TCBK on Nasdaq

Tri Counties Bank

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Bank headquartered in Chico, CA

Tri Counties Bank is a financial institution headquartered in Chico, California. It is a subsidiary of holding company TriCo Bancshares (NASDAQ: TCBK) headquartered in Chico, California. The first branch opened in 1975 to serve the Butte, Glenn, and Tehama counties, from which the bank received its name.3 Wikipedia text CC BY-SA 4.0

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Last updated Oct 20, 2026.

Overview

1975Founded1

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  • TickerTCBK on Nasdaq1
  • Industryfinancial sector, financial services, online banking, private banking1
  • HeadquartersChico1
  • Websitewww.tcbk.com
  • Incorporated inCA6
  • Business addressTrico Bancshares, 63 Constitution Drive, Chico, Ca 959736
  • Filer categoryLarge accelerated filer6
  • Legal formCommercial Bank4
  • LEI549300W0YBCUV18HSR424
  • StatusActive4
  • LEI statusIssued and current4
  • Registered address63 Constitution Dr, 95973 Chico, United States4
  • Registered withFederal Deposit Insurance Corporation, 219434

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Tri Counties Bank regional headquarters in Roseville
Photo: Tri Counties Bank, CC BY-SA 4.0, via Wikimedia Commons8

Tri Counties Bank is a financial institution headquartered in Chico, California. It is a subsidiary of holding company TriCo Bancshares (NASDAQ: TCBK) headquartered in Chico, California. The first branch opened in 1975 to serve the Butte, Glenn, and Tehama counties, from which the bank received its name. As of 2024, the bank has over 64 branches in California, 8 loan production offices, over 40,000 ATMs nationwide, and total assets of approximately $9.7 billion.3

Financials

From the company’s reports to the SEC. Every number links to the filing it came from.

Key numbers, fiscal 2025

227.4%Net margin9
4.1%Revenue growth, 20259
9.2%Return on equity9
$127.9MFree cash flow9

What sells

Revenue by product, business segment and region, as the company reports it to the SEC.

Products and services

Credit and Debit Card brought in 47% of the revenue Tri Counties Bank broke down this way in fiscal 2025.

  1. Credit and Debit Card$25.5M947%up 1% from 2024
  2. Deposit Account$21.0M939%up 8% from 2024
  3. Financial Service, Other$5.8M911%up 9% from 2024
  4. Mortgage Banking$1.7M93%down 0% from 2024
Products and services by year
Products and services202320242025
Credit and Debit Card$26.5M$25.3M$25.5M
Deposit Account$17.6M$19.5M$21.0M
Financial Service, Other$4.7M$5.3M$5.8M
Mortgage Banking$1.8M$1.7M$1.7M

Where the money goes

Where each dollar of revenue went, fiscal 2025

  • Income tax27¢$44.6M
  • Profit73¢$121.6M

Out of $53.4M in revenue.9

Where each dollar of operating cash went, fiscal 2025

  • Capital spending4¢$5.4M
  • Dividends paid34¢$45.0M
  • Share buybacks24¢$32.0M
  • Kept or used elsewhere38¢$50.9M

Out of $133.3M of cash from operations.9

Financial statements

Revenue101112139$53.4M in 2025+32% since 2019
0$20.0M$40.0M$60.0M2019: $40.4M$40.4M20192020: $38.0M$38.0M2020−6%2021: $43.9M$43.9M2021+16%2022: $49.8M$49.8M2022+13%2023: $50.1M$50.1M2023+1%2024: $51.3M$51.3M2024+2%2025: $53.4M$53.4M2025+4%
Net income101112139$121.6M in 2025+32% since 2019
0$50.0M$100.0M$150.0M2019: $92.1M$92.1M20192020: $64.8M$64.8M2020−30%2021: $117.7M$117.7M2021+82%2022: $125.4M$125.4M2022+7%2023: $117.4M$117.4M2023−6%2024: $114.9M$114.9M2024−2%2025: $121.6M$121.6M2025+6%

