The following discussion and analysis of our financial condition and results of
operations should be read in conjunction with our consolidated financial
statements and notes thereto appearing in Item 1 of Part I of this Quarterly
Report on Form 10-Q for the three and nine months ended September 30, 2022 (this
"Form 10-Q"), as well as with our consolidated financial statements and notes
thereto appearing in our Annual Report on Form 10-K for the year ended December
31, 2021 filed with the Securities and Exchange Commission (the "SEC") on March
31, 2022 (the "2021 Form 10-K").



Cautionary Notice Regarding Forward-Looking Statements





Statements contained in this report that are not purely historical are
forward-looking statements within the meaning of Section 27A of the Securities
Act of 1933, as amended (the "Securities Act"), and Section 21E of the
Securities Exchange Act of 1934, as amended (the "Exchange Act"), including our
expectations, intentions, beliefs, or strategies regarding the future. 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," "anticipate," "seek," "estimate," "intend," "plan,"
"projection," "would" and "outlook," and similar expressions. Accordingly, we
caution you that any such forward-looking statements are not guarantees of
future performance and are subject to risks, assumptions, estimates and
uncertainties that are difficult to predict. Although we believe that the
expectations reflected in these forward-looking statements are reasonable as of
the date made, actual results may differ materially from those in or implied by
such forward-looking statements due to the factors discussed under the section
entitled "Risk Factors," in our 2021 Form 10-K, including, but not limited to,
the following:


? changes in market interest rates, including the recent significant increases

in market interest rates experienced in the first nine months of 2022, which

could negatively impact our cost of funds, and could also negatively impact

bond market values and result in a lower net book value;

? our ability to successfully manage the current rising market interest rate

environment, our credit risk and the level of future non-performing assets and

charge-offs;

? risks associated with the uncertain inflationary outlook in the United States

and our market areas and its impact on market interest rates, the economy and

credit quality;

? the potential for a recession in the United States and our market areas and

the negative and adverse impact a recession would have on our earnings,

capital and financial position resulting from higher losses on the Bank's loan

and factored receivables portfolios; a decline in the equity and fixed income


    markets that would reduce assets under management and capital markets
    activity, thereby reducing the earnings at Sanders Morris and Tectonic
    Advisors, as well as earnings on trust assets at the Bank;

? changes in the United States economy generally and the regulatory response


    thereto;


  ? changes in the economy of the State of Texas, our primary market;

? risks associated with the ongoing COVID-19 global pandemic ("COVID-19"), or

any current or future variants of COVID-19, including, among others, business

disruption for our customers, customers' ability to fulfill their financial

obligations to the Company, our employees' ability to conduct banking and

other transactions, the response of governmental authorities to the COVID-19

pandemic, or any current or future variants thereof, and our participation in

COVID-19-related government programs such as the Paycheck Protection Program

(the "PPP") administered by the Small Business Administration (the "SBA") and

created under the Coronavirus Aid, Relief, and Economic Security Act (the

"CARES Act");

? risks associated with implementing aspects of our expansion strategy, whether

through additional services and products or acquisitions;

? liquidity risks, including those related to having enough liquid assets to

meet depositor demands;

? the need to hold more capital in order to comply with consolidated capital

ratios;

? competition from other banks, financial institutions and wealth and investment


    management firms and our ability to retain our clients;


  ? the adequacy of our allowance for loan losses;

? risks associated with generating deposits from retail sources without a branch

network so that we can fund our loan portfolio and growth;

? risks associated with higher cost deposits relative to our peer group, which

has an impact on our net interest margin and profits;

? risks associated with having one referral source, Cain Watters & Associates,


    LLC ("Cain Watters"), comprise a substantial part of our business;


  ? our reliance on key personnel and the ability to attract and retain the
    personnel necessary to implement our business plan;

? risks specific to commercial loans and borrowers (particularly dental and SBA


    loans);




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  ? our ability to continue to originate loans (including SBA loans);


  ? impairment of our goodwill or other intangible assets;


  ? claims and litigation pertaining to our fiduciary responsibilities;

? generating investment returns for our wealth management, brokerage and other

customers that are satisfactory to them;

? our ability to maintain a strong core deposit base or other low-cost funding


    sources;


  ? our ability to manage our credit risk;

? regulatory scrutiny related to our loan portfolio, including commercial real


    estate;


  ? the earning capacity of our borrowers;


  ? fluctuation in the value of our investment securities;


  ? our inability to identify and address potential conflicts of interest;

? our ability to maintain effective internal control over financial reporting;




  ? the accuracy of estimates and assumptions;

? the development of an active, liquid market for the Series B preferred stock;




  ? fluctuations in the market price of the Series B preferred stock;

? our ability to raise additional capital, particularly during times of stress;




  ? the soundness of other counterparty financial institutions and certain
    securities brokerage firms;

? technological change in the banking, investment, brokerage and insurance

industry;

? our ability to protect against and manage fraudulent activity, breaches of our

information security, and cybersecurity attacks;

? our reliance on communications, information, operating and financial control

systems technology and related services from third-party service providers;




  ? natural disasters and epidemics and pandemics, such as COVID-19, or any
    current or future variants thereof;

? the effects of terrorism and acts of war or threat thereof, including the


    current conflict in Ukraine, and efforts by the U.S. to combat it;


  ? environmental liabilities;


  ? regulation of the financial services industry;


  ? legislative changes or the adoption of tax reform policies;


  ? political instability and changes in tariffs and trade barriers;

? compliance with laws and regulations, supervisory actions, the Dodd-Frank Wall

Street Reform and Consumer Protection Act (the "Dodd-Frank Act"), the Economic

Growth, Regulatory Relief and Consumer Protection Act ("EGRRCPA"), capital

requirements, the Bank Secrecy Act, anti-money laundering laws, consumer laws,


    and other statutes and regulations;


  ? regulation of broker-dealers and investment advisors;

? the enactment of regulations relating to privacy, information security and

data protection;

? legal and regulatory examinations, proceedings, investigations and inquiries,

fines and sanctions;

? future issuances of preferred stock or debt securities and its impact on the


    Series B preferred stock;


  ? our ability to manage our existing and future preferred stock and
    indebtedness;


  ? our ability to pay dividends;


  ? the continuation of securities analysts coverage of the company;


  ? our management and board of directors have significant control over our
    business;


  ? risks related to being a "controlled company" under NASDAQ rules;


  ? the costs and expenses of being a public company; and

? changes in the laws, rules, regulations, interpretations or policies relating

to financial institutions, accounting, tax, trade, monetary and fiscal

matters, including our ability to navigate the uncertain impacts of

quantitative tightening and current and future governmental monetary and

fiscal policies, including the policies of the Board of Governors of the

Federal Reserve System ("Federal Reserve") and as a result of initiatives of


    the Biden administration.



