin of 35 basis points. 

Year ended December 31, 2015 compared with year ended December 31, 2014:

d

Net interest income before the provision for loan losses for the year ended December 31, 2015 was $46.3 million compared with 

$41.4 million for the year ended December 31, 2014, an increase of $4.9 million, or 11.8%. The increase in net interest income is
primarily due the increase in the volume of interest-earnings assets partially offset by a decrease in yields on interest-earning assets. 
The increase in average volume of interest-earning assets was primarily due to increases in loans, investment securities and Federal 
funds sold and other. Interest expense for the year ended December 31, 2015 was $6.8 million, an increase of $1.3 million, or 24.5%,
from the interest expense of $5.4 million for the year ended December 31, 2014. The increase in interest expense was primarily due to
an increase in the average volume of interest bearing liabilities incurred to fund the increased volume of interest-earning assets.

Interest income was $53.0 million for the year ended December 31, 2015 and $46.8 million for the year ended December 31, 
2014, an increase of $6.2 million, or 13.3%. Interest income on loans, including loan fees which consist of fees for loan origination,
renewal, prepayment, covenant breakage and loan modification, was $43.4 million for the year ended December 31, 2015, an increase 
of $5.0 million, or 12.9%, compared to the year ended December 31, 2014. The increase in loan interest income was driven by the
increase in average loan volume; however, the yield on the loan portfolio decreased 32 basis points from 5.63% for the year ended 
December 31, 2014 to 5.31% for the year ended December 31, 2015. One of the factors that lessened the decrease in loan yields was
the increase in loan fees included in interest income. Loan fees for the year ended December 31, 2015 were $3.4 million compared to
$2.4 million for the year ended December 31, 2014. The increase in loan fees was primarily due to increases in fees on mortgage loans
due to increased mortgage origination and agricultural loans which were primarily prepayment and covenant breakage fees associated 
with a single relationship. The primary driver of the decrease in loan yields is the origination or purchase of commercial, commercial 
real estate and mortgage loans in a continually low interest rate environment.

Interest expense was $6.8 million for the year ended December 31, 2015, an increase of $1.3 million from the $5.4 million for 

the year ended December 31, 2014. Interest expense on savings, NOW and money market deposits was $1.6 million for the year ended
December 31, 2015, an increase of $355 thousand from $1.2 million for the year ended December 31, 2014. Average certificates of
deposit increased $8.7 million for the year ended December 31, 2015 compared to the year ended December 31, 2014 and the average
rate increased from 0.79% to 0.90% for the same time period resulting in an increase in related interest expense of $487 thousand.
Average balances of borrowings from the FHLB increased by $134.5 million from an average balance of $23.3 million for the year 
ended December 31, 2014 to an average balance of $157.8 million for the year ended December 31, 2015, resulting in an increase in 
interest expense of $150 thousand. In February 2015, we prepaid older higher cost FHLB term advances and began using the FHLB 
line of credit or LOC advance option, which is pre-payable without a fee and resulted in a much lower funding cost. Interest expense
on our bank stock loan for the year ended December 31, 2015 was $641 thousand compared to $295 thousand for the year ended
December 31, 2014. In July 2014, we borrowed $15.5 million secured by our stock in Equity Bank. The purpose of this bank stock 
loan was to redeem a like amount of preferred stock, which carried a 9.0% after-tax dividend rate. Total cost of interest-bearing 
liabilities increased one basis point to 0.61% for the year ended December 31, 2015 from 0.60% for the year ended December 31, 
2014.

x

a

58 

Net interest margin, for the year ended December 31, 2015 was 3.65%, a decrease of 27 basis points compared with 3.92% for 

the year ended December 31, 2014. The decrease in net interest margin is largely the result of changes in mix and yield of interest-
earning assets and cost of interest-bearing liabilities. The decline in our net interest margin for the year ended December 31, 2015 
relates to our purchase of additional investment securities, our utilization of an available “spread opportunity” and the increase in our 
1-4 family loan portfolio, which contributed to a decline in yield on our loan portfolio. In anticipation of consummating the acquisition 
of First Independence, we purchased approximately $30.0 million in investment securities to replace First Independence’s investment 
portfolio of similar size that did not meet our investment criteria. We have since liquidated First Independence’s investment portfolio.
The “spread opportunity” involved borrowing overnight on our line of credit with the FHLB and investing the proceeds in FHLB
stock, federal funds sold and other overnight assets, such as money market accounts in other financial institutions, resulting in a
positive spread of approximately 25 basis points. We utilized the spread opportunity to generate income to help offset the costs 
associated with the First Independence merger and our initial public offering. We could reduce or terminate the spread opportun
u
each business day. We suspended the utilization of this strategy effective October 1, 2016. These changes for the year ended 
December 31, 2015 resulted in an increase in net interest income of $4.9 million, an increase in average interest-earning assets of 
$213.7 million and a decrease in net interest margin of 27 basis points.

ity 

Provision for Loan Losses

We maintain an allowance for loan losses for probable incurred credit losses. The allowance for loan losses is increased by a 
provision for loan losses, which is a charge to earnings, and subsequent recoveries of amounts previously charged-off, but is decreased 
by charge-offs when the collectability of a loan balance is unlikely. Management estimates the allowance balance required using past 
loan loss experience, the nature and volume of the loan portfolio, information about specific borrower situations and estimated
collateral values, discounted cash flows, economic conditions, and other factors including regulatory guidance. As these factors 
change, the amount of the loan loss provision changes. 

Year ended December 31, 2016 compared with year ended December 31, 2015:

d

The provision for loan losses for the year ended December 31, 2016 was $2.1 million compared with $3.0 million for the year 
ended December 31, 2015. The decreased provision of $928 thousand was primarily related to decreased charge-offs and increased 
recoveries on loans as compared to the previous year. Net charge-offs for the year ended December 31, 2016 were $1.2 million 
compared to net charge-offs of $3.5 million for the year ended December 31, 2015. For the year ended December 31, 2016, gross 
charge-offs were $1.7 million offset by gross recoveries of $527 thousand. In comparison, gross charge-offs were $3.7 million for the 
year ended December 31, 2015 offset by gross recoveries of $237 thousand. 

ff

Year ended December 31, 2015 compared with year ended December 31, 2014:

d

The provision for loan losses for the year ended December 31, 2015 was $3.0 million compared with $1.2 million for the year 

ended December 31, 2014. The increased provision of $1.8 million was primarily related to increased charge-offs on loans, which
were partially offset by changes in the composition of the loan portfolio and the reduction in the allowance for loan losses allocated to
loans individually evaluated for impairment. Net charge-offs for the year ended December 31, 2015 were $3.5 million compared to net 
charge-offs of $851 thousand for the year ended December 31, 2014. For the year ended December 31, 2015, gross charge-offs were
$3.7 million offset by gross recoveries of $237 thousand. In comparison, gross charge-offs were $1.3 million for the year ended
December 31, 2014 offset by gross recoveries of $483 thousand.

Non-Interest Income

The primary sources of non-interest income are service charges and fees, debit card income, mortgage banking income,
increases in the value of bank owned life insurance, investment referral income, the recovery of zero-basis purchased loans, and net 
gains on the sale of available-for-sale securities and other securities transactions. Non-interest income does not include loan
origination or other loan fees which are recognized as an adjustment to yield using the interest method. 

59 

The following table provides a comparison of the major components of non-interest income for the years ended December 31,

2016, 2015 and 2014: 

Non-Interest Income
For the Years Ended December 31, 

(Dollars in thousands)
Service charges and fees
Debit card income
Mortgage banking 
Increase in value of bank owned life
   insurance 
Investment referral income
Recovery on zero-basis
   purchased loans
Other

Sub-Total 

et gain on acquisition

Net gains on sales of and settlement
   of securities

Total non-interest income 

2016

2015

2014

Change 

% 

   Change 

%

2016 vs. 2015

2015 vs. 2014

  $ 

3,552   $
2,898  
1,394  

$

2,708
2,161
1,088

2,737 $
1,462
894

1,000  
418   

102   
623   
9,987  
——   

957
571

393
486
8,364
682

960
475

500
660
7,688
——

844
737
306

43
(153)

(291)
137
1,623
(682)

31.2 %    $ 
34.1 %      
28.1 %      

4.5 %      
(26.8)%    

(74.0)%    
28.2 %      
19.4 %      
(100.0)%    

(29)
699
194

(3)
96

(107)
(174)
676
682

479   
10,466   $

  $ 

756
9,802

$

986
8,674 $

(277)
664

(36.6)%    
6.8 %    $ 

(230)
1,128

(1.1)%
47.8%
21.7%

(0.3)%
20.2%

(21.4)%
(26.4)%
8.8%
100.0%

(23.3)%
13.0%

Year ended December 31, 2016 compared with year ended December 31, 2015: 

d

For the year ended December 31, 2016, non-interest income totaled $10.5 million, an increase of $663 thousand, or 6.8%, from 

$9.8 million for the year ended December 31, 2015. The increase was primarily due to increases in service charges and fees, debit card 
income, and mortgage banking income, partially offset by decreases in net gain on acquisition, recovery of zero-basis purchased loans, 
and net gains on sales of and settlement of securities. Service charges and fees increased $844 thousand during the twelve months 
ended December 31, 2016, as compared to the same time period during 2015, mainly due to an increase in non-sufficient fund 
charges. Debit card income was $2.9 million for the year ended December 31, 2016, an increase of $737 thousand, or 34.1%, from 
$2.2 million for the year ended December 31, 2015. Mortgage banking increased largely due to an increase in proceeds received from 
investors on the sale of mortgage loans. The recognized amounts of the identifiable net assets acquired, including deferred tax assets
associated with NOL and tax credit carryforwards, exceeded the cash consideration exchanged in the First Independence acquisition 
resulting in the net gain on acquisition in 2015. In connection with acquisitions, we received the rights to certain loans that were 
previously charged off by the acquired bank. At acquisition, there was no expectation of future cash flows from these previously 
charged-off loans and thus they were assigned a zero basis. Subsequent to the acquisitions, we have received cash payments on several
of these loans. No interest has been accrued as cash flow payments have not been expected prior to receipt. Cash receipts on these 
zero-basis loans totaled $102 thousand and $393 thousand for the years ended December 31, 2016 and 2015. For the year ended 
December 31, 2016 gains on sales of and settlement of securities amounted to $893 thousand. During 2016, the Company recorded an 
other-than-temporary impairment loss in the amount of $414 thousand, resulting in a net gain on sales of and settlement of securities
of $479 thousand. The impairment loss reflected the difference between the amortized cost of the Company’s investment in 
AgriBank’s 9.125% subordinated notes, due July 2019 and the fair value attributed to AgriBank’s redemption call of those notes. For 
the year ended December 31, 2015 gains on sales of and settlement of securities amounted to $370 thousand. During 2015, the
Company received $386 thousand in connection with the bankruptcy settlement related to a political subdivision security written off in 
2011, resulting in a net gain on sales of and settlement of securities of $756 thousand.

u

x

n

ff

t

Year ended December 31, 2015 compared with year ended December 31, 2014: 

d

For the year ended December 31, 2015, non-interest income totaled $9.8 million, an increase of $1.1 million, or 13.0%, from 

$8.7 million for the year ended December 31, 2014. The increase was primarily due to increases in debit card income, the net gain on 
acquisition and mortgage banking income, partially offset by decreases in net gains on securities’ transactions, other non-interest 
income and recovery of zero-basis purchased loans. In our experience, favorable customer economic conditions are inversely related 
to non-sufficient fund charges, the largest component of service charges and fees, and are directly associated with debit card income. 
As economic conditions improve, increased debit card transaction volume associated with favorable economic conditions result in
increased debit card income while non-sufficient fund charges generally decrease because customers typically have more disposable
income. Our mortgage banking fees increased due to greater mortgage loan sales during the year ended December 31, 2015 as
compared to the year ended December 31, 2014. The recognized amounts of the identifiable net assets acquired, including deferred tax 

60 

  
    
  
  
  
  
  
  
  
  
  
  
  
    
    
    
    
    
    
    
    
    
 
assets associated with NOL and tax credit carryforwards, exceeded the cash consideration exchanged in the First Independence
acquisition resulting in the net gain on acquisition. Included in 2015 net gains on sales of and settlement of securities is $386 thousand
received in connection with the bankruptcy settlement related to a political subdivision security written off in 2011. Net gains from the 
sales of available-for-sale securities were $370 thousand for the year ended December 31, 2015 as compared to $986 thousand for the 
year ended December 31, 2014. In connection with acquisitions, we received the rights to certain loans that were previously charged
off by the acquired bank. At acquisition, there was no expectation of future cash flows from these previously charged-off loans and
thus they were assigned a zero basis. Subsequent to the acquisitions, we have received cash payments on several of these loans. No 
interest has been accrued as cash flow payments have not been expected prior to receipt. Cash receipts on these zero-basis loans
totaled $393 thousand and $500 thousand for the years ended December 31, 2015 and 2014.

r

Non-Interest Expense 

The following table provides a comparison of the major components of non-interest expense for the years ended December 31,

2016, 2015 and 2014. 

Non-Interest Expense
For the Year Ended December 31, 

(Dollars in thousands)
Salaries and employee benefits 
Net occupancy and equipment 
Data processing
Professional fees 
Advertising and business
   development 
Telecommunications 
FDIC insurance 
Courier and postage 
Free nation-wide ATM expense
Amortization of core deposit 
   intangible 
Loan expense 
Other real estate owned 
Other

Sub-Total 

Loss on extinguishment of debt 
Total non-interest expense 

  $ 

  $ 

2016
21,951   $
4,586  
3,568  
2,075

2015
19,202
4,155
2,939
2,086

$

2014
19,621 $
4,536
2,530
2,279

1,198  
1,101

894   
683   
672   

413   
599   
386   
3,597  
41,723  
5,294  
58   
47,075   $

1,199
811
840
544
468

275
388
287
3,374
36,568
1,691
316
38,575

1,057
755
727
562
389

363
327
21
2,478
35,645
——
——
35,645 $

$

2016 vs. 2015

2015 vs. 2014

Change 

% 

   Change 

%

2,749
431
629
(11)

(1)
290
54
139
204

138
211
99
223
5,155
3,603
(258)
8,500

14.3 %    $ 
10.4 %      
21.4 %      
(0.5)%

(0.1)%    
35.8 % 

6.4 %      
25.6 %      
43.6 %      

50.2 %      
54.4 %      
34.5 %      
6.6 %      
14.1 %      
213.1%      
(81.6)%    
22.0 %    $ 

(419)
(381)
409
(193)

142
56
113
(18)
79

(88)
61
266
896
923
1,691
316
2,930

(2.1)%
(8.4)%
16.2%
(8.5)%

13.4%
7.4%
15.5%
(3.2)%
20.3%

(24.2)%
18.7%
1266.7%
36.2%
2.6%
100.0%
100.0%
8.2%

Year ended December 31, 2016 compared with year ended December 31, 2015: 

d

For the year ended December 31, 2016, non-interest expense totaled $47.1 million, an increase of $8.5 million, or 22.0%, 
compared to December 31, 2015. This increase was primarily due to increases in merger expenses of $3.6 million, salaries and 
employee benefits of $2.7 million, data processing of $629 thousand, net occupancy and equipment of $431 thousand, 
telecommunications of $290 thousand, other expense of $223 thousand, loan expense of $211 thousand, and free nation-wide ATM
costs of $204 thousand, partially offset by a decrease of $258 thousand in loss on extinguishment of debt. These items and other 
changes in the various components of non-interest expense are discussed in more detail below. 

Salaries and employee benefits: Salaries and benefits were $22.0 million for the year ended December 31, 2016, an increase of 
$2.7 million compared to the year ended December 31, 2015. There was a $2.3 million increase in salaries for year ended December 
31, 2016 as compared to year ended December 31, 2015, which reflects the full year effect of the First Independence merger, the
November 2016 addition of staff related to the merger with Community First, as well as additions to
operations staff. In addition, during the same time period, there was an increase in benefits cost of $351 thousand. Included in salaries
and employee benefits is stock based compensation expense of $268 thousand in the year ended December 31, 2016 and $162 
thousand for the year ended December 31, 2015. 

 lending, customer service, and

y

61 

    
  
  
  
  
  
  
  
  
  
  
 
    
    
    
    
    
    
    
    
    
    
    
 
    
    
 
Net occupancy and equipment: Net occupancy and equipment includes expenses related to the use of premises and equipment,

such as depreciation, operating lease payments, repairs and maintenance, insurance, property taxes and utilities, net of incidental rental 
income of excess facilities. Occupancy expenses were $4.6 million for the year ended December 31, 2016, compared to $4.2 million 
for the year ended December 31, 2015. The majority of the increase is due to a full year of expenses related to the acquisition of First 
Independence and the subsequent addition of four branches in Southeast Kansas. In addition, due to the acquisition of Community
First, there were five additional branches added in November 2016.

n

Data processing: Data processing expenses were $3.6 million for the year ended December 31, 2016, an increase of $629

thousand, or 21.4%, from the year ended December 31, 2015. The increase was principally due to increased debit card processing 
costs as usage increased.

Professional fees: Professional fees, including regulatory assessments, were $2.1 million for the year ended December 31, 2016 

and $2.1 million for the year ended December 31, 2015. The decrease of $11 thousand, or 0.5%, principally is due to a decrease in 
legal fees of $135 thousand and consulting fees of $66 thousand, offset by an increase in accounting fees of $135 thousand and an 
increase in other professional fees of $55 thousand. The decrease in legal fees was primarily due to the settlement of the lawsuit with
U.S. Bank in June 2015, as discussed in the Notes to Consolidated Financials Statements, “NOTE 23 – LEGAL MATTERS.” The 
offsetting increases in professional fees are principally attributable to the reporting requirements of being a public company.

Other real estate owned: As detailed in “NOTE 5 – OTHER REAL ESTATE OWNED” in the Notes to Consolidated Financial 

Statements other real estate owned expenses, including provision for unrealized losses were $542 thousand for the year ended 
December 31, 2016, offset by gains on the sale of other real estate owned of $156 thousand. For the year ended December 31, 2015
other real estate owned expenses, including provision for unrealized losses were $418 thousand offset by gains on the sale of other real
estate owned of $131 thousand.

Other: Other non-interest expenses, which consist of subscriptions; memberships and dues; employee expenses including travel,
meals, entertainment and education; supplies; printing; insurance; account related losses; correspondent bank fees; customer program 
expenses; losses net of gains on the sale of fixed assets; losses net of gains on the sale of repossessed assets other than real estate; and
other operating expenses such as settlement of claims, were $3.6 million for the year ended December 31, 2016 and $3.4 million for 
the year ended December 31, 2015. 

Merger expenses: Merger expenses include legal, advisory and accounting fees associated with services to facilitate the 
acquisition of other banks. Merger expenses also include data processing conversion costs and costs associated with the integration of 
aa
personnel, processes, facilities and employee bonuses. On November 10, 2016, we acquired Community First Bancshares, Inc., base
d 
in Harrison, Arkansas. Merger expenses of $5.3 million for the year ended December 31, 2016 are mostly related to this merger. On 
October 9, 2015, we acquired First Independence Corporation and its subsidiary, First Federal Savings & Loan of Independence,
based in Independence, Kansas. Merger expenses of $1.7 million for the year ended December 31, 2015 are related to this merger.

r

Loss on extinguishment of debt:  In the first quarter of 2016, we repaid our bank stock loan and wrote off the deferred debt 
issuance costs associated with this loan resulting in a $58 thousand loss on debt extinguishment. In the first quarter of 2015, we chose 
to incur a $316 thousand loss on extinguishment of debt due to the prepayment of all our FHLB term advances. The weighted average 
rate of the FHLB term advances was 3.82%.

Year ended December 31, 2015 compared with year ended December 31, 2014:

d

For the year ended December 31, 2015, non-interest expense totaled $38.6 million, an increase of $2.9 million, or 8.2%, 
compared to December 31, 2014. This increase was primarily due to merger expenses of $1.7 million, an increase of $975 thousand in 
y
other expense, an increase of $409 thousand in data processing and a loss on extinguishment of debt of $316 thousand, partially offset 
by a decrease of $419 thousand in salaries and employee benefits, a decrease of $381 thousand in net occupancy expense and a
decrease of $193 thousand in professional fees. These items and other changes in the various components of non-interest expense are
discussed in more detail below.

62 

Salaries and employee benefits: Salaries and benefits were $19.2 million for the year ended December 31, 2015, a decrease of 

$419 thousand compared to the year ended December 31, 2014. Included in salaries and employee benefits is stock based
compensation expense of $162 thousand in the year ended December 31, 2015 and $1.8 million for the year ended December 31,
2014. The decrease of $1.7 million in stock based compensation is principally attributable to the 2014 termination of the restricted 
stock unit plan, or RSUP. There was no expense associated with the RSUP for the year ended December 31, 2015, compared with 
$1.5 million for the year ended December 31, 2014. The $419 thousand decrease in total salaries and benefits expense when 
comparing the year ended December 31, 2015 with the year ended December 31, 2014 reflects increases in salaries, commissions,
incentives, bonuses and benefits totaling $1.3 million, offset by the $1.7 million reduction in stock based compensation and $55 
thousand reduction in contract labor costs. The $753 thousand increase in salaries and the $239 thousand increase in commissions, 
incentives and bonuses reflect cost-of-living raises, increased loan production, the achievement of performance targets and an increase 
in the number of employees subsequent to the October 9, 2015 merger with First Independence. 

Net occupancy and equipment: Net occupancy and equipment includes expenses related to the use of premises and equipment,

such as depreciation, operating lease payments, repairs and maintenance, insurance, property taxes and utilities, net of incidental rental 
income of excess facilities. Occupancy expenses were $4.2 million for the year ended December 31, 2015, compared to $4.5 million 
for the year ended December 31, 2014. The majority of the decrease is due to the purchase of the corporate headquarters building in 
April 2015 and the construction of a new branch building in Wichita, which replaced rented space and was completed in November 
2014, resulting in decreases in building rent that were partially offset by an increase in depreciation expense. Depreciation expense,
repairs and maintenance, property taxes, and other occupancy costs increased $66 thousand in the year ended December 31, 2015 in 
connection with the acquisition of First Independence and the addition of four branches in Southeast Kansas. 

Data processing: Data processing expenses were $2.9 million for the year ended December 31, 2015, an increase of $409

thousand, or 16.2%, from the year ended December 31, 2014. The increase was principally due to increased debit card processing 
costs as usage increased.

Professional fees: Professional fees, including regulatory assessments, were $2.1 million for the year ended December 31, 2015 

and $2.3 million for the year ended December 31, 2014. The decrease of $193 thousand, or 8.5%, principally is due to a decrease in 
legal fees of $505 thousand, offset by an increase in accounting fees of $92 thousand and an increase in other professional fees of 
$215 thousand. The decrease in legal fees was primarily due to the settlement of the lawsuit with U.S. Bank in June 2015, as discussed 
in the Notes to Consolidated Financials Statements, “NOTE 23 – LEGAL MATTERS.” The offsetting increases in professional fees
are principally attributable to preparing for SEC registration and the reporting requirements of a public company. 

Other real estate owned: As detailed in “NOTE 5 – OTHER REAL ESTATE OWNED” in the Notes to Consolidated Financial

Statements other real estate owned expenses, including provision for unrealized losses were $418 thousand for the year ended 
December 31, 2015, offset by gains on the sale of other real estate owned of $131 thousand. For the year ended December 31, 2014
other real estate owned expenses, including provision for unrealized losses were $526 thousand offset by gains on the sale of other real
estate owned of $505 thousand.

Other: Other non-interest expenses, which consist of subscriptions; memberships and dues; employee expenses including travel,
meals, entertainment and education; supplies; printing; insurance; account related losses; correspondent bank fees; customer program 
expenses; losses net of gains on the sale of fixed assets, losses net of gains on the sale of repossessed assets other than real estate; and
other operating expenses such as settlement of claims, were $3.8 million for the year ended December 31, 2015 and $2.9 million for 
the year ended December 31, 2014. 

Merger expenses: Merger expenses include legal, advisory and accounting fees associated with services to facilitate the 
acquisition of other banks. Merger expenses also include data processing conversion costs and costs associated with the integration of 
aa
personnel, processes and facilities. On October 9, 2015, we acquired 100% of the outstanding common stock of First Independence
Corporation and its subsidiary, First Federal Savings & Loan of Independence, based in Independence, Kansas. Merger expenses of
$1.7 million for the year ended December 31, 2015 are related to this merger.

Loss on extinguishment of debt: We chose to incur a $316 thousand loss on extinguishment of debt in February 2015 due to the 

prepayment of all our FHLB term advances. The weighted average rate of the FHLB term advances was 3.82%. To the extent that 
additional funding is needed our FHLB line of credit has a lower cost of funds, 0.48% at December 31, 2015.

63 

Efficiency Ratio 

The efficiency ratio is a supplemental financial measure utilized in the internal evaluation of our performance and is not defined

under GAAP. Our efficiency ratio is computed by dividing non-interest expense, excluding merger expenses and loss on debt 
extinguishment by the sum of net interest income and non-interest income, excluding net gains on sales of and settlement of securities
and gain on acquisition. Generally, an increase in the efficiency ratio indicates that more resources are being utilized to gen
same volume of income, while a decrease would indicate a more efficient allocation of resources. The ratio defined under GAAP that 
is most comparable to the efficiency ratio is non-interest expense to net interest income plus non-interest income which is discussed in 
“Results of Operations – Non-GAAP Financial Measures.”  

erate the

y

tt

The Company’s non-interest expense to net interest income plus non-interest income was 74.65% for the year ended December 

31, 2016, compared with 68.81% for the year ended December 31, 2015. This decline was primarily due to increased non-interest 
expense, partially offset by increased net interest income and non-interest income as discussed in “Results of Operations – Non-GAAP
Financial Measures.” Our efficiency ratio was 66.7% for the year ended December 31, 2016, compared with 66.9% for the year ended
December 31, 2015. This improvement was primarily due to increased net interest income and non-interest income as discussed in 
aa
“Results of Operations – Net Interest Income and Net Interest Margin Analysis” and “Results of Operations – Non-Interest Income

.” 

The Company’s non-interest expense to net interest income plus non-interest income was 68.81% for the year ended December 

31, 2015, compared with 71.24% for the year ended December 31, 2014. This improvement was primarily due to increased net interest 
income and non-interest income as discussed in “Results of Operations – Non-GAAP Financial Measures.” Our efficiency ratio was
66.9% for the year ended December 31, 2015, compared with 72.7% for the year ended December 31, 2014. This improvement was
primarily due to increased net interest income and non-interest income as discussed in “Results of Operations – Net Interest Income
and Net Interest Margin Analysis” and “Results of Operations – Non-Interest Income.”

Income Taxes 

The amount of income tax expense is influenced by the amount of pre-tax income, the amount of tax-exempt income, the 

amount non-deductible expenses and available tax credits. 

Year ended December 31, 2016 compared with year ended December 31, 2015:

d

For the year ended December 31, 2016, income tax expense was $4.5 million compared with $4.1 million for the year ended 

December 31, 2015. The effective income tax rates for the years ended December 31, 2016 and 2015 were 32.4% and 28.7%, as 
compared to the U.S. statutory rate of 35.0%. As detailed in “NOTE 15 – INCOME TAXES” in the Notes to Consolidated Financial
Statements, the income tax rate differed from the U.S. statutory rate primarily due to non-taxable income, non-deductible expenses
and tax credits. 

Year ended December 31, 2015 compared with year ended December 31, 2014:

d

For the year ended December 31, 2015, income tax expense was $4.1 million compared with $4.2 million for the year ended 

December 31, 2014. The effective income tax rates for the years ended December 31, 2015 and 2014 were 28.7% and 31.9%, as 
compared to the U.S. statutory rate of 35.0%. As detailed in “NOTE 15 – INCOME TAXES” in the Notes to Consolidated Financial
Statements, the income tax rate differed from the U.S. statutory rate primarily due to non-taxable income, non-deductible expenses
and tax credits. 

Impact of Inflation

Our consolidated financial statements and related notes included elsewhere in this annual report have been prepared in 

accordance with GAAP. These require the measurement of financial position and operating results in terms of historical dollars,
without considering changes in the relative value of money over time due to inflation or recession. 

Unlike many industrial companies, substantially all of our assets and liabilities are monetary in nature. As a result, interest rates 

t

have a more significant impact on our performance than the effects of general levels of inflation. Interest rates may not necessarily 
move in the same direction or in the same magnitude as the prices of goods and services. However, other operating expenses do reflect 
general levels of inflation.

64 

Financial Condition

Overview 

Our total assets increased $606.5 million, or 38.2%, from $1.59 billion at December 31, 2015, to $2.19 billion at December 31,
2016. The increase in total assets was primarily from increases in net loans of $422.3 million, $120.1 million in investment securities, 
$40.7 million in goodwill, $15.5 million in bank owned life insurance, $11.4 million in premises and equipment, and $5.6 million in 
Federal Reserve Bank and FHLB stock, partially offset by a decrease of $21.7 million in cash and cash equivalents. Included in the 
above changes are the assets of Community First, which totaled $462.9 million at acquisition. Our total liabilities increased $515.7
million, or 36.4%, from $1.42 billion at December 31, 2015 to $1.93 billion at December 31, 2016. The increase in total liabilities was
primarily from increases in total deposits of $414.5 million and FHLB advances of $114.1 million, partially offset by decreases of 
$18.6 million from the pay off of the bank stock loan. Our total stockholders’ equity increased $90.7 million, or 54.3%, from $167.2 
million at December 31, 2015 to $258.0 million at December 31, 2016.

Loan Portfolio

Loans are our largest category of earning assets and typically provide higher yields than other types of earning assets. At

December 31, 2016, our gross loans held for investment portfolio totaled $1.38 billion, an increase of $423.3 million, or 44.1%, 
compared with December 31, 2015. Excluding the acquisition of Community First, gross loans held for investment increased by $86.6 
million, or 9.0%, compared with December 31, 2015. Overall growth consisted of $135.7 million or 39.6% from commercial real
ww
estate, $88.2 million or 35.2% from residential real estate, $86.4 million or 33.0% from commercial and industrial, $60.4 million or 
112.0% from real estate construction, $23.8 million or 139.2% from consumer, $20.2 million or 110.8% from agricultural real estate,
and $8.6 million or 54.4% from agricultural. We also had loans classified as held for sale totaling $4.8 million at December 31, 2016.

Our loan portfolio consists of various types of loans, most of which are made to borrowers located in the Wichita and Kansas 
City MSAs, as well as various community markets throughout Arkansas, Kansas and Missouri. Although the portfolio is diversified
and generally secured by various types of collateral, the majority of our loan portfolio consists of commercial and industrial and
commercial real estate loans and a substantial portion of our borrowers’ ability to honor their obligations is dependent on local
economic conditions in Arkansas, Kansas and Missouri. As of December 31, 2016, there was no concentration of loans to any one 
type of industry exceeding 10% of total loans.

At December 31, 2015, our gross loan held for investment portfolio totaled $960.4 million, an increase of $234.5 million, or 
32.3%, compared with $725.9 million at December 31, 2014. Excluding the acquisition of First Independence, gross loans held for
investment increased by $144.6 million, or 19.9%, compared with December 31, 2014. Overall growth consisted of $115.8 million, or 
49.4% from residential real estate, $78.9 million or 33.7% from commercial and industrial, $19.4 million or 8.3% from commercial 
real estate, $13.5 million or 5.8% from real estate construction, $9.2 million or 3.9% from consumer, $1.1 million or 0.5% from
agricultural real estate, but were partially offset by a decrease of $3.5 million or 1.5% from agricultural. We also had loans classified 
as held for sale totaling $3.5 million at December 31, 2015.

At December 31, 2016, gross total loans were 84.9% of deposits and 63.1% of total assets. At December 31, 2015, gross total 

loans were 79.0% of deposits and 60.6% of total assets. 

The organic, or non-acquired, growth in our loan portfolio is attributable to our ability to attract new customers from other 
financial institutions and overall growth in our markets. Our lending staff has been successful in building banking relationships with 
new customers. Several new lenders have been hired in our markets, and these employees have been successful in transitioning their 
former clients and attracting new clients. Lending activities originate from the efforts of our lenders, with an emphasis on lending to
individuals, professionals, small to medium-sized businesses and commercial companies located in the Wichita and Kansas City 
MSAs, as well as community markets in Arkansas, Kansas, and Missouri.

We provide commercial lines of credit, working capital loans, commercial real estate-backed loans (including loans secured by 

owner occupied commercial properties), term loans, equipment financing, acquisition, expansion and development loans, borrowing
base loans, real estate construction loans, homebuilder loans, SBA loans, agricultural and agricultural real estate loans, letters of credit
and other loan products to national and regional companies, real estate developers, mortgage lenders, manufacturing and industrial
companies and other businesses. The types of loans we make to consumers include residential real estate loans, home equity loans, 
home equity lines of credit, installment loans, unsecured and secured personal lines of credit, overdraft protection and letters of credit.