Every line of the income statement as filed: the last 3 fiscal years, latest first.9

Period ending2025-12-312024-12-312023-12-31
Loans, including fees$397.3M$390.5M$356.7M
Taxable securities$58.9M$66.9M$73.9M
Tax exempt securities$3.5M$3.6M$5.1M
Dividends$1.5M$1.5M$1.3M
Interest bearing cash at Federal Reserve and other banks$9.4M$4.1M$1.3M
Total interest and dividend income$470.6M$466.6M$438.4M
Deposits$113.3M$113.1M$55.1M
Other borrowings$1.1M$14.7M$19.7M
Junior subordinated debt$5.4M$7.4M$6.9M
Total interest expense$119.7M$135.2M$81.7M
Net interest income$350.8M$331.4M$356.7M
Provision for credit losses$12.1M$6.6M$24.0M
Net interest income after provision for credit losses$338.8M$324.8M$332.7M
Service charges and fees$53.4M$51.3M$50.1M
Commissions on sale of non-deposit investment products$7.0M$5.6M$4.5M
Increase in cash value of life insurance$3.4M$3.3M$3.1M
Gain on sale of loans$1.6M$1.5M$1.2M
Loss on sale of investment securities-$3.2M-$43.0K-$284.0K
Other$6.1M$2.8M$2.8M
Total noninterest income$68.3M$64.4M$61.4M
Salaries and related benefits$149.8M$140.6M$135.8M
Other$91.2M$93.5M$97.4M
Total noninterest expense$241.0M$234.1M$233.2M
Income before provision for income taxes$166.2M$155.1M$160.9M
Provision for income taxes$44.6M$40.2M$43.5M
Net income$121.6M$114.9M$117.4M
Basic (in USD per share)$3.72$3.47$3.53
Diluted (in USD per share)$3.70$3.46$3.52

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Corporate structure

Tri Counties Bank sits at the top of its group. 1 entity, 1 country on record. Switch between the flow chart and the network, and select any entity to see its details.

Major holders of Tri Counties Bank

  • Franklin Templeton Investments Filed SCHEDULE 13G on Tri Counties Bank, latest Apr 29, 2026
  • VANGUARD GROUP INC Filed SCHEDULE 13G/A on Tri Counties Bank, latest Mar 27, 2026 (2 filings since Feb 13, 2024)
  • FRANKLIN MUTUAL ADVISERS LLC Filed SCHEDULE 13G/A on Tri Counties Bank, latest Jan 29, 2026 (2 filings since Aug 5, 2025)
  • DIMENSIONAL FUND ADVISORS LP Filed SCHEDULE 13G on Tri Counties Bank, latest Apr 15, 2025
  • FMR LLC Filed SCHEDULE 13G/A on Tri Counties Bank, latest Feb 12, 2025 (5 filings since Feb 9, 2022)
  • Tri Counties Bank Chico, California, United States

Built from parent and subsidiary links from GLEIF, the Global Legal Entity Identifier Foundation (CC0); major holders from Schedules 13D and 13G. Each entity in the chart links to its source.

What it owns

What Tri Counties Bank reports owning in its annual reports to the SEC: buildings, land and equipment, real estate and locations, investments, intangible assets and inventory, at the end of its latest fiscal year and a year before.

Property and equipment

ItemLatestA year beforeChange
Accumulated depreciation$73.3M9 Dec 31, 2025$69.1M9 Dec 31, 2024+6.1%
Property and equipment, net$69.7M9 Dec 31, 2025$70.3M9 Dec 31, 2024−0.8%
Operating-lease assets (leased space)$25.5M9 Dec 31, 2025$23.5M9 Dec 31, 2024+8.4%

Investments

ItemLatestA year beforeChange
Cash and cash equivalents$157.0M9 Dec 31, 2025$145.0M9 Dec 31, 2024+8.3%
Equity securities at fair value$2.7M9 Dec 31, 2025$2.6M9 Dec 31, 2024+3.2%
Loans, net of allowance$7.0B9 Dec 31, 2025$6.6B9 Dec 31, 2024+5.2%
Deposits held (banks)$8.3B9 Dec 31, 2025$8.1B9 Dec 31, 2024+2.2%