In addition, financial markets and global supply chains may be adversely affected by the current or anticipated impact of military conflict, including the current Russian invasion of Ukraine, terrorism or other geopolitical events.





You should not place undue reliance on any such forward-looking statements. Any
forward-looking statement reflects only information known to us as of the date
on which it is made and we do not undertake any obligation to update any
forward-looking statement or statements to reflect events or circumstances after
the date on which such statement is made or to reflect the occurrence of
unanticipated events, except as required by law. New factors emerge from time to
time, and it is not possible for us to predict which will arise. 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 statement.



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Other Available Information



We file or furnish with the SEC annual reports on Form 10-K, quarterly reports
on Form 10-Q, current reports on Form 8-K and other reports required by Section
13(a) or 15(d) of the Exchange Act. Electronic copies of our SEC filings are
available to the public at the SEC's website at https://www.sec.gov. In
addition, our annual reports on Form 10-K, quarterly reports on Form 10-Q,
current reports on Form 8-K, proxy statements and other reports required by
Section 13(a) or 15(d) of the Exchange Act are available through our website,
www.t.financial, as soon as reasonably practicable after we electronically file
such material with, or furnish it to, the SEC.



The Company routinely posts important information for investors on its website,
www.t.financial. The Company intends to use its website as a means of disclosing
material non-public information and for complying with its disclosure
obligations under SEC Regulation FD (Fair Disclosure). Accordingly, investors
should monitor the Company's website, in addition to following the Company's
press releases, SEC filings, public conference calls, presentations and
webcasts.



Our website and the information contained on or accessible through our website is not incorporated by reference into, and is not a part of, this Form 10-Q.





General



We are a financial holding company headquartered in Dallas, Texas. We provide a
wide array of financial products and services including banking, trust,
investment advisory, securities brokerage, third party administration, qualified
plan recordkeeping and insurance services to individuals, small businesses and
institutions across the United States.



The following discussion and analysis presents our consolidated financial
condition as of September 30, 2022 and December 31, 2021, and our consolidated
results of operations for the three and nine months ended September 30, 2022 and
2021. The discussion should be read in conjunction with our financial statements
and the notes related thereto in this Form 10-Q and in the audited financial
statements in our 2021 Form 10-K.



We operate through four main direct and indirect subsidiaries: (i) T Bancshares,
Inc. ("TBI"), which was incorporated under the laws of the State of Texas on
December 23, 2002 to serve as the registered bank holding company for T Bank,
N.A. a national banking association (the "Bank"), (ii) Sanders Morris Harris LLC
("Sanders Morris"), a registered broker-dealer with the Financial Industry
Regulatory Authority ("FINRA"), and registered investment advisor with the SEC,
(iii) Tectonic Advisors, LLC ("Tectonic Advisors"), a registered investment
advisor registered with the SEC focused generally on managing money for
relatively large, affiliated institutions, and (iv) HWG Insurance Agency LLC
("HWG"), an insurance agency registered with the Texas Department of Insurance
("TDI").


Critical Accounting Policies and Estimates





We prepare consolidated financial statements based on accounting principles
generally accepted in the United States ("GAAP") and to customary practices
within the financial services industry. These policies, in certain areas,
require management to make estimates and assumptions that affect the amounts
reported in the financial statements and accompanying notes. While we base
estimates on historical experience, current information and other factors deemed
to be relevant, actual results could differ from those estimates.



We consider accounting estimates to be critical to reported financial results if
(i) the accounting estimate requires management to make assumptions about
matters that are highly uncertain at the time we make the accounting estimate
and (ii) different estimates that management reasonably could have used for the
accounting estimate in the current period, or changes in the accounting estimate
that are reasonably likely to occur from period to period, could have a material
impact on the financial statements.



Accounting policies related to the allowance for loan losses are considered to
be critical as these policies involve considerable subjective judgment and
estimation by management. Management has adopted a methodology to properly
analyze and determine an adequate loan loss allowance, which includes allowance
allocations calculated in accordance with Financial Accounting Standards Board
("FASB") Accounting Standards Codification ("ASC") Topic 310, Receivables, and
allowance allocations calculated in accordance with FASB ASC Topic 450,
Contingencies. The analysis is based on sound, reliable and well documented
information and is designed to support an allowance that is adequate to absorb
all estimated incurred losses in our loan portfolio. Relevant available
information includes historical credit loss experience, current conditions and
reasonable and supportable forecasts. While historical credit loss experience
provides the basis for the estimation of expected credit losses, adjustments to
historical loss information may be made for differences in current
portfolio-specific risk characteristics, environmental conditions or other
relevant factors. While management utilizes its best judgment and information
available, the ultimate adequacy of our allowance accounts is dependent upon a
variety of factors beyond our control, including the performance of our
portfolios, the economy, changes in interest rates and the view of the
regulatory authorities toward classification of assets. Refer to the 2021 Form
10-K for additional information regarding critical accounting policies.



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Performance Summary



Net income available to common shareholders decreased $688,000, or 14.5%, to
$4.1 million for the three months ended September 30, 2022, compared to $4.8
million for the three months ended September 30, 2021. Earnings per diluted
common share were $0.58 and $0.68 for the three months ended September 30, 2022
and 2021, respectively. Net income available to common shareholders increased
$323,000, or 2.7%, to $12.3 million for the nine months ended September 30,
2022, compared to $12.0 million for the nine months ended September 30, 2021.
Earnings per diluted common share were $1.68 and $1.74 for the nine months ended
September 30, 2022 and 2021, respectively. The decrease in net income available
to common shareholders for the three months ended September 30, 2022 resulted
primarily from increases in non-interest expense and a decrease in net interest
income, partly offset by decrease in provision for loan losses and an increase
in non-interest income. The increase in net income available to common
shareholders for the nine months ended September 30, 2022 resulted primarily
from increases in net interest income and non-interest income, and a decrease in
provision for loan losses, partly offset by an increase in non-interest expense.



For the three months ended September 30, 2022, annual return on average assets
was 2.98%, compared to 3.61% for the same period in the prior year, and annual
return on average equity was 19.27%, compared to 28.96% for the same period in
the prior year. For the nine months ended September 30, 2022, annual return on
average assets was 3.09%, compared to 3.23% for the same period in the prior
year, and annual return on average equity was 20.32%, compared to 27.14% for the
same period in the prior year. The lower annual return on average assets and
annual return on average equity ratios for the three and nine months ended
September 30, 2022 were primarily due to a decrease in net income for the three
months ended September 30, 2022, compared to the same period in the prior year.
In addition, the annual return on average equity was impacted by an increase in
average equity between the two periods, primarily related to shares of Company
common stock issued for the Company's acquisition of Integra Funding Solutions,
LLC, a Texas limited liability company ("Integra"), on July 1, 2021.