65 

The following table summarizes our loan portfolio by type of loan as of the dates indicated:

Composition of Loan Portfolio 

December 31,

2016

2015

2014

2013

   Amount 

Percent   

Amount 

Percent   

Amount

     Percent 

   Amount 

Percent   

(Dollars in thousands) 

  $  348,465

25.2% $262,032

27.3% $183,100       25.2 %  $139,365

21.1%

     478,815
     114,293
     338,387
38,331
     969,826
40,902
24,412
  $ 1,383,605
4,830
  $ 

34.6% 343,096
8.3% 53,921
24.4% 250,216
2.8% 18,180
70.1% 665,413
2.9% 17,103
1.8% 15,807
100.0% $960,355
3,504
100.0% $

5.6%

1.9%

5.6 % 

40,420      

17,083      

35.7% 323,676       44.6 %  310,165
31,347
26.1% 134,455       18.5 %  125,395
22,092
69.3% 515,634       71.0 %  488,999
7,961
23,969
100.0% $725,876       100.0%  $660,294
347
100.0% $

7,875      
19,267      

897        100.0%  $

1.1 % 
2.7 % 

1.8%
1.6%

2.3 % 

47.0%
4.8%
19.0%
3.3%
74.1%
1.2%
3.6%
100.0%
100.0%

  $ 1,377,173

100.0% $954,849

100.0% $719,913       100.0%  $654,680

100.0%

Commercial and industrial 
Real estate loans: 

Commercial real estate 
Real estate construction
Residential real estate 
Agricultural real estate 

Total real estate loans 

Consumer
Agricultural 

Total loans held for investment 
Total loans held for sale 
Total loans held for investment 
   (net of allowances) 

Commercial and industrial: Commercial and industrial loans include loans used to purchase fixed assets, to provide working 

capital, or meet other financing needs of the business. Our commercial and industrial portfolio totaled $348.5 million at December 31,
2016, an increase of $86.4 million, or 33.0%, compared to December 31, 2015. Of this growth, $37.6 million, or 43.5%, was a result 
of loans acquired through Community First. The remainder was a combination of loan originations within our target markets and 
changes in the balances of revolving lines of credit, partially offset by reductions of broadly syndicated shared national credit 
originations and mortgage finance loan participations.

m

Commercial real estate: Commercial real estate loans include all loans secured by nonfarm nonresidential properties and by 

multifamily residential properties, as well as 1-4 family investment-purpose real estate loans. Our commercial real estate loans were 
$478.8 million at December 31, 2016, an increase of $135.7 million, or 39.6%, compared to December 31, 2015. The increase was 
primarily due to $139.0 million in commercial real estate loans acquired through Community First, partially offset by a combination 
of loan originations within our target markets and principal repayment. 

Real estate construction: Real estate construction loans include loans made for the purpose of acquisition, development, or 

construction of real property, both commercial and consumer. Our real estate construction portfolio totaled $114.3 million at 
December 31, 2016, an increase of $60.4 million, or 112.0%, compared to December 31, 2015. The increase in real estate construction 
loans is primarily related to $32.5 million in real estate construction loans acquired through Community First and increased
originations.

Residential real estate: Residential real estate loans include loans secured by primary or secondary personal residences. Our 
residential real estate portfolio totaled $338.4 million at December 31, 2016, an increase of $88.2 million, or 35.2%, compared to 
December 31, 2015. During 2016, we purchased two pools of mortgage loans that represent $38.4 million of the increase that was
partially offset by net payment activity in the existing residential real estate loans. During 2015, we purchased three pools of mortgage
loans totaling $60.3 million. These pools of mortgages were purchased to expand our loan portfolio and provide additional loan 
income. Additionally, the acquisition of Community First added $76.8 million in residential real estate loans as of December 31, 2016.

d

Agricultural real estate, Agricultural, Consumer and other: Agricultural real estate loans are loans related to farmland. 
Agricultural loans are primarily operating lines subject to annual farming revenues including productivity/yield of the agricultural
commodities produced. Consumer loans are generally secured by consumer assets, but may be unsecured. These three loan pools 
represent 7.5% of our overall loan portfolio.

66 

  
  
  
  
  
  
  
  
  
  
    
  
  
      
  
 
    
 
    
    
 
The contractual maturity ranges of loans in our loan portfolio and the amount of such loans with predetermined interest rates and 

floating rates in each maturity range as of December 31, 2016 and December 31, 2015 are summarized in the following tables: 

Loan Maturity and Sensitivity to Changes in Interest Rates

As of December 31, 2016 

One year 
or less

$$

115,467

After one
year
After five 
through five
years
years
(Dollars in thousands) 
130,409   $$

$$

102,589    $$

Total 

348,465

Real Estate:

Commercial real estate 
Real estate construction
Residential real estate 
Agricultural real estate 
Total real estate

Consumer
Agricultural 
Total

Loans with a predetermined fixed interest rate
Loans with an adjustable/floating interest rate 

Total

74,721
45,375
11,141
7,381
138,618
6,662
12,723
273,470
154,518
118,952
273,470

262,774     
52,105     
16,780     
18,973     
350,632     
26,814     
9,400     
517,255   $$
364,177     
153,078     
517,255   $$

141,320    
16,813    
310,466    
11,977    
480,576    
7,426    
2,289    

478,815
114,293
338,387
38,331
969,826
40,902
24,412
592,880    $$ 1,383,605
713,600
194,905    
397,975    
670,005
592,880    $$ 1,383,605

$$

$$

$$

$$

As of December 31, 2015 

Total 

262,032

343,096
53,921
250,216
18,180
665,413
17,103
15,807
960,355
467,006
493,349
960,355

One year 
or less

$$

125,800

After one
year
through five
After five 
years
years
(Dollars in thousands) 
93,842   $$

$$

42,390    $$

Real Estate:

Commercial real estate 
Real estate construction
Residential real estate 
Agricultural real estate 
Total real estate

Consumer
Agricultural 
Total

Loans with a predetermined fixed interest rate
Loans with an adjustable/floating interest rate 

Total

66,576
23,455
5,080
4,984
100,095
2,097
9,871
237,863
110,401
127,462
237,863

184,759     
22,537     
11,497     
6,452     
225,245     
10,013     
3,785     
332,885   $$
231,026     
101,859     
332,885   $$

91,761    
7,929    
233,639    
6,744    
340,073    
4,993    
2,151    
389,607    $$
125,579    
264,028    
389,607    $$

$$

$$

$$

$$

67 

  
  
  
     
 
  
    
 
 
 
  
     
  
 
  
    
 
Nonperforming Assets 

The following table presents information regarding nonperforming assets at the dates indicated:

Nonperforming Assets

2016

$ 22,693   $

——  
——  
8,656  

2013

As of December 31, 
2014
2015
10,790   $  12,985  
174  
39   
——  
——   
7,332  
4,754  
15,583   $  20,491  

8,197   $
35  
——  
5,811  

$ 31,349   $ 14,043   $

Nonaccrual loans 
Accruing loans 90 or more days past due
Restructured loans-accruing
OREO acquired through foreclosure, net

Total nonperforming assets

Ratios:

Nonperforming assets to total loans plus OREO 

1.43%
2.25%

0.89%
1.45%

1.33%   
2.13%   

1.80%
3.07%

Nonperforming assets (“NPAs”) include loans on nonaccrual status, accruing loans 90 or more days past due, restructured loans,

and other real estate acquired through foreclosure.

We had $22.7 million in nonperforming loans at December 31, 2016, compared with $8.2 million at December 31, 2015. The

nonperforming loans at December 31, 2016 consisted of 193 separate credits and 144 separate borrowers. We had four nonperforming
loan relationships each with outstanding balances exceeding $1.0 million as of December 31, 2016. Substantially all of the increase in 
nonperforming assets was a result of the Community First acquisition. There are several procedures in place to assist us in maintaining 
the overall quality of our loan portfolio. We have established underwriting guidelines to be followed by lenders, and also monitor 
delinquency levels for any negative or adverse trends. There can be no assurance, however, that our loan portfolio will not become
subject to increasing pressures from deteriorating borrower credit due to general economic conditions.

Potential Problem Loans 

We categorize loans into risk categories based on relevant information about the ability of borrowers to service their debt such

as: current financial information, historical payment experience, credit documentation, public information, and current economic 
trends, among other factors. Loans are analyzed individually and classified based on credit risk. Consumer loans are considered pass
credits unless downgraded due to payment status or reviewed as part of a larger credit relationship. We use the following definitions 
for risk ratings: 

d

Pass: Loans classified as pass do not have any noted weaknesses and repayment of the loan is expected. These loans are 
considered unclassified. 

Special Mention: Loans classified as special mention have a potential weakness that deserves management’s close attention. If 
left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of our credit 
position at some future date. These loans are considered classified. 

Substandard : Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the 
obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the
liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the 
deficiencies are not corrected. These loans are considered classified. 

Doubtful : Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added 
characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and 
values, highly questionable and improbable. These loans are considered classified. 

n
Potential problem loans consist of loans that are performing in accordance with contractual terms, but for which management 
has concerns about the borrower’s ability to comply with repayment terms because of the borrower’s potential financial difficulties.
Potential problem loans are assigned a grade of special mention or substandard. At December 31, 2016, the Company had $9.5 million 
in potential problem loans which were not included in either non-accrual or 90 days past due categories, compared to $7.1 million at 
December 31, 2015.

68 

  
  
  
  
  
  
  
 
  
  
  
 
  
  
  
  
  
 
 
The risk category of loans by class of loans is as follows as of December 31, 2016 and December 31, 2015: 

Risk Category of Loans by Class

Commercial and industrial 
Real estate: 

Real estate construction
Residential real estate 
Agricultural real estate 
Total real estate 

Consumer 
Agricultural 
Total

Commercial and industrial 
Real estate: 

Real estate construction
Residential real estate 
Agricultural real estate 
Total real estate 

Consumer 
Agricultural 
Total

Unclassified

As of December 31, 2016 
Classified
(Dollars in thousands) 

Total 

$

341,307

$ 

7,158

$

348,465

464,095
111,975
333,298
36,190
945,558
40,382
24,134
1,351,381

$ 

$

14,720
2,318
5,089
2,141
24,268
520
278
32,224

$

478,815
114,293
338,387
38,331
969,826
40,902
24,412
1,383,605

Unclassified 

As of December 31, 2015 
Classified
(Dollars in thousands) 

Total 

$

260,669

 $

1,363

$

262,032

333,609
53,308
246,901
17,810
651,628
17,000
15,707
945,004

 $

9,487
613
3,315
370
13,785
103
100
15,351

$

343,096
53,921
250,216
18,180
665,413
17,103
15,807
960,355

   $

December 31, 2015. Classified loans were $32.2 million at December 31, 2016, an increase of $16.9 million, or 109.9%, from $15.4
million at December 31, 2015. Substantially all of the increase was a result of the Community First acquisition.

unclassified decreased to 97.7% of total loans from 98.4% of total loans at 

Generally, loans are designated as nonaccrual when either principal or interest payments are 90 days or more past due based on 

contractual terms, unless the loan is well secured and in the process of collection. Consumer loans are typically charged off no later 
than 180 days past due. In all cases, loans are placed on nonaccrual or charged off at an earlier date if collection of principal or interest 
is considered doubtful. When a loan is placed on nonaccrual status, unpaid interest credited to income is reversed against inco
tt
Future interest income may be recorded on a cash basis after recovery of principal is reasonably assured. Nonaccrual loans are 
returned to accrual status when all the principal and interest amounts contractually due are brought current and future payments are 
reasonably assured.

me. 

In accordance with applicable regulation, appraisals or evaluations are required to independently value real estate and, as an 
important element, to consider when underwriting loans secured in part or in whole by real estate. The value of real estate collateral
provides additional support to the borrower’s credit capacity. 

With respect to potential problem loans, all monitored and under-performing loans are reviewed and evaluated to determine if 

they are impaired. If we determine that a loan is impaired, then we evaluate the borrower’s overall financial condition to determine the 
need, if any, for possible write downs or appropriate additions to the allowance for loan losses based on the unlikelihood of full
repayment of principal and interest in accordance with the contractual terms or the net realizable value of the pledged collateral.

ff

Allowance for loan losses

Please see “Critical Accounting Policies – Allowance for Loan Losses” for additional discussion of our allowance policy. 

69 

  
   
  
   
  
  
   
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
   
  
   
  
   
  
   
  
   
  
   
  
   
  
   
In connection with our review of the loan portfolio, risk elements attributable to particular loan types or categories are

r

considered when assessing the quality of individual loans. Some of the risk elements include: 

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

Commercial and industrial loans are dependent on the strength of the industries of the related borrowers and the success of 
their businesses. Commercial and industrial loans are advanced for equipment purchases, to provide working capital, or 
meet other financing needs of the business. These loans may be secured by accounts receivable, inventory, equipment, or 
other business assets. Financial information is obtained from the borrower to evaluate the debt service coverage and 
ability to repay the loans.

Commercial real estate loans are dependent on the industries tied to these loans as well as the local commercial real estate 
market. The loans are secured by the real estate, and appraisals are obtained to support the loan amount. An evaluation of 
the project’s cash flows is performed to evaluate the borrower’s ability to repay the loan at the time of origination and 
periodically updated during the life of the loan. Residential real estate loans are affected by the local residential real estate 
market, the local economy, and movement in interest rates. We evaluate the borrower’s repayment ability through a
review of credit reports and debt to income ratios. Appraisals are obtained to support the loan amount. 

Agricultural real estate loans are real estate loans related to farmland, and are affected by the value of farmland. We
evaluate the borrower’s ability to repay based on cash flows from farming operations.

Consumer loans are dependent on the local economy. Consumer loans are generally secured by consumer assets, but may
be unsecured. We evaluate the borrower’s repayment ability through a review of credit scores and an evaluation of debt to
income ratios. 

r

Agricultural loans are primarily operating lines subject to annual farming revenues including productivity/yield of the 
agricultural commodities produced and the market pricing at the time of sale. 

Purchased credit impaired loans: We have acquired loans, for which there was, at acquisition, evidence of deterioration of 
credit quality since origination and it was probable, at acquisition, that all required payments would not be collected. These purchased 
credit impaired loans were recorded at fair value, such that there is no carryover of the seller’s allowance for loan losses. After 
acquisition, losses are recognized by an increase in the allowance for loan losses. Purchased credit impaired loans are accounted for 
individually. We estimate the amount and timing of expected cash flows for each loan, and the expected cash flows in excess of the
amount paid are recorded as interest income over the remaining life of the loan (accretable yield). The excess of the loan’s contractual
principal and interest over expected cash flows is not recorded (non-accretable difference). Over the life of the loan, expected cash 
flows continue to be estimated. If the present value of the expected cash flows is less than the carrying amount, a loss is recorded. If 
the present value of the expected cash flows is greater than the carrying amount, it is recognized as part of future interest income. 

The table below shows the contractually required principal loan payments and the associated purchase discount on our 

purchased credit impaired portfolio. 

Recorded Investment in Purchased Credit Impaired Loans 

Contractually required payments 
Discount 

Recorded investment 

$

$

December 31,
2016

December 31,       December 31,

$

2015
(Dollars in thousands) 
7,550    $ 
(1,794)    
5,756    $ 

$

27,413
(8,914)
18,499

2014

7,278
(2,167)
5,111

0.46% of total loans. At December 31, 2015 the allowance for loan losses aggregated $5.5 million, or 0.57% of total loans.

 At December 31, 2016, the allowance for loan losses totaled $6.4 million, or 

The allowance for loan losses on loans collectively evaluated for impairment totaled $5.8 million, or 0.42%, of the $1.37 billion 

in loans collectively evaluated for impairment at December 31, 2016, compared to an allowance for loan losses of $5.2 million, or 
0.55%, of the $948.9 million in loans collectively evaluated for impairment at December 31, 2015, and an allowance for loan losses of 
$4.3 million, or 0.60%, of the $711.0 million in loans collectively evaluated for impairment at December 31, 2014. The decrease was 
primarily related to a change in applied loss factors which are based in part on historical loss experience as well as changes in the 
composition and quality of our loan portfolio collectively evaluated for impairment. The changes in composition included purchased 
loans, outside of business combinations, which have different characteristics than our originated loan portfolio at December 31, 2015. 

70 

  
  
    
  
Net losses as a percentage of average loans decreased to 0.12% for the twelve months ended December 31, 2016 as compared to 

0.43% for the twelve months ended December 31, 2015, and 0.13% for the twelve months ended December 31, 2014. While net 
charge-offs increased during 2015, $1.5 million of these gross charge-offs had been previously identified and specifically reserved for 
in the allowance for loan losses as of December 31, 2014.

There have been no material changes to our accounting policies related to our allowance for loan loss methodology during 2016 

and 2015.

The following table presents, as of and for the periods indicated, an analysis of the allowance for loan losses and other related 

data:

Allowance for Loan and Lease Losses

Average loans outstanding(1)
Gross loans outstanding at end of period(1)
Allowance for loan losses at beginning of the 
   period 

Charge-offs: 

Commercial and industrial 
Real estate: 

Commercial real estate 
Real estate construction
Residential real estate 
Agricultural real estate 

Consumer 
Agricultural 

Total charge-offs

Recoveries: 

Commercial and industrial 
Real estate: 

Commercial real estate 
Real estate construction
Residential real estate 
Agricultural real estate 

Consumer 
Agricultural 

Total recoveries

Net recoveries (charge-offs) 
Allowance for loan losses at end of the period
Ratio of ALLL to end of period loans(1)
Ratio of net charge-offs (recoveries) 
   to average loans 

(1)  Excluding loans held for sale. 

2016

As of and for the Twelve Months 
Ended December 31,
2014
2015
(Dollars in thousands) 

2013

  $1,006,745   $ 813,970   $ 680,982  
$1,383,605   $ 960,355   $ 725,876  

 $ 698,447   
 $ 660,295   

$

5,506   $
2,119  

5,963   $
3,047  

 $

5,614  
1,200  

4,471   
2,583   

(226) 

(1,468)

(46)

(126)

(557) 
——  
(299) 
(23) 
(584) 
(31) 
(1,720) 

(1,668)
——  
(296)
——  
(309)
——
(3,741)

(241)
— —  
(668)
— —  
(360)
(19)
(1,334)

(920)
(6)
(522)
——   
(374)
(37)
(1,985)

41  

23  

36  

39   

201  
——  
165  
23  
96  
1  
527  
(1,193) 
6,432   $
0.46%

126  
2  
31  
——  
53  
2  
237  
(3,504)
5,506   $
0.57%

72  
16  
139   
— —  
218   
2   
483   
(851)
5,963  

 $
0.82%   

29   
30   
292   
——   
154   
1   
545   
(1,440)
5,614   
0.85%

$

0.12%

0.43%

0.13%   

0.21%

71 

  
   
  
  
  
  
   
  
   
  
  
  
  
  
   
  
  
  
  
  
   
  
  
  
  
  
  
  
  
  
  
   
  
  
  
  
  
   
  
  
  
  
  
  
  
  
 
 
The following table shows the allocation of the allowance for loan losses among our loan categories and certain other 

information as of the dates indicated. The total allowance is available to absorb losses from any loan category.

Analysis of the Allowance for Loan and Lease Losses

Balance of allowance for loan losses applicable to:

Commercial and industrial 
Real estate: 

Commercial real estate 
Real estate construction
Residential real estate 
Agricultural real estate 

Consumer
Agricultural 

Total allowance for loan losses 

$

2016

December 31, 
2015

% of Total
Amount 
Loans
(Dollars in thousands) 

% of Total 
Amount
Loans
(Dollars in thousands) 

2014

% of Total
Loans

   Amount 

$

1,881

29.3% $

1,366

24.8%     $

1,559

26.1%

1,808
612
1,765
35
266
65
6,432

28.1%
9.5%
27.4%
0.6%
4.1%
1.0%
100.0% $

1,728
323
1,824
29
187
49
5,506

31.4%      
 5.9%      
33.1%      
 0.5%      
 3.4%      
 0.9%      
 $

100.0% 

2,298
599
1,190
148
81
88
5,963

38.5%
10.0%
20.0%
2.5%
1.4%
1.5%
100.0%

Management believes that the allowance for loan losses at December 31, 2016 was adequate to cover probable incurred losses in 
the loan portfolio as of such date. There can be no assurance, however, that we will not sustain losses in future periods, which could be
substantial in relation to the size of the allowance at December 31, 2016.

Securities

We use our securities portfolio to provide a source of liquidity, to provide an appropriate return on funds invested, to manage

interest rate risk, to meet pledging requirements and to meet regulatory capital requirements. At December 31, 2016, the carryi
amount of investment securities totaled $561.4 million, an increase of $120.1 million, or 27.2%, compared with December 31, 2015. 
At December 31, 2016, securities represented 25.6% of total assets compared with 27.8% at December 31, 2015.

ng

t

At the date of purchase, debt and equity securities are classified into one of two categories, held-to-maturity or available-for-
sale. We do not purchase securities for trading purposes. At each reporting date, the appropriateness of the classification is reassessed. 
Investments in debt securities are classified as held-to-maturity and carried at cost, adjusted for the amortization of premiums and the 
accretion of discounts, in the financial statements only if management has the positive intent and ability to hold those securities to
maturity. Debt securities not classified as held-to-maturity are classified as available-for-sale and measured at fair value in then
financial statements with unrealized gains and losses reported, net of tax, as accumulated comprehensive income or loss until realized.
Interest earned on securities is included in total interest and dividend income. Also included in total interest and dividend income are
dividends received on stock investments in the Federal Reserve Bank of Kansas City and the FHLB of Topeka. These stock 
investments are stated at cost. 

The following table summarizes the amortized cost and fair value by classification of available-for-sale securities as of the dates

shown:

Available-For-Sale Securities

U.S. government-sponsored entities
Residential mortgage-backed securities (issued by 
   government-sponsored entities)
Corporate 
Small Business Administration loan pools 
State and political subdivisions
Equity securities 

Total available-for-sale securities

$

December 31, 2016 
Fair 
Value

Amortized
Cost

$

4,766

$

4,782

December 31, 2015 
Fair 
Value
17,036    $  10,546

December 31, 2014
Fair 
Value
10,400

Amortized
Cost
17,090

Amortized
Cost

$

$

$

88,257
3,000
210
499
500
97,232

86,703
3,039
223
499
486
95,732

109,784
3,000
275
504
500
$ 131,153

109,521      
2,954      
297       
508       
494       

35,867
3,000
332
2,169
500
$ 130,810    $  52,414

36,529
3,011
356
2,193
496
52,985

$

$

72 

  
  
  
  
  
  
  
  
  
  
  
  
    
  
  
        
  
 
  
        
  
 
 
     
  
     
 
The following table summarizes the amortized cost and fair value by classification of held-to-maturity securities as of the dates

shown:

U.S. government-sponsored entities
Residential mortgage-backed securities (issued by 
   government-sponsored entities)
Corporate 
Small Business Administration loan pools 
State and political subdivisions

Total held-to-maturity securities

Held-To-Maturity Securities 

December 31, 2016 
Fair 
Value

Amortized
Cost

December 31, 2015 
Fair 
Value

Amortized
Cost

December 31, 2014
Fair 
Value

Amortized
Cost

$

998

$

965

$

2,669

$

2,643    

 $

2,800

$

2,809

338,749
12,988
2,398
110,576
$ 465,709

334,733
13,099
2,382
109,977
$ 461,156

230,554
12,983
2,863
61,470
$ 310,539

230,993    
12,758     
2,875    
63,533     
$ 312,802    

195,458
12,976
3,220
46,563
 $ 261,017

198,171
12,779
3,224
48,206
$ 265,189

At December 31, 2016, 2015 and 2014, we did not own securities of any one issuer (other than the U.S. government and its 

agencies or sponsored entities) for which aggregate adjusted cost exceeded 10% of the consolidated stockholders’ equity at the 
reporting dates noted. 

The following tables summarize the contractual maturity of debt securities and their weighted average yields as of December 31,
2016 and December 31, 2015. Expected maturities will differ from contractual maturities because issuers may have the right to call or 
prepay obligations with or without call or prepayment penalties. Securities not due at a single maturity date, primarily mortgage-
backed securities, are shown separately. Available-for-sale securities are shown at fair value and held-to-maturity securities
u
at cost, adjusted for the amortization of premiums and the accretion of discounts.

are shown

Due in one year
or less

Due after one
year through
five years

December 31, 2016 
Due after five
years through
10 years

Due after 10 
years

Total 

Carrying
Value

Yield    

Carrying
Value

Yield   

Carrying
Value

Yield   

Carrying 
Value

   Yield    

Carrying
Value

Yield   

  $

——

—% $

——

——% $ 4,782

2.48%  $

— —      ——% $

4,782

2.48%

——
——
——
——
——

——

  $

  $

—%    3,601
——
—%   
—%   
——
—%   
499
—% $ 4,100

1.87%   

270
——%    3,039
——
——%   
1.50%   
——
1.83% $ 8,091

2.38%     82,832      2.66% 86,703
3,039
1.96%    
223
——%    
499
——%    
2.29%  $ 83,055      2.67% $ 95,246

— —      ——%
223      5.21%
— —      ——%

2.63%
1.96%
5.21%
1.50%
2.60%

—% $

998

1.65% $

——

——%  $

— —      ——% $

998

1.65%

——
——
——
     2,812
  $ 2,812
  $ 2,812

—%    4,190
—%    5,304
——
—%   
2.49%    15,122
2.49% $ 25,614
2.49% $ 29,714

2.50%    8,751
——
2.74%   
——
——%   
2.86%    30,942
2.73% $ 39,693
2.60% $ 47,784

——%    
——%    

2.75%    325,808      2.75% 338,749
7,684      2.64% 12,988
2,398
2,398      2.61%
3.06%     61,700      3.28% 110,576
2.99%  $397,590      2.83% $465,709
2.87%  $480,645      2.80% $560,955

2.74%
2.68%
2.61%
3.14%
2.83%
2.79%

Available-for-sale securities: 

U.S. government-sponsored entities
Residential mortgage-backed securities 
  (issued by government- sponsored
  entities)
Corporate
Small Business Administration loan pools
State and political subdivisions(1)
Total available-for-sale securities

Held-to-maturity securities:

U.S. government-sponsored entities
Residential mortgage-backed securities 
  (issued by government-sponsored
  entities)
Corporate
Small Business Administration loan pools
State and political subdivisions(1)
Total held-to-maturity securities 

Total debt securities

(1)

The calculated yield is not calculated on a tax equivalent basis. 

73 

 
     
  
     
  
  
  
   
  
  
  
   
  
  
 
  
    
  
  
  
  
       
    
   
  
    
    
    
    
    
  
  
  
  
       
    
   
  
    
    
    
Due in one year
or less

Carrying
Value

Yield

Due after one
year through
five years

December 31, 2015 
Due after five
years through
10 years

Due after 10 
years

Total 

Carrying
Value

Yield

Carrying
Value

Yield

Carrying 
Value

Yield 

Carrying
Value

Yield

Available-for-sale securities: 

  $

U.S. government-sponsored entities
Residential mortgage-backed securities 
  (issued by government- sponsored
  entities)
Corporate
Small Business Administration loan pools ...     
State and political subdivisions(1)
Total available-for-sale securities

  $

100

1.26% $ 12,204

1.47% $ 4,732

2.02%  $

— —      ——% $ 17,036

1.63%

——
——
——
——
100

—%    3,719
——
—%   
——
—%   
508
—%   
1.26% $ 16,431

1.91%   

456
——%    2,954
——
——%   
1.50%   
——
1.57% $ 8,142

2.47%    105,346      2.89% 109,521
2,954
1.51%    
297
——%    
508
——%    
1.86%  $105,643      2.90% $130,316

— —      ——%
297      5.21%
— —      ——%

2.86%
1.51%
5.21%
1.50%
2.67%

Held-to-maturity securities:

y

U.S. government-sponsored entities
Residential mortgage-backed securities 
  (issued by government-sponsored
  entities)
Corporate
Small Business Administration loan pools
State and political subdivisions(1)
Total held-to-maturity securities 

Total debt securities

  $

——

—% $ 2,669

2.46% $

——

——%  $

— —      ——% $

2,669

2.46%

——
——
——
     3,741
  $ 3,741
  $ 3,841

—%    4,257
——
—%   
——
—%   
2.41%    12,084
2.41% $ 19,010
2.38% $ 35,441

2.50%    5,869
——%    5,370
——
——%   
2.60%    22,731
2.55% $ 33,970
2.10% $ 42,112

2.68%    220,428      2.89% 230,554
7,613      2.06% 12,983
2.74%    
2,863
2,863      2.61%
——%    
2.90%     22,914      3.16% 61,470
2.84%  $253,818      2.88% $310,539
2.65%  $359,461      2.89% $440,855

2.87%
2.34%
2.61%
2.91%
2.85%
2.80%

(1) 

The calculated yield is not calculated on a tax equivalent basis.

Mortgage-backed securities are securities that have been developed by pooling a number of real estate mortgages and which are 

principally issued by federal agencies such as Ginnie Mae, Fannie Mae and Freddie Mac. Unlike U.S. Treasury and U.S. government
agency securities, which have a lump sum payment at maturity, mortgage-backed securities provide cash flows from regular principal 
and interest payments and principal prepayments throughout the lives of the securities. Premiums and discounts on mortgage-backed 
securities are amortized and accreted over the expected life of the security and may be impacted by prepayments. As such, mortgage-
backed securities which are purchased at a premium will generally produce decreasing net yields as interest rates drop because home 
owners tend to refinance their mortgages resulting in prepayments and an acceleration of premium amortization. Securities purchased 
at a discount will reflect higher net yields in a decreasing interest rate environment as prepayments result in an acceleration of 
discount accretion.

n

The contractual maturity of mortgage-backed securities is not a reliable indicator of their expected lives because borrowers have 

aa
the right to prepay their obligations at any time. Monthly pay downs on mortgage-backed securities cause the average lives of these 
tt
securities to be much different than their stated lives. At December 31, 2016 and December 31, 2015, 96.0% and 95.8% of the 
mortgage-backed securities held by us had contractual final maturities of more than ten years with a weighted average life of 5.4 years
and 5.2 years and a modified duration of 4.8 years and 4.6 years.

Deposits 

Our lending and investing activities are primarily funded by deposits. A variety of deposit accounts are offered with a wide

range of interest rates and terms including demand, savings, money market and time deposits. We rely primarily on competitive
pricing policies, convenient locations, comprehensive marketing strategy and personalized service to attract and retain these deposits.

74 

  
  
  
   
  
  
  
   
  
 
    
  
  
  
  
       
    
   
  
    
    
    
    
  
  
  
  
       
    
   
  
    
    
    
The following table shows our composition of deposits at December 31, 2016, 2015 and 2014 (dollars in thousands): 

Non-interest-bearing demand 
Interest-bearing demand and NOW accounts
Savings and money market 
Time

Total deposits

Composition of Deposits 

2016

2015

2014

Amount 
$ 207,668
492,583
377,042
553,158
$1,630,451

Percent of
Total

Amount 

12.8% $ 157,834
316,965
30.2%
302,503
23.1%
438,612
33.9%
100.0% $1,215,914

Percent of 
Total

   Amount 
13.0 %   $  128,919
26.0 %       271,117
24.9 %       238,981
36.1 %       342,160
100.0%   $  981,177

Percent of
Total

13.1%
27.6%
24.4%
34.9%
100.0%

The following table shows the average deposit balance and average rate paid on deposits for the year ended December 31, 2016,

2015 and 2014 (dollars in thousands): 

Average Deposit Balances and Average Rate Paid

Non-interest-bearing demand 
Interest-bearing demand and NOW accounts
Savings and money market 
Time

Total deposits

2016

2015

2014

Average
Balance
$ 169,514
314,515
317,394
453,045
$1,254,468

Average
Rate
Paid

Average
Balance

Average
Rate
Paid

Average
Balance

Average
Rate
Paid

0.28%
0.41%
1.07%

——% $ 138,933
259,007
261,195
374,846
   $1,033,981

— —%   $  129,007
0.25%       224,009
0.34%       241,291
0.90%       366,168
     $  960,475

——%
0.25%
0.27%
0.79%

Total deposits at December 31, 2016 were $1.63 billion, an increase of $414.5 million, or 34.1%, compared to December 31,
2015. All deposit categories reflect increases including: interest-bearing demand and NOW accounts of $175.6 million, or 55.4%, time 
deposits of $114.5 million, or 26.1%, savings and money market deposits of $74.5 million, or 24.6%, and non-interest bearing demand
deposits of $49.8 million, or 31.6%. As part of the Community First merger we assumed non-interest-bearing demand deposits of 
$53.4 million, interest-bearing demand and NOW accounts of $160.5 million, savings and money market deposits of $64.1 million 
and time deposits of $97.5 million. The increases in time deposits and interest-bearing demand and NOW accounts, excluding the
impact of the merger, are primarily due to the addition of new public-fund customers and the increase in existing public-fund customer 
balances in these deposit products. The increases in savings and money market deposits and non-interest-bearing demand deposits, 
excluding the impact of the merger, are due to our ongoing business development efforts.

Total deposits at December 31, 2015 were $1.22 billion, an increase of $234.7 million, or 23.9%, compared to December 31,

2014. All deposit categories reflect increases including: time deposits of $96.5 million, or 28.2%, savings and money market deposits 
of $63.5 million, or 26.6%, interest-bearing demand and NOW accounts of $45.8 million, or 16.9%, and non-interest bearing demand
deposits of $28.9 million, or 22.4%. As part of the First Independence merger we assumed non-interest-bearing demand deposits of 
$15.2 million, interest-bearing demand and NOW accounts of $12.5 million, savings and money market deposits of $32.0 million and 
time deposits of $27.4 million. The increases in time deposits and interest-bearing demand and NOW accounts, excluding the impact 
of the merger, are primarily due to the addition of new public-fund customers and the increase in existing public-fund customer
balances in these deposit products. The increases in savings and money market deposits and non-interest-bearing demand deposits, 
excluding the impact of the merger, are due to our ongoing business development efforts.

