v3.25.2
Basis of Presentation and Significant Accounting Policies
3 Months Ended
Mar. 31, 2025
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Basis of Presentation and Significant Accounting Policies Basis of Presentation and Significant Accounting Policies
Nature of Operations
PCB Bancorp is a bank holding company whose subsidiary is PCB Bank (the “Bank”), which is a single operating segment. As of March 31, 2025, the Bank operated nine full-service branches in Los Angeles and Orange counties, California, three full-service branches on the East Coast (Bayside, New York; and Englewood Cliffs and Palisades Park, New Jersey), and two full-service branches in Texas (Carrollton and Dallas), and four loan production offices (“LPOs”) in Los Angeles and Orange Counties, California; Atlanta, Georgia; and Bellevue, Washington. The Bank offers a broad range of loans, deposits, and other products and services predominantly to small and middle market businesses and individuals.
Basis of Presentation
The accompanying unaudited interim consolidated financial statements have been prepared pursuant to Article 10 of SEC Regulation S-X and other SEC rules and regulations for reporting on the Quarterly Report on Form 10-Q. Accordingly, certain disclosures required by U.S. generally accepted accounting principles (“GAAP”) are not included herein. These interim statements should be read in conjunction with the audited consolidated financial statements and notes included in the Annual Report on Form 10-K for the year ended December 31, 2024 filed by the Company with the SEC. The December 31, 2024 balance sheet presented herein has been derived from the audited financial statements included in the Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC, but does not include all of the disclosures required by GAAP for complete financial statements.
In the opinion of management of the Company, the accompanying unaudited interim consolidated financial statements reflect all of the adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the consolidated financial condition and consolidated results of operations as of the dates and for the periods presented. Certain reclassifications have been made in the prior period financial statements to conform to the current period presentation. The results of operations for the three months ended March 31, 2025 are not necessarily indicative of the results that may be expected for the year ending December 31, 2025.
Principles of Consolidation
The consolidated financial statements include the accounts of PCB Bancorp and its wholly owned subsidiary as of March 31, 2025 and December 31, 2024, and for the three months ended March 31, 2025 and 2024. Significant inter-company accounts and transactions have been eliminated in consolidation. Unless the context requires otherwise, all references to the Company include its wholly owned subsidiary.
Significant Accounting Policies
The accounting and reporting policies of the Company are based upon GAAP and conform to predominant practices within the banking industry. Other than the disclosed below, the Company has not made any significant changes in its critical accounting policies from those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2024 filed with the SEC.
Restatement of Previously Issued Financial Statements
The Company has restated the previously issued unaudited consolidated financial statements as of and for the quarter ended March 31, 2025 (the “Restatement”). The Restatement corrects the recognition of the fair value of preferred stock purchase option. On January 16, 2025, the Company entered into the Option Agreement with the U.S. Treasury, which grants the Company the conditional option to repurchase the outstanding shares of its Series C Preferred Stock.
The Company originally evaluated this purchase option under ASC 815, Derivatives and Hedging, and ASC 505, Equity. Subsequent to first issuing the consolidated financial statements as of and for the quarter ended March 31, 2025, the Company further evaluated the fair value of the purchase option under ASC 820, Fair Value Measurement, and concluded that the fair value is immaterial. As previously reported in the Company’s Current Report on Form 8-K filed on July 24, 2025, on July 22, 2025, the management of the Company, after discussions with and among the Audit Committee of the Board of Directors and the Company’s independent registered public accounting firm, concluded that the Company’s unaudited consolidated financial statements as of and for quarter ended March 31, 2025 should no longer be relied upon and should be restated.
The following table presents the impact of the Restatement on the Consolidated Balance Sheets (Unaudited), Consolidated Statements of Changes in Shareholders’ Equity (Unaudited) and Notes to Consolidated Financial Statements (Unaudited) as of the date of for the period indicated:
As of or For the Three Months Ended March 31,  2025
($ in thousands)Previously ReportedRestatement AdjustmentRestated
Consolidated Balance Sheets (Unaudited)
Option derivative$35,778 $(35,778)$— 
Total assets3,219,536 (35,778)3,183,758 
Common stock178,934 (35,778)143,156 
Total shareholders’ equity406,642 (35,778)370,864 
Total liabilities and shareholders’ equity3,219,536 (35,778)3,183,758 
Consolidated Statements of Changes in Shareholders’ Equity (Unaudited)
Recognition of option derivative$35,778 $(35,778)$— 
Common stock at March 31, 2025178,934 (35,778)143,156 
Total shareholders’ equity at March 31, 2025406,642 (35,778)370,864 
Note 2 - Fair Value
Assets and Liabilities Measured at Fair Value on a Recurring Basis
Option derivative at Level 3$35,778 $(35,778)$— 
Total assets measured at fair value on a recurring basis at Level 335,778 (35,778)— 
Total assets measured at fair value on a recurring basis183,968 (35,778)148,190 
Note 14 - Regulatory Matters
PCB Bancorp
Capital buffer8.02 %(1.27)%6.75 %
Common tier 1 capital (to risk-weighted assets)
12.52 %(1.27)%11.25 %
Total capital (to risk-weighted assets)
16.25 %(1.27)%14.98 %
Tier 1 capital (to risk-weighted assets)
15.04 %(1.27)%13.77 %
Tier 1 capital (to average assets)
13.16 %(1.02)%12.14 %
Note 16 - Segment Information
Return on average assets1.00 %0.01 %1.01 %
Return on average shareholders’ equity7.90 %0.63 %8.53 %
Tier 1 leverage ratio (consolidated)13.16 %(1.02)%12.14 %
Use of Estimates in the Preparation of Financial Statements
The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. These estimates are subject to change and such change could have a material effect on the consolidated financial statements. Actual results may differ from those estimates.
Adopted Accounting Pronouncements
During the three months ended March 31, 2025, there were no significant accounting pronouncements applicable to the Company that were adopted or became effective.
Recent Accounting Pronouncements Not Yet Adopted
The following recently issued accounting pronouncement applicable to the Company has not yet been adopted:
In December 2023, the FASB issued Accounting Standard Update (“ASU”) 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures.” This ASU requires public business entities to disclose in the rate reconciliation table additional categories of information about federal, state, and foreign income taxes and to provide more details about the reconciling items in some categories if items meet a quantitative threshold. It also requires all entities to disclose income taxes paid, net of refunds, disaggregated by federal, state, and foreign taxes for annual periods and to disaggregate the information by jurisdiction based on a quantitative threshold. This ASU is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted for periods for which financial statements have not yet been issued. This ASU is not expected to have a significant impact on the Company’s Consolidated Financial Statements.
In November 2024, the FASB issued ASU 2024-03, “Income Statement—Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses.” This ASU requires disaggregated disclosure of income statement expenses for public business entities. This ASU requires new financial statement disclosures in tabular format, disaggregating information about prescribed categories underlying any relevant income statement expense caption. The prescribed categories include, among other things, employee compensation, depreciation, and intangible asset amortization. Additionally, entities must disclose the total amount of selling expenses and, in annual reporting periods, an entity’s definition of selling expenses. This ASU is effective for annual reporting periods beginning after December 15, 2026, and for interim reporting periods within fiscal years beginning after December 15, 2027. The guidance can be applied prospectively with an option for retrospective application and early adoption is permitted. This ASU is not expected to have a significant impact on the Company’s Consolidated Financial Statements.