Our accounting and reporting policies conform to GAAP and the prevailing
practices in the banking industry. However, this Form 10-Q contains financial
information determined by methods other than in accordance with GAAP, which
includes return on average tangible common equity. We calculate return on
average tangible common equity as net income available to common shareholders
(net income less dividends paid on preferred stock) divided by average tangible
common equity. We calculate average tangible common equity as average
shareholders' equity less average goodwill, average core deposit intangible and
average preferred stock. The most directly comparable GAAP financial measure for
tangible common equity is average total shareholders' equity. We believe these
non-GAAP measures and ratios, when taken together with the corresponding GAAP
measures and ratios, provide meaningful supplemental information regarding our
performance. We believe investors benefit from referring to these non-GAAP
measures and ratios in assessing our operating results and related trends, and
when planning and forecasting future periods. However, these non-GAAP measures
and ratios should be considered in addition to, and not as a substitute for or
preferable to, measures and ratios prepared in accordance with GAAP.



The following table presents non-GAAP reconciliations of annual return on average tangible common equity:





                                   As of and for     As of and for     As of and for      As of and
                                        the               the               the             for the
                                   Three Months      Three Months       Nine Months       Nine Months
                                       Ended             Ended             Ended             Ended
                                   September 30,     September 30,     September 30,     September 30,
(Dollars in thousands)                 2022              2021              2022              2021
Income available to common
shareholders (a)                   $       4,073     $       4,761     $    

12,323 $ 12,000

Average shareholders' equity $ 91,841 $ 70,546 $


  88,727     $      64,856
Less: average goodwill                    21,440            21,440            21,440            14,339
Less: average core deposit
intangible                                   656               861               708               910
Less: average preferred stock             17,250            17,250            17,250            17,250
Average tangible common equity
(b)                                $      52,495     $      30,995     $      49,329     $      32,357
Annual return on average
tangible common equity (a)/(b)             30.78 %           60.94 %           33.40 %           49.58 %




Total assets increased $3.0 million, or 0.5%, to $588.0 million as of September
30, 2022, from $585.0 million as of December 31, 2021. This increase was
primarily due to increases of $10.7 million in loans held for investment, $3.4
million in securities available for sale and $6.6 million in securities held to
maturity, partly offset by decreases of $4.4 million in cash and cash
equivalents and $13.8 million in loans held for sale. Substantially all loans
outside of those made under the PPP are secured by specific collateral,
including business assets, consumer assets, and commercial real estate.



Shareholders' equity increased $8.8 million, or 10.4%, to $93.6 million as of
September 30, 2022, from $84.8 million as of December 31, 2021. See analysis of
shareholders' equity in the section captioned "Capital Resources and Regulatory
Capital Requirements" included elsewhere in this discussion.



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Results of Operations for the Three and Nine Months Ended September 30, 2022 and 2021

Details of the changes in the various components of net income are discussed below.





Net Interest Income



Net interest income is the difference between interest income on
interest-earning assets, such as loans, investment securities, and
interest-bearing cash, and interest expense on interest-bearing liabilities,
such as deposits and borrowings. Changes in net interest income result from
changes in volume and spread, and are reflected in the net interest margin, as
well as changes in average interest rates. Volume refers to the average dollar
level of interest-earning assets and interest-bearing liabilities. Spread refers
to the difference between the average yield on interest-earning assets and the
average cost of interest-bearing liabilities. Margin refers to net interest
income divided by average interest-earning assets, and is influenced by the
level and relative mix of interest-earning assets and interest-bearing
liabilities.



The following tables present the changes in net interest income and identifies
the changes due to differences in the average volume of interest-earning assets
and interest-bearing liabilities and the changes due to changes in the average
interest rate on those assets and liabilities. The changes in net interest
income due to changes in both average volume and average interest rate have been
allocated to the average volume change or the average interest rate change in
proportion to the absolute amounts of the change in each.



Three Months Ended September 30, 2022 and 2021





                                                                    Three Months Ended
                                                         September 30, 2022 vs September 30, 2021
                                                           Increase

(Decrease) Due to Change in

Average


(In thousands)                                          Rate                Volume             Total
Interest-bearing deposits and federal funds sold   $           167       $         18       $        185
Securities                                                     115                159                274
Loans, net of unearned discount (1)                           (768 )              137               (631 )
Total earning assets                                          (486 )              314               (172 )

Savings and interest-bearing demand                              3                  2                  5
Money market deposit accounts                                  375                 17                392
Time deposits                                                  214                148                362
FHLB and other borrowings                                      443               (498 )              (55 )
Total interest-bearing liabilities                           1,035               (331 )              704

Changes in net interest income                     $        (1,521 )     $        645       $       (876 )




  (1) Average loans include non-accrual.




Net interest income decreased $876,000, or 11.1%, from $7.9 million for the
three months ended September 30, 2021 to $7.0 million for the three months ended
September 30, 2022. The decrease in net interest income was primarily due to the
increase in the average interest rate paid on interest-bearing liabilities and
to the decrease in the average yield on loans, partly offset by a decrease in
the average volume of borrowings and to an increase in the average volume of
securities and loans. Net interest margin for the three months ended September
30, 2022 and 2021 was 5.06% and 5.98%, respectively, a decrease of 92 basis
points.



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The average volume of interest-earning assets increased $26.4 million, or 5.1%,
from $522.2 million for the three months ended September 30, 2021 to $548.6
million for the three months ended September 30, 2022. The average volume of
securities increased $15.4 million, or 42.3%, from $36.4 million for the three
months ended September 30, 2021, to $51.8 million for the three months ended
September 30, 2022. The average volume of loans increased $8.1 million, or 1.8%,
from $454.4 million for the three months ended September 30, 2021 to $462.5
million for the three months September 30, 2022, and the average volume of
interest-bearing deposits increased $3.1 million, or 9.9%, from $31.3 million
for the three months ended September 30, 2021 to $34.4 million for the three
months ended September 30, 2022. The increase in the average volume of loans
included an increase of $74.3 million for organic loan growth, partly offset by
a $66.2 million decrease of PPP loans. The average yield on interest-earning
assets decreased 44 basis points from 6.67% for the three months ended September
30, 2021 to 6.23% for the three months ended September 30, 2022. The average
yield on interest earning assets was impacted by changes in market interest
rates, which was attributed to the Federal Open Market Committee ("FOMC") of the
Federal Reserve repeatedly raising their target benchmark interest rate in the
first nine months of 2022, resulting in subsequent prime rate increases of 300
basis points between March and September of 2022, and changes in the mix of
interest-earning assets. The average yield for loans decreased 67 basis points
from 7.43% for the three months ended September 30, 2021 to 6.76% for the three
months ended September 30, 2022. During the three months ended September 30,
2021, we recognized $1.3 million in PPP loan related deferred fees (net of
amortization of related deferred origination costs) as a yield adjustment and
this amount is included in interest income on loans for the three months ended
September 30, 2021. All outstanding PPP loan balances were paid off during the
second quarter of 2022 and therefore there were no PPP loan related interest or
deferred fees recognized for the three months ended September 30, 2022. The
average yield on securities increased 124 basis points from 2.88% for the three
months ended September 30, 2021, to 4.12% for the three months ended September
30, 2022, and the average yield on interest-bearing deposits increased 212 basis
points from 0.15% for the three months ended September 30, 2021, to 2.27% for
the three months ended September 30, 2022.