75 

 
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
 
 
 
Included in savings and money market deposits at December 31, 2016, 2015 and 2014 are brokered deposit balances of $2.7 
million, $3.9 million, and $7.8 million. These balances represent customer funds placed in the Insured Cash Sweep (“ICS”) service 
that allows Equity Bank to break large money-market deposits into smaller amounts and place them in a network of other ICS banks to 
ensure that FDIC insurance coverage is gained on the entire deposit. Although classified as brokered deposits for regulatory purposes,
funds placed through the ICS service are Equity Bank’s customer relationships that management views as core funding. Brokered
certificates of deposit as of December 31, 2016, 2015, and 2014 were $5.4 million, $4.2 million, and $12.9 million. Of these balances,
$5.4 million at December 31, 2016, $4.2 million at December 31, 2015 and $5.8 million at December 31, 2014 were customer funds
placed in the Certificate of Deposit Account Registry Service (“CDARS”) program. CDARS allows Equity Bank to break large 
deposits into smaller amounts and place them in a network of other CDARS banks to ensure that FDIC insurance coverage is gained
on the entire deposit. Although classified as brokered deposits for regulatory purposes, funds placed through the CDARS program are 
Equity Bank’s customer relationships that management views as core funding.

u

The following table provides information on the maturity distribution of time deposits of $100,000 or more as of December 31,

2016 and December 31, 2015 (dollars in thousands):

3 months or less
Over 3 through 6 months
Over 6 through 12 months 
Over 12 months

Total Time Deposits 

December 31,
2016

December 31, 
2015

$

$

52,799     $ 
41,555     
96,606     
138,860     
329,820     $ 

39,837 
42,803 
96,888 
99,086 
278,614

Other Borrowed Funds 

We utilize borrowings to supplement deposits to fund our lending and investing activities. Short-term borrowing and long-term 

borrowing consist of funds from the FHLB, federal funds purchased and retail repurchase agreements, a bank stock loan and
subordinated debentures. 

The following table presents our short-term borrowings at the dates indicated (dollars in thousands):

Federal funds
purchased
and retail
repurchase
agreements

FHLB
Line of
Credit

$

$
$

$

$
$

$

$
$

20,637     $ 
0.27%     
25,382     $ 
22,599     $ 
0.26%     

20,762     $ 
0.24%     
27,951     $ 
24,862     $ 
0.24%     

25,301     $ 
0.25%     
31,159     $ 
28,516     $ 
0.26%     

259,588  
0.72%
292,756  
250,282  
0.56%

145,439  
0.48%
260,939  
156,085  
0.29%

16,544  
0.25%
43,150  
14,841  
0.24%

 (Dollars in thousands) 
December 31, 2016:

Amount outstanding at year-end
Weighted average interest rate at year-end
Maximum month-end balance during the year 
Average balance outstanding during the year 
Weighted average interest rate during the year 

December 31, 2015:

Amount outstanding at year-end
Weighted average interest rate at year-end
Maximum month-end balance during the year 
Average balance outstanding during the year 
Weighted average interest rate during the year 

December 31, 2014:

Amount outstanding at year-end
Weighted average interest rate at year-end
Maximum month-end balance during the year 
Average balance outstanding during the year 
Weighted average interest rate during the year 

76 

    
  
  
  
       
  
 
 
       
  
 
 
       
  
 
 
 
 
 
Federal funds purchased and retail repurchase agreements: We have available federal funds lines of credit with our 
correspondent banks. As of December 31, 2016 and December 31, 2015, there were no federal funds purchased outstanding. Retail 
repurchase agreements outstanding represent the purchase of interests in securities by banking 
agreements are stated at the amount of cash received in connection with the transaction. We do not account for any of our repurchase 
agreements as sales for accounting purposes in our financial statements. Repurchase agreements with banking customers are settled on 
the following business day. Retail repurchase agreements are secured by investment securities held by us totaling $23.4 million at n
December 31, 2016 and $25.8 million at December 31, 2015. The agreements are on a day-to-day basis and can be terminated on 
demand. At December 31, 2016 and December 31, 2015, we had retail repurchase agreements with banking customers of $20.6 
million and $20.8 million.

customers. Retail repurchase 

nn

FHLB advances: FHLB advances include both draws against our line of credit and fixed rate term advances. Each term advance 

is payable in full at its maturity date and contains provision for prepayment penalties. At December 31, 2016 and December 31, 2015
we had no term advances with the FHLB. All term advances were paid in full during the first quarter of 2015 incurring $316 thousand 
in prepayment penalties in order to decrease future costs of funds. Our FHLB borrowings are used for operational liquidity needs for 
originating and purchasing loans, purchasing investments and general operating cash requirements. Our FHLB borrowings were
collateralized by certain qualifying loans totaling $454.0 million at December 31, 2016. Based on this collateral and our holdings of 
FHLB stock, we were eligible to borrow an additional $193.7 million at December 31, 2016. 

n

Bank stock loan: In July 2014, we borrowed $15.5 million from an unaffiliated financial institution, secured by our stock in 

Equity Bank. In September 2015, we amended and restated this loan and borrowed an additional $5.0 million. The original borrowing
was to redeem the Series A and Series B preferred stock and the purpose of the additional borrowing was to provide liquidity for the 
purchase of First Independence Corporation. At December 31, 2015, $18.6 million was outstanding on the bank stock loan at a fixed 
rate of 4.00% (computed on the basis of a 360 day year and the actual number of days elapsed) resetting until July 2019. This 
borrowing was repaid on January 4, 2016 using proceeds from the Company’s initial public offering (“IPO”). 

On January 28, 2016, we entered into a new agreement with the same lender that provided for a maximum borrowing facility of 

$20.0 million, secured by our stock in Equity Bank. At December 31, 2016, there was no outstanding balance on this loan. The
borrowing facility matured on January 26, 2017 and was subsequently extended, at which time we entered into a new agreement with
the same lender that provides for a maximum borrowing facility of $30.0 million, secured by our stock in Equity Bank. The borrowing 
a
facility will mature on March 12, 2018. Each draw of funds on the facility will create a separate note that is repayable over a term of 
five years. Each note will bear interest at a variable interest rate equal to the Prime Rate published in the “Money Rates” sec
tion of 
The Wall Street Journal (or any generally recognized successor), floating daily.  Accrued interest and principal payments are due
quarterly with one final payment of unpaid principal and interest due at the end of the five year term of each separate note. We are also
required to pay an unused commitment fee in an amount equal to twenty basis points per annum on the unused portion of the
maximum borrowing facility. The terms of the loan require us and Equity Bank to maintain minimum capital ratios and other 
covenants. The loan and accrued interest may be pre-paid at any time without penalty. In the event of default, the lender has the option 
to declare all outstanding balances as immediately due.

t

l

Subordinated debentures: In conjunction with the 2012 acquisition of First Community, we assumed certain subordinated 
debentures owed to special purpose unconsolidated subsidiaries that are controlled by us, FCB Capital Trust II and FCB Capital Trust 
III, (“CTII” and “CTIII,” respectively). The trust preferred securities issued by CTII accrue and pay distributions quarterly at three-
month LIBOR plus 2.00% on the stated liquidation amount of the trust preferred securities. These trust preferred securities are
mandatorily redeemable upon maturity on April 15, 2035 or upon earlier redemption. The trust preferred securities issued by CTIII
accrue and pay distributions quarterly at three-month LIBOR plus 1.89% on the stated liquidation amount of the trust preferred 
securities. These trust preferred securities are mandatorily redeemable upon maturity on June 15, 2037 or upon earlier redemption. 

hh

In conjunction with the 2016 acquisition of Community First Bancshares, Inc., we assumed certain subordinated debentures 
owed to special purpose unconsolidated subsidiaries that are controlled by us, Community First (AR) Statutory Trust I, (“CFSTI”).
The trust preferred securities issued by CFSTI accrue and pay distributions quarterly at three-month LIBOR plus 3.25% on the stated
liquidation amount of the trust preferred securities. These trust preferred securities are mandatorily redeemable upon maturity on 
December 26, 2032 or upon earlier redemption. 

y

77 

The subordinated debentures balance, including CTII, CTIII and CFSTI, was $13.7 million at December 31, 2016 and $9.3 

million at December 31, 2015.

Liquidity and Capital Resources 

Liquidity 

Market and public confidence in our financial strength and financial institutions in general will largely determine access to 

appropriate levels of liquidity. This confidence is significantly dependent on our ability to maintain sound asset quality and
appropriate levels of capital reserves.

Liquidity is defined as the ability to meet anticipated customer demands for future funds under credit commitments and deposit 
withdrawals at a reasonable cost and on a timely basis. We measure our liquidity position by giving consideration to both on- and off-
balance sheet sources of and demands for funds on a daily, weekly, and monthly basis. 

a

Liquidity risk involves the risk of being unable to fund assets with the appropriate duration and rate-based liabilities, as well as

the risk of not being able to meet unexpected cash needs. Liquidity planning and management are necessary to ensure the ability to 
y
fund operations in a cost-effective manner and to meet current and future potential obligations such as loan commitments, lease
obligations, and unexpected deposit outflows. In this process, we focus on both assets and liabilities and on the manner in which they 
combine to provide adequate liquidity to meet our needs.

During the years ended December 31, 2016, 2015, and 2014 our liquidity needs have primarily been met by core deposits, 

security and loan maturities and amortizing investment and loan portfolios. Other funding sources include federal funds purchased,
retail repurchase agreements, brokered certificates of deposit, borrowings from the FHLB, in 2015 the issuance of common stock in 
our initial public offering or IPO and in 2016 issuance of common stock in private placement. 

Our largest sources of funds are FHLB borrowings and deposits and our largest uses of funds are the origination or purchases of

loans and securities purchases. Average loans were $1.01 billion for the year ended December 31, 2016, an increase of 23.7% over 
average loans of $816.4 million for the year ended December 31, 2015. Excess deposits are primarily invested in our interest-bearing
deposit account with the Kansas City Federal Reserve Bank, investment securities, federal funds sold or other short-term liquid
investments until the funds are needed to fund loan growth. Our securities portfolio has a weighted average life of 5.7 years and a
modified duration of 5.0 years at December 31, 2016. In January 2016, $35.0 million of the proceeds from the November 2015 IPO
were used to repay the bank stock loan of $18.6 million and to repurchase the Series C Preferred Stock at liquidation preference of 
$16.4 million. We believe that our daily funding needs can be met through cash provided by operating activities, payments and 
maturities on loans and investment securities, our core deposit base and FHLB advances and other borrowing relationships. In January 
2016, we entered into a lending agreement with another financial institution providing for a maximum borrowing capacity of $20.0 
million. The borrowing facility matured on January 26, 2017 and was subsequently extended, at which time we entered into a new 
agreement with the same lender that provides for a maximum borrowing capacity of $30.0 million. This agreement, which is secured 
by Equity Bank stock, can be used to fund future acquisitions and for general corporate purposes.

aa

Cash Flow Overview 

Cash and cash equivalents were $35.1 million at December 31, 2016, a decrease of $21.7 million from the $56.8 million cash 
and cash equivalents at December 31, 2015. The net cash provided by operating activities of $15.5 million and the net cash provided
by financing activities of $103.4 million were offset by the $140.7 million use of cash and cash equivalents for investing purposes,
resulting in net proceeds of cash and cash equivalents of $21.7 million for the year ended December 31, 2015. The net cash used in 
ww
investing activities was principally related to loan portfolio growth, purchase of investment securities in excess of the cash
generated by maturities, pay-downs, calls and sales of and settlement of securities and purchase of additional bank owned life 
insurance.  During 2016 liquidity provided by operating activities, FHLB borrowings and deposit growth were used to grow loans by 
$73.9 million and purchase additional investment securities of $48.2 million, purchase additional FHLB and Federal Reserve Bank
stock of $2.0 million and purchase premise and equipment of $2.8 million. The purchase of net non-cash assets of Community First 
Bancshares, Inc. used $3.0 million cash and cash equivalents which was funded by available cash and $6.0 million additional
borrowings on the bank stock loan. 

flows

Cash and cash equivalents were $56.8 million at December 31, 2015, an increase of $25.1 million from the $31.7 million cash 
and cash equivalents at December 31, 2014. The net cash provided by operating activities of $13.6 million plus the net cash provided 
by financing activities of $278.4 million were offset by the $266.9 million use of cash and cash equivalents for investing purposes,
resulting in net proceeds of cash and cash equivalents of $25.1 million for the year ended December 31, 2015. The net cash used in 
investing activities was principally related to loan portfolio growth and the purchase of investment securities in excess of th
flows generated by maturities, pay-downs, call and sales of and settlement of securities.  During 2015 liquidity provided by operating

e cash

ww

78 

activities, FHLB borrowings and deposit growth were used to grow loans by $150.6 million and purchase additional investment 
securities of $99.7 million, purchase additional FHLB and Federal Reserve Bank stock of $4.9 million and purchase premise and 
equipment of $5.7 million.  The purchase of net non-cash assets of First Independence use $9.0 million of cash and cash equivalents 
which was funded by available cash and $5.0 million of additional borrowings on the bank stock loan. 

Cash and cash equivalents were $31.7 million at December 31, 2014, an increase of $11.1 million from the $20.6 million cash 
and cash equivalents at December 31, 2013. The net cash provided by operating activities of $13.7 million plus the net cash provided 
by financing activities of $44.0 million were partially used in investing activities, with the remainder resulting in the increase in cash 
and cash equivalents. During 2014, proceeds of the $15.5 million from the bank stock loan were used to redeem a like amount of 
Series A and Series B preferred stock. Other funding activities, including the increase in deposits of $51.9 million and the increase in 
FHLB advances of $11.7 million were used for the first-quarter-2014 purchase of treasury shares and to provide funds for investing 
activities. Net cash used in investing activities was principally for loan portfolio growth. However, an additional use of funds was the 
November 2014 transfer of $13.8 million to an unaffiliated financial institution in connection with the sale of two Kansas branches. 

Off-Balance Sheet Items

In the normal course of business, we enter into various transactions, which, in accordance with GAAP, are not included in our 

consolidated balance sheets. We enter into these transactions to meet the financing needs of our customers. These transactions include 
commitments to extend credit and standby and commercial letters of credit, which involve, to varying degrees, elements of credit risk 
and interest rate risk in excess of the amounts recognized in the consolidated balance sheets. Our exposure to credit loss is represented
by the contractual amounts of these commitments. The same credit policies and procedures are used in making these commitments as
for on-balance sheet instruments. 

Our commitments associated with outstanding standby and performance letters of credit and commitments to extend credit 

ff

expiring by period as of December 31, 2016 are summarized below. Since commitments associated with letters of credit and
commitments to extend credit may expire unused, the amounts shown do not necessarily reflect the actual future cash funding
requirements: 

m

Standby and performance letters of credit 
Commitments to extend credit 

Total

Credit Extensions Commitments
As of December 31, 2016

1 Year
or Less

$

6,527
103,767
$ 110,294

More Than
1 Year but Less
Than 3 Years
1,979
$
38,241
40,220

$

3 Years or 
More but Less
Than 5 Years     
25     
$

 $
17,434      
 $
17,459    

$

5 Years
or More

Total 

—— $

8,531
198,649
$ 207,180

39,207
39,207

Standby and Performance Letters of Credit: Standby letters of credit are irrevocable commitments issued by us to guarantee the

performance of a customer to a third party once specified pre-conditions are met. Financial standby letters of credit are primarily 
issued to support public and private borrowing arrangements, including commercial paper, bond financing, and similar transactions.
Performance standby letters of credit are issued to guarantee performance of certain customers under non-financial contractual
obligations. The credit risk involved in issuing standby letters of credit is essentially the same as that involved in extending loans to 
customers. 

Commitments to Extend Credit: Commitments to originate loans and available lines of credit are agreements to lend to a
customer as long as there is no violation of any condition established in the contract. Commitments and lines of credit general
ly have 
fixed expiration dates or other termination clauses and may require payment of a fee. Since a portion of the commitments and lines of 
credit may expire without being drawn upon, the total commitment and lines of credit amounts do not necessarily represent future cash
requirements. Each customer’s creditworthiness is evaluated on a case-by-case basis. The amount of collateral obtained, if deemed 
necessary, is based on management’s credit evaluation of the counterparty. Collateral held varies, but may include accounts 
receivable, inventory, property, plant and equipment, commercial real estate, and residential real estate. Mortgage loans in the process 
of origination represent amounts that we plan to fund within a normal period of 60 to 90 days, and which are intended for sale to 
investors in the secondary market.

a

79 

Contractual Obligations 

The following table summarizes our contractual obligations and other commitments to make future payments as of 

December 31, 2016 (other than securities sold under repurchase agreements). These obligations consist of our future cash paymentsnn
associated with contractual obligations pursuant to FHLB advances, time deposit contracts, borrowed funds, and non-cancelable future
operating leases. Payments related to leases are based on actual payments specified in underlying contracts. 

ff

Other contractual obligations represent commitments made by us to make capital investments in limited-liability entities that 
invest in qualified affordable housing projects. Payments on these obligations are made as requested by the managers of the limited-
liability entities, however the table below includes an estimate of the anticipated timing of payments pursuant to these commitments.

tt

Contractual Obligations
As of December 31, 2016

Certificates and other time deposits 
Subordinated debentures 
FHLB advances 
Other contractual obligation commitments
Non-cancelable future operating leases

Total

Capital Resources 

1 Year
or Less
299,996
——
259,588
604
652
560,840

$

$

More Than
1 Year but
Less Than
3 Years
171,712
——
——
1,038
587
173,337

$

$

3 Years or 
More but
Less
Than
5 Years

5 Years or 
More

$

$

78,263    $ 
— —      
— —      
837       
302       
79,402    $ 

3,187
13,684
——
25
2,928
19,824

$

$

Total 
553,158
13,684
259,588
2,504
4,469
833,403

Capital management consists of providing equity to support our current and future operations. The federal bank regulators view 
capital levels as important indicators of an institution’s financial soundness. As a general matter, FDIC-insured depository institutions
and their holding companies are required to maintain minimum capital relative to the amount and types of assets they hold. As a bank 
holding company and a state-chartered-Fed-member bank, the Company and Equity Bank are subject to regulatory capital 
requirements.

a

Capital adequacy guidelines and, additionally for banks, prompt corrective action regulations, involve quantitative measures of

assets, liabilities, and certain off-balance-sheet items calculated under regulatory accounting practices. Capital amounts and 
classifications are also subject to qualitative judgments by regulators. Failure to meet capital requirements can initiate regulatory 
action. Management believes as of December 31, 2016 and December 31, 2015, the Company and Equity Bank meet all capital
adequacy requirements to which they are subject. 

Prompt corrective action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized,

significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial
condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital
distributions are limited, as are asset growth and acquisitions, and capital restoration plans are required.

Failure to meet capital guidelines could subject the institution to a variety of enforcement remedies by federal bank regulatory rr

agencies, including termination of deposit insurance by the FDIC, restrictions on certain business activities and appointment of the
FDIC as conservator or receiver. As of December 31, 2016, the most recent notifications from the federal regulatory agencies 
categorized Equity Bank as “well capitalized” under the regulatory framework for prompt corrective action. To be categorized as
capitalized, Equity Bank must maintain minimum total capital, Tier 1 capital, Common Equity Tier 1 capital, and Tier 1 leverage
ratios as set forth in the table. There are no conditions or events since that notification that management believes have changed Equity 
Bank’s category.

 well 

t

Total stockholders’ equity was $258.0 million at December 31, 2016, an increase of $90.7 million, or 54.3%, compared with 

December 31, 2015. The increase was principally attributable to common stock issuance as part of the merger with Community First 
Bancshares, net of issuance expenses of $73.7 million, common stock issuance in connection with our private placement, net of 
issuance expenses of $23.6 million, retained earnings of $9.4 million for the year ended December 31, 2016, stock based 
compensation of $553 thousand and common stock issued upon exercise of stock options of $125 thousand, partially offset by the 
retirement of preferred stock of $16.4 million and change in accumulated other comprehensive loss of $331 thousand. 

80 

     
 
 
In July 2013, the federal banking agencies published final rules establishing a new comprehensive capital framework for U.S. 
banking organizations under Basel III. These rules became effective as applied to the Company and Equity Bank on January 1, 2015,
with a phase in period from January 1, 2015 through January 1, 2019. The following table provides a comparison of the Company’s
and Equity Bank’s leverage and risk-weighted capital ratios as of December 31, 2016, to the minimum and well-capitalized regulatory 
standards. 

Capital Adequacy Analysis 
As of December 31, 2016

Minimum 
Required for
Capital Adequacy
Under Basel III
Phase-In

Minimum
Required for
Capital Adequacy
Under Basel III
Fully Phased-In

To be Categorized as
Well Capitalized
Under Prompt
Corrective Action
Provisions

Actual 

Amount 

Ratio

Amount 

Ratio

Amount 
(Dollars in thousands) 

Ratio 

Amount 

Ratio 

  $ 221,779
    215,347

14.67% $130,372
14.25% 100,141

8.625% $158,714       10.50%   $
8.50%   
6.625% 128,483      

N/A
N/A

N/A  
N/A  

    201,663

13.34% 77,468

5.125% 105,809      

7.00%   

N/A

N/A  

    215,347

11.81% 72,920

4.000%

72,920      

4.00%   

N/A

N/A  

  $ 196,478
    190,046

13.01% $130,283
12.58% 100,073

8.625% $158,606       10.50%   $151,053
8.50%    120,842
6.625% 128,395      

10.00%
8.00%

    190,046

12.58% 77,415

5.125% 105,737      

7.00%    98,184

6.50%

    190,046

10.42% 72,924

4.000%

72,924      

4.00%    91,155

5.00%

The Company(1)

Total capital (to risk weighted assets) 
Tier 1 capital (to risk weighted assets)
Common equity tier 1 capital (to risk 
   weighted assets) 
Tier 1 leverage capital (to average
   assets)
The Bank(2)

Total capital (to risk weighted assets) 
Tier 1 capital (to risk weighted assets)
Common equity tier 1 capital (to risk 
   weighted assets) 
Tier 1 leverage capital (to average
   assets)

(1)  The Federal Reserve may require the Company to maintain capital ratios above the required minimums. 
(2)  The FDIC may require the Equity Bank to maintain capital ratios above the required minimums. 

Non-GAAP Financial Measures 

We identify certain financial measures discussed in this Annual Report on Form 10-K as being “non-GAAP financial 

measures.” In accordance with the SEC’s rules, we classify a financial measure as being a non-GAAP financial measure if that 
financial measure excludes or includes amounts, or is subject to adjustments that have the effect of excluding or including amounts,
that are included or excluded, as the case may be, in the most directly comparable measure calculated and presented in accordan
with generally accepted accounting principles as in effect from time to time in the United States in our statements of income, balance
sheets or statements of cash flows. Non-GAAP financial measures do not include operating and other statistical measures or ratios or 
statistical measures calculated using exclusively either financial measures calculated in accordance with GAAP, operating measures or 
other measures that are not non-GAAP financial measures or both. 

ce

uu

t

The non-GAAP financial measures that we discuss in this Annual Report on Form 10-K should not be considered in isolation or 

as a substitute for the most directly comparable or other financial measures calculated in accordance with GAAP. Moreover, the 
manner in which we calculate the non-GAAP financial measures that we discuss in this Annual Report on Form 10-K may differ from
that of other companies reporting measures with similar names. You should understand how such other banking organizations
calculate their financial measures similar or with names similar to the non-GAAP financial measures we have discussed in this Annual 
Report on Form 10-K when comparing such non-GAAP financial measures. 

A

81 

  
  
  
  
  
  
  
  
  
    
  
  
     
     
  
 
 
 
 
    
  
  
      
     
  
 
 
 
 
Tangible Book Value Per Common Share and Tangible Book Value Per Diluted Common Share: Tangible book value is a non-

GAAP measure generally used by financial analysts and investment bankers to evaluate financial institutions. We calculate:
(a) tangible common equity as total stockholders’ equity less preferred stock, goodwill, core deposit intangibles, net of accumulated 
amortization and mortgage servicing asset, net of accumulated amortization; (b) tangible book value per common share as tangible
common equity (as described in clause (a)) divided by shares of common stock outstanding; and (c) tangible book value per diluted 
common share as tangible common equity (as described in clause (a)) divided by shares of common stock outstanding plus the period-
end dilutive effects of vested restricted stock units and the assumed exercise of stock options and redemption of non-vested restricted 
stock units. For tangible book value, the most directly comparable financial measure calculated in accordance with GAAP is book
value. 

mm

Management believes that these measures are important to many investors who are interested in changes from period to period 

in book value per common share exclusive of changes in intangible assets. Goodwill and other intangible assets have the effect of 
increasing total book value while not increasing our tangible book value. 

The following table reconciles, as of the dates set forth below, total stockholders’ equity to tangible common equity, tangible
book value per common share, and diluted tangible book value per common share and compares these values with book value per 
common share (dollars in thousands, except per share data): 

Total stockholders’ equity
Less: preferred stock 
Less: goodwill
Less: core deposit intangibles, net 
Less: mortgage servicing asset
Tangible common equity 

Common shares outstanding at period end 
Diluted common shares outstanding at period end

Book value per common share 
Tangible book value per common share 
Tangible book value per diluted common share 

$

December 31,
2016
257,964
——
58,874
4,715
23
194,352
11,680,308
11,873,480
22.09
16.64
16.37

$

$
$
$

$

December 31,
2015
167,233    $ 
16,372       
18,130       
1,549       
29        
131,153    $ 

December 31,
2014
117,729
16,359
18,130
1,107
——
82,133
8,211,727        6,067,511
8,332,762        6,285,628
16.71
13.54
13.07

18.37    $ 
15.97    $ 
15.74    $ 

$

$
$
$

Tangible Common Equity to Tangible Assets: Tangible common equity to tangible assets is a non-GAAP measure generally 
used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) tangible common equity as total 
stockholders’ equity less preferred stock, goodwill, core deposit intangibles, net of accumulated amortization and mortgage servicing 
asset, net of accumulated amortization; (b) tangible assets as total assets less goodwill, core deposit intangibles, net of accumulated 
s
amortization and mortgage servicing asset, net of accumulated amortization; and (c) tangible common equity to tangible assets a
tangible common equity (as described in clause (a)) divided by tangible assets (as described in clause (b)). For common equity to 
tangible assets, the most directly comparable financial measure calculated in accordance with GAAP is total stockholders’ equity to
total assets.

rr

rr

Management believes that this measure is important to many investors in the marketplace who are interested in the relative 

changes from period to period in common equity and total assets, each exclusive of changes in intangible assets. Goodwill and other 
intangible assets have the effect of increasing both total stockholders’ equity and total assets while not increasing tangible common 
equity or tangible assets. 

82 

  
    
 
 
 
 
The following table reconciles, as of the dates set forth below, total stockholders’ equity to tangible common equity and total

assets to tangible assets (dollars in thousands): 

Total stockholders’ equity

Less: goodwill
Less: core deposit intangibles, net 
Less: mortgage servicing asset
Tangible common equity 

Total assets 
Less: goodwill
Less: core deposit intangibles, net 
Less: mortgage servicing asset

Tangible assets
Equity / assets
Tangible common equity to tangible assets

$

194,352   $

December 31,
2014

—  
58,874  
4,715  
23  

December 31,
2016
257,964   $

16,372        
18,130        
1,549       
29        
131,153     $ 

December 31, 
2015
167,233     $  117,729  
16,359  
18,130  
1,107  
——  
$
82,133  
$ 2,192,192   $ 1,585,727     $  1,174,515  
18,130  
1,107  
——  
$ 2,128,580   $ 1,566,019     $  1,155,278  
10.02%
7.11%

18,130        
1,549       
29        

58,874  
4,715  
23  

10.55%     
8.37 %     

11.77%
9.13%

Return on Average Tangible Common Equity: Return on average tangible common equity is a non-GAAP measure generally 

used by financial analysts and investment bankers to evaluate financial institutions. We calculate: (a) average tangible common equity
as total average stockholders’ equity less average intangible assets and preferred stock; (b) adjusted net income allocable to common 
stockholders as net income allocable to common stockholders plus amortization of core deposit intangible less tax effect of 
amortization of core deposit intangible (tax rates used in this calculation were 35% for 2016, 2015, and 2014) (c) return on average
tangible common equity as adjusted net income allocable to common stockholders (as described in clause (b)) divided by average 
tangible common equity (as described in clause (a)). For return on average tangible common equity, the most directly comparable
financial measure calculated in accordance with GAAP is return on average equity.

n

Management believes that this measure is important to many investors in the marketplace because it measures the return on 
equity, exclusive of the effects of intangible assets on earnings and capital. Goodwill and other intangible assets have the effect of 
increasing average stockholders’ equity and, through amortization, decreasing net income allocable to common stockholders while not 
increasing average tangible common equity or decreasing adjusted net income allocable to common stockholders. 

ff

The following table reconciles, as of the dates set forth below, total average stockholders’ equity to average tangible common 

equity and net income allocable to common stockholders to adjusted net income allocable to common stockholders (dollars in 
thousands): 

Total average stockholders’ equity 

Average tangible common equity

Net income allocable to common
Amortization of intangible assets 
Less: Tax effect of intangible asset amortization 
Adjusted net income allocable to common
   stockholders
Return on average equity (ROAE) 
Return on average tangible common equity 
   (ROATCE)

$

December 31,
2016
168,823   $
25,883  
142,940   $
9,373   $
419  
147  

December 31,
2014

December 31, 
2015
125,808     $  123,181  
37,924  
85,257  
8,279  
363  
127  

19,165        
106,643     $ 
10,123      $ 
275        
96        

$
$

$

9,645   $
5.55%

10,302      $ 
8.19 %     

8,515  
7.30%

6.75%

9.66 %     

9.99%

Efficiency Ratio: The efficiency ratio is a non-GAAP measure generally used by financial analysts and investment bankers to 

evaluate financial institutions. We calculate the efficiency ratio by dividing non-interest expense, excluding merger expenses and loss 
on debt extinguishment, by the sum of net interest income and non-interest income, excluding net gains on the sale of available-for-
sale securities and other securities transactions, and the net gain on acquisition. The GAAP-based efficiency ratio is non-interest 
expenses divided by net interest income plus non-interest income. 

83 

  
  
  
  
  
  
  
  
In management’s judgment, the adjustments made to non-interest expense and non-interest income allow investors and analysts

to better assess operating expenses in relation to operating revenue by removing merger expenses, loss on debt extinguishment, net 
gains on the sale of available-for-sale securities and other securities transactions, and the net gain on acquisition. 

The following table reconciles, as of the dates set forth below, the efficiency ratio to the GAAP-based efficiency ratio (dollars in 

thousands): 

Non-interest expense 
Less: merger expenses 
Less: loss on debt extinguishment 
Non-interest expense, excluding merger expenses and
   loss on debt extinguishment 
Net interest income
Non-interest income 
Less: net gains on sales of and settlement of securities
Less: net gain on acquisition
Non-interest income, excluding net gains on security
   transactions and on acquisition 

Non-interest expense to net interest income plus 
   non-interest income
Efficiency Ratio

$

$
$
$

$

December 31,
2016

December 31, 
2015

47,075   $
5,294  
58  

41,723   $
52,597   $
10,466   $
479  
—  

December 31,
2014
35,645  
——  
——  

38,575     $ 
1,691       
316        

36,568     $ 
46,262     $ 
9,802     $ 
756        
682        

35,645  
41,361  
8,674  
986  
——  

9,987   $

8,364     $ 

7,688  

74.65%
66.67%

68.81%     
66.94%     

71.24%
72.67%

Item 7A: Quantitative and Qualitative Disclosure About Market Risk 

Our asset-liability policy provides guidelines to management for effective funds management, and management has established 

a measurement system for monitoring net interest rate sensitivity position within established guidelines. 

As a financial institution, the primary component of market risk is interest rate volatility. Fluctuations in interest rates will 

ultimately impact both the level of income and expense recorded on most assets and liabilities, and the market value of all interest-
earning assets and interest-bearing liabilities, other than those which have a short term to maturity. Interest rate risk is the potential of 
economic gains or losses due to future interest rate changes. These changes can be reflected in future net interest income and/or fair 
market values. The objective is to measure the effect on net interest income (“NII”) and economic value of equity (“EVE”) and to 
adjust the balance sheet to minimize the inherent risk, while at the same time maximizing income. 

We manage exposure to interest rates by structuring the balance sheet in the ordinary course of business. We have the ability to

enter into instruments such as leveraged derivatives, interest rate swaps, financial options, financial future contracts or forward 
delivery contracts for the purpose of reducing interest rate risk, however currently we do not have a material exposure to these
instruments. We also have the ability to enter into interest rate swaps as an accommodation to our customers in connection with an 
h
interest rate swap program. Based upon the nature of its operations, we are not subject to foreign exchange or commodity price 
risk. We do not own any trading assets. 