Intangibles and goodwill

ItemLatestA year beforeChange
Goodwill$304.4M9 Dec 31, 2025$304.4M9 Dec 31, 20240%
Accumulated amortization$33.8M9 Dec 31, 2025$31.8M9 Dec 31, 2024+6.2%

Properties, in its own words

The Company is engaged in the banking business through 65 traditional branches, 3 in-store branches and 9 loan production offices in 32 counties throughout California including the counties of Butte, Colusa, Contra Costa, Del Norte, Fresno, Glenn, Humboldt, Kern, Lake, Los Angeles, Madera, Mendocino, Merced, Nevada, Orange, Placer, Sacramento, San Diego, San Francisco, San Mateo, Santa Clara, Shasta, Siskiyou, Sonoma, Stanislaus, Sutter, Tehama, Trinity, Tulare, Yolo and Yuba. All offices are constructed and equipped to meet prescribed security requirements.

As of December 31, 2025, the Company owned 31 branch office locations, two administrative buildings that include branch locations, and 7 other buildings that are used as either administrative, operational, or loan production offices. The Company leased 32 branch office locations, 3 in-store branch locations, and 9 loan production offices. Most of the leases contain multiple renewal options and provisions for rental increases, principally for changes in the cost of living index, property taxes and maintenance. All of the Company’s existing facilities are considered to be adequate for the Company’s present and future use. In the opinion of management, all properties are adequately covered by insurance. See “Note 7 – Premises and Equipment” to the consolidated financial statements at Part II, Item 8 of this report.

Item 2 of the 10-K filed Mar 2, 2026.17

The story

At its inception in 1974, a group of farmers and small business owners within the Chico area came together to form their own bank and assist local growers. The company began operations with Robert H. Steveson as the first president and CEO.

TriCo Bancshares was incorporated in 1981. It was formed as a holding company, with Tri Counties Bank as its sole subsidiary. Later that year, Tri Counties Bank merged with Shasta County Bank. The bank opened in store branches in 1994 to bring financial services into supermarkets. After Stevenson retired in 1999, Richard P. Smith became the president and CEO of the company.

In 2010, Richard P. Smith was named the chairman of the California Bankers Association and held the position through 2011, when the company acquired Citizens Bank of Northern California after regulators ordered it to permanently close due to financial loss from non-performing loans.

In 2013, the company opened a new $9 million campus at the Chico Airport complex, which houses information technology, operations, a call center, and training departments.

The company then acquired North Valley Bank in 2014, expanding Humboldt, Trinity, and Sonoma counties. Three members of North Valley's board of directors joined the Tri Counties Bank board, which grew from nine seats to twelve. In 2018, the company acquired First National Bank of Northern California, expanding into the Bay Area market.

In 2020, the Sacramento Business Journal nominated Bindu Jaduram with Tri Counties Bank as one of the year's Women Who Mean Business honorees. Jaduram helped the company expand its footprint by launching twelve new branches. A 2021 survey published in Forbes magazine of America's Best In-State-Banks ranked Tri Counties Bank as No. 2 in California.

In 2021, the company acquired Valley Republic Bank. After the acquisition, the combined bank had more than $10 billion in assets.

On July 13, 2026, Tri Counties Bank entered into an agreement to be acquired by First Hawaiian Bank in a $2 billion all stock deal. First Hawaiian will have about $34 billion worth of assets, and it will be the sixth largest bank headquartered in the Western U.S.

From Wikipedia’s article on Tri Counties Bank, shared under CC BY-SA 4.0.7

Leadership

Who has led Tri Counties Bank, and when. Pick a name to see everywhere that person has worked.