The average volume of interest-bearing liabilities decreased $24.4 million, or
6.0%, from $407.7 million for the three months ended September 30, 2021, to
$383.3 million for the three months ended September 30, 2022. The average volume
of interest-bearing deposits increased $45.6 million, or 14.1%, from $324.5
million for the three months ended September 30, 2021, to $370.1 million for the
three months ended September 30, 2022. The average interest rate paid on
interest-bearing liabilities increased 79 basis points from 0.89% for the three
months ended September 30, 2021, to 1.68% for the three months ended September,
2022. The average interest rate paid on interest-bearing deposits increased 72
basis points from 0.76% for the three months ended September 30, 2021, to 1.48%
for the three months ended September, 2022. The average volume of non-interest
bearing deposits increased $28.3 million, or 35.6%, from $79.5 million for the
three months ended September 30, 2021 to $107.8 million for the three months
ended September 30, 2022. The average volume of FHLB and other borrowings
decreased $70.1 million, or 98.5%, from $71.2 million for the three months ended
September 30, 2021 to $1.1 million for the three months ended September 30,
2022, due to the decline in the PPPLF borrowings related to the decrease in PPP
loan balances. The average cost of FHLB and other borrowings increased 239 basis
points from 0.43% for the three months ended September 30, 2021, to 2.82% for
the three months ended September 30, 2022, due to the aforementioned changes in
the market interest rates during the first nine months of 2022 and the decrease
in PPPLF borrowings during the period.



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The following table sets forth our average balances of assets, liabilities and
shareholders' equity, in addition to the major components of net interest income
and our net interest margin, for the three months ended September 30, 2022 and
2021.



                                                           Three Months Ended September 30,
                                                    2022                                       2021
(In thousands, except               Average                      Average       Average                      Average
percentages)                        Balance       Interest        Yield        Balance       Interest        Yield
Assets
Interest-bearing deposits and
federal funds sold                 $  34,426     $      197          2.27 %   $  31,343     $       12          0.15 %
Securities                            51,760            538          4.12        36,428            264          2.88
Loans, net of unearned discount
(1)                                  462,452          7,877          6.76       454,407          8,508          7.43
Total earning assets                 548,638          8,612          6.23       522,178          8,784          6.67
Cash and other assets                 50,141                                     47,760
Allowance for loan losses             (4,223 )                                   (3,331 )
Total assets                       $ 594,556                                  $ 566,607
Liabilities and
Shareholders' Equity
Savings and interest-bearing
demand                             $  16,853             15          0.35 %   $  14,443             10          0.27 %
Money market deposit accounts        128,710            506          1.56       124,259            114          0.36
Time deposits                        224,572            857          1.51       185,761            495          1.06

Total interest-bearing deposits 370,135 1,378 1.48


    324,463            619          0.76
FHLB and other borrowings              1,125              8          2.82        71,216             78          0.43
Subordinated notes                    12,000            234          7.74        12,000            219          7.24
Total interest-bearing
liabilities                          383,260          1,620          1.68       407,679            916          0.89
Non-interest-bearing deposits        107,755                                     79,533
Other liabilities                     11,700                                      8,849
Total liabilities                    502,715                                    496,061
Shareholders' equity                  91,841                                     70,546
Total liabilities and
shareholders' equity               $ 594,556                                  $ 566,607

Net interest income                              $    6,992                                 $    7,868
Net interest spread                                                  4.55 %                                     5.78 %
Net interest margin                                                  5.06 %                                     5.98 %




  (1) Includes non-accrual loans.




Nine Months Ended September 30, 2022 and 2021





                                                                     Nine Months Ended
                                                         September 30, 2022 vs September 30, 2021
                                                           Increase

(Decrease) Due to Change in

Average


(In thousands)                                         Rate               Volume               Total

Interest-bearing deposits and federal funds sold $ 252 $

        5       $         257
Securities                                                   217                 456                 673
Loans, net of unearned discount (1)                          858                 562               1,420
Total earning assets                                       1,327               1,023               2,350

Savings and interest-bearing demand                            5                   5                  10
Money market deposit accounts                                415                 106                 521
Time deposits                                                 18                 298                 316
FHLB and other borrowings                                     85                (259 )              (174 )
Total interest-bearing liabilities                           523                 150                 673

Changes in net interest income                     $         804       $         873       $       1,677




  (1) Average loans include non-accrual.




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Net interest income increased $1.6 million, or 8.6%, from $18.6 million for the
nine months ended September 30, 2021 to $20.2 million for the nine months ended
September 30, 2022. The increase in net interest income was primarily due to an
increase in the average yield and average volume on total earning assets, partly
offset by an increase in the average rate paid on money market deposit accounts.
Net interest margin for the nine months ended September 30, 2022 and 2021 was
5.03% and 4.87%, respectively, an increase of 16 basis points.



The average volume of interest-earning assets increased $28.2 million, or 5.5%,
from $509.8 million for the nine months ended September 30, 2021 to $538.0
million for the nine months ended September 30, 2022. The average volume of
securities increased $16.0 million, or 54.8%, from $29.2 million for the nine
months ended September 30, 2021, to $45.2 million for the nine months ended
September 30, 2022, and the average volume of loans increased $11.6 million, or
2.6%, from $443.1 million for the nine months ended September 30, 2021 to $454.7
million for the nine months ended September 30, 2022. The increase in the
average volume of loans included increases of $67.4 million for organic loan
growth and $23.2 million for factored receivables related to the Integra
acquisition during the third quarter of 2021, partly offset by a $79.0 million
decrease of PPP loans. The average yield on interest-earning assets increased 29
basis points from 5.59% for the nine months ended September 30, 2021 to 5.88%
for the nine months ended September 30, 2022. The average yield on interest
earning assets was impacted by changes in market interest rates, which was
attributed to the FOMC repeatedly raising their target benchmark interest rate
in the first nine months of 2022, resulting in subsequent prime rate increases
of 300 basis points between March and September of 2022, and changes in the mix
of interest-earning assets. The average yield for loans increased 26 basis
points from 6.23% for the nine months ended September 30, 2021, to 6.49% for the
nine months ended September 30, 2022. During the nine months ended September 30,
2022, we recognized $175,000 in PPP related deferred fees (net of amortization
of related deferred origination costs) as a yield adjustment and this amount is
included in interest income on loans. This was a decrease of $3.9 million from
the same period in the prior year. The decrease in PPP fees was partly offset by
an increase in factored receivables interest income of $3.2 million from the
same period in the prior year. The average yield on securities increased 100
basis points from 2.82% for the nine months ended September 30, 2021, to 3.82%
for the nine months ended September 30, 2022, and the average yield on
interest-bearing deposits increased 90 basis points from 0.12% for the nine
months ended September 30, 2021, to 1.02% for the nine months ended September
30, 2022.



