What the changes say
- The company added explicit operational, model risk, climate change, and regulatory enforcement risks.
- ESG and diversity risks were updated to reflect rising national pushback.
- Disintermediation risks now highlight fintech competition and stablecoins.
What changed since the prior 10-K
New
- New
We are subject to losses due to errors, omissions or fraud by our employees, clients, counterparties or other third parties
We face operational risks from employee, client, or third-party fraud including wire fraud and phishing, clerical errors, and transaction processing failures.
- New
We use models in our business, and we could be adversely affected if our design, implementation, or use of models is flawed
Our use of quantitative models for risk, loan loss allowance, and asset valuation creates exposure to flawed data, faulty design, or misinterpretation.
- NewRisks Related to the Regulation of the Corporation
Further, the financial services industry faces more aggressive enforcement of laws at federal, state and local levels, particularly in connection with practices that may harm consumers or the financial system more generally
We face aggressive federal, state, and local enforcement of consumer and financial laws following shifts in political leadership and regulatory priorities.
- NewRisks Related to Owning the Corporation’s Common Stock
We are subject to physical and financial risks associated with climate change and other weather and natural disaster impacts
Severe weather events and climate change could damage residential or commercial real estate collateral, decrease collateral value, and raise mortgage delinquency rates.
Dropped
- Dropped
effect on the Corporation’s net income. Although we believe our allowance for credit losses is adequate to absorb losses that are inherent in our loan portfolio, we cannot predict the timing or severity of such losses nor give any assurance that our allowance will be adequate in the future
Reworded
- 93% rewrittenRisks Related to the Regulation of the Corporation
Increased scrutiny and evolving expectations from customers, regulators, investors, and other stakeholders with respect to environmental, social and governance (ESG) practices may impose additional costs on the Corporation or expose it to new or additional risks
Added specific mention of conflicting federal and state ESG laws and growing national scrutiny against corporate diversity, equity, and inclusion (DEI) matters.
- 81% rewritten
If our allowance for credit losses becomes inadequate, our results of operations may be adversely affected
Added that determining the allowance for credit losses relies on complex, interrelated models and assumptions.
- 70% rewritten
Competition from other financial institutions and financial intermediaries may adversely affect our profitability
Expanded competition risk to note that larger financial institutions significantly affect product pricing and our cost of funds.
- 63% rewritten
Consumers may increasingly decide not to use banks to complete their financial transactions, which could have a material adverse impact on our financial condition and operations
Added stablecoins to digital asset examples and noted accelerated trends toward digital transactions creating increased fintech competition.
- 61% rewrittenRisks Related to the Regulation of the Corporation
Compliance with laws, regulations and supervisory guidance, both new and existing, may adversely affect our business, financial condition and results of operations
Expanded compliance details to specify that regulations restrict dividends, mergers, investments, loan terms, deposit interest rates, and office locations.
- 49% rewrittenRisks Related to the Regulation of the Corporation
The CFPB may increase our regulatory compliance burden and could affect the consumer financial products and services that we offer
Clarified that while the CFPB has direct jurisdiction over banks with $10 billion or greater in assets, its rules may apply through Federal Reserve and FDIC adoption.
- 38% rewritten
We are subject to interest rate risk and fluctuations in interest rates may negatively affect our financial performance
Added the policies of the Federal Reserve and other governmental and regulatory agencies as external factors influencing interest rates.
- 32% rewrittenRisks Related to Owning the Corporation’s Common Stock
Our common stock price may be volatile, which could result in losses to our investors
Expanded stock price volatility factors to include changes in government regulations, geopolitical conditions, military conflicts, pandemics, and trade relations.
- 30% rewrittenRisks Related to Owning the Corporation’s Common Stock
The trading volume of our common stock may not provide adequate volume for investors, and future sales of our common stock by shareholders or the perception that those sales could occur may cause our common stock price to decline
- 29% rewritten
The concentration of commercial real estate loans, including construction loans, and consumer finance automobile loans in our loan portfolio increases credit risk
Was: Our level of credit risk is higher due to the concentration of our loan portfolio in commercial real estate loans and in consumer finance automobile loans
- 27% rewritten
Our business is subject to various lending and other economic risks that could adversely affect our results of operations and financial condition
- 21% rewritten
We are subject to security and operational risks, including cybersecurity risks and cybersecurity attacks, relating to our use of technology that could damage our reputation and our business
- 21% rewrittenRisks Related to Owning the Corporation’s Common Stock
The Corporation or any of its subsidiaries is a defendant from time to time in a variety of litigation and other actions
- 20% rewrittenRisks Related to Owning the Corporation’s Common Stock
We rely heavily on our management team and the unexpected loss of key officers may adversely affect our operations
All 33 risk factors
Headings as the filing states them, in filing order.