Chief financial officer

  1. Thomas J. Reddish2006–2018
  2. Peter G. Wiese2018–now

Chief operating officer

  1. Carol A. Ward2015–2016
  2. John Fleshood2016–now
19801990200020102020
Board members and other officers (34)

Products and brands

The bank offers consumer banking products and services including mortgage loans, credit cards, online banking, and investments. It operates standalone branches as well as in-store branches, such as in supermarkets.

The company's current headquarters opened in 1998 on Constitution Drive in Chico, California.

In 2013, the company opened a training and operations campus at the Chico Airport complex. In 2017, the company purchased a building in Roseville, California, for its new regional headquarters. Other Roseville facilities include a Small Business Administration loan office and a separate commercial lending office. In August 2021, the company entered Los Angeles County by opening a lending center in Pasadena, California. Other Southern California offices in Irvine and San Diego opened at the same time.

The company is active in philanthropy, having directly donated or helped raise over $450,000 for local causes, including funds for a local medical center, aid for the victims of the 2018 Carr Fire, and funds for local black businesses.

From Wikipedia’s article on Tri Counties Bank, shared under CC BY-SA 4.0.7

Subsidiaries and ownership

Parent company

  • TriCo Bancshares

From Wikidata.1

Acquisitions

  1. Succeeded North Valley Bancorp1

Former names

  • TRICO BANCSHARESAug 23, 1995 to Apr 20, 19956

Timeline

  1. Aug 21, 20268-K Other events56
  2. Jul 23, 20268-K Results of operations; Regulation FD disclosure57
  3. Jul 15, 20268-K Entered a material agreement; Executive or director change58
  4. Jul 13, 20268-K Regulation FD disclosure59
  5. May 28, 20268-K Bylaws or fiscal year changed; Shareholder vote60
  6. May 26, 20268-K Other events61
  7. Apr 23, 20268-K Results of operations; Regulation FD disclosure62
  8. Feb 23, 20268-K Other events63
  9. Jan 22, 20268-K Results of operations; Regulation FD disclosure; Other events64
  10. Dec 5, 20258-K Executive or director change65
  11. Nov 25, 20258-K Other events66
  12. Oct 23, 20258-K Results of operations; Regulation FD disclosure67
  13. Apr 20, 1993Went public Listed on NASDAQ1
  14. 1975Founded Founded1

Calendar

Coming up

  1. Oct 22, 2026Reports results for the quarter ending Sep/2026 A year earlier it reported $1.04 a share, on Oct 23, 2025.68

When it reported results

  1. Jul 23, 2026Reported quarterly or annual results57
  2. Apr 23, 2026Reported quarterly or annual results62
  3. Jan 22, 2026Reported quarterly or annual results64
  4. Oct 23, 2025Reported quarterly or annual results67
  5. Jul 24, 2025Reported quarterly or annual results69
  6. Apr 24, 2025Reported quarterly or annual results70
  7. Jan 23, 2025Reported quarterly or annual results71
  8. Oct 24, 2024Reported quarterly or annual results72

Upcoming dates from Nasdaq's calendar; past results from the company's 8-K filings (Item 2.02). The full markets calendar

Filings

428 filings to the SEC since October 2021: 5 annual reports, 15 quarterly reports, 60 major events, 291 insider forms, 14 large holders, 43 other. The latest 20:

  1. Sep 16, 2026DEFM14A EDGAR
  2. Aug 28, 20264 EDGAR
  3. Aug 21, 20268-K EDGAR
  4. Aug 14, 2026425 EDGAR
  5. Aug 7, 202610-Q EDGAR
  6. Jul 29, 2026425 EDGAR
  7. Jul 29, 2026425 EDGAR
  8. Jul 24, 2026425 EDGAR
  9. Jul 23, 2026425 EDGAR
  10. Jul 23, 20268-K EDGAR
  11. Jul 15, 2026425 EDGAR
  12. Jul 15, 2026425 EDGAR
  13. Jul 15, 2026425 EDGAR
  14. Jul 15, 20268-K EDGAR
  15. Jul 15, 2026425 EDGAR
  16. Jul 13, 2026425 EDGAR
  17. Jul 13, 2026425 EDGAR
  18. Jul 13, 2026425 EDGAR
  19. Jul 13, 2026425 EDGAR
  20. Jul 13, 2026425 EDGAR

The 428 filings since October 2021 can be filtered by form type and year here when JavaScript is on.