The average volume of interest-bearing liabilities decreased $17.6 million, or
4.4%, from $401.3 million for the nine months ended September 30, 2021 to $383.7
million for the nine months ended September 30, 2022. The average volume of
interest-bearing deposits increased $53.6 million, or 17.5%, from $306.8 million
for the nine months ended September 30, 2021, to $360.4 million for the nine
months ended September 30, 2022. The average interest rate paid on
interest-bearing liabilities increased 27 basis points from 0.92% for the nine
months ended September 30, 2021, to 1.19% for the nine months ended September,
2022. The average interest rate paid on interest-bearing deposits increased 20
basis points from 0.81% for the nine months ended September 30, 2021, to 1.01%
for the nine months ended September 30, 2022. Non-interest bearing deposits
increased $32.1 million, or 46.3%, from $69.3 million for the nine months ended
September 30, 2021, to $101.4 million for the nine months ended September 30,
2022. The average volume of FHLB and other borrowings decreased $71.3 million,
or 86.3%, from $82.6 million for the nine months ended September 30, 2021, to
$11.3 million for the nine months ended September 30, 2022, due to the decline
in the PPPLF borrowings related to the decrease in PPP loan balances. The
average cost of FHLB and other borrowings increased 12 basis points from 0.37%
for the nine months ended September 30, 2021, to 0.49% for the nine months ended
September 30, 2022, due to the aforementioned significant increases in the
market interest rates during the first nine months of 2022 and the decrease in
PPPLF borrowings during the period.



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The following table sets forth our average balances of assets, liabilities and
shareholders' equity, in addition to the major components of net interest income
and our net interest margin, for the nine months ended September 30, 2022 and
2021.



                                                  Nine Months Ended September 30,
                                         2022                                        2021
(In thousands, except    Average                      Average        Average                      Average
percentages)             Balance       Interest        Yield         Balance       Interest        Yield
Assets
Interest-bearing
deposits and federal
funds sold              $  38,103     $      291           1.02 %   $  37,451     $       34           0.12 %
Securities                 45,198          1,290           3.82        29,227            617           2.82
Loans, net of
unearned discount (1)     454,697         22,083           6.49       443,128         20,663           6.23
Total earning assets      537,998         23,664           5.88       509,806         21,314           5.59
Cash and other assets      50,500                                      37,866
Allowance for loan
losses                     (4,225 )                                    (3,158 )
Total assets            $ 584,273                                   $ 544,514
Liabilities and
Shareholders' Equity
Savings and
interest-bearing
demand                  $  16,470     $       36           0.29 %   $  13,977     $       26           0.25 %
Money market deposit
accounts                  131,251            833           0.85       114,542            312           0.36
Time deposits             212,668          1,845           1.16       178,275          1,529           1.15
Total
interest-bearing
deposits                  360,389          2,714           1.01       306,794          1,867           0.81
FHLB and other
borrowings                 11,292             41           0.49        82,555            231           0.37
Subordinated notes         12,000            672           7.49        12,000            656           7.31
Total
interest-bearing
liabilities               383,681          3,427           1.19       401,349          2,754           0.92
Non-interest-bearing
deposits                  101,363                                      69,340
Other liabilities          10,502                                       8,969
Total liabilities         495,546                                     479,658
Shareholders' equity       88,727                                      64,856
Total liabilities and
shareholders' equity    $ 584,273                                   $ 544,514

Net interest income                   $   20,237                                  $   18,560
Net interest spread                                        4.69 %                                      4.67 %
Net interest margin                                        5.03 %                                      4.87 %




Provision for Loan Losses



The provision for loan losses totaled $150,000 for the three months ended
September 30, 2022, compared to $641,000 for the three months ended September
30, 2021. For the nine months ended September 30, 2022, the provision for loan
losses totaled $477,000, compared to $1.2 million for the nine months ended
September 30, 2021. We determined a provision for loan losses that we consider
sufficient to maintain an allowance to absorb probable losses inherent in our
portfolio as of the balance sheet date. Nevertheless, there is continued
uncertainty in the forecasted economic conditions due to the rising interest
rate environment and persistent high inflation levels, and additional or
reversal provisions for loan losses may be necessary in future periods.



Non-Interest Income


The components of non-interest income were as follows:





                                  Three Months Ended          Nine Months Ended
                                     September 30,              September 30,
(In thousands)                     2022          2021         2022          2021
Trust income                    $    1,470      $ 1,612     $   4,624     $  4,584
Gain on sale of loans                    -            -             -          101
Advisory income                      3,317        3,532        10,249        9,825
Brokerage income                     2,430        2,603         8,614        7,196

Service fees and other income 2,338 1,632 6,442


 5,345
Rental income                           79           88           268          264
Total                           $    9,634      $ 9,467     $  30,197     $ 27,315




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Total non-interest income for the three months ended September 30, 2022 increased $167,000, or 1.8%, and $2.9 million, or 10.6%, compared to the same periods in the prior year. Material changes in the various components of non-interest income are discussed below.





Trust Income. Trust income is earned for trust services on the value of managed
and non-managed assets held in custody. Volatility in the bond and equity
markets impacts the market value of trust assets and the related fees. Trust
income for the three and nine months ended September 30, 2022 decreased
$142,000, or 8.8%, and increased $40,000, or 0.9%, respectively, compared to the
same periods in the prior year. The decrease in trust income between the three
months ended September 30, 2022 compared to the three months ended September 30,
2021 is due to a decrease in the average market value of the trust assets
between the two periods. The increase in trust income between the nine months
ended September 30, 2022 compared to the nine months ended September 30, 2021 is
due to an increase in the average market value of the trust assets between the
two periods, which was due to an increase in net flows of assets, which offsets
a decrease in average market values of trust assets from market declines during
2022. Such decrease continued through the three months ended September 30, 2022,
and is attributed primarily to the FOMC repeatedly raising their target
benchmark interest rate during the first nine months of 2022, resulting in
subsequent prime rate increases of 300 basis points between March and September
of 2022, further resulting in significant increase in market interest rates
during the period. Volatility related to impacts of geo-political instability
related to the war in Ukraine, regulatory action, including further increases in
market interest rates by the Federal Reserve in response to the persistence of
the inflationary environment in the United States, or continuing effects of the
COVID-19 pandemic, including supply-chain disruptions, all of which are likely
to impact the bond and equity markets, could result in future net decreases in
the average values of our assets held in custody, and/or in a decrease in net
flows to our assets held in custody, decreasing our trust income.