Our exposure to interest rate risk is managed by the Asset Liability Committee (“ALCO”), which is composed of certain 
members of senior management, in accordance with policies approved by the Board of Directors. The ALCO formulates strategies 
based on appropriate levels of interest rate risk. In determining the appropriate level of interest rate risk, the ALCO considers the
impact on earnings and capital of the current outlook on interest rates, potential changes in interest rates, regional economies,
liquidity, business strategies and other factors. The ALCO meets monthly to review, among other things, the sensitivity of assets and
liabilities to interest rate changes, the book and market values of assets and liabilities, unrealized gains and losses, securities purchase 
and sale activities, commitments to originate loans and the maturities of investment securities and borrowings. Additionally, the 
ALCO reviews liquidity, projected cash flows, maturities of deposits and consumer and commercial deposit activity. 

tt

ALCO uses a simulation analysis to monitor and manage the pricing and maturity of assets and liabilities in order to diminish

the potential adverse impact that changes in interest rates could have on net interest income. The simulation tests the sensitivity of NII
and EVE. Contractual maturities and repricing opportunities of loans are incorporated in the simulation model as are prepayment
assumptions, maturity data and call options within the investment securities portfolio. Assumptions based on past experience are
incorporated into the model for non-maturity deposit accounts. The assumptions used are inherently uncertain and, as a result, the 
model cannot precisely measure the future NII and EVE. Actual results will differ from the model’s simulated results due to timing, 
magnitude and frequency of interest rate changes as well as changes in market conditions and the application and timing of various
management strategies.

84 

  
  
  
  
 
 
 
The change in the impact of net interest income from the base case for December 31, 2016 and 2015, was primarily driven by 

the rate and mix of variable and fixed rate financial instruments, the underlying duration of the financial instruments, and the level of 
response to changes in the interest rate environment. The increase in the level of negative impact to net interest income in the up 
interest rate shock scenarios are due to the assumed migration of non-term deposit liabilities to higher rate term deposits; the level of 
fixed rate investments and loans receivable that will not reprice to higher rates; the variable rate Federal Home Loan Bank advances; 
the variable rate subordinated debentures, and the non-term deposits that are assumed not to migrate to term deposits that are variable 
rate and will reprice to the higher rates; and a portion of our portfolio of variable rate loans contain restrictions on the amount of 
repricing and frequency of repricing that limit the amount of repricing to the current higher rates. These factors result in the negative
impacts to net interest income in the up interest rate shock scenarios that are detailed in the table below. In the down interest rate 
shock scenario the main drivers of the negative impact on net interest income are the decrease in investment income due to the 
negative convexity features of the fixed rate mortgage backed securities; assumed prepayment of existing fixed rate loans receivable;
m
the downward pricing of variable rate loans receivable; the constraint of the shock on non-term deposits; and the level of term deposit 
repricing. Our mortgage back security portfolio is comprised of fixed rate investments and as rates decrease the level of prepa
yments 
f
will increase and cause the current higher rate investments to prepay and the assumed reinvestment will be at lower interest 
rates. Similar to our mortgage backed securities, the model assumes that our fixed rate loans receivable will prepay at a faster rate and
reinvestment will occur at lower rates. The level of downward shock on the non-term deposits is constrained to limit the downwardaa
shock to a non-zero rate which results in a minimal reduction in the average rate paid. Term deposits repricing will only decrease the
average cost paid by a minimal amount due to the assumed repricing occurring at maturity. These factors result in the negative impact 
to net interest income in the down interest rate shock scenario. 

The change in the economic value of equity from the base case for December 31, 2016 and 2015 is due to us being in a liability 

sensitive position and the level of convexity in our pre-payable assets. Generally, with a liability sensitive position, as interest rates
increase the value of your assets decrease faster than the value of liabilities and as interest rates decrease the value of your assets
increase at a faster rate than liabilities. However, due to the level of convexity in our fixed rate pre-payable assets we do not 
experience a similar change in the value of assets in a down interest rate shock scenario. Substantially all investments and 
approximately 51.8% of loans are pre-payable and fixed rate and as rates decrease the level of modeled prepayments increase. The
prepaid principal is assumed to reprice at the assumed current rates, resulting in a smaller positive impact to the economic value of 
equity.

The following table summarizes the simulated immediate change in net interest income for twelve months as of the dates

indicated:

Change in prevailing interest rates 
+300 basis points 
+200 basis points 
+100 basis points 
0 basis points
-100 basis points 

Change in prevailing interest rates 
+300 basis points 
+200 basis points 
+100 basis points 
0 basis points
-100 basis points 

Market Risk 

Impact on Net Interest Income 

December 31, 2016  

December 31, 2015   

(11.2)%
(6.9)%
(3.2)%
—  
(0.6)%

(9.8)%
(6.1)%
(2.9)%
——   
(4.0)%

Impact on Economic Value of Equity

December 31, 2016  

December 31, 2015   

(22.4)%
(12.9)%
(3.8)%
——  
2.7%

(22.0)%
(12.3)%
(4.9)%
——   
(3.4)%

85 

  
  
 
  
 
Item 8: Financial Statements and Supplementary Data

Our financial statements and accompanying notes, including the Report of Independent Registered Public Accounting Firm, are 

set forth on pages F-1 to F-50 of this Annual Report on Form 10-K.

Audited Financial Statements

Description 

Report of Independent Registered Public Accounting Firm

Consolidated Balance Sheets as of December 31, 2016 and 2015

Consolidated Statements of Income for the Years Ended December 31, 2016, 2015 and 2014

Consolidated Statements of Comprehensive Income for the Years Ended December 31, 2016, 2015 and 2014

Consolidated Statements of Stockholders’ Equity for the Years Ended December 31, 2016, 2015 and 2014

Consolidated Statements of Cash Flows for the Years Ended December 31, 2016, 2015 and 2014

Notes to Consolidated Financial Statements

Page Number

F-1

F-2

F-3

F-4

F-5

F-6

F-8

The following tables present supplementary quarterly financial information (unaudited) for the years ended December 31, 2016 

and 2015 (in thousands, except per share data). This information should be read in conjunction with the historical consolidated
financial statements of the Company and the notes thereto appearing elsewhere in this Annual Report on Form 10-K. 

Total interest and dividend income
Total interest expense 
Net interest income(1)
Provision for loan loss
Net interest income after provision for loan loss 
Total non-interest income 
Total non-interest expense(1)
Provision for income taxes 
Net income
Basic Earnings per share 
Diluted earnings per share

Total interest and dividend income
Total interest expense 
Net interest income
Provision for loan loss
Net interest income after provision for loan loss 
Total non-interest income 
Total non-interest expense 
Provision for income taxes 
Net income
Basic Earnings per share 
Diluted earnings per share

4th Quarter 
18,307
2,644
15,663
760
14,903
2,789
16,711
564
417
0.04
0.04

4th Quarter 
14,430
2,117
12,313
1,180
11,133
3,325
11,664
240
2,554
0.35
0.34

$

$
$
$

$

$
$
$

$

$
$
$

$

$
$
$

2016

3rd Quarter 

   2nd Quarter 

1st Quarter 

14,380    $
2,186    
12,194    
532     
11,662    
2,452    
9,941    
1,327    
2,846    $
0.35    $
0.34    $

14,862
2,104
12,758
723
12,035
2,698
9,689
1,604
3,440
0.42
0.41

14,250   
 $
2,268     
11,982     
104     
11,878     
2,527     
10,734     
1,000     
 $
2,671   
 $
0.32   
 $
0.32   

2015

3rd Quarter 

   2nd Quarter 

1st Quarter 

 $
13,199   
1,749     
11,450     
537     
10,913     
2,032     
8,866     
1,343     
 $
2,736   
 $
0.43   
 $
0.43   

12,967    $
1,501    
11,466    
605     
10,861    
2,048    
9,027    
1,313    
2,569    $
0.40    $
0.40    $

12,432
1,399
11,033
725
10,308
2,397
9,018
1,246
2,441
0.38
0.38

(1) For additional information see “Item 7: Management’s Discussion and Analysis of Financial Condition and Results of Operations”.

86 

  
 
 
 
 
 
 
 
  
    
 
 
 
 
 
  
    
 
 
 
 
 
Item 9: Changes in and Disagreements With Accountants on Accounting and Financial Disclosures 

None 

Item 9A: Controls and Procedures

Disclosure Controls and Procedures 

Management of the Company is responsible for establishing and maintaining adequate internal control over financial reporting 
as defined under Rules 13a-15(e) and 15d-15(e) of the Exchange Act. The Company’s internal control system is a process designed to
provide reasonable assurance regarding the preparation and fair presentation of published financial statements in accordance with
GAAP. All internal control systems, no matter how well designed, have inherent limitations and can only provide reasonable
assurance with respect to financial reporting.

As of the end of the period covered by this report, management of the Company, under the supervision and with the

participation of the Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of the design 
and operation of the Company’s disclosure controls and procedures. Based upon, and as of the date of that evaluation, the Chief
Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures were effective, in 
ensuring the information relating to the Company (and its consolidated subsidiaries) required to be disclosed by the Company in the
reports it files or submits under the Exchange Act was recorded, summarized and reported in a timely manner. 

n

Changes in Internal Control Over Financial Reporting

There has been no change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-

15(f) under the Exchange Act) during the last fiscal quarter of the fiscal year for which this Annual Report on Form 10-K is filed that 
has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting. 

Report on Management’s Assessment of Internal Control Over Financial Reporting 

Management of the Company is responsible for internal control over financial reporting as defined under Rules 13a-15(f) and 

15d-15(f) of the Exchange Act. 

As of December 31, 2016, management assessed the effectiveness of the Company’s internal control over financial reporting
based on the criteria for effective internal control over financial reporting established in “Internal Control-Integrated Framework,”
issued by the Committee of Sponsoring Organizations (“COSO”) of the Treadway Commission in 2013. Based on the assessment,
management determined that the Company maintained effective internal control over financial reporting as of December 31, 2016. 

This Annual Report on Form 10-K does not include an attestation report of the Company’s independent registered public 

accounting firm due to the rules of the Securities and Exchange Commission for an Emerging Growth Company.

Item 9B: Other Information 

None

87 

Part III 

Item 10: Directors, Executive Officer and Corporate Governance 

The information required by this item will be contained in our Proxy Statement for the 2017 Annual Meeting of Stockholders to 
be held in April 2017, a copy of which will be filed not later than 120 days after the close of the fiscal year, and is incorporated herein 
by reference. 

Our board of directors has adopted a Code of Business Conduct and Ethics that applies to all of our employees, officers and 
directors, including our Chief Executive Officer, Chief Financial Officer and other executive officers. The full text of our Code of 
Business Conduct and Ethics is posted on the investor relations page of our website which is located at 
http://investor.equitybank.com. We will post any amendments to our code of business conduct and ethics, or waivers of its 
requirements, on our website. 

Item 11: Executive Compensation 

The information required by this item will be contained in our Proxy Statement for the 2017 Annual Meeting of Stockholders to 
be held in April 2017, a copy of which will be filed not later than 120 days after the close of the fiscal year, and is incorporated herein 
by reference. 

Item 12: Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 

The information required by this item will be contained in our Proxy Statement for the 2017 Annual Meeting of Stockholders to 
be held in April 2017, a copy of which will be filed not later than 120 days after the close of the fiscal year, and is incorporated herein 
by reference. 

Information relating to securities authorized for issuance under our equity compensation plans is included in Part II of this 
Annual Report on Form 10-K under “Item 5 – Market for Registrant’s Common Equity, Related Shareholder Matters and Issuer 
Purchases of Equity Securities.”

Item 13: Certain Relationships and Related Transactions, and Director Independence

The information required by this item will be contained in our Proxy Statement for the 2017 Annual Meeting of Stockholders to 
be held in April 2017, a copy of which will be filed not later than 120 days after the close of the fiscal year, and is incorporated herein 
by reference. 

Item 14: Principal Accounting Fees and Services 

The information required by this item will be contained in our Proxy Statement for the 2017 Annual Meeting of Stockholders to 
be held in April 2017, a copy of which will be filed not later than 120 days after the close of the fiscal year, and is incorporated herein 
by reference. 

88 

Part IV

Item 15: Exhibits, Financial Statement Schedules 

a) 

The following documents are filed as part of this Annual Report on Form 10-K: 

1. 

Financial Statements

The financial statements included as part of this Form 10-K are identified in the index to the Audited Financial Statements 
appearing in Item 8 of this Form 10-K and which index is incorporated in this Item 15 by reference. 

2. 

Financial Statement Schedules

All supplemental schedules are omitted as inapplicable or because the required information is included in the
Consolidated Financial Statements or notes thereto. 

r

3. 

Exhibits

The information required by this Item 15(a)(3) is set forth in the Exhibit Index immediately following our signature pages.
The exhibits listed herein will be furnished upon written request to Equity Bancshares, Inc., 7701 East Kellogg Drive,
Suite 300, Wichita, Kansas 67207, Attention: Investor Relations, and payment of a reasonable fee that will be limited to 
our reasonable expense in furnishing such exhibits.

b) 

Exhibits

The exhibits listed in Item 15(a)(3) are incorporated by reference or attached hereto.

c) 

Excluded Financial Statements 

Not Applicable

89 

Pursuant to the requirements of Section 13 or 15(d) 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. 

SIGNATURES

EQUITY BANCSHARES, INC.

/s/ Brad S. Elliott 

By:
Name:  Brad S. Elliott 
Title:  Chairman and Chief Executive Officer 
Date:  March 16, 2017 

90 

  
POWER OF ATTORNEY

Each person whose signature appears below appoints Brad S. Elliott and Gregory H. Kossover, and each of them, any of whom 

may act without the joinder of the other, as his true and lawful attorneys-in-fact and agents, with full power of substitution and
resubstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual 
nn
Report on Form 10-K, and to file the same, with all exhibits thereto, and all other documents in connection therewith, with the
Securities and Exchange Commission, granting unto said attorneys-in-fact and agents full power and authority to do and perform each
and every act and thing requisite and necessary to be done, as fully to all intents and purposes as he might or would do in person, 
hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them or their or his substitute or substitutes, may
lawfully do or cause to be done by virtue hereof.

tt

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons

on behalf of the registrant and in the capacities and on the dates indicated. 

Signature

  /s/ Brad S. Elliott 
  Brad S. Elliott 

  /s/ Gregory H. Kossover 
  Gregory H. Kossover 

  /s/ Gary C. Allerheiligen 
  Gary C. Allerheiligen 

  /s/ James L. Berglund 
  James L. Berglund 

  /s/ Jeff A. Bloomer 
  Jeff A. Bloomer 

  /s/ Dan R. Bowers 
  Dan R. Bowers 

  /s/ Roger A. Buller 
  Roger A. Buller 

  /s/ Michael R. Downing 
  Michael R. Downing 

  /s/ P. John Eck 
  P. John Eck 

  /s/ Gregory L. Gaeddert 
  Gregory L. Gaeddert 

  /s/ Michael B. High 
  Michael B. High

  /s/ Randee R. Koger 
  Randee R. Koger

  /s/ Jerry P. Maland 
  Jerry P. Maland 

  /s/ Shawn D. Penner 
  Shawn D. Penner 

  /s/ Harvey R. Sorensen
  Harvey R. Sorensen

Date

March 16, 2017 

March 16, 2017 

March 16, 2017

March 16, 2017 

March 16, 2017

March 16, 2017 

March 16, 2017 

March 16, 2017

March 16, 2017 

March 16, 2017 

March 16, 2017

March 16, 2017 

March 16, 2017

March 16, 2017 

March 16, 2017

Title

Chairman and 

  Chief Executive Officer (Principal Executive 

Officer) 

  Director, Executive Vice President and Chief 
Financial Officer (Principal Financial Officer 
and Principal Accounting Officer) 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

Director 

91 

  
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
EQUITY BANCSHARES, INC. 

INDEX TO EXHIBITS 

Description

  Agreement and Plan of Merger by and among Equity Bancshares, Inc., Prairie Merger Sub, Inc. and Prairie State 
Bancshares, Inc., dated as of October 20, 2016 (incorporated by reference to Exhibit 2.1 to Equity Bancshares, Inc.’s
Current Report on Form 8-K, filed with the SEC on October 20, 2016). 

Second Amended and Restated Articles of Incorporation of Equity Bancshares, Inc. (incorporated by reference to Exhibit
3.1 to Equity Bancshares, Inc.’s Current Report on Form 8-K, filed with the SEC on May 3, 2016). 

  Amended and Restated Bylaws of Equity Bancshares, Inc. (incorporated by reference to Exhibit 3.2 to Equity 
Bancshares, Inc.’s Registration Statement on Form S-1, filed with the SEC on October 9, 2015, File No. 333-207351).

  Specimen Class A Common Stock Certificate (incorporated by reference to Exhibit 4.1 to Equity Bancshares, Inc.’s 
Amendment No. 1 to Registration Statement on Form S-1, filed with the SEC on October 27, 2015, File No. 333-
207351). 

  Equity Bancshares, Inc. 2006 Non-Qualified Stock Option Plan, as amended (incorporated by reference to Exhibit 10.1
to Equity Bancshares, Inc.’s Amendment No. 1 to Registration Statement on Form S-1, filed with the SEC on October 
27, 2015, File No. 333-207351). 

  Equity Bancshares, Inc. Amended and Restated 2013 Stock Incentive Plan (incorporated by reference to Appendix A to 
Equity Bancshares, Inc.’s Definitive Proxy Statement on Schedule 14A, filed with the SEC on March 28, 2016).

  Form of Indemnification Agreement (incorporated by reference to Exhibit 10.3 to Equity Bancshares, Inc.’s Registration
Statement on Form S-1, filed with the SEC on October 9, 2015, File No. 333-207351). 

  Amended and Restated Employment Agreement, dated November 14, 2016, between Equity Bank, Equity Bancshares, 
Inc. and Brad S. Elliott (incorporated by reference to Exhibit 10.1 to Equity Bancshares, Inc.’s Current Report on Form 
8-K, filed with the SEC on November 15, 2016). 

  Amended and Restated Employment Agreement, dated November 14, 2016, among Equity Bank, Equity Bancshares,
Inc. and Gregory H. Kossover (incorporated by reference to Exhibit 10.2 to Equity Bancshares, Inc.’s Current Report on 
Form 8-K, filed with the SEC on November 15, 2016).

  Employment Agreement, dated January 26, 2017, among Equity Bank, Equity Bancshares, Inc. and Wendell Bontrager. 
(incorporated by reference to Exhibit 10.1 to Equity Bancshares, Inc.’s Current Report on Form 8-K, filed with the SEC 
on January 26, 2016).

  Amended Loan and Security Agreement, dated March 13, 2017, between Equity Bancshares, Inc. and ServisFirst Bank 
(incorporated by reference to Exhibit 10.1 to Equity Bancshares, Inc.’s Current Report on Form 8-K, filed with the SEC 
on March 16, 2017). 

  Amended and Restated Registration Rights Agreement, dated November 16, 2015, by and between Equity Bancshares,
Inc., Patriot Financial Partners, L.P., Patriot Financial Partners Parallel, L.P., Endicott Opportunity Partners III, L.P., 
Compass Island Investment Opportunities Fund A, L.P. and Compass Island Investment Opportunities Fund C, L.P. 
(incorporated by reference to Exhibit 10.1 to Equity Bancshares, Inc.’s Current Report on Form 8-K, filed with the SEC 
on November 19, 2015).

  Stock Purchase Agreement, dated May 15, 2012, among Equity Bancshares, Inc., Compass Island Investment 
Opportunities Fund A, L.P. and Compass Island Investment Opportunities Fund C, L.P. (incorporated by reference to
Exhibit 10.12 to Equity Bancshares, Inc.’s Registration Statement on Form S-1, filed with the SEC on October 9, 2015, 
File No. 333-207351).

  Stock Purchase Agreement, dated October 13, 2010, between Equity Bancshares, Inc. and Endicott Opportunity Partners 
III, L.P. (incorporated by reference to Exhibit 10.14 to Equity Bancshares, Inc.’s Registration Statement on Form S-1,
filed with the SEC on October 9, 2015, File No. 333-207351). 

  Stock Purchase Agreement, dated May 15, 2012, between Equity Bancshares, Inc. and Endicott Opportunity Partners III, 
L.P. (incorporated by reference to Exhibit 10.15 to Equity Bancshares, Inc.’s Registration Statement on Form S-1, filed
with the SEC on October 9, 2015, File No. 333-207351).

Exhibit 
No.

    2.1

    3.1

    3.2 

    4.1 

  10.1† 

  10.2† 

  10.3† 

  10.4† 

  10.5† 

  10.6† 

  10.7 

  10.8 

  10.9 

  10.10 

  10.11 

Exhibit 
No.

 10.12 

 10.13 

 10.14† 

 10.15† 

 10.16

 10.17

Description

  Stock Purchase Agreement, dated September 30, 2010, among Equity Bancshares, Inc., Patriot Financial Partners, L.P.
and Patriot Financial Partners Parallel, L.P., as amended (incorporated by reference to Exhibit 10.21 to Equity 
Bancshares, Inc.’s Registration Statement on Form S-1, filed with the SEC on October 9, 2015, File No. 333-207351).

  Stock Purchase Agreement, dated May 15, 2012, among Equity Bancshares, Inc., Patriot Financial Partners, L.P. and
Patriot Financial Partners Parallel, L.P. (incorporated by reference to Exhibit 10.22 to Equity Bancshares, Inc.’s 
Registration Statement on Form S-1, filed with the SEC on October 9, 2015, File No. 333-207351). 

  Form of Market President Incentive Plan (incorporated by reference to Exhibit 10.28 to Equity Bancshares, Inc.’s 
Registration Statement on Form S-1, filed with the SEC on October 9, 2015, File No. 333-207351). 

  Equity Bancshares, Inc. Annual Executive Incentive Plan (incorporated by reference to Exhibit 10.3 to Equity 
Bancshares, Inc.’s Current Report on Form 8-K, filed with the SEC on November 15, 2016). 

Form of Securities Purchase Agreement, dated as of December 19, 2016 (incorporated by reference to Exhibit 10.1 to
Equity Bancshares, Inc.’s Current Report on Form 8-K, filed with the SEC on December 22, 2016).

Form of Registration Rights Agreement, dated as of December 19, 2016 (incorporated by reference to Exhibit 10.1 to
Equity Bancshares, Inc.’s Current Report on Form 8-K, filed with the SEC on December 22, 2016).

 21.1*

List of Subsidiaries of Equity Bancshares, Inc.

 23.1* 

  Consent of Crowe Chizek LLP 

 24.1 

  Powers of Attorney (included on signature page).

 31.1* 

 31.2* 

 32.1** 

 32.2** 

  Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 
302 of the Sarbanes-Oxley Act of 2002. 

  Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act as adopted pursuant to Section
302 of the Sarbanes-Oxley Act of 2002. 

  Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002. 

  Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the 
Sarbanes-Oxley Act of 2002. 

101.INS* 

  XBRL Instance Document. 

101.SCH* 

  XBRL Taxonomy Extension Schema Document. 

101.CAL* 

  XBRL Taxonomy Extension Calculation Linkbase Document.

101.DEF* 

  XBRL Taxonomy Extension Definition Linkbase Document.

101.LAB* 

  XBRL Taxonomy Extension Label Linkbase Document.

101.PRE* 

  XBRL Taxonomy Extension Presentation Linkbase Document.

Filed herewith.

* 
**  These exhibits are furnished herewith and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or 

otherwise subject to the liability of that section, and shall not be deemed to be incorporated by reference into any filing under 
the Securities Act or the Exchange Act.
Represents a management contract or a compensatory plan or arrangement. 

† 

Report of Independent Registered Public Accounting Firm 

Board of Directors
Equity Bancshares, Inc.
Wichita, Kansas

We have audited the accompanying consolidated balance sheets of Equity Bancshares, Inc. (the “Company”) as of December 31, 2016
and 2015, and the related consolidated statements of income, comprehensive income, stockholders' equity, and cash flows for each of 
the  three  years  in  the  period  ended  December  31,  2016.    These  consolidated  financial  statements  are  the  responsibility  of  the 
Company's management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits.

qq

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those
standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of 
material misstatement.  The Company is not required to have, nor were we engaged to perform, an audit of its internal control over 
financial reporting in accordance with the standards of the Public Company Accounting Oversight Board (United States).  Our audit 
included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the 
circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial 
reporting  in  accordance  with  the  standards  of  the  Public  Company  Accounting  Oversight  Board  (United  States).    Accordingly,  we
express  no  such  opinion.    An  audit  includes  examining,  on  a  test  basis,  evidence  supporting  the  amounts  and  disclosures  in  the
financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, 
as  well  as  evaluating  the  overall  financial  statement  presentation.  We  believe  that  our  audits  provide  a  reasonable  basis  for  our 
opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the consolidated financial 
position of the Company as of December 31, 2016 and 2015, and the results of its operations and its cash flows for each of the three 
years in the period ended December 31, 2016, in conformity with U.S. generally accepted accounting principles.  

/s/ Crowe Chizek LLP

Dallas, Texas
March 16, 2017

F-1

EQUITY BANCSHARES, INC. 

CONSOLIDATED BALANCE SHEETS 
December 31, 2016 and 2015
(Dollar amounts in thousands, except per share data) 

2016

2015

ASSETS 
Cash and due from banks 
Federal funds sold

Cash and cash equivalents 

Interest-bearing time deposits in other banks
Available-for-sale securities 
Held-to-maturity securities, fair value of $461,156 and $312,802
Loans held for sale
Loans, net of allowance for loan losses of $6,432 and $5,506 
Other real estate owned, net
Premises and equipment, net
Bank owned life insurance 
Federal Reserve Bank and Federal Home Loan Bank stock 
Interest receivable
Goodwill 
Core deposit intangible, net
Other 

Total assets 

LIABILITIES AND STOCKHOLDERS’ EQUITY
Deposits

Demand

Total non-interest-bearing deposits 

Savings, NOW, and money market 
Time

Total interest-bearing deposits
Total deposits 

Federal funds purchased and retail repurchase agreements 
Federal Home Loan Bank advances
Bank stock loan
Subordinated debentures 
Contractual obligations
Interest payable and other liabilities

Total liabilities 

Commitments and contingent liabilities, see Notes 22 and 23 
Stockholders’ equity, see Note 14 

Preferred stock, Series C (liquidation preference of $16,372) 
Common stock 
Additional paid-in capital
Retained earnings
Accumulated other comprehensive loss 
Employee stock loans 
Treasury stock 

Total stockholders’ equity

Total liabilities and stockholders’ equity 

   $

   $

   $

   $

34,137     $
958 
35,095    
3,750    
95,732    
465,709    
4,830    
1,377,173    
8,656    
50,515    
48,055    
16,652    
6,991    
58,874    
4,715    
15,445    
2,192,192     $

207,668     $
207,668    
869,625    
553,158    
1,422,783    
1,630,451    
20,637    
259,588    
——     
13,684    
2,504    
7,364    
1,934,228    

——     
132     
236,103    
44,328    
(2,702)   
(242)   
(19,655)   
257,964    
2,192,192     $

36,276
20,553
56,829
5,245
130,810
310,539
3,504
954,849
5,811
39,147
32,555
11,013
4,540
18,130
1,549
11,206
1,585,727

157,834
157,834
619,468
438,612
1,058,080
1,215,914
20,762
145,439
18,612
9,251
3,093
5,423
1,418,494

16,372
97
138,077
34,955
(2,371)
(242)
(19,655)
167,233
1,585,727

See accompanying notes to consolidated financial statements.

F-2

  
     
  
    
 
  
 
  
  
 
  
  
  
  
  
 
  
 
  
 
  
  
 
  
  
 
  
    
  
    
  
  
  
  
  
  
 
  
  
  
 
  
  
  
  
    
  
    
  
  
  
  
 
  
  
  
  
EQUITY BANCSHARES, INC. 
CONSOLIDATED STATEMENTS OF INCOME 
Years ended December 31, 2016, 2015 and 2014
(Dollar amounts in thousands, except per share data)  

2016

2015

2014

Interest and dividend income
Loans, including fees
Securities, taxable 
Securities, nontaxable
Federal funds sold and other 

Total interest and dividend income 

Interest expense

Federal funds purchased and retail repurchase agreements
Federal Home Loan Bank advances 
Bank stock loan 
Subordinated debentures

Total interest expense 

Provision for loan losses 
Net interest income after provision for loan losses
Non-interest income

Debit card income 
Mortgage banking
Increase in value of bank owned life insurance
Net gain on acquisition 
Net gains on sales of and settlement of securities
Other 

Total non-interest income

Non-interest expense 

Net occupancy and equipment
Data processing 
Professional fees
Advertising and business development 
Telecommunications
FDIC insurance 
Courier and postage
Free nationwide ATM cost 
Amortization of core deposit intangible
Loan expense 
Other real estate owned
Loss on debt extinguishment
Merger expenses 
Other 

Total non-interest expense 

Income before income tax
Provision for income taxes 
Net income
Dividends and discount accretion on preferred stock 
Net income allocable to common stockholders
Basic earnings per share
Diluted earnings per share

   $

   $
   $
   $

50,272    $
8,111      
1,654      
1,762      
61,799      

7,042      
58      
1,400      
31      
671      
9,202      

52,597      
2,119      
50,478      

3,552      
2,898      
1,394      
1,000      
——      
479      
1,143      
10,466      

21,951      
4,586      
3,568      
2,075      
1,198      
1,101      
894      
683      
672      
413      
599      
386      
58      
5,294      
3,597      
47,075      
13,869      
4,495      
9,374      
(1)      
9,373    $
1.09    $
1.07    $

43,361
7,634
1,057
976
53,028

4,926
61
495
641
643
6,766

46,262
3,047
43,215

2,708
2,161
1,088
957
682
756
1,450
9,802

19,202
4,155
2,939
2,086
1,199
811
840
544
468
275
388
287
316
1,691
3,374
38,575
14,442
4,142
10,300
(177)
10,123
1.55
1.54

$

$
$
$

38,406
7,204
839
345
46,794

4,084
75
345
295
634
5,433

41,361
1,200
40,161

2,737
1,462
894
960
——
986
1,635
8,674

19,621
4,536
2,530
2,279
1,057
755
727
562
389
363
327
21
——
——
2,478
35,645
13,190
4,203
8,987
(708)
8,279
1.31
1.30

See accompanying notes to consolidated financial statements.

F-3

 
  
     
  
  
  
  
  
     
  
  
  
  
  
  
  
  
     
  
  
  
     
  
  
  
  
  
  
  
  
  
     
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
EQUITY BANCSHARES, INC. 
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME 
Years ended December 31, 2016, 2015 and 2014 
(Dollar amounts in thousands, except per share data) 

Net income
Other comprehensive income:

Unrealized holding gains (losses) arising during the period on
   available-for-sale securities 
Amortization of unrealized losses on held-to-maturity securities 
Reclassification adjustment for net gains included in net income 

Total other comprehensive income (loss) 

Tax effect 
Other comprehensive income (loss), net of tax 

Comprehensive income 

2016

2015

2014

$

9,374

 $

10,300

$

8,987

(264)
615
(893)
(542)
211
(331)
9,043

 $

(544)
767
(370)
(147)
57
(90)
10,210

$

663
703
(986)
380
(55)
325
9,312

$

See accompanying notes to consolidated financial statements.

F-4

  
  
  
  
  
  
  
EQUITY BANCSHARES, INC. 
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY 
Years ended December 31, 2016, 2015 and 2014
(Dollar amounts in thousands, except per share data) 

Preferred Stock

Common Stock

F
-
5

Balance at January 1, 2014 
Net income
Other comprehensive income, net of
   tax effects 
Accretion of discount on preferred stock 
Retirement of preferred stock 
Stock based compensation, see Note 19 
Purchases of common stock for treasury
Cash dividends declared and accrued
   on preferred stock 
Balance at December 31, 2014 
Net income
Other comprehensive income, net of
   tax effects 
Accretion of discount on preferred stock 
Stock based compensation, see Note 19 
Common stock issued upon
   termination of restricted stock unit 
   plan, net of employee stock loans 
Repayments on employee stock loans
Common stock issued in initial public
   offering, net of issuance expenses 
   of $4,728
Cash dividends declared and accrued
   on preferred stock 
Balance at December 31, 2015 
Net income
Other comprehensive income, net of
   tax effects 
Retirement of preferred stock 
Stock based compensation, see Note 19 
Common stock issued upon
   exercise of stock options
Common stock issued in connection
   with the acquisition of Community 
   First Bancshares, net of issuance 
   expenses of $549 
Common stock issued in connection
   with a private placement, net of 
   issuance expenses of $1,382 
Cash dividends declared and accrued
   on preferred stock 
Balance at December 31, 2016 

   Series A & B 
15,540
   $ 
—

$

Series C

16,352
—

—   
—
(15,540)
—
—

   $ 

—   
— $
—

—
—
—

—
—

——  
7
—
—
—

——  

16,359
—

—
13
—

——
——

Amount

$

Shares 
Outstanding

7,385,603
—

——  
—
—
2,568
(1,320,660)

——  

6,067,511
—

$

—
—
—

203,216
—

76
—

——  
—
—
—
—

——  
76
—

—
—
—

2
—

   $ 

—
— $
—

—
16,372
—

—
8,211,727
—

$

—   
—
—

—

—

—

   $ 

—
— $

——  
(16,372)
—

—

—

—

—
—

——  
—
953

7,938

2,689,690

770,000

Additional
Paid-In
Capital 

Retained 
Earnings

$

96,392   
—  

$ 

16,553
8,987

Accumulated
Other
Comprehensive
Income (loss)
$

(2,606)
—

Treasury 
Stock

Employee
Stock
Loans

Total 
Stockholders’ 
Equity

$

(2,434)
—

$

— $
—

139,873 
8,987 

— —  
—  
—  
2,006   
—

——  
(7)
—
—
—

325  
—
—
—
—

$

— —  
98,398   
—  

$ 

(701)
24,832
10,300

$

——  
(2,281)
—

$

—  
—
531   

222   
—  

—
(13)
—

—
—

——  

(90)
—
—

—
—

——  

——   
—
—
—
(17,221)

——   
(19,655)
—

—
—
—

—
—

——  
—
—
—
—

325  
— 
(15,540 )
2,006 
(17,221 )

$

——  
— $
—

(701)
117,729 
10,300 

—
—
—

(1,215)
973

(90)
—
531  

(991)
973  

——   

——  

38,945 

—
97
—

——  
—
—

—

27

8

$

—  
138,077   
—  

$ 

(164)
34,955
9,374

$

—
(2,371)
—

$

—
(19,655)
—

$

—
(242)
—

$

— —  
—  
553   

125   

73,713   

23,635   

——  
—
—

—

—

—

(331)
—
—

—

—

—

——   
—
—

—

—

—

——  
—
—

—

—

—

(164)
167,233 
9,374 

(331)
(16,372 )
553  

125  

73,740 

23,643 

—
11,680,308

$

—
132

—  
236,103   

$ 

(1)
44,328

$

$

—
(2,702)

$

—
(19,655)

$

—
(242)

$

(1 )
257,964 

See accompanying notes to consolidated financial statements.