Every filing from the last five years, summarized. The full record is on SEC EDGAR.

Insider trades

11 open-market trades by officers, directors and large owners since October 2021: 4 buys and 7 sales. Grants, option exercises and gifts are left out.

DateWhoTradeSharesPriceValueFiling
Dec 11, 2024Giese Cory WDirectorSale5,100$49.47$252.3KForm 4
Dec 11, 2024Giese Cory WDirectorSale5,100$49.47$252.3KForm 4
Aug 28, 2024Koehnen Michael WDirectorSale1,400$45.20$63.3KForm 4
Aug 16, 2024Giese Cory WDirectorSale3,965$43.11$170.9KForm 4
May 14, 2024CARNEY CRAIG BEVP Chief Credit OfficerSale757$38.00$28.8KForm 4
Jun 8, 2023Giese Cory WDirectorSale4,034$38.00$153.3KForm 4
May 31, 2023Koehnen Michael WDirectorBuy5,000$33.00$165.0KForm 4
Sep 6, 2022Leggio Anthony L.DirectorBuy2,700$45.80$123.7KForm 4
May 17, 2022Giese Cory WDirectorSale5,000$42.00$210.0KForm 4
May 5, 2022Leggio Anthony L.DirectorBuy188$40.44$7.6KForm 4
May 3, 2022Leggio Anthony L.DirectorBuy1,588$39.69$63.0KForm 4

From Forms 4 filed with the SEC.

Major holders

Investors who own more than 5% of the shares must tell the SEC: a 13D if they may seek to influence the company, a 13G if they hold passively.

Executive pay

What the company paid its top executives, from the summary compensation table in its proxy statement. Total pay includes salary, bonus, stock and option awards and other pay, as the company valued them.

YearExecutiveAgeSalaryTotal pay
2025Richard SmithPresident - Chief Executive Officer$1.0M$3.0M78
2025Dan BaileyExecutive Vice President — Chief Banking Officer$473.2K$1.4M78
2025Peter WieseExecutive Vice President — Chief Financial Officer$537.5K$1.4M78
2025Craig CarneyExecutive Vice President — Chief Credit Officer$451.7K$1.1M78
2025Greg GehlmannSenior Vice President — General Counsel$369.9K$749.2K78
2025John FleshoodFormer Executive Vice President — Chief Operating Officer$489.2K$663.1K78
2024Richard SmithPresident - Chief Executive Officer$1.0M$2.9M78
2024Peter WieseExecutive Vice President — Chief Financial Officer$523.0K$1.3M78
2024John FleshoodFormer Executive Vice President — Chief Operating Officer$491.3K$1.2M78
2024Dan BaileyExecutive Vice President — Chief Banking Officer$460.6K$1.2M78
2024Craig CarneyExecutive Vice President — Chief Credit Officer$439.6K$1.1M78
2023Richard SmithPresident - Chief Executive Officer$989.7K$3.1M78
2023Dan BaileyExecutive Vice President — Chief Banking Officer$451.6K$1.4M78
2023Peter WieseExecutive Vice President — Chief Financial Officer$511.0K$1.4M78
2023John FleshoodFormer Executive Vice President — Chief Operating Officer$480.2K$1.3M78
2023Craig CarneyExecutive Vice President — Chief Credit Officer$429.5K$1.2M78

Held by these funds

The largest holders among investment managers' 13F reports for the quarter ending Jun 30, 2026, the top 25 of 100. Change is in shares since the quarter before.