Gain on sale of loans. Gain on sale of loans is generally gain on sales of the
guaranteed portion of loans within our SBA loan portfolio. There was no gain on
sale of loans for the three months ended September 30, 2022 and 2021. Gain on
sale of loans decreased $101,000 during the nine months ended September 30, 2022
compared to the same period in the prior year, when there was gain on sale of
loans of $101,000 resulting from the sale of $1.1 million of SBA loans.



Advisory income. Advisory fees are typically based on a percentage of the
underlying average asset values for a given period, where each percentage point
represents 100 basis points. These revenues are of a recurring nature, but are
directly affected by increases and decreases in the values of the underlying
assets. Similar to our trust income, changes in the value of our assets under
management will result in comparable changes in our advisory income. For the
three and nine months ended September 30, 2022, advisory income decreased
$215,000, or 6.1%, and increased $424,000, or 4.3%, respectively, compared to
the same periods in the prior year. The decrease in advisory income between the
three months ended September 30, 2022 and 2021 is due to a decrease in the
average market value of the advisory assets between the two periods. This
decrease is attributed primarily to the continuation of increases in the target
benchmark interest rate by the FOMC in response to persistent inflation in the
United States. The increase in advisory income between the nine months ended
September 30, 2022 and 2021 was attributable to net inflows to our assets under
management throughout 2022 which offsets a decrease in average market values
from market declines during the nine months ended September 30, 2022, resulting
in a net increase in the average market value of our advisory assets between the
two periods. As with trust income, volatility related to regulatory action,
including further increases in market interest rates by the Federal Reserve in
response to the persistent inflationary environment in the United States, as
well as supply chain disruptions related to geo-political instability, including
the war in Ukraine, and/or disruptions in the supply chain related to continuing
world-wide effects of the COVID-19 pandemic, are likely to impact the financial
markets and the value of and/or net inflows to our assets under management,
potentially decreasing our advisory income.



Brokerage income. Brokerage revenues are generally based on a per share fee or
commission to trade a share of a particular stock, bond or other security. In
addition, brokerage revenues, in this context, include private placements,
participation in syndication of public offerings, and certain other brokerage
revenues, including interest earned on margin lending. Brokerage revenue is
dependent on the volume of trading, and on private placement and syndication
activity during the period, and in the case of margin lending, on interest
rates. Brokerage income for the three and nine months ended September 30, 2022
decreased $173,000, or 6.6%, and increased $1.4 million, or 19.7%, compared to
the same periods in the prior year. The decrease in Brokerage revenue for the
three months ended September 30, 2022 is due to a decrease of $932,000 in
syndicated offering activity, partially offset by an increase in federated
rebates and margin lending of $397,000 and $250,000, respectively, along with an
increase in miscellaneous commission revenue of $112,000. The increase in
Brokerage revenue for the nine months ended September 30, 2022 is related to an
increase in commission income from private placement activity of $2.1 million
from a recovery in private placement activity from the economic uncertainty that
persisted during the three and nine months ended September 30, 2021 from the
COVID-19 pandemic and dampened private offering activity. In addition, income
from money market rebates and margin lending increased $553,000 and $530,000,
respectively, during the nine months ended September 30, 2022, related to
increases in interest rates and rising cash balances, increasing the
availability of funds and related margin lending and corresponding revenue.
Commissions from options trading also increased by $312,000 during the nine
months ended September 30, 2022, over the same period in the prior year. These
increases were offset by a decrease in brokerage commissions from general
over-the-counter trading of $1.1 million and a decrease in syndicate deals of
$841,000 for the nine months ended September 30, 2022, as well as other
immaterial fluctuations in brokerage income netting to a decrease of $109,000
during the nine months ended September 30, 2022 compared to the same period in
the prior year. Private offering activity in particular did recover somewhat
during the three and nine months ended September 30, 2022, but we expect private
and syndicated offering activity to be negatively impacted in the future by
retirements at Sanders Morris. In addition, expectations of economic disruption
related to geo-political factors and further increases in market interest rates
by the Federal Reserve in response to continued persistence in the inflationary
environment in the United States, among other factors, have led to economic
uncertainty, which has the potential to decrease offering activity and general
brokerage activity in future periods given price uncertainty in the face of
volatile markets.



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The table below reflects a rollforward of our client assets from September 30,
2021 through September 30, 2022, which includes both advisory and brokerage
assets, and the inflows and outflows and net market appreciation from December
31, 2020 through September 30, 2022. Our brokerage and advisory assets
experienced a decrease of approximately $477.7 million, or 9.0%, between
September 30, 2021 and September 30, 2022, related to market depreciation which
was partially offset by positive net flows.



(In thousands)              Client Assets
As of December 31, 2020    $     4,524,376
Client inflows                   2,053,488
Client outflows                 (1,759,327 )
Net flows                          294,161
Market appreciation                493,490
As of September 30, 2021   $     5,312,027
Client inflows                     589,139
Client outflows                   (444,428 )
Net flows                          144,711
Market appreciation                152,574
As of December 31, 2021    $     5,609,312
Client inflows                   2,415,046
Client outflows                 (1,692,726 )
Net flows                          722,320
Market depreciation             (1,497,299 )
As of September 30, 2022   $     4,834,333




Service fees and other income. Service fees includes fees for deposit-related
services, loan and factored receivables servicing, third-party administration
fees, and other income. Service fees and other income for the three and nine
months ended September 30, 2022 increased $706,000, or 43.3%, and $1.1 million,
or 20.5%, respectively, compared to the same periods in the prior year. The
increases were the result of increases in third party pension administration
fees from the Bank's Nolan division of $702,000 and $1.0 million, respectively,
increases in interest income of $19,000 and $34,000, respectively, increases in
miscellaneous income of $13,000 and $13,000, respectively, and increases in the
servicing fees from the Bank's Integra factoring division of $28,000 and
$341,000, respectively, which was acquired effective July 1, 2021 and therefore
had no revenue during the first six months of 2021, over the same periods in the
prior year, and an increase in bank servicing fees of $17,000 for the three
months ended September 30, 2022 compared to the same period in the prior year.
These increases were partially offset for the three and nine months ended
September 30, 2022 by foreign currency losses of $32,000 and $26,000,
respectively, and from losses on errors of $33,000 and $76,000, respectively,
over the same periods in the prior year, as well as a decrease in income
distributions from an interest in securities not readily marketable of $71,000
and in consulting fees of $50,000 for the nine months ended September 30, 2022
over the same period in the prior year. Immaterial fluctuations accounted for
the remaining differences. The increase in third-party administration fees for
the periods was primarily due to timing differences in completion of plan
administration work compared to the same periods in the earlier year, during
which the COVID-19 pandemic and related shutdowns led to a slowdown in
submission of records from plan sponsors, delaying completion of work, as well
as from an increase in third party administration clients.