——  

——  

   1,941,000  

19  

38,926   

  
  
 
  
  
  
  
  
   
  
  
  
   
  
  
  
  
  
  
  
  
  
  
   
  
  
  
   
  
  
  
  
  
  
  
  
  
  
  
   
  
  
  
  
  
  
  
  
  
   
  
  
  
   
  
  
  
  
  
  
  
  
  
  
  
  
  
EQUITY BANCSHARES, INC. 
CONSOLIDATED STATEMENTS OF CASH FLOWS
For the Years ended December 31, 2016, 2015 and 2014
(Dollar amounts in thousands, except per share data) 

Cash flows from operating activities

Net income 
Adjustments to reconcile net income to net cash from operating activities: 

2016

2015

2014

   $

9,374    $

10,300    $

8,987

553      
1,764      
2,119      
615      
3,049      
419      
909      
(657)      

(112)      
(479)      
(42)      
——      
——      
(1,198)      
(51,369)
51,241      
(1,000)      
6
——      

(544)      
885      
15      

15,548

531   
1,672   
3,047   
(380)   
2,309   
275   
2,427   
(407)   

(44)   
(756)   
11   
——   
——   
(903)   

(41,407)
39,703   
(957)   
13
(682)   

(751)   
(2,551)   
2,170   
13,620

(56,391)
(134,745)

(108,997)
(97,103)

90,459

60,088

51,439      
1,495      

(73,932)
(2,796)      
209      

——
(1,973)      
3,017      
(14,500)      
——
——
——      

(2,971)
(140,689)      

46,322   
750   

(150,625)

(5,736)   
15   
——
(4,875)   
2,266   
——   
——
——
(9,046)   
——

(266,941)   

2,006
1,499
1,200
(123)
1,268
363
963
(43)

(376)
(986)
(36)
(112)
20
(717)
(31,845)
32,012
(960)
33
——

176
3,361
(3,015)
13,675

(30,266)
(15,343)

46,638

35,208
(2,000)
(68,566)
(4,676)
1,054
749
(19)
4,368
——
30
(13,755)
——
——
(46,578)

Stock based compensation 
Depreciation 
Provision for loan losses 
Net amortization (accretion) of purchase valuation adjustments
Amortization (accretion) of premiums and discounts on securities 
Amortization of intangible assets 
Deferred income taxes
FHLB stock dividends
Loss (gain) on sales and valuation adjustments on other real 
   estate owned
Net loss (gain) on sales of and settlements of securities 
Loss (gain) on disposal of premise and equipment 
Loss (gain) on sales of buildings held for sale
Loss (gain) on sales of branches
Loss (gain) on sales of loans 
Originations of loans held for sale
Proceeds from the sale of loans held for sale 
Increase in the value of bank owned life insurance 
Change in fair value of derivatives recognized in earnings
Gain on acquisition 
Net change in:

Interest receivable 
Other assets 
Interest payable and other liabilities 

Net cash provided by operating activities

Cash flows (to) from investing activities

Purchases of available-for-sale securities 
Purchases of held-to-maturity securities 
Proceeds from sales, calls, pay-downs, and maturities of available-for- 
   sale securities
Proceeds from calls, pay-downs and maturities of held-to-maturity 
   securities
Net change in interest-bearing time deposits in other banks
Net change in loans 
Purchase of premises and equipment
Proceeds from sale of premises and equipment 
Proceeds from sale of buildings held for sale
Net redemptions (purchases) of FHLB and FRB stock 
Proceeds from sale of other real estate owned
Purchase of bank owned life insurance 
Redemption of bank owned life insurance
Net cash transferred in branch sale
Net cash paid for acquisition of First Independence 
Net cash paid for acquisition of Community First 
Net cash (used in) investing activities

F-6

 
  
     
  
  
     
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
     
  
  
  
  
     
  
  
  
  
  
  
  
  
  
  
g

Cash flows (to) from financing activities
Net increase (decrease) in deposits
Net change in federal funds purchased and retail repurchase agreements
Net borrowings (repayments) on Federal Home Loan Bank line of credit 
Principal repayments on Federal Home Loan Bank term advances
Borrowings on bank stock loan 
Principal repayments on bank stock loan 
Proceeds from issuance of common stock, net 
Proceeds from exercise of employee stock options
Issuance of employee stock loan
Principal payments on employee stock loan 
Redemption of Series A and Series B preferred stock 
Purchase of treasury stock 
Net change in contractual obligations 
Dividends paid on preferred stock
Excess tax benefits as a result of the distribution of common stock in 
  termination of the restricted stock unit plan recognized as an increase
  in additional paid-in capital
Excess tax benefits as a result of the exercise of employee stock options
Net cash provided by (used in) financing activities 

Net change in cash and cash equivalents
Cash and cash equivalents, beginning of period 
Ending cash and cash equivalents 
Supplemental cash flow information: 

q

g

Interest paid 
Income taxes paid, net of refunds 

Supplemental noncash disclosures: 

Other real estate owned acquired in settlement of loans 
Fair value of securities transferred from held-to-maturity to
  available-for-sale
Preferred stock dividends payable at period end 
Deposits transferred in branch sale 
Premises and equipment transferred in branch sale
Total fair value of assets acquired in purchase of First Independence, 
  net of cash
Total fair value of liabilities acquired in purchase of First Independence
Total fair value of assets acquired in purchase of Community First, 
  net of cash
Total fair value of liabilities acquired in purchase of Community First

2016

2015

2014

39,082      
(4,150)      

114,149
(25,221)      
6,000      
(33,218)      
23,643      
112   

——      
——      
(16,372)      
——

(589)      
(42)      

——      
13   

103,407      
(21,734)      
56,829      
35,095    $

147,952    
(4,539)    

128,895
(36,035)    
5,014    
(1,554)    
38,945    
——    
(1,215)    
973    
——    
——
(53)    
(164)    

224    
——    
278,443    
25,122    
31,707    
56,829     $

8,943    $
3,212      

6,670     $
2,938    

3,006      

3,164    

——      
——      
——      
——      

——      
——      

462,936   
419,641   

——    
41    
——    
——    

129,341    
119,613    

——    
——    

51,850
(149)
16,544
(4,852)
15,540
(388)
——
——
——
——
(15,540)
(17,221)
(990)
(804)

——
——
43,990
11,087
20,620
31,707

6,294
1,623

1,414

6,188
41
17,014
3,085

——
——

——
——

   $

   $

See accompanying notes to consolidated financial statements.

F-7

  
  
   
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
     
   
  
  
     
   
  
  
  
  
  
  
  
  
  
EQUITY BANCSHARES, INC. 
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
December 31, 2015, 2014 and 2013 
(Dollar amounts in thousands, except per share data) 

NOTE 1 – NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 

Nature of Operations: Equity Bancshares, Inc. is a bank holding company, whose principal activity is the ownership and 
management of its wholly owned subsidiary, Equity Bank (“Equity Bank”). SA Holdings, Inc. is a wholly owned subsidiary of Equity
Bank and was established for the purpose of holding and selling other real estate owned. These entities are collectively referred to as
the “Company”. All significant intercompany accounts and transactions have been eliminated in consolidation. 

Equity Bank is a Kansas state-chartered bank and member of the Federal Reserve (state Fed member bank, jointly supervised by 

both the Federal Reserve Bank of Kansas City and the Office of the Kansas State Bank Commissioner). 

The Company is primarily engaged in providing a full range of banking, mortgage banking, and financial services to individual 

and corporate customers generally in Arkansas, Kansas and Missouri. Equity Bank competes with a variety of other financial
institutions including large regional banks, community banks and thrifts as well as credit unions and other non-traditional lenders. 

Use of Estimates: To prepare financial statements in conformity with U.S. generally accepted accounting principles, 

management makes estimates and assumptions based on available information. These estimates and assumptions affect the amounts 
reported in the financial statements and the disclosures provided, and actual results could differ.

Cash Equivalents: Cash and cash equivalents include cash, deposits with other financial institutions with original maturities less 

than 90 days, and federal funds sold. Net cash flows are reported for customer loan and deposit transactions, interest-bearing deposits
in other financial institutions, federal funds purchased, retail repurchase agreements, Federal Home Loan Bank advances, and 
contractual obligations.

Securities: Securities are classified as held-to-maturity when management has the positive intent and ability to hold them to

maturity. Securities are classified as available-for-sale when they might be sold before maturity. Held-to-maturity securities
at amortized cost while securities available-for-sale are carried at fair value, with unrealized holding gains and losses repor
d
comprehensive income, net of tax.

y

are carried 
ted in other 

Interest income includes amortization of purchase premium or discount. Premiums and discounts on securities are amortized on 

the level-yield basis without anticipating prepayments, except for certain securities where prepayments are anticipated. Gains and 
losses on sales are recorded on the trade date and determined using the specific identification method. 

Management evaluates securities for other-than-temporary impairment (“OTTI”) on at least a quarterly basis, and more 
frequently when economic or market conditions warrant such an evaluation. For securities in an unrealized loss position, management 
considers the extent and duration of the unrealized loss and the financial condition and near-term prospects of the issuer. Management 
also assesses whether it intends to sell, or it is more likely than not that it will be required to sell, a security in an unrealized loss
position before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the entire 
difference between amortized cost and fair value is recognized as impairment through earnings. For debt securities that do not meet 
the aforementioned criteria, the amount of impairment is split into two components as follows: 1) OTTI related to credit loss, which 
must be recognized in the income statement and 2) OTTI related to other factors, which is recognized in other comprehensive income. 
The credit loss is defined as the difference between the present value of the cash flows expected to be collected and the amortized cost 
uu
basis. All OTTI related to equity securities is recognized through earnings.

Loans Held for Sale: Mortgage loans originated and intended for sale in the secondary market are carried at the lower of 
aggregate cost or fair value. Net unrealized losses, if any, are recorded as a valuation allowance and charged to earnings. Mortgage
loans held for sale are sold with servicing rights released. Gains or losses on held for sale loans are recognized upon completion of the 
sale and based on the difference between the net sales proceeds and carrying value of the sold loan. 

Loans : Loans that management has the intent and ability to hold for the foreseeable future or until maturity or payoff are
reported at the principal balance outstanding, net of previous charge-offs and an allowance for loan losses, and for purchased loans,
net of unamortized purchase premiums and discounts. Interest income is accrued on the unpaid principal balance.

F-8

Purchased Credit Impaired Loans. As a part of acquisitions, the Company acquired certain loans, for which there was, at 
acquisition, evidence of deterioration of credit quality since origination. These purchased credit impaired loans were recorded at the
d
acquisition date fair value, such that there is no carryover of the seller’s allowance for loan losses. After acquisition, losses are 
h
recognized by an increase in the allowance for loan losses. Such purchase credit impaired loan
Company estimates the amount and timing of expected cash flows for each loan, and the expected cash flows in excess of the amount 
paid are recorded as interest income over the remaining life of the loan (accretable yield). Th
principal and interest over expected cash flows is not recorded (non-accretable difference). Over the life of the loan, expected cash 
flows continue to be estimated. If the present value of the expected cash flows is less than the carrying amount, a loss is recorded. If 
the present value of the expected cash flows is greater than the carrying amount, it is recognized as part of future interest income. 

s are accounted for individually. The

e excess of the loan’s contractual

f

Nonaccrual Loans. Generally, loans are designated as nonaccrual when either principal or interest payments are 90 days or more

u
past due based on contractual terms unless the loan is well secured and in the process of collection. Consumer loans are typica
charged off no later than 180 days past due. In all cases, loans are placed on nonaccrual or charged off at an earlier date if collection of 
principal or interest is considered doubtful. When a loan is placed on nonaccrual status, unpaid interest credited to income is reversed 
against income. Future interest income may be recorded on a cash basis after recovery of principal is reasonably assured. Nonaccrual 
loans are returned to accrual status when all the principal and interest amounts contractually due are brought current and futureuu
payments are reasonably assured.

lly 

Impaired Loans. A loan is considered impaired when, based on current information and events, it is probable that the Company 

will be unable to collect all contractual principal and interest due according to the terms of the loan agreement. All loans are
individually evaluated for impairment. Impaired loans are measured based on the present value of expected future cash flows
discounted at the loan’s effective interest rate or on the value of the underlying collateral if the loan is collateral dependent. The 
Company evaluates the collectability of both principal and interest when assessing the need for a loss accrual. 

Factors considered by management in determining impairment include payment status, collateral value, and the probability of 

collecting scheduled principal and interest payments when due. Loans that experience insignificant payment delays and payment 
shortfalls generally are not classified as impaired. Management determines the significance of payment delays and payment shortfalls
on a case-by-case basis, taking into consideration all of the circumstances surrounding the loan and the borrower, including the length 
of the delay, the reasons for the delay, the borrower’s prior payment record, and the amount of the shortfall in relation to the principal
and interest owed. 

Troubled Debt Restructurings. In cases where a borrower experiences financial difficulties and the Company makes certain 

concessionary modifications to contractual terms, the loan is classified as a troubled debt restructured loan and classified as
impaired. Generally, a nonaccrual loan that is a troubled debt restructuring remains on nonaccrual until such time that repayment of 
the remaining principal and interest is not in doubt, and the borrower has a period of satisfactory repayment performance.

Allowance for Loan Losses: The allowance for loan losses is a valuation allowance for probable incurred credit losses. Loan 

losses are charged against the allowance when management believes the collectability of a loan balance is unlikely. Subsequent 
recoveries, if any, are credited to the allowance. Management estimates the allowance balance required using past loan loss
experience, the nature and volume of the portfolio, information about specific borrower situations and estimated collateral values, 
economic conditions, and other factors. A loan review process, independent of the loan approval process, is utilized by management to
verify loans are being made and administered in accordance with Company policy, to review loan risk grades and potential losses, to 
verify that potential problem loans are receiving adequate and timely corrective measures to avoid or reduce losses, and to assist in the
verification of the adequacy of the loan loss reserve. Allocations of the allowance may be made for specific loans, but the entire 
allowance is available for any loan that, in management’s judgment, should be charged off. 

The allowance consists of specific and general components. The specific component relates to loans that are individually
classified as impaired. If a loan is impaired, a portion of the allowance is allocated so that the loan is reported net at the present value 
of estimated future cash flows using the loan’s existing rate or at the fair value of collateral if repayment is expected solely from the
sale of the collateral. Troubled debt restructurings are separately identified for impairment disclosures and are measured at the present
value of estimated future cash flows using the loan’s effective rate at inception. If a troubled debt restructuring is considered to be a 
collateral dependent loan, the loan is reported, net, at the fair value of the collateral. For troubled debt restructurings that subsequently 
default, the Company determines the amount of reserve in accordance with the accounting policy for the allowance for loan losses.

aa

F-9

The general component of the allowance for loan losses covers non-impaired loans and is based on historical loss experience 

adjusted for current factors. The historical loss experience is determined by portfolio and class and is based on the actual loss history 
experienced by the Company. This actual loss experience is then adjusted by comparing current conditions to the conditions that
existed during the loss history. The Company considers the changes related to (i) lending policies, (ii) economic conditions, (iii) nature
and volume of the loan portfolio and class, (iv) lending staff, (v) volume and severity of past due, non-accrual, and risk graded loans,
(vi) loan review system, (vii) value of underlying collateral for collateral dependent loans, (viii) concentration levels, and (ix) effects
of other external factors.

The Company considers loan performance and collateral values in assessing risk for each class in the loan portfolio, as follows:

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

(cid:120)

Commercial and industrial loans are dependent on the strength of the industries of the related borrowers and the success of 
their businesses. Commercial and industrial loans are advanced for equipment purchases, to provide working capital, or 
meet other financing needs of the business. These loans may be secured by accounts receivable, inventory, equipment, or 
other business assets. Financial information is obtained from the borrower to evaluate the debt service coverage and 
ability to repay the loans.

Commercial real estate loans are dependent on the industries tied to these loans as well as the local commercial real estate
market. The loans are secured by real estate, and typically appraisals are obtained to support the loan amount. Generally,
an evaluation of the project’s cash flows is performed to evaluate the borrower’s ability to repay the loan at the time of 
origination and periodically updated during the life of the loan. 

Residential real estate loans are affected by the local residential real estate market, the local economy, and movement in 
interest rates. The Company evaluates the borrower’s repayment ability through a review of credit reports and debt to 
income ratios. Generally, appraisals are obtained to support the loan amount.

Agricultural real estate loans are real estate loans related to farmland, and are affected by the value of farmland. 
Generally, the Company evaluates the borrower’s ability to repay based on cash flows from farming operations.

Consumer loans are dependent on the local economy. Consumer loans are generally secured by consumer assets, but may
be unsecured. Typically, the Company evaluates the borrower’s repayment ability through a review of credit scores and an 
evaluation of debt to income ratios. 

r

Agricultural loans are primary operating lines subject to annual farming revenues including productivity and yield of the 
farm products and market pricing at the time of sale.

There have been no material changes to the Company’s accounting policies related to its allowance for loan loss methodology 

during 2016 and 2015.

Transfers of Financial Assets: Transfers of financial assets are accounted for as sales when control over the assets has been 

relinquished. Control over transferred assets is deemed to be surrendered when the assets have been isolated from the Company, the
transferee obtains the right (free of conditions that constrain it from taking advantage of that right) to pledge or exchange thett
transferred assets, and the Company does not maintain effective control over the transferred assets through an agreement to repurchase
them before their maturity. 

Bank Owned Life Insurance: The Company maintains insurance policies on certain key executives as well as policies from 
acquired institutions. Bank owned life insurance is recorded at the amount that can be realized under the insurance contract at the
balance sheet date, which is the cash surrender value adjusted for other charges or other amounts due that are probable at settlement. 
In some cases, the Company has entered into agreements with the insured which would require it to make one-time payments to the
insured’s beneficiaries if certain conditions exist at the time of death. 

t

Other Real Estate Owned: Assets acquired through or instead of loan foreclosure are initially 

f

recorded at fair value less

estimated cost to sell when acquired, establishing a new cost basis. Generally, collateral properties are recorded as other real estate
owned when the Company takes physical possession. Physical possession of residential real estate collateral occurs when legal title is
obtained upon completion of foreclosure or when the borrower conveys all interest in the property to satisfy the loan through 
completion of a deed in lieu of foreclosure or through a similar legal agreement. Other real estate owned properties are subsequently
accounted for at the lower of cost or fair value less estimated costs to sell. If fair value declines subsequent to foreclosure a valuation 
allowance is recorded through expense. Operating costs after acquisition are expensed. 

F-10

Premises and Equipment: Land is carried at cost. Premises and equipment are carried at cost less accumulated 
x

depreciation. Depreciation is an estimate and is charged to expense using the straight-line method over the estimated useful li
the respective assets. The useful lives of buildings and related components are estimated to be 39 years. The useful lives of furniture, 
ff
fixtures and equipment are estimated to be 4 to 7 years. Leasehold improvements are capitalized and depreciated using the straight-
line method over the terms of the respective leases or the estimated useful lives of the improvements, whichever is shorter. Buildings
held for sale are carried at the lower of cost or fair value.

ves of 

Premises and equipment and other long-term assets are reviewed for impairment when events indicate their carrying amount 

may not be recoverable from future undiscounted cash flows. If impaired, the assets are recorded at fair value.

Federal Reserve Bank and Federal Home Loan Bank Stock: Federal Reserve Bank (“FRB”) and Federal Home Loan Bank 
(“FHLB”) stocks are required investments for institutions that are members of the FRB and FHLB systems. FRB and FHLB stocks are
carried at cost, considered restricted securities, and are periodically evaluated for impairment based on the ultimate recovery of par 
value. Both cash and stock dividends are reported as income. 

y

Goodwill and Core Deposit Intangibles: Goodwill results from business acquisitions and represents the excess of the purchase 

price over the fair value of acquired tangible assets and liabilities and identifiable intangible assets. Core deposit intangib
acquired customer relationships arising from whole bank and branch acquisitions. Core deposit intangibles are initially measured at 
fair value and then amortized over their estimated useful lives using an accelerated method. The useful lives of the core deposits are
estimated to generally be between seven and ten years. Goodwill and core deposit intangibles are assessed at least annually for
impairment and any such impairment is recognized and expensed in the period identified. The Company has selected December 31 as
the date to perform its annual goodwill impairment test. Goodwill is the only intangible asset with an indefinite useful life. 

les are

a

Credit Related Financial Instruments: Credit related financial instruments include off-balance-sheet credit instruments, such as

commitments to make loans and commercial letters of credit, issued to meet customer financing needs. The face amount for these
items represents the exposure to loss, before considering customer collateral or ability to repay. Such financial instruments are aa
recorded when they are funded. 

Derivatives : The Company is exposed to interest-rate risk primarily from the effect of interest rate changes on its interest-
earning assets and its sources of funding these assets. The Company will periodically enter into interest rate swaps or interest rate
caps/floors to manage certain interest rate risk exposure.

An interest rate swap is an agreement between two entities to exchange cash flows in the future. The agreement sets the dates on 

which the cash flows will be paid and the manner in which the cash flows will be calculated. Typically, an interest rate swap
transaction is used as an exchange of cash flows based on a fixed rate for cash flows based on a variable rate. 

In an interest rate cap agreement, a cash flow is generated if the price or interest rate of an underlying variable rises above a 
certain threshold price or interest rate. In an interest rate floor agreement, a cash flow is generated if the price or interest rate of an 
underlying variable falls below a certain threshold price or interest rate. Caps and floors are designed as protection against the interest 
rate on a variable rate asset or liability rising above or falling below a certain level.

At the inception of a derivative contract, the Company designates the derivatives as one of three types based on the Company’s
intentions and belief as to likely effectiveness as a hedge. These three types are (1) a hedge of the fair value of a recognized asset or 
liability or of an unrecognized firm commitment (“fair value hedge”), (2) a hedge of a forecasted transaction or the variability of cash 
flows to be received or paid related to a recognized asset or liability (“cash flow hedge”), or (3) an instrument with no hedging 
designation (“stand-alone derivative”). For a fair value hedge, the gain or loss on the derivative, as well as the offsetting loss or gain 
on the hedged item, are recognized in current earnings as fair value changes. For a cash flow hedge, the gain or loss on the derivative 
is reported in other comprehensive income and is reclassified into earnings in the same periods during which the hedged transaction 
affects earnings. For both types of hedges, changes in the fair value of derivatives that are not highly effective in hedging the changes
in fair value or expected cash flows of the hedged item are recognized immediately in current earnings. Changes in the fair value of 
derivatives that do not qualify for hedge accounting are reported currently in earnings, as non-interest income. 

tt

t

Net cash settlements on derivatives that qualify for hedge accounting are recorded in interest income or interest expense, based 

on the item being hedged. Net cash settlements on derivatives that do not qualify for hedge accounting are reported in non-interest 
income. Cash flows on hedges are classified in the cash flow statement the same as the cash flows of the items being hedged unless
the derivative meets the criteria to be a financing derivative. All derivatives are recognized in the consolidated balance sheet at their 
fair values and are reported as either derivative assets or derivative liabilities net of accrued net settlements and collatera
l, if any. The
individual derivative amounts are netted by counterparty when the netting requirements have been met. If these netted values are
f
positive, they are classified as an asset and, if negative, they are classified as a liability. 

r

F-11

The Company formally documents the relationship between derivatives and hedged items, as well as the risk-management 
objective and the strategy for undertaking hedge transactions at the inception of the hedging relationship. This documentation includes
linking fair value or cash flow hedges to specific assets and liabilities on the balance sheet or to specific firm commitments or 
forecasted transactions. The Company also formally assesses, both at the hedge’s inception and on an ongoing basis (at least 
quarterly), whether the derivative instruments that are used are highly effective in offsetting changes in fair values or cash flows of the
hedged items. The Company discontinues hedge accounting when it determines that the derivative is no longer effective in offsetting 
changes in the fair value or cash flows of the hedged item, the derivative is settled or terminates, a hedged forecasted transaction is no
longer probable, a hedged firm commitment is no longer firm, or treatment of the derivative as a hedge is no longer appropriate or 
intended. 

When hedge accounting is discontinued, subsequent changes in fair value of the derivative are recorded as non-interest 
income. When a fair value hedge is discontinued, the hedged asset or liability is no longer adjusted for changes in fair value and the
existing basis adjustment is amortized or accreted over the remaining life of the asset or liability. When a cash flow hedge is
discontinued but the hedged cash flows or forecasted transactions are still expected to occur, gains or losses that are accumulated in 
other comprehensive income are amortized into earnings over the same periods which the hedged transactions will effect earnings.

The Company has entered into interest rate cap derivatives to assist with interest rate risk management. These derivatives are not 

designated as hedging instruments but rather as stand-alone derivatives. The fair values of stand-alone derivatives are included in 
other assets and other liabilities. Changes in fair value of stand-alone derivatives are recorded through earnings as non-interest income. 

Income Taxes : Income tax expense is the total of the current year income tax due or refundable and the change in deferred tax

assets and liabilities. Deferred tax assets and liabilities are the expected future tax amounts for the temporary differences between 
carrying amounts and tax bases of assets and liabilities, computed using enacted tax rates. A valuation allowance, if needed, r
educes
d
deferred tax assets to the amount expected to be realized. A tax position is recognized as a benefit only if it is “more likely than not” 
that the tax position will be sustained in a tax examination, with a tax examination being presumed to occur. The amount recognized is
the largest amount of tax benefit that is more likely than not to be realized on examination. The Company does not expect the total 
amount of unrecognized tax benefits to materially change in the next twelve months.

y

The Company recognizes interest and/or penalties related to income tax matters in income tax expense. During 2016 there was

$1 paid to the Missouri Department of Revenue. No such interest or penalties were incurred in 2015 or 2014. 

Earnings Per Common Share: Net income, less dividends and discount accretion on preferred stock, equals net income allocable 

to common stockholders. Basic earnings per common share is net income allocable to common stockholders divided by the weighted
average number of common shares and vested restricted stock units outstanding during the period. Diluted earnings per common share
include the dilutive effect of additional potential common shares of unexercised stock options and unvested restricted stock units. 

Share-Based Payments: The Company has share-based payments, which are described more fully in a subsequent 
note. Compensation expense associated with the stock option plan is based on the fair value of the options at the grant date. This
compensation is expensed over the periods during which the options vest. Options vest based on the passage of time or the 
achievement of performance targets, depending on the structure of the related grant. 

Compensation expense associated with restricted stock units is based on the fair value of the units at the grant date. This 

compensation expense is recognized ratably over the service period stipulated in the grant agreement.

Comprehensive Income: Comprehensive income consists of net income and other comprehensive income. Other comprehensive

income includes unrealized gains and losses on securities available-for-sale and the amortization of unrealized gains and losse
a
securities transferred to held-to-maturity from available-for-sale.

s on 

Loss Contingencies: Loss contingencies, including claims and legal actions arising in the ordinary course of business, are 
recorded as liabilities when the likelihood of loss is probable and an amount or range of loss can be reasonably estimated. Additional
discussion of loss contingencies at December 31, 2016 is presented in a subsequent note. 

Restrictions on Cash: Cash on hand or on deposit with the Federal Reserve Bank was required to meet regulatory reserve and 

clearing requirements. 

Dividend Restriction: Banking regulations require maintaining certain capital levels and may limit the dividends paid by the

wholly owned subsidiaries to the holding company or by the holding company to stockholders.

F-12

Fair Value: Fair values of financial instruments, impaired loans, other real estate owned, and buildings held for sale are 
estimated using relevant market information and other assumptions, as more fully disclosed in a separate note. Fair value estimates
involve uncertainties and matters of significant judgment regarding interest rates, credit risk, prepayments, collateral values and other 
factors, especially in the absence of broad markets for particular items. Changes in assumptions or in market conditions could
materially affect the estimates. 

Segment Information: As a community-oriented financial institution, substantially all of the Company’s operations involve the 

delivery of loan and deposit products to customers. Management makes operating decisions and assesses performance based on an 
ongoing review of these banking operations, which constitute the Company’s only operating segment for financial reporting purposes.

Reclassifications : Some items in the prior year financial statements were reclassified to conform to the current 

presentation. Management determined the items reclassified are immaterial to the consolidated financial statements taken as a wholew
and did not result in a change in equity or net income for years ended December 31, 2016, 2015 and 2014.

Initial Public Offering (IPO): On November 16, 2015, the Company completed an IPO of 2,231,000 shares of Class A common 

stock, $0.01 par value. The Company sold 1,941,000 shares and selling stockholders sold 290,000 shares, which included 273,000
shares of Class A common stock that were issued upon the automatic conversion of an equal number of shares of Class B common 
stock as a result of the offering. All of the shares issued and sold in the initial public offering were registered under the Securities Act 
pursuant to a Registration Statement on Form S-1, which was declared effective by the Securities and Exchange Commission (SEC) 
on November 10, 2015. The Company is an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 
2012 (JOBS Act). Pursuant to the JOBS Act, an emerging growth company is provided the option to adopt new or revised accounting
standards that may be issued by the Financial Accounting Standards Board (FASB) or the SEC either (i) within the same periods as 
those other wise applicable to non-emerging growth companies or (ii) within the same time periods as private companies. The
Company has irrevocably elected to adopt new accounting standards within the public company adoption period. 

Recent Accounting Pronouncements: In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting

Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers, which amended existing guidance related to revenue 
from contracts with customers. This amendment supersedes and replaces nearly all existing revenue recognition guidance, including 
industry-specific guidance, establishes a new control-based revenue recognition model, changes the basis for deciding when revenue is
recognized over time or at a point in time, provides new and more detailed guidance on specific topics and expands and improves
disclosures about revenue. In addition, this amendment specifies the accounting for some costs to obtain or fulfill a contract with a 
customer. These amendments are effective for annual reporting periods beginning after December 15, 2017, including interim periods
within that reporting period.  Early application is permitted only as of annual reporting periods beginning after December 15, 2016, 
including interim reporting periods within that period.  The amendments should be applied retrospectively to all periods presented or 
retrospectively with the cumulative effect recognized at the date of initial application. The Company is currently evaluating the impact 
of this new accounting standard on the consolidated financial statements but no material impact is expected. 

t

In January 2016, FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities,

which addresses certain aspects of recognition, measurement, presentation, and disclosure of financial instruments.  The main 
provisions of the update are to eliminate the available-for-sale classification of accounting for equity securities and to adjust fair value 
disclosures for financial instruments carried at amortized costs such that the disclosed fair values represent an exit price as opposed to
an entry price.  The amendments are effective for fiscal years beginning after December 15, 2017, including interim periods within 
nn
those years.  Generally, early adoption of the amendments in this update is not permitted.  An entity should apply the amendments by 
means of a cumulative-effect adjustment to the balance sheet as of the beginning of the fiscal year of adoption.  The Company i
s
f
currently evaluating the impact of this new accounting standard but does not expect a material impact to its financial statements. 