Other
- 01Our business is subject to various lending and other economic risks that could adversely affect our results of operations and financial condition27% rewritten
- 02Our earnings are significantly affected by the fiscal and monetary policies of the federal government and its agencies
- 03Adverse changes in economic conditions in our market areas or adverse conditions in an industry on which a local market in which we do business is dependent could adversely affect our results of operations and financial condition
- 04The concentration of commercial real estate loans, including construction loans, and consumer finance automobile loans in our loan portfolio increases credit risk29% rewritten
- 05Weakness in the secondary residential mortgage loan markets or demand for mortgage loans may adversely affect income from C&F Mortgage
- 06If our allowance for credit losses becomes inadequate, our results of operations may be adversely affected81% rewritten
- 07An increase in mortgage loan defaults or prepayments may result in losses related to loans sold by C&F Mortgage
- 08We are subject to interest rate risk and fluctuations in interest rates may negatively affect our financial performance38% rewritten
- 09We rely substantially on deposits obtained from customers in our target markets to provide liquidity and support growth
- 10Consumers may increasingly decide not to use banks to complete their financial transactions, which could have a material adverse impact on our financial condition and operations63% rewritten
- 11Competition from other financial institutions and financial intermediaries may adversely affect our profitability70% rewritten
- 12Our business, financial condition, and results of operations could be adversely affected by developments impacting the financial services industry, such as bank failures or concerns involving liquidity
- 13Accounting for business combinations may expose us to intangible asset risk, which could affect our results of operations
- 14Our risk management framework may not be effective in mitigating risk and loss
- 15We are subject to security and operational risks, including cybersecurity risks and cybersecurity attacks, relating to our use of technology that could damage our reputation and our business21% rewritten
- 16We rely on other companies to provide key components of our business infrastructure
- 17Our business is technology dependent, and an inability to successfully implement technological improvements may adversely affect our ability to be competitive and our results of operations and financial condition
- 18The development and use of Artificial Intelligence (“AI”) presents risks and challenges that may adversely impact our business
- 19We are subject to losses due to errors, omissions or fraud by our employees, clients, counterparties or other third partiesNew
- 20We use models in our business, and we could be adversely affected if our design, implementation, or use of models is flawedNew
Risks Related to the Regulation of the Corporation
- 21Compliance with laws, regulations and supervisory guidance, both new and existing, may adversely affect our business, financial condition and results of operations61% rewritten
- 22Further, the financial services industry faces more aggressive enforcement of laws at federal, state and local levels, particularly in connection with practices that may harm consumers or the financial system more generallyNew
- 23The financial services industry may be subject to new or changing legislation, regulation, and government policy, which could affect the banking industry and the broader economy
- 24Increased scrutiny and evolving expectations from customers, regulators, investors, and other stakeholders with respect to environmental, social and governance (ESG) practices may impose additional costs on the Corporation or expose it to new or additional risks93% rewritten
- 25The CFPB may increase our regulatory compliance burden and could affect the consumer financial products and services that we offer49% rewritten
Risks Related to Owning the Corporation’s Common Stock
- 26The trading volume of our common stock may not provide adequate volume for investors, and future sales of our common stock by shareholders or the perception that those sales could occur may cause our common stock price to decline30% rewritten
- 27The Corporation’s dividends may not be sustained
- 28Our common stock price may be volatile, which could result in losses to our investors32% rewritten
- 29Future issuances of our common stock could adversely affect the market price of our common stock and could be dilutive
- 30We rely heavily on our management team and the unexpected loss of key officers may adversely affect our operations20% rewritten
- 31The success of our business strategies depends on our ability to identify, recruit and retain individuals with experience and relationships in our primary markets
- 32The Corporation or any of its subsidiaries is a defendant from time to time in a variety of litigation and other actions21% rewritten
- 33We are subject to physical and financial risks associated with climate change and other weather and natural disaster impactsNew
Other C & F Financial 10-Ks
- FY2024 10-K risk factors30 risks
Commercial real estate and consumer auto loans represent 55 percent of the portfolio, carrying heightened concentration risk. Regional economic health in Virginia and the Mid-Atlantic dictates core banking performance. Strict federal regulation, interest rate volatility, and cybersecurity threats heavily impact operations.
Filed Feb 27, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.