Rental income. The Company receives monthly rental income from tenants leasing
space in the Bank building. Rental income for the three months ended September
30, 2022 decreased $9,000, or 10.2%, and rental income for the nine months ended
September 30, 2022 increased $4,000, or 1.5%. The decrease for the three months
ended September 30, 2022 was due to rent concessions, and the increase for the
nine months ended September 30, 2022 was primarily due to a new tenant moving
into vacant space during the second quarter 2021, which was partially offset by
the decrease related to the aforementioned rent concessions.



Non-Interest Expense


The components of non-interest expense were as follows:





                                        Three Months Ended          Nine Months Ended
                                           September 30,              September 30,
(In thousands)                           2022          2021         2022          2021

Salaries and employee benefits $ 7,717 $ 6,449 $ 23,053

$ 18,239
Occupancy and equipment                      394          503         1,265        1,322
Trust expenses                               537          623         1,695        1,782

Brokerage and advisory direct costs 488 509 1,514


       1,506
Professional fees                            298          429         1,051        1,211
Data processing                              203          282           593          753
Other                                      1,224        1,333         3,927        2,941
Total                                 $   10,861     $ 10,128     $  33,098     $ 27,754




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Total non-interest expense for the three and nine months ended September 30,
2022 increased $733,000 or 7.2%, and $5.3 million, or 19.3%, respectively,
compared to the same periods in the prior year, primarily due to increases in
salaries and employee benefits and other expenses, which were partially offset
by decreases in occupancy and equipment expense, trust expenses, data processing
expenses, and professional fees. Material changes in the various components of
non-interest income are discussed below.



Salaries and employee benefits. Salaries and employee benefits for the three and
nine months ended September 30, 2022 increased $1.3 million, or 19.7%, and $4.8
million, or 26.4%, compared to the same periods in the prior year. The increases
were primarily due to increases in bonuses, salaries, and related payroll
expenses in our Banking segment, the majority of which are related to a
severance accrual and the increase of staff from the acquisition of the Integra
factoring division, and in our Other Financial Services segment, primarily from
increases in incentive bonuses and earnouts at Sanders Morris Harris, and
increases in staff and merit increases in the Bank's Nolan division, Tectonic
Advisors and the Bank's Trust department. In addition, health insurance and
other employee benefits costs increased for the three and nine months ended
September 30, 2022 across the Company by $83,000 and $287,000, respectively,
compared to the same periods in the prior year due primarily to an increase in
staff and rate increases. The increases in salary, bonus, and other related
payroll costs during the three and nine months ended September 30, 2022 in our
Banking segment of $915,000 and $2.4 million, respectively, related to increases
of $76,000 and $1.1 million, in salaries for Integra and the acquisition of the
Bank's Integra division in July 2021, respectively, and increases of $839,000
and $1.3 million elsewhere in our Banking segment related to merit increases in
salaries and an increase in staff, primarily within the Bank's SBA division
(including a $532,000 severance accrual). Salaries and bonuses in our Other
Financial Services segment increased $250,000 and $1.9 million for the three and
nine months ended September 30, 2022, respectively, compared to the same periods
in the prior year, of which $1.0 million and $1.1 million, respectively, is
related to increases in salaries and incentive bonuses, net of decreases in
commissions and earnouts of related to decreases in brokerage and private
placement activity of $642,000 and $309,000, respectively, at Sanders Morris. In
addition, $121,000 and $311,000, respectively, is related to Tectonic Advisors
for increases in headcount in our investment operations team resulting from
increases in net flows of assets under management and merit raises, $217,000 and
$564,000, respectively, is related to the Bank's Nolan division for increases in
headcount, promotions and merit increases, and production related bonuses, and
$16,000 and $57,000, respectively, is related to the Bank's Trust department for
increases in headcount and merit increases and promotions. These increases in
salaries and benefits were offset slightly by a decrease in stock compensation
expense across the Company of $60,000 and $47,000 for the three and nine months
ended September 30, 2022, respectively, over the same periods in the prior year.



Occupancy and equipment expense. Occupancy and equipment expense for the three
and nine months ended September 30, 2022 decreased $109,000, or 21.7%, and
$57,000, or 4.3%, respectively, compared to the same periods in the prior year.
The decreases were related to decreases totaling $87,000 and $160,000,
respectively, in our Other Financial Services segment, offset by decreases of
$23,000 and an increase of $102,000, respectively, in our Banking segment. The
decreases of in our Other Financial Services segment for the three and nine
months ended September 30, 2022 included decreases in depreciation expense of
$22,000 and $68,000, respectively, as assets became fully depreciated and in
facilities expense of $65,000 and $92,000, respectively, related to the
expiration of a lease on space that was subleased and no longer needed, compared
to the same periods in the prior year. The decreases for the three months ended
September 30, 2022 in our Banking segment included decreases of $19,000 in
facilities expense and $4,000 in depreciation expense, compared to the same
period in the prior year. The increase for the nine months ended September 30,
2022 in our Banking segment included increases of $101,000 in facilities expense
compared to the same period in the prior year, primarily related to the
acquisition of Integra.



Trust expenses. Trust expenses are advisory fees paid to a fund advisor to
advise the Company on the common trust funds managed by the Company, and are
based on the value of the assets held in custody. Volatility in the bond and
equity markets impacts the market value of trust assets and the related
expenses. The monthly advisory fees are assessed based on the market value of
assets at month-end. Trust expenses for the three and nine months ended
September 30, 2022 decreased $86,000, or 13.8%, and $87,000, or 4.9%,
respectively, compared to the same periods in the prior year due to a decrease
in the value of trust assets for the three and nine months ended September 30,
2022 over the value during the same period in the prior year. This was due to a
decrease in the valuation of trust assets, primarily during the three months
ended September 30, 2022, which was partially offset by the increase in asset
values and the strength of net inflows earlier in 2022, compared to the same
periods in the prior year.



Brokerage and advisory direct costs. Brokerage and advisory direct costs for the
three and nine months ended September 30, 2022 decreased $21,000, or 4.1%, and
increased $8,000, or less than 1.0%, compared to the same periods in the prior
year. The decrease for the three months ended September 30, 2022 related
primarily to decreases in referral fees and advisory clearing fees at Sanders
Morris of $20,000 and $12,000, respectively, and decreases in information
services and referral fees at Tectonic Advisors of $12,000 and $2,000,
respectively, which were offset by an increase in other clearing service fees at
Sanders Morris and Tectonic Advisors of $25,000 compared to the same period in
the prior year. The increase for the nine months ended September 30, 2022
related primarily to an increases in information services at Tectonic Advisors
and Sanders Morris Harris of $43,000 and $10,000, respectively, and increases in
other clearing fees and service fees of $18,000, offset by decreases in referral
fees at Sanders Morris, HWG and Tectonic Advisors totaling $63,000.