In February 2016, FASB issued ASU 2016-02, Leases, with the intention of improving financial reporting about leasing 
transactions.  The ASU requires all lessees to recognize lease assets and lease liabilities on the balance sheet.  Lessor accounting is
largely unchanged by the ASU, however disclosures about the amount, timing, and uncertainty of cash flows arising from leases are
required of both lessees and lessors.  The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning
after December 15, 2018.  Lessees and lessors are required to recognize and measure leases at the beginning of the earliest period
presented using a modified retrospective approach.  The modified retrospective approach provides for optional practical expedients 
when applying the ASU to leases that commenced before the effective date of the ASU.  The Company is currently evaluating the 
impact of this new accounting standard on the consolidated financial statements but expects that assets and liabilities will increase to
reflect the impact of this standard.

uu

F-13

In March 2016, FASB issued ASU 2016-09, Improvements to Employee Share-Based Payment Accounting,

SS

 which will change

how the Company accounts for certain aspects of share-based payments to employees.  Under the guidance, excess tax benefits 
generated when the tax-return deductible compensation expense for the award exceeds the cumulative compensation cost recognized
for financial reporting purposes will be recorded as an income tax benefit in the income statement rather than being recognized
directly to additional paid-in capital.  The accounting for an employee’s use of shares to satisfy the Company’s statutory income tax 
withholding obligation and for forfeitures is also changing.  The ASU is effective for fiscal years, and interim periods within those 
fiscal years, beginning after December 15, 2016 and all guidance will be applied prospectively.  The Company will adopt this standard
in the first quarter of 2017. The adoption of this standard is not expected to have a material effect on the company’s operating results
or financial condition.

n

In June 2016, FASB issued ASU 2016-13, Financial Instruments – Credit Losses, which will change how the Company

measures credit losses for most of its financial assets. This guidance is applicable to loans held for investment, off-balance-sheet credit 
exposures, such as loan commitments and standby letters of credit, and held-to-maturity investment securities. The Company will be 
l
required to use a new forward-looking expected loss model that is anticipated to result in the earlier recognition of allowances for 
losses.  For available-for-sale securities with unrealized losses, the Company will measure credit losses in a manner similar to current 
practice, but will recognize those credit losses as allowances rather than reductions in the amortized cost of the securities.  In addition,
the ASU requires significantly more disclosure including information about credit quality by year of origination for most loans. The
ASU is effective for the Company beginning in the first quarter of 2020.  Generally, the amendments will be applied through a
cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in which the guidance is effective.  
The Company is currently gathering the historical loss data by portfolio and class of financial instrument to estimate the life of 
financial instrument credit loss and is developing the supporting system requirements to routinely generate the reported values. At this 
time an estimate of the impact to the Company’s financial statements is not known.

ff

In August 2016, FASB issued accounting standards update No. 2016-15, Statement of Cash Flows (Topic 230). This update

addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice of how certain cash receipts
and cash payments are presented and classified in the statement of cash flow. The amendments in this update are effective for fiscal 
years and interim periods beginning after December 15, 2017; however early adoption is permitted. Management is currently in the
process of evaluating the impact of this new accounting standard but does not expect a material impact to its financial statements.

h

ff

In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other, which will simplify the subsequent 

measurement of goodwill. Goodwill and other intangibles must be assessed for impairment annually. If an entity’s assessment 
determines that the fair value of an entity is less than its carrying amount, including goodwill, currently, the measurement of goodwill
impairment requires that the entity’s identifiable net assets be valued following procedures similar to determining the fair value of 
assets acquired and liabilities assumed in a business combination. Under ASU 2017-04, goodwill impairment is measured to the extent 
that the carrying amount of an entity exceeds its fair value. The amendments in this update are effective for the Company’s annual
goodwill impairment tests beginning in 2020. The amendments will be applied on a prospective basis. The Company is currently 
evaluating the impact of this new accounting standard but does not expect a material impact to its financial statements.

f

NOTE 2 – BUSINESS COMBINATIONS AND BRANCH SALES

Business Combinations: 

On November 10, 2016, the Company acquired 100% of the outstanding common shares of Community First Bancshares, Inc.,

based in Harrison, Arkansas, referred to as “Community First”. Results of operations of Community First were included in the
Company’s results of operations beginning November 11, 2016. Acquisition-related costs associated with this merger were $4,616 and
are included in merger expenses in the Company’s income statement for the year ended December 31, 2016, which was $3,402 on an 
after-tax basis. 

F-14

Information necessary to recognize the fair value of assets acquired and liabilities assumed is complete except for final valuation 

over purchase credit impaired loans. The fair value of  consideration exchanged exceeded the recognized amounts of the identifiable 
net assets and resulted in goodwill of $40,744. Goodwill resulted from a combination of expected synergies, expansion in northern 
Arkansas with the addition of five branch locations, growth opportunities and increases in stock prices after the stock exchange ratios 
were negotiated. The following table summarizes the consideration paid for Community First and the amounts of the assets acquired 
and liabilities assumed recognized at the acquisition date:

Fair value of consideration: 

Common Stock 
Cash 

Recognized amounts of identifiable assets acquired and
   liabilities assumed: 

Cash and due from banks 
Held-to maturity securities
Federal Reserve Bank and Federal Home Loan Bank stock 
Loans 
Premises and equipment
Core deposit intangible
Other real estate owned
Deferred tax asset, net 
Interest receivable
Other assets

Total assets acquired

Deposits 
Federal funds purchased and retail repurchase agreements 
Federal Home Loan Bank advances
Bank stock loan
Subordinated debentures 
Interest payable and other liabilities

Total liabilities assumed 

Total identifiable net assets
Goodwill

$ 

$ 

$ 

$ 

74,289
9,750
84,039

7,328
73,967
3,009
354,071
10,400
3,579
2,744
4,084
1,907
1,847
462,936
375,431
4,025
25,221
8,606
4,187
2,171
419,641
43,295
40,744
84,039

The fair value of net assets acquired includes fair value adjustments to certain loans that were not considered impaired as of the

acquisition date. The fair value adjustments were determined using discounted contractual cash flows. However, the Company
believes that all contractual cash flows related to these financial instruments will be collected. As such, these loans were not 
considered impaired at the acquisition date and were not subject to the guidance relating to purchased credit impaired loans, whichw
have shown evidence of credit deterioration since origination. Cash flows associated with purchase credit impaired loans are not 
considered reasonably predictable and as such these loans are considered nonaccrual. 

Although the final valuation over purchase credit impaired loans remains open, the following table presents the best available 

information about the loans acquired in the Community First acquisition as of the date of acquisition:

Contractually required principal 

on-accretable difference (expected losses) 

Cash flows expected to be collected 

Accretable yield 

Fair value of acquired loans 

Non-Credit 
Impaired

Purchase Credit
Impaired

   $

   $

343,785     $ 
—        
343,785       
(4,036)      
339,749     $ 

22,069
(6,568)
15,501
(1,179)
14,322

F-15

  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
    
  
  
  
The following table presents the carrying value of the loans acquired in the Community First acquisition by class, as of the date

of acquisition:

Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer 
Agricultural 

Fair value of acquired loans 

Non-Credit 
Impaired

Purchased 
Credit
Impaired

$

$

167,906
38,307
79,832
22,984
23,818
6,902
339,749

$

$

9,069     $
3,522       
893       
838       
——        
— —       
14,322     $

Total 

176,975
41,829
80,725
23,822
23,818
6,902
354,071

year ended December 31, 2016 and $91,729 for year ended December 31, 2015. Net income would have been $19,815 and $17,527 at 
December 31, 2016 and 2015. The proforma amounts disclosed exclude merger expense from non-interest expense, which is
considered a material non recurring adjustment. Separate revenue and earnings of the former Community First are not available
subsequent to the business combination. 

On October 9, 2015, the Company acquired 100% of the outstanding common shares of First Independence Corporation and its

subsidiary, First Federal Savings & Loan of Independence, based in Independence, Kansas, collectively referred to as “First 
Independence”. Results of operations of First Independence were included in the Company’s results of operations beginning October 
10, 2015. Acquisition-related costs of $1,691 are included in merger expenses in the Company’s income statement for the year ended
December 31, 2015.

All information necessary to recognize the fair value of assets acquired and liabilities assumed has been received. The 
recognized amounts of the identifiable net assets acquired, including deferred tax assets associated with NOL and tax credit 
carryforwards, exceeded the cash consideration exchanged resulting in a gain on acquisition of $682. The acquisition was an 
expansion into southeast Kansas with the addition of four branch locations, and the Company believes it will be able to achieve cost 
savings by integrating the two companies and combining accounting, data processing and other administrative costs. The following 
table summarizes the consideration paid for First Independence and the amounts of the assets acquired and liabilities assumed 
recognized at the acquisition date:

Fair value of consideration: 

Cash 

Recognized amounts of identifiable assets acquired and
   liabilities assumed: 

Cash and due from banks 
Available-for-sale securities 
Federal Reserve Bank and Federal Home Loan Bank
   stock 
Loans 
Premises and equipment
Core deposit intangible
Other real estate owned
Deferred tax asset, net 
Interest receivable
Other assets

Total assets acquired

Deposits
Federal Home Loan Bank advances
Interest payable and other liabilities

Total liabilities assumed

Total identifiable net assets 
Gain on acquisition

F-16

$

$

$

14,741  

5,695  
29,355  

1,419  
89,901  
1,163  
717  
115  
2,535  
197  
3,939  
135,036  
87,096  
31,603

914  
119,613  
15,423  
(682)
14,741

  
  
    
 
 
 
  
  
 
 
 
 
  
The fair value of net assets acquired includes fair value adjustments to certain loans that were not considered impaired as of the

acquisition date. The fair value adjustments were determined using discounted contractual cash flows. However, the Company
believes that all contractual cash flows related to these financial instruments will be collected. As such, these loans were not 
considered impaired at the acquisition date and were not subject to the guidance relating to purchased credit impaired loans, whichw
have shown evidence of credit deterioration since origination. 

The following table presents additional information about the loans acquired in the First Independence acquisition as of the dateaa

of acquisition:

Contractually required principal 
Non-accretable difference (expected losses) 
Cash flows expected to be collected 

Accretable yield 

Fair value of acquired loans

Non-Credit 
Impaired

Purchase Credit
Impaired

$

$

88,848   $ 
—     
88,848     
(587)    
88,261   $ 

2,146
(506)
1,640
— —
1,640

The following table presents the carrying value of the loans acquired in the First Independence acquisition by class, as of the

date of acquisition: 

Non-Credit 
Impaired

Purchased 
Credit
Impaired

Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer 
Agricultural 

Fair value of acquired loans

$

$

12,300
425
70,368
——
4,994
174
88,261

$

$

718      

 $
——        
891        
——        
31        
——        
 $

1,640     

Total 

13,018
425
71,259
——
5,025
174
89,901

In connection with the acquisition of First Independence, the Company acquired servicing rights related to $6,317 of residential

tt
real estate loans. Residential real estate loans serviced for others are not reported as assets. These loans were sold by First
Independence with servicing rights retained and with limited recourse. The Company recorded a mortgage servicing asset of $29 in 
other assets and a reserve for losses of $77 in other liabilities in conjunction with these serviced residential real estate loans. 

The acquisition is not significant to the overall income of the Company; therefore, no pro forma information has been 

included. The operations of First Independence were merged into the Company as of the date of the acquisition. Separate revenue and
earnings of the former First Independence are not available subsequent to the business combination. 

Branch Sales: 

On November 7, 2014, the Company sold two branches located in Spring Hill, Kansas and De Soto, Kansas to an unaffiliated 
institution. As a result of the sale of these branches, the Company transferred deposits, including accrued interest, of $17,014. Bank 
premises and equipment of $3,085 were sold at recorded value. A loss of $20 was recognized on the sale of these branches, and is 
included in other non-interest expense in the Company’s income statement for the year ended December 31, 2014. 

F-17

  
  
  
  
     
NOTE 3 – SECURITIES

The amortized cost and fair value of available-for-sale securities and the related gross unrealized gains and losses recognized in 

d

accumulated other comprehensive income were as follows:

December 31, 2016
Available-for-sale securities 

U.S. government-sponsored entities
Residential mortgage-backed securities (issued by 
   government-sponsored entities)
Corporate 
Small Business Administration loan pools
State and political subdivisions
Equity securities 

December 31, 2015
Available-for-sale securities 

U.S. government-sponsored entities
Residential mortgage-backed securities (issued by 
   government-sponsored entities)
Corporate 
Small Business Administration loan pools
State and political subdivisions
Equity securities 

Amortized 
Cost

Gross 
Unrealized
Gains

Gross 
Unrealized
Losses

     Fair Value

$

4,766

$

16   $ 

——      $

4,782

88,257
3,000
210
499
500
97,232

$

93     
39   
13   
——   
——     
161   $ 

(1,647)    
— —     
— —     
— —     
(14)    
(1,661)    $

86,703
3,039
223
499
486
95,732

17,090

$

23   $ 

(77)    $

17,036

109,784
3,000
275
504
500
131,153

$

234     
——     
22     
4     
——     
283   $ 

(497)    
(46)    
——      
——      
(6 )    
(626)    $

109,521
2,954
297
508
494
130,810

$

$

$

The amortized cost and fair value of held-to-maturity securities and the related gross unrecognized gains and losses were as 

follows:

December 31, 2016
Held-to-maturity securities

U.S. Government-sponsored entities
Residential mortgage-backed securities (issued by 
   government sponsored entities) 
Corporate 
Small Business Administration loan pools
State and political subdivisions

December 31, 2015
Held-to-maturity securities

U.S. Government-sponsored entities
Residential mortgage-backed securities (issued by 
   government sponsored entities) 
Corporate 
Small Business Administration loan pools
State and political subdivisions

Amortized 
Cost

Gross 
Unrecognized
Gains

Gross 
Unrecognized
Losses

     Fair Value

$

998

$

——   $ 

(33)    $

965

338,749
12,988
2,398
110,576
465,709

$

686     
139     
1     
1,211     
2,037   $ 

(4,702)    
(28)    
(17)    
(1,810)    
(6,590)    $

334,733
13,099
2,382
109,977
461,156

2,669

$

——   $ 

(26)    $

2,643

230,554
12,983
2,863
61,470
310,539

$

1,208     
135     
17     
2,077     
3,437   $ 

(769)    
(360)    
(5 )    
(14)    
(1,174)    $

230,993
12,758
2,875
63,533
312,802

$

$

$

The tables above present unrecognized losses on held-to-maturity securities since date of designation. 

F-18

   
    
     
    
     
  
    
     
    
     
  
   
    
     
    
     
  
    
     
    
     
  
The fair value and amortized cost of debt securities at December 31, 2016, by contractual maturity, is shown below. Expected 
maturities will differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call
y
or prepayment penalties. Securities not due at a single maturity date, primarily mortgage-backed securities, are shown separate

ly.

t

Within one year
One to five years
Five to ten years
After ten years
Mortgage-backed securities 
Total debt securities

Available-for-Sale 

Held-to-Maturity 

Amortized 
Cost

Fair 
Value

Amortized 
Cost

$

$

—— $

499
7,766
210
88,257
96,732

$

——   $ 
499     
7,821     
223     
86,703     
95,246   $  465,709    $

2,812    $
21,423    
30,942    
71,783    
338,749    

Fair
Value

3,006
21,785
31,495
70,137
334,733
461,156

The carrying value of securities pledged as collateral, to secure public deposits and for other purposes, was approximately
$439,208 at December 31, 2016 and $368,926 at December 31, 2015. At year-end 2016 and 2015, there were no holdings of securities 
of any one issuer, other than the U.S. Government and its agencies, in an amount greater than 10% of stockholders’ equity.

The following tables show 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 at December 31, 2016 and 2015:

December 31, 2016
Available-for-sale securities 
Residential mortgage-backed (issued by
   government-sponsored entities)
Equity securities 

Total temporarily impaired securities

December 31, 2015
Available-for-sale securities 
U.S. Government-sponsored entities
Residential mortgage-backed (issued by
   government-sponsored entities)
Corporate 
Equity securities 

Total temporarily impaired securities

Less Than 12 Months
Fair 
Value

Unrealized
Loss

12 Months or More 
Fair 
Value

Unrealized 
Loss

Total 

Fair 
Value

Unrealized
Loss

$

$

$

77,414
——
77,414

$

$

(1,647) $
——
(1,647) $

—— $

486
486

$

— —    $  77,414
486
(14)     
(14)   $  77,900

$

$

(1,647)
(14)
(1,661)

9,923

$

(77) $

—— $

— —    $ 

9,923

$

(77)

89,235
2,954
——
$ 102,112

$

(497)
(46)
—
(620) $

——
——
494
494

$

89,235
— —      
2,954
— —      
494
 (6)     
 (6)   $  102,606

$

(497)
(46)
(6)
(626)

F-19

  
  
  
    
 
 
 
     
  
     
      
      
      
      
December 31, 2016
Held-to-maturity securities
U.S. Government-sponsored entities
Residential mortgage-backed (issued by
   government-sponsored entities)
Corporate
Small Business Administration loan pools 
State and political subdivisions

Total temporarily impaired securities

December 31, 2015
Held-to-maturity securities
U.S. Government-sponsored entities
Residential mortgage-backed (issued by
   government-sponsored entities)
Corporate
Small Business Administration loan pools 
State and political subdivisions

Total temporarily impaired securities

Less Than 12 Months 
Fair 
Value

Unrealized
Loss

12 Months or More 
Fair 
Value

Unrealized
Loss

Total 

Fair 
Value

Unrealized
Loss

$

965

$

(33) $

—— $

— —    $ 

965

$

(33)

291,003
5,407
1,068
65,220
$ 363,663

$

(5,922)
(16)
(2)
(2,122)
(8,095) $

10,801
3,166
1,314
——
15,281

$

(426)      301,804
8,573
2,382
65,220
(499)   $  378,944

(28)     
(45)     
— —      

$

(6,348)
(44)
(47)
(2,122)
(8,594)

$

2,643

$

(26) $

—— $

— —    $ 

2,643

$

(26)

99,181
5,505
1,315
3,180
$ 111,824

$

(1,077)
(12)
(5)
(29)

87,992
7,253
1,560
6,300
(1,149) $ 103,105

$

(1,629)      187,173
12,758
2,875
9,480
(2,106)   $  214,929

(360)     
(40)     
(77)     

$

(2,706)
(372)
(45)
(106)
(3,255)

As of December 31, 2016, the Company held 21 available-for-sale securities and 324 held-to-maturity securities in an 

unrealized loss position. The tables above present unrealized losses on held-to-maturity securities since the date of the securities
purchases, independent of the impact associated with changes in cost basis upon transfer from the available-for-sale designatio
n
held-to-maturity designation.

n to the 

Unrealized losses on securities have not been recognized into income because the security issuers are of high credit quality,

management does not intend to sell and it is more likely than not that the Company will not be required to sell the securities prior to 
their anticipated recovery, and the decline in fair value is largely due to changes in interest rates. The fair value is expected to recover 
as the securities approach maturity.

The proceeds from sales and the associated gains and losses on available-for-sale securities reclassified from other 

comprehensive income to income are listed below:

Proceeds 
Gross gains 
Gross losses 
Income tax expense on net realized gains 

$

2016 

2015

2014

$

70,957
893
——
342

17,105    $ 
370        
——        
142        

36,627
986
——
377

Included in net gains on sales of and settlement of securities in the Company’s consolidated statement of income for 2016 the

Company recorded an other-than-temporary impairment loss in the amount of $414.  The impairment loss reflects the difference
between the amortized cost of the Company’s investment in AgriBank 9.125% subordinated notes, due July 2019 and the fair value 
attributable to AgriBank’s redemption call of those notes.

Included in net gains on sales of and settlement of securities in the Company’s consolidated statement of income for 2015 is 

$386 received in connection with the bankruptcy settlement related to a political subdivision security written off in 2011.

During 2014, the Company reclassified securities with a carrying value of $6,188 from held-to-maturity to available-for-

sale. This reclassification was the result of the Basel III final rules regarding regulatory capital, effective January 1, 2015, which 
restrict the amount of certain investments the Company may own. Because of the change in the capital treatment under Basel III, the
reclassification was allowed without requiring the remainder of the held-to-maturity portfolio to be reclassified to available-for-
sale. At the time the securities were reclassified, they were immediately sold, with a recognized gain on sale of $149. 

F-20

 
     
      
      
      
      
    
 
NOTE 4 – LOANS AND ALLOWANCE FOR LOAN LOSSES 

Categories of loans at December 31, 2016 and 2015 include:

Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer 
Agricultural 

Total loans

Allowance for loan losses 

Net loans

$

2016
593,108    $ 
348,465
338,387      
38,331      
40,902      
24,412      
1,383,605      
(6,432)    
$ 1,377,173    $ 

2015
397,017
262,032
250,216
18,180
17,103
15,807
960,355
(5,506)
954,849

The Company participates in mortgage finance loans with another institution, “the originator.” These mortgage finance loans 

consist of ownership interests purchased in single family residential mortgages funded through the originator’s mortgage finance
group. These loans are typically on the Company’s balance sheet for 10 to 20 days. As of December 31, 2016 and December 31, 2015 
the Company had balances of $10,000 and $18,852 in mortgage finance loans classified as commercial and industrial. 

During 2016 the Company purchased two pools of residential real estate loans totaling $38,362. During 2015 the Company 
purchased three pools of residential real estate loans totaling $60,271. As of December 31, 2016 and 2015, residential real estate loans
include $90,705 and $74,738 of purchased residential real estate loans from these pools.

Over-draft deposit accounts are reclassified and included in consumer loans above. These accounts totaled $567 and $280 at 

December 31, 2016 and 2015.

The following tables present the activity in the allowance for loan losses by class for the years ended December 31, 2016, 2015

and 2014:

December 31, 2016
Allowance for loan losses: 
Beginning balance 
Provision for loan losses 
Loans charged-off 
Recoveries 
Total ending allowance balance

December 31, 2015
Allowance for loan losses: 
Beginning balance 
Provision for loan losses 
Loans charged-off 
Recoveries 
Total ending allowance balance

December 31, 2014
Allowance for loan losses: 
Beginning balance 
Provision for loan losses 
Loans charged-off 
Recoveries 
Total ending allowance balance

Commercial
Real Estate

Commercial
l
and
Industrial

Residential
Real
Estate

Agricultural
Real
Estate

  Consumer     Agricultural

Total 

  $ 

  $ 

2,051 $
725
(557)
201
2,420 $

1,366 $
700
(226)
41
1,881 $

1,824 $
75
(299)
165
1,765 $

29   $ 
6
(23)    
23     
35   $ 

187    $ 
567
(584)    
96      
266    $ 

49 $ 5,506
2,119
46
(1,720)
(31)
527
1
65 $ 6,432

Commercial
Real Estate

Commercial
l
and
Industrial

Residential
Real
Estate

Agricultural
Real
Estate

  Consumer     Agricultural

Total 

  $ 

  $ 

2,897 $
694
(1,668)
128
2,051 $

1,559 $
1,252
(1,468)
23
1,366 $

1,190 $
899
(296)
31
1,824 $

148   $ 
(119)    
——     
——     
29   $ 

81    $ 
362      
(309)  
53      
187    $ 

88 $ 5,963
3,047
(41)
(3,741)
——
2
237
49 $ 5,506

Commercial
Real Estate

Commercial
l
and
Industrial

Residential
Real
Estate

Agricultural
Real
Estate

  Consumer     Agricultural

Total 

  $ 

  $ 

2,866 $
184
(241)
88
2,897 $

990 $
579
(46)
36
1,559 $

1,360 $
359
(668)
139
1,190 $

217   $ 
(69)    
——     
——     
148   $ 

63    $ 
160      
(360)    
218      
81    $ 

118 $ 5,614
1,200
(13)
(1,334)
(19)
2
483
88 $ 5,963

F-21

  
 
 
 
  
    
    
      
 
 
    
    
 
  
    
    
      
    
 
    
    
 
  
    
    
      
    
 
    
    
 
The following tables present the recorded investment in loans and the balance in the allowance for loan losses by portfolio and

class based on impairment method as of December 31, 2016 and 2015: 

December 31, 2016
Allowance for loan losses: 

Commercial
l
Real Estate

Commercial
l
and
Industrial

Residential
Real
Estate

Agricultural
Real
Estate

  Consumer     Agricultural

Total 

Individually evaluated for impairment
Collectively evaluated for impairment 
Purchase credit impaired loans
Total

  $ 

  $ 

270 $

2,150
——
2,420 $

22 $

1,859
——
1,881 $

288 $

1,477
——
1,765 $

2   $ 
33     
——   
35   $ 

45     $ 
221       
——     
266     $ 

—— $
65
——
65 $

627
5,805
——
6,432

Loan Balance:

Individually evaluated for impairment
Collectively evaluated for impairment 
Purchase credit impaired loans
Total

December 31, 2015
Allowance for loan losses: 

550 $

3,182 $

  $ 
      577,863
      12,063
  $  593,108 $ 348,465 $338,387 $

344,414
3,501

332,962
2,104

3,321 $

834   $ 
36,668     
829     
38,331   $ 

3 $

429    $ 
40,471     

8,319
1,356,787
18,499
40,902   $  24,412 $1,383,605

24,409
——

2   

Commercial
l
Real Estate

Commercial
l
and
Industrial

Residential
Real
Estate

Agricultural
Real
Estate

     Consumer      Agricultural

Total 

Individually evaluated for impairment
Collectively evaluated for impairment 
Purchase credit impaired loans
Total

  $ 

  $ 

190 $

1,861
——
2,051 $

6 $

66 $

1,360
——
1,366 $

1,758
——
1,824 $

— —     $ 
29        
— —     
29     $ 

7    $ 
180      
——   
187    $ 

—— $
49
——
49 $

269
5,237
——
5,506

Loan Balance:

Individually evaluated for impairment
Collectively evaluated for impairment 
Purchase credit impaired loans
Total

2,893 $

  $ 
     389,756
4,368

1,182 $

1,491 $

260,850
——

247,368
1,357

  $  397,017 $ 262,032 $250,216 $

95 $

— —     $ 

72    $ 
18,180         17,000      

5,733
948,866
5,756
18,180     $  17,103    $  15,807 $960,355

15,712
——

— —        

31   

The following table presents information related to impaired loans, excluding those purchased credit impaired loans which have 

not deteriorated since acquisition, by class of loans as of and for the year ended December 31, 2016: 

December 31, 2016
With no related allowance recorded:

Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer 
Agricultural
Subtotal

With an allowance recorded:
Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer 
Agricultural
Subtotal
Total

Unpaid 
Principal
Balance

Recorded
Investment

Allowance 
for
Loan Losses

Allocated      

Average
Recorded
Investment

Interest 
Income
Recognized

676
309
980
812
51
——
2,828

2,506
240
2,341
23
378
3
5,491
8,319

$

$

 $
— —    
— —      
— —      
— —      
— —      
— —      
— —      

270      
 22      
288      
 2      
 45      
— —      
627      
 $
627    

2,764
1,475
957
872
35
67
6,170

1,792
122
1,336
6
271
24
3,551
9,721

$

$

6
——
15
27
——
1
49

20
1
32
——
9
5
67
116

$

$

904
510
1,230
824
53
——
3,521

4,493
265
2,433
23
449
3
7,666
11,187

$

$

F-22

  
     
    
     
     
  
     
    
     
 
 
  
 
    
        
     
    
  
    
        
     
 
    
 
      
      
 
 
 
 
The above table presents interest income for the twelve months ended December 31, 2016. Interest income recognized in the 

above table was substantially recognized on the cash basis. The recorded investment in loans excludes accrued interest receivable due
to immateriality.

The following table presents information related to impaired loans, excluding purchased credit impaired loans which have not

deteriorated since acquisition, by portfolio and class of loans as of and for the year ended December 31, 2015:

December 31, 2015 
With no related allowance recorded:

Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer 
Agricultural 
Subtotal 

With an allowance recorded:
Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer 
Agricultural 
Subtotal 
Total

Unpaid 
Principal
Balance

Recorded
Investment

Allowance 
for
Loan Losses

Allocated      

Average
Recorded
Investment

Interest 
Income
Recognized

$

$

563
2,668
984
——
——
95
4,310

4,217
93
697
——
75
——
5,082
9,392

$

$

536
1,119
585
——
——
95
2,335

3,176
63
660
——
72
——
3,971
6,306

$

$

 $

— —    
— —
— —      
— —      
— —      
— —      
— —      

190      
 6      
 66      
— —
 7      
— —      
269      
 $
269    

803
648
556
51
3
7
2,068

3,792
1,400
790
60
34
——
6,076
8,144

$

$

23
33
3
——
——
5
64

46
3
12
——
3
——
64
128

The above table presents interest income for the twelve months ended December 31, 2015. Interest income recognized in the 

above table was substantially recognized on the cash basis. The recorded investment in loans excludes accrued interest receivable due
to immateriality.

The following tables present the aging of the recorded investment in past due loans as of December 31, 2016 and 2015, by 

portfolio and class of loans: 

December 31, 2016 
Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer
Agricultural 
Total

December 31, 2015 
Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer
Agricultural 
Total

30 – 59 
Days
Past Due

60 – 89
Days
Past Due

Greater Than
90 Days Past
Due Still On
Accrual

Nonaccrual     

Loans Not
Past Due

Total 

$

$

$

$

2,955 $
419
368
——
303
52
4,097 $

788 $
——
847
——
43
——
1,678 $

— $
—
——
—
—
—
— $

12,258    $  577,107 $ 593,108
348,465
4,051       343,995
338,387
4,285       332,887
38,331
36,667
1,664      
40,902
40,124
432       
24,412
24,357
3       
22,693 $ 1,355,137 $1,383,605

30 – 59 
Days
Past Due

60 – 89 
Days
Past Due

Greater Than
90 Days Past
Due Still On
Accrual

Nonaccrual      

Loans Not
Past Due

108
164
545
——
97
——
914

$

$

—— $
——
35
——
——
——
35

$

4,448    $  391,816
1,182       260,684
2,369       247,101
— —       18,042
103       16,807
 95       15,712
8,197    $  950,162

645
2
166
138
96
——
1,047

$

$

F-23

Total 
$ 397,017
262,032
250,216
18,180
17,103
15,807
960,355

 
      
      
 
 
 
 
 
 
Credit Quality Indicators

The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their 

debt such as: current financial information, historical payment experience, credit documentation, public information, and current 
economic trends, among other factors. The Company analyzes loans individually by classifying the loans as to credit risk. Consumer 
loans are considered unclassified credits unless downgraded due to payment status or reviewed as part of a larger credit 
relationship. The Company uses the following definitions for risk ratings:

Pass: Loans classified as pass do not have any noted weaknesses and repayment of the loan is expected. These loans are
considered unclassified.

Special Mention: Loans classified as special mention have a potential weakness that deserves management’s close attention. If 
left uncorrected, these potential weaknesses may result in deterioration of the repayment prospects for the loan or of the 
Company’s credit position at some future date. These loans are considered classified. 

Substandard: Loans classified as substandard are inadequately protected by the current net worth and paying capacity of the
obligor or of the collateral pledged, if any. Loans so classified have a well-defined weakness or weaknesses that jeopardize the
liquidation of the debt. They are characterized by the distinct possibility that the institution will sustain some loss if the 
deficiencies are not corrected. These loans are considered classified. 

Doubtful: Loans classified as doubtful have all the weaknesses inherent in those classified as substandard, with the added 
characteristic that the weaknesses make collection or liquidation in full, on the basis of currently existing facts, conditions, and 
values, highly questionable and improbable. These loans are considered classified.

The risk category of loans by class of loans is as follows as of December 31, 2016 and 2015:

December 31, 2016
Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer 
Agricultural 
Total

December 31, 2015
Commercial real estate 
Commercial and industrial 
Residential real estate 
Agricultural real estate 
Consumer 
Agricultural 
Total

Unclassified 

Classified

$

$

$

$

576,070
341,307
333,298
36,190
40,382
24,134
1,351,381

Unclassified 

386,917
260,669
246,901
17,810
17,000
15,707
945,004

 $

 $

 $

 $

$

17,038
7,158
5,089
2,141
520
278
32,224

Total 

593,108
348,465
338,387
38,331
40,902
24,412
1,383,605

Classified

Total 

$

10,100
1,363
3,315
370
103
100
15,351

397,017
262,032
250,216
18,180
17,103
15,807
960,355

The Company has acquired loans, for which there was, at acquisition, evidence of deterioration of credit quality since

origination and it was probable, at acquisition, that all contractually required payments would not be collected. The recorded 
investments in purchased credit impaired loans as of December 31, 2016, 2015 and 2014 were as follows:

Contractually required principal payments 
Discount 

Recorded investment 

2016

2015

2014

$

$

27,413
(8,914)
18,499

$

$

7,550     $ 
(1,794)
5,756     $ 

7,278
(2,167)
5,111

yield was $935, and the accretable yield as of December 31, 2014 was $265. The interest income recognized on these loans for the 
year ended December 31, 2016 was $1,237. For the years ended December 31, 2015 and 2014 the interest income recognized was 
$866 and $331. For the years ended December 31, 2016, 2015 and 2014, no provision for loan losses was recorded for these loans.

er 31, 2016 was $1,063. As of December 31, 2015, the accretable 

F-24

  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
     
Troubled Debt Restructurings 

The company had no material loans modified under troubled debt restructurings as of December 31, 2016 and 2015.

