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Annual Report 2017 ANNUAL REPORT To create a bank where every individual has value and is treated with dignity and respect. This is the beginning of our “blue ocean” . the foundation on which we will continue to build a strong company. GENERAL CORPORATE INFORMATION ANNUAL MEETING REGULATORY AND SECURITIES COUNSEL The annual meeting of shareholders of North State Wyrick Robbins Yates & Ponton LLP Bancorp will be held on Tuesday, June 5, 2018, at 4:00 4101 Lake Boone Trail, Suite 300 p.m. at North Ridge Country Club, 6612 Falls of Neuse Raleigh, NC 27607 Road, Raleigh, North Carolina 27615. AUDITED CONSOLIDATED FINANCIAL STATEMENTS MARKET FOR COMMON EQUITY AND RELATED AND ANNUAL DISCLOSURE STATEMENT SHAREHOLDER MATTERS A copy of North State Bancorp’s Audited Consolidated As of December 31, 2017, we had 5,835,464 shares Financial Statements as of and for the years ended of common stock outstanding, which were held by December 31, 2017, and 2016 are available without approximately 180 beneficial owners. During 2015, the charge to shareholders upon written request to Stacy R. Company filed for a change in tax status to become an S Reedy, Executive Vice President and Chief Financial Officer, Corporation. As an S Corporation, shares of common stock North State Bancorp, PO Box 18367, Raleigh, NC 27619, are traded across the Company’s desk and are not traded and are on our website at NorthStateBank.com. on any exchange. This Annual Report and the above referenced Audited INDEPENDENT AUDITORS Consolidated Financial Statements as of and for the years Dixon Hughes Goodman LLP ended December 31, 2017, and 2016 serve as the annual 2501 Blue Ridge Road disclosure statement furnished pursuant to the FDIC’s Suite 500 rules and regulations. The Annual Report and the Audited Raleigh, NC 27607 Consolidated Financial Statements have not been reviewed or confirmed for accuracy or relevance by the FDIC. BANKING AND MORTGAGE OFFICES Corporate Headquarters and Fayetteville Southeast Raleigh Banking Office – North Raleigh North State Bank Mortgage North State Bank Mortgage 6204 Falls of Neuse Road 2153 Valleygate Drive 1708 Trawick Road Raleigh, NC 27609 #202 Suite 209 919.719.9400 Fayetteville, NC 28304 Raleigh, NC 27604 North State Bank Garner Wake Forest Mortgage Operations 835 Highway 70 West 14091 Falls of Neuse Road 6200 Falls of Neuse Road Garner, NC 27529 Raleigh, NC 27614 Suite 300 Raleigh, NC 27609 Lexington West Raleigh North State Bank Mortgage 2413 Blue Ridge Road Apex 503 E. Center Street Raleigh, NC 27607 North State Bank Mortgage Lexington, NC 27292 56 Hunter Street Wilmington Suite 210 North Hills 1411 Commonwealth Drive Apex, NC 27502 4270 The Circle at North Hills Wilmington, NC 28403 Raleigh, NC 27609 Downtown Raleigh 230 Fayetteville Street Suite 100 Raleigh, NC 27601 2 Contents General Corporate Information 2 Selected Financial Highlights 4–5 Letter from the President & CEO 6–11 Condensed Consolidated Balance Sheets 12 Condensed Consolidated Statements of Operations 13 Independent Auditors’ Report 14 Corporate Board of Directors 15 Local Advisory Boards 16 Management Team and Staff 17–19 3 SELECTED FINANCIAL HIGHLIGHTS As of or for the Year Ended December 31, 2017* 2016* 2015** 2014 2013 (Dollars in thousands, except per share data) OPERATING DATA: Total interest income $ 30,655 $ 27,997 $ 26,017 $ 24,982 $ 24,165 Total interest expense 2,743 2,645 1,648 1,909 2,831 Net interest income 27,912 25,352 24,369 23,073 21,334 Provision for (recovery of) loan losses (446) (1,586) (768) (371) 1,030 Net interest income after provision for (recovery of) loan losses 28,358 26,938 25,137 23,444 20,304 Non-interest income 18,346 19,684 10,853 8,468 7,740 Non-interest expense 37,431 36,369 29,765 24,470 24,425 Income before income taxes 9,273 10,253 6,225 7,442 3,619 Provision for income taxes — 24 3,718 2,710 1,219 Net income $ 9,273 $ 10,229 $ 2,507 $ 4,732 $ 2,400 PER SHARE DATA: Earnings per share—basic $ 1.60 $ 1.80 $ 0.35 $ 0.64 $ 0.32 Earnings per share—diluted $ 1.60 $ 1.80 $ 0.35 $ 0.64 $ 0.32 Tangible book value $ 6.99 $ 6.60 $ 5.75 $ 6.41 $ 5.72 WEIGHTED AVERAGE SHARES OUTSTANDING: Basic 5,779,343 5,687,095 7,259,034 7,447,347 7,442,949 Diluted 5,779,343 5,687,095 7,259,034 7,451,941 7,445,424 SELECTED