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Professional fees. Professional fees, which include legal, consulting, audit and
tax fees, for the three and nine months ended September 30, 2022 decreased
$131,000, or 30.5%, and $160,000, or 13.2%, respectively, compared the same
periods in the prior year. The decrease for the three months ended September 30,
2022, was the result of decreases in legal fees totaling $82,000, the majority
of which was in our Banking segment related to acquisition of Integra during the
same period in the prior year. Additionally, professional fees decreased
$47,000, the majority of which was in our Parent segment related to a stock
option transaction during the same period in the prior year. The decrease for
the nine months ended September 30, 2022 related primarily to a decrease in
professional fees of $159,000 at the Bank's trust department due to a decrease
in consulting fees related to our participant directed plan services team, where
staff increases have allowed us to reduce our reliance on consultants. In
addition, legal fees decreased $103,000, primarily in our Banking segment
related to the acquisition of Integra in the same period in the prior year. The
decrease in legal fees was offset by an increase in audit and tax consulting
fees of $107,000, primarily in our Banking and Parent segments related to the
increase in complexity of our annual audit and tax preparation services.



Data processing. Data processing includes costs related to the Company's
operating systems. Data processing expense for the three and nine months ended
September 30, 2022 decreased $79,000, or 28.0%, and $160,000, or 21.2%, compared
to the same periods in the prior year. The decreases were the result of
decreases of $92,000 and $189,000, respectively, in our Banking segment, offset
by increases of $13,000 and $29,000, respectively, in our Other Financial
Services segment. The decreases in our Banking segment were primarily related to
the conversion of the Bank's core accounting system during the same periods in
the prior year, which increased expense during the earlier periods, and the
offsetting increases were primarily related to increases at the Bank's trust
division related to increasing activity and improvements in the participant
directed services group.



Other. Other expenses include costs for insurance, Federal Deposit Insurance
Corporation ("FDIC") and Office of the Comptroller of the Currency ("OCC")
assessments, director fees, regulatory filing fees related to our brokerage
business, business travel, management fees, and other operational expenses.
Other expenses for the three and nine months ended September 30, 2022 decreased
$109,000, or 6.2%, and increased $986,000, or 33.5%, compared to the same
periods in the prior year. The decrease for the three months ended September 30,
2022 included decreases of $41,000 in our Banking segment and $80,000 in our
HoldCo segment, offset by an increase of $12,000 in our Other Financial Services
segment. The increase for the nine months ended September 30, 2022 included
increases of $589,000, $284,000 and $113,000 in our Banking, Other Financial
Services, and HoldCo segments, respectively. For the three months ended
September 30, 2022, the decreases included a decrease of $16,000 in the Bank's
Integra factoring division, led by a decrease of $24,000 in bank charges from
the elimination of accounts at other banks following the acquisition, offset by
increases in office expense and marketing, netting to a decrease of $16,000. In
addition, loan expense decreased $41,000, payroll processing fees decreased
$24,000, offset by an increase in software costs, netting to a decrease of
$41,000 in our banking segment. Decreases at our HoldCo division included a
decrease of $42,000 in marketing expense as we moved toward more targeted
efforts, and a decrease in computer services of $26,000 and in franchise tax
expense of $25,000, which were offset by immaterial increases elsewhere, netting
to a decrease of $79,000 in our HoldCo segment. Other expense in our Other
Financial Services segment increased for the three months ended September 30,
2022 by $12,000, including increases in our computer supplies, services and
software expenses of $48,000, in our travel and meals expense of $23,000, which
were offset by decreases in employee recruitment costs of $33,000, and in
internet expense of $20,000, combined with less material fluctuations, compared
to the same period in the prior year. For the nine months ended September 30,
2022, the increase in our Banking segment includes an increase of $214,000 in
the Bank's Integra factoring division which was acquired in July 2021, primarily
attributable to their being no expenses for the first six months of 2022, and
increases in software licenses of $175,000, FDIC premiums of $50,000, other
facilities expense of $55,000, employee recruitment expense of $43,000,
donations of $22,000, and travel of $20,000, combined with other immaterial
fluctuations for a net increase of $589,000. The increase in our Other Financial
Services segment includes an increase in computer software and services of
$112,000, travel and meals of $70,000, professional liability insurance of
$23,000 related to growth in our assets under management, and an increase in
marketing and public relations of $107,000, which includes marketing initiatives
at Tectonic Advisors related to assets under management attributable to Cain
Watters clients. These increases were offset by individually immaterial
decreases, resulting in a net increase in other expense of $284,000 in our Other
Financial Services segment for the period. The increase in our HoldCo segment
includes an increase of $94,000 in marketing expenses for marketing initiatives
across our Company, and other individually immaterial fluctuations resulting in
an increase of $113,000 in our HoldCo segment for the nine months ended
September 30, 2022 compared to the same period in the prior year.



Income Taxes



Income tax expense for the three and nine months ended September 30, 2022 was
approximately $1.2 million and $3.4 million, respectively, compared to $1.4
million and $3.7 million, respectively, for the same periods in the prior year.
The effective income tax rate was 20.6% and 21.6% for the three and nine months
ended September 30, 2022, respectively, compared to 21.6% and 22.2%,
respectively, for the same periods in the prior year.



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Segment Reporting


We have three operating segments: Banking, Other Financial Services and HoldCo. Our primary operating segments are Banking and Other Financial Services.





Our banking operating segment includes both commercial and consumer banking
services, and factoring services through the Bank's Integra division. Commercial
banking services are provided primarily to small to medium-sized businesses and
their employees, which includes a wide array of lending and cash management
products. Consumer banking services include lending and depository services.
Factoring services are provided primarily to small over-the-road trucking
businesses.



Our other financial services segment includes Tectonic Advisors, Sanders Morris,
the Bank's Trust Division, which includes the Nolan division and a participant
directed recordkeeping team, and HWG. Through these business divisions, we offer
investment advisory and brokerage services to individuals and businesses,
private trust services, and financial management services, including personal
wealth management, retirement plan design and administrative services, and
insurance brokerage services.



A third operating segment, HoldCo, includes the Bank's immediate parent and related subordinated debt, as well as operations of the financial holding company that serves as parent for the group overall. Our principal source of revenue is dividends from our subsidiaries.

The following table presents key metrics related to our segments as of the periods indicated:

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