NOTE 5 – OTHER REAL ESTATE OWNED

Changes in other real estate owned for the years ended December 31, 2016 and 2015 were as follows:

Beginning of year 
Transfers in
Acquired in acquisition 
Gain on sales 
Proceeds from sales 

Additions to valuation reserve 
Recorded investment 

2016

2015

5,811    $ 
3,006      
2,744      
156      
(3,017)    
8,700      
(44)    
8,656    $ 

4,754
3,164
115 
131 
(2,266)
5,898
(87)
5,811

$

$

Expenses related to other real estate owned for the years ended December 31, 2016, 2015 and 2014 were as follows:

Net loss (gain) on sales

Operating expenses, net of rental income

2016

2015

2014

$

$

(156) $
44
498
386

$

(131)  $ 
87      
331      
287    $ 

(505)
129
397
21

physical possession of the property at December 31, 2016 and $1,256 at December 31, 2015. The recorded investment of consumer 
mortgage loans secured by residential real estate properties for which formal foreclosure proceedings are in process was $1,006 at 
December 31, 2016 and $1,896 at December 31, 2015.

ning

NOTE 6 – PREMISES AND EQUIPMENT

Major classifications of premises and equipment, stated at cost, are as follows: 

Land
Buildings and improvements 
Furniture, fixtures and equipment

Less: accumulated depreciation
Premises and equipment, net

2016

2015

$

$

10,709    $ 
41,645      
9,537      
61,891      
(11,376)    
50,515 $ 

9,823
31,597
7,385
48,805
(9,658)
39,147

Operating Leases

The Company leases certain branch properties under operating leases. Rent expense was $554, $545 and $882 for 2016, 2015 
and 2014. Rent commitments at December 31, 2016, before considering renewal options that generally are present, were as follows:

Due in one year or less 
Due after one year through two years
Due after two years through three years 
Due after three years through four years
Due after four years through five years 
Thereafter 
Total

$

$

652   
410   
177   
162   
140   
2,928   
4,469

F-25

    
  
    
 
  
 
    
 
  
 
 
NOTE 7 – GOODWILL AND CORE DEPOSIT INTANGIBLES 

The assets and liabilities acquired in business combinations are recorded at their estimated fair values at the acquisition 
date. The excess of the purchase price over the estimated fair value of the net assets for tax free acquisitions is recorded as goodwill, 
none of which is deductible for tax purposes. The excess of the purchase price over the estimated fair value of the net assets for 
taxable acquisitions is recorded as goodwill, and is deductible for tax purposes.

The carrying basis of goodwill and core deposit intangibles as of and for the years ended December 31, 2016 and 2015 were as

follows:

Balance as of January 1, 2015
Acquired in acquisition 
Amortization 
Balance as of December 31, 2015 
Acquired in acquisition 
Amortization 
Balance as of December 31, 2016 

$

$

Goodwill 

18,130     

     Core Deposit 
1,107
717 
(275)
1,549
3,579
(413)
4,715

 $
——       
——       
18,130       
40,744       
——       
 $

58,874     

Estimated amortization expense for each of the following five years and thereafter is: 

Expensed in one year or less 
Expensed after one year through two years
Expensed after two years through three years 
Expensed after three years through four years
Expensed after four years through five years 
Thereafter 
Total

$

$

748   
748   
737   
530   
451   
1,501   
4,715

NOTE 8 – QUALIFIED AFFORDABLE HOUSING PROJECT INVESTMENTS 

The Company invests in qualified affordable housing projects. At December 31, 2016, 2015 and 2014, the balances of the
investments in qualified affordable housing projects were $4,983, $4,939 and $4,280. These balances are reflected in the other assets
line in the consolidated balance sheets. Total unfunded commitments related to the investments in qualified affordable housing 
projects totaled $2,504, $3,093 and $3,146 at December 31, 2016, 2015 and 2014. The Company expects to fulfill these commitments
during the years 2017 through 2024.

During the years ended December 31, 2016, 2015 and 2014, the Company recognized amortization expense of $296, $224 and

$248, which was included within pretax income on the consolidated statements of income. Additionally, during the years ended 
December 31, 2016, 2015 and 2014, the Company recognized tax credits from its investment in affordable housing tax credits of $625,
$435 and $399. 

NOTE 9 – DERIVATIVE FINANCIAL INSTRUMENTS

Interest Rate Swaps Designated as Fair Value Hedges: 

The Company periodically enters into interest rate swaps to hedge the fair value of certain commercial real estate loans. These
transactions are designated as fair value hedges. In this type of transaction, the Company typically receives from the counterparty a 
variable-rate cash flow based on the one-month London Interbank Offered Rate (LIBOR) plus a spread to this index and pays a fixed-
rate cash flow equal to the customer loan rate. At December 31, 2016, the portfolio of interest rate swaps had a weighted average 
maturity of 9.0 years, a weighted average pay rate of 4.82% and a weighted average rate received of 3.50%. At December 31, 2015, 
the portfolio of interest rate swaps had a weighted average maturity of 10.0 years, a weighted average pay rate of 4.45% and a 
weighted average rate received of 2.37%.

Stand-Alone Derivatives:

In 2009, the Company purchased an interest rate cap derivative to assist with interest rate risk management. This derivative is

not designated as a hedging instrument but rather as a stand-alone derivative. At December 31, 2016, the interest rate cap had a term 
of 2.9 years and a cap rate of 4.50%. At December 31, 2015, the interest rate cap had a term of 3.9 years and a cap rate of 4.50%.

F-26

 
Reconciliation of Derivative Fair Values and Gains/(Losses):

The notional amount of a derivative contract is a factor in determining periodic interest payments or cash flows received or paid. 

The notional amount of derivatives serves as a level of involvement in various types of derivatives. The notional amount does not 
represent the Company’s overall exposure to credit or market risk, generally, the exposure is significantly smaller.

The following table shows the notional balances and fair values (including net accrued interest) of the derivatives outstanding by 

derivative type at December 31, 2016 and December 31, 2015: 

Notional 
Amount

December 31, 2016
Derivative
Assets

Derivative 
Liabilities

Notional 
Amount

December 31, 2015
Derivative
Assets

Derivative 
Liabilities

Derivatives designated as hedging instruments: 

Interest rate swaps 

$

15,923

$

—— $

39

$

12,284     $ 

—— $

Total derivatives designated as hedging 
   relationships
Derivatives not designated as hedging instruments:

Interest rate caps/floors 

Total derivatives not designated as hedging
   instruments 
Total
Cash Collateral
Netting adjustments 
Net amount presented in Balance Sheet

15,923

2,865

2,865
18,788

$

——

1

1
1
——
151
152

$

39

——

——
39
(190)
151
——

12,284       

3,140       

3,140       
15,424       

$

     $ 

——

2

2
2
——
24
26

$

$

246

246

—

—
246
(270)
24
—

For the years ended December 31, 2016, 2015 and 2014, the Company recorded net losses on derivatives and hedging activities:

Derivatives designated as hedging instruments: 

Interest rate swaps 

Total net gain (loss) related to fair value hedge 
   ineffectiveness
Derivatives not designated as hedging instruments:

Economic hedges: 

Interest rate caps/floors 

Total net gains (losses) related to derivatives not designated 
   as hedging instruments 
Net gains (losses) on derivatives and hedging activities

$

(1)

(1)
(1) $

(9 )     

(9 )     
(9 )   $ 

2016

2015

2014

$

— $

— — $ 

—

— —

——

——

(33)

(33)
(33)

The following table shows the recorded net gains (losses) on derivatives and the related hedged items in fair value hedging 

relationships and the impact of those derivatives on the Company’s net interest income for the years ended December 31, 2016 and
2015. No hedging relationships were outstanding during the year ended December 31, 2014. 

Commercial real estate loans 
Total

Commercial real estate loans 
Total

December 31, 2016

Gain/(Loss) 
on
Derivatives

Gain/(Loss) 
on Hedged
Items

Net Fair Value
Hedge

Ineffectiveness     

Effect of 
Derivatives on
Net Interest
Income

211
211

$
$

(211)   $ 
(211)   $ 

——     $
——     $

(199)
(199)

December 31, 2015

Gain/(Loss) 
on
Derivatives

Gain/(Loss) 
on Hedged
Items

Net Fair Value
Hedge

Ineffectiveness     

Effect of 
Derivatives on
Net Interest
Income

(242) $
(242) $

242   $ 
242   $ 

——     $
——     $

(82)
(82)

$
$

$
$

F-27

  
  
      
       
 
 
       
 
       
       
     
       
       
       
  
  
  
  
  
NOTE 10 – DEPOSITS 

Time deposits that met or exceeded the FDIC insurance limit of $250 totaled $158,932 and $150,188 as of December 31, 2016 

and 2015.

At December 31, 2016 and 2015, brokered deposits of $5,427 and $4,150 were included in the company’s time deposit balance. 

Of the $5,427 in brokered deposits at December 31, 2016, all were customer funds placed in the Certificate of Deposit Account 
Registry Service (“CDARS”) program. CDARS allows Equity Bank to break large deposits into smaller amounts and place them in a
network of other CDARS banks to ensure that FDIC insurance coverage is gained on the entire deposit. Although classified as 
brokered deposits for regulatory purposes, funds placed through the CDARS program are Equity Bank’s customer relationships.

At December 31, 2016, the scheduled maturities of time deposits are as follows: 

Due in one year or less 
Due after one year through two years
Due after two years through three years 
Due after three years through four years
Due after four years through five years 
Thereafter 
Total

$

$

299,996   
131,853   
39,859   
48,092   
30,171   
3,187
553,158

NOTE 11 – BORROWINGS 

Federal funds purchased and retail repurchase agreements 

Federal funds purchased and retail repurchase agreements included the following at December 31, 2016 and 2015: 

Federal funds purchased
Retail repurchase agreements

2016

2015

$
$

——     $ 
20,637     $ 

— 
20,762 

Securities sold under agreements to repurchase (retail repurchase agreements) consist of obligations of the Company to other 
parties. The obligations are secured by residential mortgage-backed securities held by the Company with a fair value of $23,389 and
$25,756 at December 31, 2016 and December 31, 2015. The agreements are on a day-to-day basis and can be terminated on demand.

The following table presents the borrowing usage and interest rate information for federal funds purchased and retail repurchase

agreements at and for the years ended December 31, 2016 and 2015: 

Average daily balance during the period 
Average interest rate during the period 
Maximum month-end balance during the period
Weighted average interest rate at period-end 

$

$

2016

2015

22,599     $ 
0.26%     
25,382     $ 
0.27%     

24,862  
0.24%
27,951  
0.24%

Federal Home Loan Bank advances

Federal Home Loan Bank advances as of December 31, 2016 and 2015 were as follows: 

Federal Home Loan Bank line of credit advances
Federal Home Loan Bank fixed rate term advances 
   Total Federal Home Loan Bank advances 

   $

   $

259,588    $

——   

259,588    $

145,439
—— 
145,439

2016

2015

At December 31, 2016 and 2015, the Company had $259,588 and $145,439 drawn against its line of credit at a weighted 

average rate of 0.72% and 0.48%. 

In February 2015, all of the Company’s Federal Home Loan Bank term advances were prepaid. The Company recorded a loss

on debt extinguishment of $316 for the year ended December 31, 2015 in connection with the prepayment of the Federal Home Loan 
Bank term advances.

F-28

 
 
 
 
    
  
  
  
 
 
 
 
  
  
  
  
At December 31, 2016 and 2015, the Company had undisbursed advance commitments (letters of credit) with the Federal Home 
Loan Bank of $0 and $0. These letters of credit were obtained in lieu of pledging securities to secure public fund deposits that are over 
the FDIC insurance limit. 

aa

The advances, Mortgage Partnership Finance credit enhancement obligations and letters of credit were collateralized by certain 

qualifying loans totaling $454,025 and $318,759 at December 31, 2016 and 2015. Based on this collateral and the Company’s
holdings of Federal Home Loan Bank stock, the Company was eligible to borrow an additional $193,674 and $172,557 at December 
31, 2016 and 2015.

Bank stock loan:

In July 2014, the Company borrowed $15,540 from an unaffiliated financial institution, secured by the Company’s stock in 
Equity Bank. In September 2015, the Company amended and restated the loan agreement and borrowed an additional $5,014. At 
December 31, 2015, $18,612 was outstanding on the bank stock loan at a fixed rate of 4.00% (computed on the basis of a 360 day year 
and the actual number of days elapsed) resetting until July 2019. This borrowing was repaid on January 4, 2016 using proceeds from 
the Company’s initial public offering (“IPO”).  

ff

On January 28, 2016, the Company entered into a new agreement with the same lender that provided for a maximum borrowing 
facility of $20,000, secured by the Company’s stock in Equity Bank. At December 31, 2016, there was no outstanding balance on this 
loan. The borrowing facility matured on January 26, 2017 and was subsequently extended, at which time the Company entered into a
new agreement with the same lender that provides for a maximum borrowing facility of $30,000, secured by the Company’s stock in
Equity Bank. The borrowing facility will mature on March 12, 2018. Each draw of funds on the facility will create a separate note that 
is repayable over a term of five years.  Each note will bear interest at a variable interest rate equal to the prime rate published in the 
“Money Rates” section of The Wall Street Journal (or any generally recognized successor), floating daily. Accrued interest and 
principal payments will be due quarterly with one final payment of unpaid principal and interest due at the end of the five year term of 
each separate note. The company is also required to pay an unused commitment fee in an amount equal to twenty basis points per 
annum on the unused portion of the maximum borrowing facility. 

l

The terms of the borrowing facility require the Company and Equity Bank to maintain minimum capital ratios and other 
covenants. The Company believes it is in compliance with the terms of the borrowing facility and has not been otherwise notified of 
noncompliance. 

NOTE 12 – SUBORDINATED DEBENTURES 

In conjunction with the 2012 acquisition of First Community Bancshares, Inc. (FCB), the Company assumed certain 
subordinated debentures owed to special purpose unconsolidated subsidiaries that are controlled by the Company, FCB Capital Tru
II and FCB Capital Trust III, (“CTII” and “CTIII”, respectively). 

u

st 

On March 24, 2005, CTII, an unconsolidated subsidiary of the Company, issued $10,000 of variable rate trust preferred 
securities, all of which are outstanding at December 31, 2016 and 2015. The trust preferred securities issued by CTII accrue and pay 
distributions quarterly at three-month LIBOR plus 2.00% (2.88% at December 31, 2016 and 2.32% at December 31, 2015) on the
stated liquidation amount of the trust preferred securities. As an integral part of the acquisition of FCB, the Company has guaranteed
fully and unconditionally all of the obligations of CTII. The guaranty covers the quarterly distributions and payments on liquidation or 
redemption of the trust preferred securities. These trust preferred securities are mandatorily redeemable upon maturity on April 15,
2035 or upon earlier redemption. The Company has the right to redeem the trust preferred securities in whole or in part, on or 
after 
April 15, 2015 at a redemption price specified in the indenture plus any accrued but unpaid interest to the redemption date. The
proceeds from the sale of the trust preferred securities and the issuance of $310 in common securities to FCB were used by CTII to 
purchase $10,310 of floating rate subordinated debentures of FCB which have the same payment terms as the trust preferred
securities. 

m

aa

On March 30, 2007, CTIII, an unconsolidated subsidiary of the Company, issued $5,000 of variable rate trust preferred 
securities, all of which are outstanding at December 31, 2016 and 2015. The trust preferred securities issued by CTIII accrue and pay 
distributions quarterly at three-month LIBOR plus 1.89% (2.85% at December 31, 2016 and 2.40% at December 31, 2015) on the
stated liquidation amount of the trust preferred securities. As an integral part of the acquisition of FCB, the Company has guaranteed
fully and unconditionally all of the obligations of CTIII. The guaranty covers the quarterly distributions and payments on liquidation 
or redemption of the trust preferred securities. These trust preferred securities are mandatorily redeemable upon maturity on J
une 15, 
ff
2037 or upon earlier redemption. The Company has the right to redeem the trust preferred securities in whole or in part at a 
redemption price specified in the indenture plus any accrued but unpaid interest to the redemption date. The proceeds from the sale of 
the trust preferred securities and the issuance of $155 in common securities to FCB were used by CTIII to purchase $5,155 of floating
rate subordinated debentures of FCB which have the same payment terms as the trust preferred securities. 

aa

F-29

In conjunction with the 2016 acquisition of Community First Bancshares, Inc. (CFBI), the Company assumed certain 
subordinated debentures owed to special purpose unconsolidated subsidiaries, Community First (AR) Statutory Trust I, (“CFSTI”).
The trust preferred securities issued by CFSTI accrue and pay distributions quarterly at three-month LIBOR plus 3.25% on the stated
liquidation amount of the trust preferred securities. These trust preferred securities are mandatorily redeemable upon maturity on 
December 26, 2032 or upon earlier redemption.

y

The common securities issued to the Company by the trusts possess sole voting rights with respect to matters involving those 
entities. The Company has the right to defer the payment of interest on all of its outstanding trust preferred securities. The Company
has the right to declare such a deferral for up to 20 consecutive quarterly periods and deferral may only be declared as long as the 
Company is not then in default under the provisions of the Amended and Restated Trust Agreements. During the deferral period,
interest on the indebtedness continues to accrue and the unpaid interest is compounded. As long as the deferral period continues, the
Company is prohibited from: (i) declaring or paying any dividend on any of its capital stock, which would include both its common 
stock and the outstanding preferred stock issued to the Treasury, or (ii) making any payment on any debt security that is ranked
equally with or junior to the securities issued by the trust. 

As a part of the acquisition of FCB, the Company recorded the debentures at an estimated fair value of $8,270. As part of the

acquisition of CFBI, the Company recorded the debentures at an estimated fair value of $4,187. The initial fair value adjustments will 
be amortized against earnings on a prospective basis. At December 31, 2016 and 2015, the contractual balance and the unamortized
fair value adjustments were as follows:

nn

Contractual balance 
Unamortized fair value adjustment 

Net book value 

2016

2015

20,620    $ 
(6,936)    
13,684    $ 

15,465
(6,214)
9,251

$

$

Subordinated debentures are included in Tier 1 capital for purposes of determining the Company’s compliance with regulatory 

capital requirements.

NOTE 13 – CONTRACTUAL OBLIGATIONS

At December 31, 2016 and 2015, the Company had contractual obligations of $2,504 and $3,093. Contractual obligations

represent commitments made by the Company to make capital investments in limited-liability entities that invest in qualified 
affordable housing projects. The Company expects to fulfill these commitments during the years 2017 through 2024. 

NOTE 14 – STOCKHOLDERS’ EQUITY

Preferred Stock 

The Company’s articles of incorporation provide for the issuance of 10,000,000 shares of preferred stock.

On August 11, 2011, as part of the Small Business Lending Fund (“SBLF”), the Company entered into an SBLF Purchase
Agreement with the United States Treasury. Under the SBLF Purchase Agreement, the Company issued the Series C preferred stock 
having a per share liquidation amount of $1,000 per share. The Series C preferred stock qualified as Tier 1 capital and paid quarterly 
dividends at a rate of 1.0% at December 31, 2015. At December 31, 2015, there were 16,372 shares of senior non-cumulative 
perpetual preferred stock, Series C (the Series C preferred stock) issued and outstanding. A portion of the proceeds of the IPO were
used to redeem the Series C preferred stock on January 4, 2016 at liquidation amount of $16,372. 

r

F-30

 
    
 
Common stock 

The Company’s articles of incorporation provide for the issuance of 45,000,000 shares of Class A voting common stock (“Class

A common stock”) and 5,000,000 shares of Class B non-voting common stock (“Class B common stock”), both of which have a par 
value of $0.01 per share. At December 31, 2016 and 2015, the following table presents shares that were issued and were held in 
treasury or were outstanding: 

Class A common stock – issued
Class A common stock – held in treasury
Class A common stock – outstanding
Class B common stock – issued 
Class B common stock – held in treasury 
Class B common stock – outstanding

2016

2015

12,393,124        8,421,060
(1,271,043)       (1,271,043 )
11,122,081        7,150,017
793,130        1,296,613
(234,903)      
(234,903)
558,227        1,061,710

Treasury stock is stated at cost, determined by the first-in, first-out method.

On November 10, 2016, the Company completed its acquisition of Community First Bancshares, Inc. (“Community”) of 
Harrison, Arkansas. There were a total of 2,689,690 shares of Class A common stock issued in connection with this acquisition. 

The Company closed a private placement of 770,000 shares of its Class A common stock at $32.50 per share on December 20, 
line of 

2016. The net proceeds of $23.6 million, after offering costs of $1.4 million, were used to pay off the Company’s $6.0 million 
f
credit and will provide working capital for continuing growth strategies.

On November 16, 2015, the Company completed an initial public offering of 2,231,000 shares of Class A common stock at a

price to the public of $22.50 per share. The Company sold 1,941,000 shares of its Class A common stock and the selling stockholders 
named in the registration statement sold 290,000 shares of the Company’s Class A common stock, which included 273,000 shares of
Class A common stock that were issued upon the automatic conversion of an equal number of shares of Class B common stock as a 
result of the offering. Gross proceeds paid to the Company were $43,673. The Company’s net proceeds were $38,945 after subtraction 
of underwriting discounts and commissions and offering expenses.

Agreements with certain owners of Class B common stock require the Company to issue Class A common stock to replace an 

equal number of shares of Class B common stock in the event of a future transfer from the owner to an unaffiliated party. The Class B
common stock owner may require this exchange in certain stipulated transactions including the transfer of shares of Class B common 
stock to: (1) the Company or its bank subsidiary, (2) in a widespread public distribution, (3) a transfer in which no transferee receives
two percent or more of any class of the Company’s voting securities, or (4) to a transferee that would control more than fifty percent
of the Company’s voting securities without any transfer from the purchaser.

Restricted stock unit plan termination loans

In connection with termination of the Company’s restricted stock unit plan (“RSUP”), 203,216 shares of Class A common stock 

were issued in May 2015 to employees with vested restricted stock units. Additional paid-in capital includes $224 of tax benefits in 
excess of those previously provided in connection with stock compensation expense. Also in connection with the termination of thet
RSUP, the Company agreed to loan electing participants an amount equal to each participant’s federal and state income tax
withholding obligation associated with the stock issuance. These loans totaling $242 at December 31, 2016, are collateralized with the
shares received, have a maturity date of December 31, 2017 and an interest rate of 0.56%.

Accumulated other comprehensive income (loss) 

For the years ended December 31, 2016 and 2015, accumulated other comprehensive income consisted of (i) the after tax effect

of unrealized gains (losses) on available-for-sale securities and (ii) the after tax effect of unamortized unrealized gains (losses) on 
securities transferred from the available-for-sale designation to the held-to-maturity designation. During 2016, 2015 and 2014, gains
of $893, $370 and $986 were reclassified from accumulated other comprehensive income to net gains on sales of and settlement of
securities within the consolidated statement of income and $615, $767 and $703 of accretion expense were reclassified from 
accumulated other comprehensive income to taxable interest income on securities within the consolidated statement of income. 

F-31

  
    
 
Components of accumulated other comprehensive income as of December 31, 2016 and 2015 were as follows:

December 31, 2016
Net unrealized or unamortized gains (losses) 
Tax effect 

December 31, 2015
Net unrealized or unamortized gains (losses) 
Tax effect 

NOTE 15 – INCOME TAXES 

Income tax expense was as follows: 

Current 
Deferred
Change in valuation allowance 
Income tax expense 

Available 
-for-Sale
Securities

Held-to 
-Maturity
Securities

Accumulated 
Other
Comprehensive
Income

(1,500) $
574
(926) $

(2,876)  $ 
1,100    $ 
(1,776)  $ 

(343) $
128
(215) $

(3,491)  $ 
1,335      
(2,156) $ 

(4,376)
1,674
(2,702)

(3,834)
1,463
(2,371)

2016 

2015

2014

3,586
844
65
4,495

$

$

1,715    $ 
2,414       
13        
4,142    $ 

3,240
854
109
4,203

$

$

$

$

$

$

A reconciliation of income tax expense at the U.S. federal statutory rate (35% in 2016, 2015 and 2014) to the Company’s actual

income tax expense is shown below:

Computed at the statutory rate 
Increase (decrease) resulting from:

State and local taxes, net of federal benefit 
Tax-exempt interest
Non-taxable life insurance income 
Non-deductible expenses
Federal tax credits
Gain on acquisition
Change in valuation allowance 
Other

Income tax expense 

$

2016

2015

2014

$

4,854

$

5,055    $ 

4,617

449
(576)
(350)
689
(625)
——
65
(11)
4,495

$

457      
(370)    
(335)    
167      
(435)    
(239)    
13      
(171)    
4,142    $ 

398
(294)
(326)
90
(290)
——
109
(101)
4,203

sses on securities are recorded directly to stockholders’ equity 
as part of other comprehensive income. In addition, during 2015, in connection with the termination of the Company’s restricted stock 
unit plan, tax benefits of $224 were recorded directly to additional paid-in capital.

d

F-32

    
    
  
    
    
    
      
 
 
Components of deferred tax assets and liabilities are as follows: 

Deferred tax assets 

Net unrealized or unamortized losses on securities
Tax credit carryforwards 
Accrued compensation 
Net operating loss carryforwards
Other real estate owned
Acquired loans fair market value adjustments
Other

Gross deferred tax assets 
Deferred tax liabilities

Assumed debt fair market value adjustments 
Goodwill amortization 
Depreciation 
Federal Home Loan Bank stock dividends 
Core deposit intangibles 
Other

Gross deferred tax liabilities 
State valuation allowance
Net deferred tax asset 

2016

2015

$

$

2,460 $ 
1,674      
974      
1,450      
880      
1,764      
4,279      
616      
14,097      

2,608      
1,685      
2,153      
882      
1,715      
360      
9,403      
(382)    
4,312    $ 

2,106
1,463
1,111
937 
862 
560 
448 
446 
7,933

2,336
1,551
1,383
596 
476 
344 
6,686
(317)
930 

Deferred income tax balances reflect the effects of temporary differences between the carrying amounts of assets and liabilities 

and their tax basis and are stated at enacted tax rates expected to be in effect when taxes are actually paid or recovered. In 2016, the
Company recognized deferred tax assets of $6,621 and deferred tax liabilities of $2,537 for temporary differences associated with the 
acquisition of Community First. In 2015, the Company recognized deferred tax assets, net of state valuation allowance of $3,023 and
deferred tax liabilities of $488 for temporary differences, net operating loss carryforwards, and tax credit carryforwards associated 
with the acquisition of First Independence. The acquired federal net operating losses total $1,295 at December 31, 2016 and will 
expire between 2030 and 2031. Acquired federal tax credits totaling $974 will expire between 2027 and 2034. The utilization of these 
net operating loss and tax credit carryforwards are not expected to be limited by internal revenue code sections 382 and 383. 

The Company and its subsidiaries are subject to U.S. federal income tax as well as income tax of the states of Arkansas, Kansas, 

Missouri, and Iowa. Commercial banks are not allowed to file consolidated Kansas returns with non-bank consolidated group 
members. The Company has unused state operating loss carryforwards of approximately $12,006 that expire between 2017 and 2026
resulting from the separate Kansas returns of the Company and SA Holdings, Inc. These operating losses, as well as certain deferred
tax assets, have a full valuation allowance recorded against them resulting in a zero carrying value. In connection with the ac
m
of First Independence, the Company acquired Kansas net operating losses useable against Kansas bank income. At December 31,
2016, the Kansas net operating loss carryforward useable against Kansas bank income totaled $4,038 with expiration dates between 
2019 and 2022. The utilization of this acquired Kansas net operating loss carryforward is expected to be limited, and a valuation 
allowance has been recorded against the portion which is expected to expire unused. In establishing a valuation allowance 
management considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. The Company 
is no longer subject to examination by taxing authorities for years before 2012. At December 31, 2016 there were no examinations in 
any jurisdiction.

quisition 

NOTE 16 – REGULATORY MATTERS

Banks and bank holding companies are subject to regulatory capital requirements administered by federal banking

agencies. Capital adequacy guidelines and, additionally for banks, prompt corrective action regulations, involve quantitative measures
of assets, liabilities, and certain off-balance-sheet items calculated under regulatory accounting practices. Capital amounts andaa
classifications are also subject to qualitative judgments by regulators. Failure to meet capital requirements can initiate regulatory 
action. The final rules implementing Basel Committee on Banking Supervision’s capital guidelines for U.S. banks (Basel III rules)
became effective for the Company on January 1, 2015 with full compliance with all of the requirements being phased in over a multi-
year schedule, and fully phased in by January 1, 2019. The Basel III rules also require banks to maintain a CET1 capital ratio of 6.5%, 
a total Tier 1 capital ratio of 8%, a total capital ratio of 10% and a leverage ratio of 5% to be deemed “well capitalized” for purposes
of certain rules and prompt corrective action requirements. The risk-based ratios include a “capital conservation buffer” of 2.5%. The 
new capital conservation buffer requirement is to be phased in beginning in January 2016 at 0.625% of risk-weighted assets and will

r

F-33

      
increase by that amount each year until fully implemented in January 2019. An institution would be subject to limitations on certain 
activities, including payment of dividends, share repurchases and discretionary bonuses to executive officers, if its capital level is 
below the buffer amount. Management believes as of December 31, 2016, the Company and Bank meet all capital adequacy 
requirements to which they are subject. 

Prompt corrective action regulations provide five classifications: well capitalized, adequately capitalized, undercapitalized,

significantly undercapitalized, and critically undercapitalized, although these terms are not used to represent overall financial
condition. If adequately capitalized, regulatory approval is required to accept brokered deposits. If undercapitalized, capital
distributions are limited, as are asset growth and acquisitions, and capital restoration plans are required.

As of December 31, 2016, the most recent notifications from the federal regulatory agencies categorized Equity Bank as well
capitalized under the regulatory framework for prompt corrective action. To be categorized as well capitalized, Equity Bank must 
maintain minimum total risk-based, Tier 1 risk-based, and Tier 1 leverage ratios as set forth in the table. There are no conditions or 
events since that notification that management believes have changed Equity Bank’s category.

The Company’s and Equity Bank’s capital amounts and ratios at December 31, 2016 and 2015 are presented in the tables below. 

Ratios provided for Equity Bancshares, Inc. represent the ratios of the Company on a consolidated basis. 

Total capital to risk weighted assets 

Equity Bancshares, Inc. 
Equity Bank 

Tier 1 capital to risk weighted assets 

Equity Bancshares, Inc. 
Equity Bank 

Common equity Tier 1 capital to risk
   weighted assets

Equity Bancshares, Inc. 
Equity Bank 

Tier 1 leverage to average assets
Equity Bancshares, Inc. 
Equity Bank 

Minimum Required
for
Capital Adequacy
Under Basel III
Phase-In

Actual 

   Amount 

Ratio   

Amount 

Ratio   

Minimum Required
for
Capital Adequacy
Under Basel III
Fully Phased-In
Amount       Ratio 

To Be Well 
Capitalized Under
Prompt Corrective
Provisions

   Amount 

Ratio    

  $ 221,779
    196,478

14.67% $130,372
13.01% 130,283

8.625% $158,714       10.5 %   $
N/A
8.625% 158,606       10.5 %    151,053

    215,347
    190,046

14.25% 100,141
12.58% 100,073

6.625% 128,483      
6.625% 128,395      

N/A
8.5 %   
8.5 %    120,842

    201,663
    190,046

13.34% 77,468
12.58% 77,415

5.125% 105,809      
5.125% 105,737      

N/A
7.0 %   
7.0 %    98,184

    215,347
    190,046

11.81% 72,920
10.42% 72,924

4.000%
4.000%

72,920      
72,924      

4.0 %   
N/A
4.0 %    91,155

Actual 

Minimum Required for
Capital Adequacy
Purposes

To Be Well 
Capitalized Under
Prompt Corrective
Provisions

Amount

Ratio

Amount

Ratio

   Amount 

Ratio

N/A  
10.0%

N/A  
8.0%

N/A  
6.5%

N/A  
5.0%

December 31, 2015
Total capital to risk weighted assets 

Equity Bancshares, Inc. 
Equity Bank 

Tier 1 capital to risk weighted assets 

Equity Bancshares, Inc. 
Equity Bank 

Common equity Tier 1 capital to risk weighted 
   assets

Equity Bancshares, Inc. 
Equity Bank 

Tier 1 leverage to average assets
Equity Bancshares, Inc. 
Equity Bank 

$156,358
139,275

14.35% $ 87,146
12.77% 87,256

8.0 %  $  N/A
8.0 %     109,070

150,852
133,769

13.85% 65,359
12.26% 65,442

6.0 %     
N/A
6.0 %      87,256

134,480
133,769

150,852
133,769

12.35% 49,019
12.26% 49,082

4.5 %     
N/A
4.5 %      70,896

9.47% 63,728
8.39% 63,790

4.0 %     
N/A
4.0 %      79,737

N/A   
10.0%

N/A   
8.0%

N/A   
6.5%

N/A   
5.0%

Equity Bank is subject to certain restrictions on the amount of dividends that it may declare without prior regulatory approval.

F-34

 
  
  
  
  
  
  
  
  
    
  
  
     
     
  
    
  
  
     
     
  
    
  
  
      
     
  
    
  
  
      
     
  
    
  
  
      
     
  
 
 
  
  
  
   
  
  
  
   
  
   
   
  
  
   
   
  
  
   
   
  
  
   
   
  
  
   
   
NOTE 17 – RELATED-PARTY TRANSACTIONS

At December 31, 2016 and 2015, the Company had loans outstanding to executive officers, directors, significant stockholders, 

and their affiliates (related parties), in the amount of $3,713 and $5,032. Changes during 2016 were as follows: 

Balance at January 1, 2016 
New loans/advances 
Effect of changes in composition of related parties
Repayments 
Balance at December 31, 2016 

2016

5,032  
714  
 1  
(2,034)
3,713

$

$

At December 31, 2016 and 2015, the Company had deposits from executive officers, directors, significant stockholders, and

their affiliates (related parties), in the amount of $5,351 and $3,003.

NOTE 18 – EMPLOYEE BENEFITS 

The Company has a defined contribution profit sharing plan and a retirement savings 401(k) plan covering substantially all

employees. Employees may contribute up to $18 of their compensation. Contributions to the profit sharing plan and 401(k) plan are 
discretionary and are determined annually by the Board of Directors. Employer contributions charged to expense for 2016, 2015 and
2014 were $479, $414 and $341.