YEAR-END BALANCE SHEET DATA: Total assets $ 835,962 $ 786,199 $ 754,023 $ 686,448 $ 673,900 Loans—held for sale 33,183 66,931 33,046 47,328 34,267 Loans 658,436 621,674 602,364 531,841 483,567 Allowance for loan losses 3,951 4,346 6,039 6,711 7,924 Deposits 754,820 709,515 677,560 618,730 601,325 Borrowings 34,091 33,922 33,928 16,799 27,599 Shareholders’ equity 41,897 38,005 32,823 47,871 42,755 SELECTED AVERAGE BALANCES: Total assets $ 835,915 $ 791,637 $ 745,929 $ 695,285 $ 688,152 Loans—held for sale 24,875 38,395 34,059 30,449 45,796 Loans 639,901 612,973 568,096 513,968 491,700 Total interest-earning assets 783,847 742,184 699,725 647,154 632,113 Deposits 755,239 714,981 672,377 624,426 615,680 Borrowings 34,087 34,671 18,850 21,696 27,312 Total interest-bearing liabilities 508,356 489,841 464,573 447,093 465,914 Shareholders’ equity 41,124 36,298 51,325 46,065 42,546 4 As of or for the Year Ended December 31, 2017* 2016* 2015** 2014 2013 SELECTED PERFORMANCE RATIOS: Return on average assets 1.11% 1.29% 0.34% 0.68% 0.35% Return on average equity 22.55% 28.18% 4.88% 10.27% 5.64% Net interest spread(1) 3.36% 3.24% 3.38% 3.43% 3.22% Net interest margin(1) 3.56% 3.42% 3.50% 3.57% 3.38% Non-interest income to total revenue 39.66% 43.71% 30.81% 26.85% 26.62% Non-interest income to average assets 2.19% 2.49% 1.45% 1.22% 1.12% Non-interest expense to average assets 4.48% 4.59% 3.99% 3.52% 3.55% Efficiency ratio 80.92% 80.76% 84.51% 77.58% 84.01% ASSET QUALITY RATIOS: Nonperforming loans to period-end loans 0.21% 0.28% 0.48% 0.44% 0.87% Allowance for loan losses to period-end loans 0.60% 0.70% 1.00% 1.26% 1.64% Ratio of allowance for loan losses to nonperforming loans 2.90x 2.46x 2.10x 2.89x 1.89x Nonperforming assets to total assets 0.16% 0.26% 0.52% 0.45% 1.00% Net charge-offs (recoveries) to average loans -0.01% 0.02% -0.02% 0.16% 0.53% CAPITAL RATIOS(2): Total risk-based capital 11.60% 11.62% 12.11% 13.09% 14.80% Tier 1 risk-based capital 11.00% 10.93% 11.08% 11.84% 11.75% CET1 risk-based capital(3) 11.00% 10.93% 11.08% NA NA Leverage ratio 8.68% 8.81% 8.73% 9.27% 8.55% Equity to assets ratio 5.01% 4.83% 4.35% 6.97% 6.34% Average equity to average assets 4.92% 4.59% 6.88% 6.63% 6.18% OTHER DATA: Number of banking offices 7 7 7 7 7 Number of full time equivalent employees 210 216 194 151 139 * The Company changed its tax election to an S Corporation effective January 1, 2016. Under an S Corporation election, corporate income, gains and losses are passed through to the shareholders. The Company is subject to corporate level taxation on unrealized built-in gains during a five-year recognition period beginning January 1, 2016. Earnings per share for 2016 are represented on a pre-tax basis. ** Includes items related to the Company’s change in tax election to an S Corporation. The items include: non-recurring professional fees of $859,000; issuance of $18 million in long-term subordinated debt; the retirement of 1.84 million shares of common stock; $1.5 million deferred tax asset write-off, included in tax expense; a prepaid asset and liability of approximately $6.6 million for remaining share repurchases; and a reclassification of held-to-maturity securities to available-for-sale. (1) Excludes average nonaccrual loans. (2) Capital ratios are for bank only. (3) Introduced as a new capital measure effective January 1, 2015. 5 To our Shareholders, Customers and Friends: am pleased to report our financial summary of I am! replied his brother Tommy. I’m worried about the 2017 as follows: Total assets, loans and deposits as state of our American society! Iof December 31, 2017, were $836.0 million, $658.4 Well, what bothers you about it? Are you worried about million and $754.8 million respectively compared to the extent of poverty and hunger in the land? totals at December 31, 2016, of $786.2 million, $621.7 million and $709.5 million, for year-over-year increases Oh no, that doesn’t really bother me. of 6.3%, 6.5% and 6.4% respectively. As these results I see. Well, are you concerned about the growing threat indicate, core growth remains strong as we support the of nuclear war? customers and communities we serve. No, that’s not a worry of mine. I’d like to use the following story to make a point.
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