As a result of the acquisition of First Independence, the Company assumed the obligations related to First Independence’s
participation in the Pentegra Defined Benefit Plan for Financial Institutions, a tax-qualified defined benefit pension plan. The Pentegra
Defined Benefit Plan is treated as a multiemployer plan for accounting purposes but operates as a multiple-employer plan under the
Employee Retirement Income Security Act of 1974 (ERISA) and the Internal Revenue Code. As a result, certain multiemployer plan 
disclosures are not applicable to the Pentegra Defined Benefit Plan. Under the Pentegra Defined Benefit Plan, contributions made by a
participating employer may be used to provide benefits to employees of other participating employers because assets contributed by an 
employer are not segregated in a separate account or restricted to provide benefits only to employees of that employer. Also, in the 
event a participating employer is unable to meet its contribution requirements, the required contributions for the other participating 
employers could increase proportionately. 

d

The Pentegra Defined Benefit Plan covered substantially all officers and employees of First Independence who began 

employment prior to December 31, 2009, with 57 participants retaining benefits under the plan. 

The Pentegra Defined Benefit Plan operates on a fiscal year from July 1 through June 30 and files one Form 5500 on behalf of 

all employers who participate in the plan. The Employer Identification Number is 13-5645888 and the three-digit plan number is 
333. There are no collective bargaining agreements in place at the Company. 

The Pentegra Defined Benefit Plan’s annual valuation process includes calculating the plan’s funded status and separately 
calculating the funded status of each participating employer. The funded status is defined as the market value of assets divided by the 
funding target (100 percent of the present value of all benefit liabilities accrued at that date). As permitted by ERISA, the Pentegra
Defined Benefit Plan accepts contributions for the prior plan year up to eight and a half months after the asset valuation date. As a
result, the fair value of assets at the valuation date (July 1) will increase by any subsequent contributions designated for the 
immediately preceding plan year ended June 30. The most recent Form 5500 available for the Pentegra Defined Benefit Plan is for the
year ended June 30, 2015. 

The following table presents the net pension cost and funded status of the Company relating to the Pentegra Defined Benefit 

Plan since the date of acquisition (dollar amounts in thousands): 

Net pension cost charged to salaries and employee
   benefits 
Pentegra defined benefit plan funded status as of 
   July 1 
First Independence’s funded status as of July 1
Contributions paid to the plan

$

$

2016

2015

71   $

16  

104.12%
97.75%

62   $

107.01 % 
100.93 % 
50

F-35

  
 
  
  
The Company’s contributions to the Pentegra Defined Benefit Plan were less than 5.00% of the total contributions to the

Pentegra Defined Benefit plan for the plan year ended June 30, 2016.

NOTE 19 – SHARE-BASED PAYMENTS 

The Company’s Amended and Restated 2013 Stock Incentive Plan (the Plan) permits the grant of non-qualified stock options

and shares to its employees and directors for up to 900,000 shares of common stock. The Plan replaced the 2006 Non-qualified Stock 
Option Plan (2006 Plan). Under the 2006 Plan there were 203,700 and 205,700 fully vested and exercisable options outstanding at
December 31, 2016 and 2015. No new grants of options may be made under the 2006 Plan. The Company believes that stock-based
awards better align the interests of its employees with those of its stockholders. Under the Company’s director compensation po
licy,
f
directors may elect to receive all or a portion of their fees in cash, Company stock, or non-qualified stock options. During th
ended December 31, 2016 the Company recognized directors compensation expense of $32 and issued 953 shares of Company stock 
pursuant to certain directors’ elections under the Company’s director compensation policy. There were no directors’ elections for 
payment of director compensation in Company stock in the year ended December 31, 2015. During the year ended December 31, 2014
the Company recognized directors compensation expense of $37 and issued 2,568 shares of Company stock pursuant to certain 
directors’ elections under the Company’s director compensation policy.

e year 

n

ff

Stock Option Awards: Options granted to directors and employees under the Plan vest depending on the passage of time or the 

achievement of performance targets, depending on the terms of the underlying grant.

The following tables summarize stock option activity for the years ended December 31, 2016 and 2015:

December 31, 2016
Outstanding at beginning of year 
Granted
Exercised 
Forfeited or expired 
Outstanding at end of year 
Fully vested and expected to vest 
Exercisable at end of year 

December 31, 2015
Outstanding at beginning of year 
Granted
Exercised 
Forfeited or expired 
Outstanding at end of year 
Fully vested and expected to vest 
Exercisable at end of year 

Weighted 
Average
Exercise
Price

Weighted 
Average
Remaining
Contractual
Term
(Years)

Aggregate
Intrinsic
Value

15.93     
25.44     
(14.21)     
(18.82)     
16.69     
16.69     
15.89     

8     $
10     
(7 )   
(10)   
7     
7     
7     

4,194
——
——
——
10,017
10,017
7,943

Weighted 
Average
Exercise
Price

Weighted 
Average
Remaining
Contractual
Term
(Years)

Aggregate
Intrinsic
Value

13.55     
21.25     
——     
(14.25)     
15.93     
15.93     
14.79     

8     $
10     
—     
(10)   
8     
8     
7     

428
——
——
——
4,194
4,194
3,024

$

$

Options

561,995
49,467
(7,938)
(12,689)
590,835
590,835
453,180

Options

390,856
173,889
——
(2,750)
561,995
561,995
351,700

The fair values of stock options granted during the years ended December 31, 2016, 2015 and 2014 were estimated to be $5.10 

per share, $5.39 per share and $3.58 per share. The fair value of each option award is estimated on the date of grant using a closed
form option valuation (Black-Scholes) model. Expected stock price volatility is based on the historical volatility of the SNL Bank 
Index. The expected term of options granted is based on the Simplified Method. The risk-free interest rate for the expected term of the 
option is based on the U.S. Treasury yield curve in effect at the time of the grant.

F-36

 
  
    
  
    
The fair values of options granted were determined using the following weighted-average assumptions as of grant dates. 

Risk free rate 

Expected term (in years) 
Expected volatility
Dividend rate

$

2016

2015

2014

1.58%
25.44   $
5.0
19.08%
—%

1.92 % 
21.25     $ 
5.8 
21.49%     
— %     

1.84%
13.99   
5.7
22.50%
——%

Compensation expense for stock options is recognized as the options vest. Total stock option compensation cost that has been 

charged against income was $374, $397, and $445 for 2016, 2015, and 2014. The total income tax benefit was $143, $152 and
$170. At December 31, 2016 there was $576 of unrecognized compensation expense related to non-vested stock options granted under 
the Plan. Unrecognized compensation expense at December 31, 2016 will be recognized over a remaining weighted average period of
4 years. 

Remaining options available to be granted under the Plan were 505,974 at December 31, 2016.

Restricted Stock Unit Plan: 

The Company’s Restricted Stock Unit Plan (RSUP), which was terminated May 22, 2014, provided for the issuance of restricted
stock units (“RSUs”) to certain directors and officers. Prior to termination, RSUs vested over a five-year period subject to completion 
of service; however, no shares vested in the first two years following the RSU issuance. To the extent vested, the RSUs became Class
A voting common stock on the later of the fifth anniversary of the issuance date of the RSU or at separation of service. Compensation 
expense was recognized over the vesting period of the awards based on the estimated fair value of the RSUs at issuance dates.

Upon the 2014 termination of the RSUP, the vesting of 183,472 RSUs outstanding was accelerated and the issuance of Class A 

voting common stock was authorized to take place on the first business day following the first anniversary of the RSUP
termination. In addition, the service period was shortened and the remaining unrecognized compensation was expensed in 2014. 

The Company recognized stock based compensation expense attributable to the RSUP of $0, $0 and $1,524 for the years ended

December 31, 2016, 2015 and 2014. The total income tax benefit was $0, $0 and $590. As of December 31, 2016, there was $0 
unrecognized compensation cost related to non-vested shares granted under the RSUP. 

NOTE 20 – EARNINGS PER SHARE

Earnings per share were computed as follows: 

2016

2015

2014

Basic: 

Net income allocable to common stockholders 

Weighted average common shares outstanding 
Weighted average vested restricted stock units
Weighted average shares 
Basic earnings per common share 

Diluted:

Net income allocable to common stockholders 
Weighted average common shares outstanding for:

Basic earnings per common share 
Dilutive effects of the assumed exercise of 
   stock options 
Dilutive effects of the assumed redemption of 
   RSU’s 
Average shares and dilutive potential common
   shares

Diluted earnings per common share

F-37

$

$

$

9,373
8,624,108
——
8,624,108
1.09

9,373

$

$

$

10,123     $ 

8,279
6,433,503        6,263,867
35,553
6,515,346        6,299,420
1.31

81,843       

1.55     $ 

10,123     $ 

8,279

8,624,108

6,515,346        6,299,420

131,418

44,675       

565

——

——        

73,298

8,755,526
1.07

$

6,560,021        6,373,283
1.30

1.54     $ 

$

  
  
  
  
   
    
       
 
 
 
       
 
       
 
 
Average outstanding stock options of 92, 365 and 206,010 for the years ending December 31, 2016, 2015 and 2014 were not 

included in the computation of diluted earnings per share because the options’ were antidilutive.

NOTE 21 – FAIR VALUE

The Company uses fair value measurements to record fair value adjustments to certain assets and liabilities and to disclose the

fair value of its financial instruments. Fair value is the exchange price that would be received for an asset or paid to transfer a liability
(exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants
on the measurement date. For disclosure purposes, the Company groups its financial and non-financial assets and liabilities into three
different levels based on the nature of the instrument and the availability and reliability of the information that is used to determine 
fair value. The three levels of inputs that may be used to measure fair values are defined as follows:

ff

Level 1: Quoted prices (unadjusted) for identical assets or liabilities in active markets that the entity has the ability to access as 
of the measurement date. 

Level 2: Significant other observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities;
quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market 
data.

Level 3: Significant unobservable inputs that reflect a reporting entity’s own assumptions about the assumptions that market 
participants would use in pricing an asset or liability.

Level 1 inputs are considered to be the most transparent and reliable. The Company assumes the use of the principal market to
conduct a transaction of each particular asset or liability being measured and then considers the assumptions that market participants
would use when pricing the asset or liability. Whenever possible, the Company first looks for quoted prices for identical assets or 
liabilities in active markets (level 1 inputs) to value each asset or liability. However, when inputs from identical assets or liabilities on 
active markets are not available, the Company utilizes market observable data for similar assets and liabilities. The Company 
maximizes the use of observable inputs and limits the use of unobservable inputs to occasions when observable inputs are not 
available. The need to use unobservable inputs generally results from the lack of market liquidity of the actual financial instrument or 
of the underlying collateral. Although, in some instances, third party price indications may be available, limited trading activity can 
challenge the implied value of those quotations.

tt

The following is a description of the valuation methodologies used for assets and liabilities measured at fair value, as well as the 

general classification of each instrument under the hierarchy:

Fair Value of Assets and Liabilities Measured on a Recurring Basis

The fair values of securities available-for-sale are carried at fair value on a recurring basis. To the extent possible, observable 
quoted prices in an active market are used to determine fair value and, as such, these securities are classified as level 1. For securities
where quoted prices are not available, fair values are calculated based on market prices of similar securities, generally determined by 
matrix pricing, which is a mathematical technique widely used in the industry to value securities without relying exclusively on quoted 
prices for the specific securities but rather by relying on the securities’ relationship to other benchmark quoted securities (Level 2
inputs). The Company’s available-for-sale securities, including U.S. Government sponsored agencies, residential mortgage-backed
securities (all of which are issued or guaranteed by government sponsored agencies), corporate securities, Small Business 
Administration securities, State and Political Subdivision securities, and equity securities are classified as level 2. 

t

The fair values of derivatives are determined based on a valuation pricing model using readily available observable market

parameters such as interest rate yield curves (Level 2 inputs) adjusted for credit risk attributable to the seller of the derivative.

F-38

Assets and liabilities measured at fair value on a recurring basis are summarized below:

Assets:

Available-for-sale securities: 

U.S. government-sponsored entities
Residential mortgage-backed securities (issued by 
   government-sponsored entities)
Corporate
Small Business Administration loan pools 
State and political subdivisions
Equity securities 

Derivative assets (included in other assets)
Cash collateral held by counterparty
Total derivative assets
Total assets 

Liabilities: 

Derivative liabilities (included in other liabilities) 
Cash collateral held by counterparty
Total derivative liabilities 
Total liabilities 

Assets:

Available-for-sale securities: 

U.S. government-sponsored entities
Residential mortgage-backed securities (issued by 
   government-sponsored entities)
Corporate
Small Business Administration loan pools 
State and political subdivisions
Equity securities 

Derivative assets (included in other assets)
Cash collateral held by counterparty
Total derivative assets
Total assets 

Liabilities: 

Derivative liabilities (included in other liabilities) 
Cash collateral held by counterparty
Total derivative liabilities 
Total liabilities 

(Level 1) 

December 31, 2016 
(Level 2) 

(Level 3)

$

—— $

4,782    $ 

——
——
——
——
486
——
151
151
637

——
(39)
(39)
(39)

86,703      
3,039      
223       
499       
——       
1       
——       
1       
95,247      

39       
——       
39       
39       

(Level 1) 

December 31, 2015 
(Level 2) 

(Level 3)

$

—— $

17,036    $ 

——
——
——
——
——
——
24
24
24

——
(246)
(246)
(246)

109,521      
2,954      
297       
508       
494       
2       
—— 
2       
130,812      

246       
——       
246       
246       

——

——
——
——
——
——
——
——
——
——

——
——
——
——

——

——
——
——
——
——
——
——
——
——

——
——
——
——

level as of the end of a reporting period.

Fair Value of Assets and Liabilities Measured on a Non-recurring Basis 

Certain assets are measured at fair value on a non-recurring basis when there is evidence of impairment. The fair values of 
impaired loans with specific allocations of the allowance for loan losses are generally based on recent real estate appraisals of the 
collateral. Declines in the fair values of other real estate owned subsequent to their initial acquisitions are also based on recent real
estate appraisals less selling costs.

F-39

  
  
    
      
      
 
 
      
  
    
      
      
 
      
Real estate appraisals may utilize a single valuation approach or a combination of approaches including comparable sales and 
the income approach. Adjustments are routinely made in the appraisal process by the appraisers to adjust for differences between the 
comparable sales and income data available. Such adjustments are typically significant and result in a Level 3 classification of the 
inputs for determining fair value.

Assets measured at fair value on a non-recurring basis are summarized below: 

Impaired loans: 

Commercial real estate 
Commercial and industrial 
Residential real estate 
Other

Other real estate owned:

Commercial real estate 
Residential real estate 

Impaired loans: 

Commercial real estate 
Commercial and industrial 
Residential real estate 
Other

Other real estate owned:

Commercial real estate 
Residential real estate 

$

$

(Level 1) 

December 31, 2016
(Level 2) 

(Level 3)

—— $
——
——
——

——
——

— —    $ 
— —      
— —      
— —      

— —      
— —      

2,250
218
2,593
362

2,400
429

(Level 1) 

December 31, 2015
(Level 2) 

(Level 3)

—— $
——
——
——

——
——

— —    $ 
— —      
— —      
— —      

— —      
— —      

2,986
57
594
65

524
387

The Company did not record any liabilities for which the fair value was measured on a non-recurring basis during the years 

ended December 31, 2016 and 2015.

Valuations of impaired loans and other real estate owned utilize third party appraisals or broker price opinions, and are classified
as Level 3 due to the significant judgment involved. Appraisals may include the utilization of unobservable inputs, subjective factors, 
and utilize quantitative data to estimate fair market value. 

The following table presents additional information about the unobservable inputs used in the fair value measurement of 

financial assets measured on a nonrecurring basis that were categorized with Level 3 of the fair value hierarchy: 

December 31, 2016
Impaired loans 

December 31, 2015
Impaired loans 

Fair 
Value

Valuation
Technique

Unobservable 
Input

Range
(weighted
average)

   $ 

5,423

Sales Comparison
Approach

Adjustments for differences 
bbetween comparable sales 

7% - 26%
(9%)

   $ 

3,702

Sales Comparison
Approach

Adjustments for differences 
bbetween comparable sales 

7% - 29%
(18%)

Measurable inputs for other real estate owned are not material.

F-40

 
  
    
      
      
  
    
      
      
  
  
  
  
      
      
Carrying amounts and estimated fair values of financial instruments at year end were as follows as of the date indicated: 

Financial assets:

Cash and cash equivalents 
Interest-bearing deposits 
Available-for-sale securities 
Held-to-maturity securities 
Loans held for sale
Loans, net of allowance for loan losses 
Federal Reserve Bank and Federal Home Loan
   Bank stock 
Interest receivable
Derivative assets 
Cash collateral held by derivative counterparty 
Total derivative assets 
Total assets 
Financial liabilities:

Deposits
Federal funds purchased and retail repurchase 
   agreements
Federal Home Loan Bank advances
Subordinated debentures 
Contractual obligations
Interest payable
Derivative liabilities 
Cash collateral held by derivative counterparty 
Total derivative liabilities 
Total liabilities 

Carrying 
Amount

Estimated
Fair Value

Level 1

Level 2

Level 3

December 31, 2016 

$

$

35,095
3,750
95,732
465,709
4,830
1,377,173

$

35,095
3,750
95,732
461,156
4,830
1,374,700

16,652
6,991
1
151
152
2,006,084

N/A
6,991
1
151
152
1,982,406

35,095     $ 
——        
486        
——        
——        
——        

N/A      

——        
——        
151        
151        
35,732       

—— $

3,750
95,246
461,156
4,830
——

N/A
6,991
1
——
1
571,974

—
—
—
—
—
1,374,700

N/A
—
—
—
—
1,374,700

$ 1,630,451

$ 1,635,881

$

——      $ 1,635,881

$

20,637
259,588
13,684
2,504
728
39
(39)
——
1,927,592

20,637
259,588
13,684
2,504
728
39
(39)
——
1,933,022

20,637
——        
259,588
——        
13,684
——        
2,504
——        
728
——        
39
——        
——
(39)     
(39)     
39
(39)      1,933,061

—

—
—
—
—
—
—
—
—
—

F-41

  
       
 
 
       
Financial assets:

Cash and cash equivalents 
Interest-bearing deposits 
Available-for-sale securities 
Held-to-maturity securities 
Loans held for sale
Loans, net of allowance for loan losses 
Federal Reserve Bank and Federal Home Loan
   Bank stock 
Interest receivable
Derivative assets 
Cash collateral held by derivative counterparty 
Total derivative assets 
Total assets 
Financial liabilities:

Federal funds purchased and retail repurchase 
   agreements
Federal Home Loan Bank advances
Bank stock loan
Subordinated debentures 
Contractual obligations
Interest payable
Derivative liabilities 
Cash collateral held by derivative counterparty 
Total derivative liabilities 
Total liabilities 

Carrying 
Amount

Estimated
Fair Value

Level 1

Level 2

Level 3

December 31, 2015 

$

$

56,829
5,245
130,810
310,539
3,504
954,849

$

56,829
5,245
130,810
312,802
3,504
957,039

11,013
4,540
2
24
26
1,477,355

N/A
4,540
2
24
26
1,470,795

56,829

$ 
——        
——        
——        
——        
——        

N/A      

——        
——        
24        
24        
56,853       

—— $

5,245
130,810
312,802
3,504
——

N/A
4,540
2
——
2
456,903

—
—
—
—
—
957,039

N/A
—
—
—
—
957,039

$ 1,215,914

$ 1,220,657

$

——      $ 1,220,657

$

20,762
145,439
18,612
9,251
3,093
737
246
(246)
——
1,413,808

20,762
145,439
18,612
9,251
3,093
737
246
(246)
——
1,418,551

20,762
——        
145,439
——        
18,612
——        
9,251
——        
3,093
——        
737
——        
246
——        
——
(246)     
(246)     
246
(246)      1,418,797

—

—
—
—
—
—
—
—
—
—
—

The methods and assumptions, not previously presented, used to estimate fair values are described as follows: 

Cash and cash equivalents and interest-bearing deposits: The carrying amounts of cash and short-term instruments approximate
fair values.

Held-to-maturity securities: The fair value of held-to-maturity securities are determined in a manner consistent with available-
for-sale securities which has been previously discussed. 

Loans held for sale: The fair values of loans held for sale are based on quoted market prices for loans with similar 
characteristics.

Loans : Fair values of variable rate loans that reprice frequently and with no significant change in credit risk are based on 
carrying values. Fair values of other loans are estimated using discounted cash flows analyses, using interest rates currently 
being offered for loans with similar terms to borrowers of similar credit quality. The methods utilized to estimate the fair value
of loans do not necessarily represent an exit price. 

Federal Reserve Bank and Federal Home Loan Bank stock: It is not practical to determine the fair value of Federal Reserve 
Bank and Federal Home Loan Bank stock due to restrictions placed on its transferability. 

Interest receivable and interest payable: The carrying amounts of accrued interest receivable and payable approximate their fair 
values. 

Deposits: The fair values disclosed for demand deposits are, by definition, equal to the amount payable on demand at the 
reporting date (i.e., their carrying amount). The carrying amount of variable rate, fixed-term money market accounts and
t
certificates of deposit approximate their fair values at the reporting date. Fair values for fixed rate certificates of deposit are 
estimated using a discounted cash flows calculation that applies interest rates currently being offered.

Federal funds purchased and retail repurchase agreements: Federal funds purchased and retail repurchase agreements mature
daily and may be terminated at any time. The carrying amounts of these financial instruments approximate their fair values.

F-42

 
 
       
Federal Home Loan Bank Advances: The carrying amounts of draws against the Company’s line of credit at the Federal Home 
Loan Bank approximate their fair values. The fair values of fixed rate term advances are determined using discounted cash flow 
analyses based on the current borrowing rates for similar types of borrowing arrangements.

Bank stock loan: The fair value of the bank stock loan was estimated using a discounted cash flow analysis based on current 
borrowing rates for similar types of borrowing arrangements. 

Subordinated debentures: Subordinated debentures are carried at the outstanding principal balance less an unamortized fair 
value adjustment from the date of assumption. The outstanding principal balance, net of this adjustment, approximates their fair 
value.

Contractual obligations: The carrying value of contractual obligations approximate their fair value.

The fair value of off-balance-sheet items is not considered material.

NOTE 22 – COMMITMENTS AND CREDIT RISK 

The Company extends credit for commercial real estate mortgages, residential mortgages, working capital financing and loans to

businesses and consumers. 

Commitments to Originate Loans and Available Lines of Credit: 

Commitments to originate loans and available lines of credit are agreements to lend to a customer as long as there is no violation 

of any condition established in the contract. Commitments and lines of credit generally have fixed expiration dates or other 
termination clauses and may require payment of a fee. Since a portion of the commitments and lines of credit may expire without
being drawn upon, the total commitment and lines of credit amounts do not necessarily represent future cash requirements. Each 
customer’s creditworthiness is evaluated on a case-by-case basis. The amount of collateral obtained, if deemed necessary, is based on 
management’s credit evaluation of the counterparty. Collateral held varies, but may include accounts receivable, inventory, property, 
plant and equipment, commercial real estate, and residential real estate. Mortgage loans in the process of origination represent 
amounts that the Company plans to fund within a normal period of 60 to 90 days, and which are intended for sale to investors in the
secondary market. 

The contractual amounts of commitments to originate loans and available lines of credit as of December 31, 2016 and 2015

were as follows: 

Commitments to make loans
Mortgage loans in the process of origination
Unused lines of credit

December 31, 2016 

December 31, 2015 

Fixed
Rate

Variable
Rate

Fixed 
Rate

Variable
Rate

$

$

24,988
7,267
45,251

50,362   $ 
2,696     
68,085     

30,261    $
5,116    
44,392    

55,694
1,941
55,769

The fixed rate loan commitments have interest rates ranging from 2.97% to 7.99% and maturities ranging from 1 month to 129

months. 

Standby Letters of Credit:

Standby letters of credit are irrevocable commitments issued by the Company to guarantee the performance of a customer to a
third party once specified pre-conditions are met. Financial standby letters of credit are primarily issued to support public and private
borrowing arrangements, including commercial paper, bond financing, and similar transactions. Performance standby letters of credit 
are issued to guarantee performance of certain customers under non-financial contractual obligations. The credit risk involved in 
issuing standby letters of credit is essentially the same as that involved in extending loans to customers. The contractual amounts of 
standby letters of credit as of December 31, 2016 and 2015 were as follows: 

Standby letters of credit 

December 31, 2016 

December 31, 2015 

Fixed
Rate

Variable
Rate

Fixed 
Rate

Variable
Rate

$

5,762

$

2,769   $ 

3,588    $

1,253

F-43

  
   
  
   
    
 
 
  
   
  
   
    
NOTE 23 – LEGAL MATTERS 

The Company is party to various matters of litigation in the ordinary course of business. The Company periodically reviews all 

outstanding pending or threatened legal proceedings and determines if such matters will have an adverse effect on the business,
financial condition or results of operations or cash flows. A loss contingency is recorded when the outcome is probable and reasonably 
able to be estimated. The following loss contingencies have been identified by the Company as reasonably possible to result in an 
unfavorable outcome for the Company . 

Equity Bank is a party to a February 3, 2015 lawsuit filed against it by CitiMortgage, Inc. The lawsuit involves an alleged 
breach of contract related to loan repurchase obligations and damages of $2,700 plus pre-judgment and post-judgment interest. At this
stage of the litigation it is difficult to estimate any potential loss, however Equity Bank believes it has numerous and meritorious 
defenses to the claims and anticipates contesting the matter vigorously.

At December 31, 2014, Equity Bank and U.S. Bank (“USB”) were parties to lawsuits filed against each other. These lawsuits

involved loan-repurchase demands made by USB and allegations by Equity Bank that USB withheld servicing release premiums
(profits) on loans sold by Equity Bank to USB, and also that USB had interfered with a 2012 business combination. In June 2015,
Equity Bank and USB settled the lawsuits filed against each other. 

Except for the above mentioned lawsuit and settlement, there have been no other claims for potential repurchase or 

indemnification demands regarding mortgage loans originated by Equity Bank and sold to investors. However, the Company believes
there is possible risk it may face similar demands based on comparable demands loan aggregators are facing from their investors, 
including Government Sponsored Entities such as Freddie Mac and Fannie Mae, and or settlement agreements loan aggregators have
entered into with those investors. The amount of potential loss and outcome of such possible litigation, if it were commenced, is
uncertain and the Company would vigorously contest any claims.

The Company currently does not believe that it is probable that these matters will result in a material unfavorable outcome for

the Company. An estimate of the potential losses from these matters cannot be made at this time as the Company intends to vigorously 
defend these matters and believes it has meritorious defenses to these potential claims. 

NOTE 24 – CONDENSED FINANCIAL INFORMATION (PARENT COMPANY ONLY)

Presented below is the condensed financial information as to financial position, results of operations, and cash flows of the

Parent Company:

CONSOLIDATED BALANCE SHEET

ASSETS 
Cash and due from banks 
Investment in Equity Bank
Other real estate owned, net
Other assets 

Total assets 

LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities
Stockholders’ equity

Total liabilities and stockholders’ equity 

2016

2015

   $

   $

   $

   $

20,611     $

246,822    
267     
5,234    
272,934     $

14,970     $

257,964    
272,934     $

43,912
150,152
——
1,678
195,742

28,509
167,233
195,742

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CONDENSED STATEMENT OF INCOME 

Dividend from Equity Bank
Other income

Total income 

Expenses 

Interest expense
Other expenses 

Total expenses

Income (loss) before income tax and equity in undistributed
   income of subsidiaries 
Income tax benefit 
Income (loss) before equity in undistributed income (loss) 
   of subsidiaries
Equity in undistributed income of Equity Bank 
Net income
Dividends and discount accretion on preferred stock 
Net income allocable to common stockholders 

2016

2015

2014

9,500
1
9,501

701
2,408
3,109

6,392
859

7,251
2,123
9,374
(1)
9,373

 $

$

10,500
2
10,502

1,284
1,336
2,620

7,882
858

8,740
1,560
10,300
(177)
10,123

$

 $

7,700
——
7,700

929
744
1,673

6,027
529

6,556
2,431
8,987
(708)
8,279

$

$

F-45

  
  
  
  
  
  
  
  
  
CONDENSED STATEMENT OF CASH FLOWS

2016 

2015 

2014 

$

9,374

 $

10,300

$

8,987

Cash flows from operating activities
Net income 
Adjustments to reconcile net income to net cash from 
   operating activities:

Stock based compensation
Equity in undistributed income of Equity Bank 
Net amortization of purchase valuation adjustments 
Net change in: 
Other assets 
Interest payable and other liabilities

Net cash from (to) operating activities

Cash flows (to) from investing activities 

Purchase stock of Community First, net of holding 
   company cash acquired

Net cash (used in) investing activities 

Cash flows (to) from financing activities 

Borrowings on bank stock loan
Principal payments on bank stock loan 
Proceeds from the issuance of common stock, net 
Proceeds from exercise of employee stock options 
Issuance of employee stock loan
Principal payments on employee stock loan
Redemption of Series A and Series B preferred stock 
Redemption of Series C preferred stock 
Purchase of treasury stock 
Dividends paid on preferred stock 
Excess tax benefits as a result of the distribution of 
   common stock in termination of the restricted 
   stock unit plan
Excess tax benefits recognized on exercise of employee stock options 

Net cash provided by (used in) financing activities

Ending cash and cash equivalents 

$

553
(2,123)
246

(1,529)
(409)
6,112

(9,549)
(9,549)

6,000
(33,218)
23,643
112

——   
——   
——   

(16,372)

——   
(42)

——   
13
(19,864)
(23,301)
43,912
20,611

 $

531
(1,560)
301

(344)
397
9,625

(14,585)
(14,585)

5,014
(1,554)
38,945
——
(1,215)
973
——
——
——
(164)

224
——
42,223
37,263
6,649
43,912

$

2,006
(2,431)
301

(776)
(410)
7,677

——
——

15,540
(388)
——
——
——
——
(15,540)
——
(17,221)
(804)

——
——
(18,413)
(10,736)
17,385
6,649

NOTE 25 – SUBSEQUENT EVENTS

On March 10, 2017, the Company acquired all of the common stock of Prairie State Bancshares, Inc. and its subsidiary State

Bank, based in Hoxie, Kansas for aggregate consideration of $27,497, consisting of 479,468 shares of the Company’s common stock
valued at $15,242 and cash of $12,255. The final fair values of assets and liabilities are not yet available. In their December 31, 2016,
unaudited Consolidated Report of Condition, Prairie reported total assets of $151,373, which included total loans of $133,017 and
securities of $4,373. At December 31, 2016, total liabilities of $130,705 were reported by Prairie, which included deposits of 
$130,333. The Company anticipates there will be goodwill and core deposit intangibles recorded with this acquisition. Goodwill is 
calculated as the excess of the cash consideration transferred over the net of the acquisition-date fair values of identifiable
r
acquired and liabilities assumed. Acquisition-related costs of $678 are included in merger expenses in the Company’s income
statement for the year ended December 31, 2016. Acquisition-related costs were $494 on an after-tax basis. 

 assets

r

F-46 

  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
  
 
Corporate Headquarters

7701 East Kellogg Avenue, Suite 300

Wichita, Kansas 67207

(316) 612-6000

investor.equitybank.com

Form 10K and Investor Inquiries

Analysts, investors, and others with additional questions about Equity Bancshares, Inc.

are encouraged to contact John Hanley, Senior Vice President and Director of Investor Relations

at (316) 612-6000 or investor@equitybank.com.

Transfer Agent

Continental Stock Transfer & Trust Company

17 Battery Place, 8th Floor

New York, NY 10004

(212) 509-4000

investor.equitybank.com

Special Note Concerning Forward-Looking Statements

Certain statements contained herein may be considered "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. These statements are based upon the belief
of Equity Bancshares, Inc. (“the Company”) management, as well as assumptions made beyond information currently available to the Company's management, and may be, but not necessarily are,
identified by such words as “will,” "expect,” "plan,” "anticipate,” "target,” "forecast" and "goal.” Because such "forward-looking statements" are subject to risks and uncertainties, actual results may
differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from the Company's expectations include competi-
tion from other financial institutions and bank holding companies; the effects of and changes in trade, monetary and fiscal policies and laws, including interest rate policies of the Federal Reserve
Board; changes in the demand for loans; fluctuations in value of collateral and loan reserves; inflation, interest rate, market and monetary fluctuations; changes in consumer spending, borrowing
and savings habits; and acquisitions and integration of acquired businesses, and similar variables. The foregoing list of factors is not exhaustive. Except as otherwise stated in this annual report,
the Company does not undertake any obligation to update publicly or revise any forward-looking statements because of new information, future events or otherwise.

For discussion of these and other risks that may cause actual results to differ from expectations, please refer to "Cautionary Note Regarding Forward-looking Statements" and "Risk Factors" in our
most recent Form 10-K, or other SEC filings. If one or more of the factors affecting our forward-looking information and statements proves incorrect, then our actual results, performance or achieve-
ments could differ materially from those expressed in, or implied by, forward-looking information and statements contained herein. Accordingly, you should not place undue reliance on any forward-
looking statements, which speak only as of the date made. Equity Bancshares, Inc. assumes no obligation to update or revise any forward-looking statements that are made from time to time.