FundSharesValueShare of the fundChange
Fmr LLC2,811,996$151.4M0.0%−78,252
BlackRock, Inc.2,547,758$137.2M0.0%+155,300
Dimensional Fund Advisors LP1,728,348$93.1M0.0%+31,885
Franklin Resources Inc1,657,951$89.3M0.0%+8,051
Vanguard Capital Management LLC1,256,135$67.6M0.0%−19,372
Davis Asset Management, L.P.1,046,900$56.4M1.4%No change
State Street Corp997,539$53.7M0.0%+30,964
Geode Capital Management, LLC829,277$44.7M0.0%+28,271
North Reef Capital Management LP667,061$35.9M1.4%+293,920
Alliancebernstein L.P.643,276$30.6M0.0%+46,071
Vanguard Portfolio Management LLC470,761$25.4M0.0%+16,198
American Century Companies Inc448,215$24.1M0.0%−5,809
Manufacturers Life Insurance Company, The418,304$22.5M0.0%−2,880
Two Sigma Investments, LP377,707$20.3M0.0%+103,499
Curi Capital, LLC373,947$20.1M0.3%+21,191
Goldman Sachs Group Inc363,510$19.6M0.0%−56,832
Northern Trust Corp357,331$19.2M0.0%+11,051
Bolthouse Investments, LLC353,718$19.0M15.4%No change
Charles Schwab Investment Management Inc342,199$18.4M0.0%−14,690
Schroder Investment Management Group296,927$15.8M0.0%+41,314
Jpmorgan Chase & Co267,009$14.3M0.0%+3,518
Qube Research & Technologies Ltd250,293$13.5M0.0%−6,808
Heartland Advisors Inc250,000$13.5M0.6%No change
Vanguard Fiduciary Trust Co206,981$11.1M0.0%+2,130
Crawford Investment Counsel Inc175,498$9.5M0.2%−1,409

13F reports cover disclosed long positions in U.S. stocks only.

SEC filer profile

How Tri Counties Bank is registered with the Securities and Exchange Commission, from its EDGAR record and the cover page of its latest annual report.

  • Name on EDGARTRICO BANCSHARES /2
  • CIK0000356171
  • Employer ID (EIN)94-279284117
  • Filer statusLarge accelerated filer not an emerging growth company; not a smaller reporting company; not a shell company17
  • Incorporated inCalifornia17
  • Fiscal year endsDecember 312
  • Industry code (SIC)6022 State Commercial Banks2
  • SEC reviewing officeOffice of Finance, Division of Corporation Finance2
  • Business addressTrico Bancshares, 63 Constitution Drive, Chico, CA 959732
  • Phone53089803002
  • Shares outstanding31,966,630 as of Aug 5, 202615
  • Public float$1.4B as of Jun 30, 202517
  • AuditorBaker Tilly US, LLP, San Francisco, California PCAOB ID 23; it also attests to the company’s internal control over financial reporting17
  • On EDGAR sinceApr 20, 19952
  • Filings2,789 in all: 4 (2,006), 8-K (291), 4/A (133), 10-Q (95), SC 13G/A (37), 425 (33), DEF 14A (31), 10-K (30)2
    All 36 form types

    3 (30), ARS (12), 8-K/A (11), SC 13G (9), S-8 (7), 144 (6), 5 (6), DEFA14A (6), S-4 (5), CORRESP (4), S-4/A (4), UPLOAD (4), EFFECT (3), PRE 14A (3), S-3ASR (3), SCHEDULE 13G (3), SCHEDULE 13G/A (3), 3/A (2), 8-A12G/A (2), NT 10-Q (2), 10-K/A (1), 10-K405 (1), 10-Q/A (1), 424B3 (1), 8-A12G (1), DEFM14A (1), RW (1), S-3 (1)

  • Latest filingsAnnual report (10-K) Mar 2, 2026
    Quarterly report (10-Q) Aug 7, 2026
    Proxy statement (DEF 14A) Apr 17, 2026
    Latest 8-K (8-K) Aug 21, 2026

Securities registered for trading

ClassSymbolExchange
Common StockTCBKNASDAQ

From the cover page of the 10-K filed Mar 2, 2026 (Section 12(b) of the Exchange Act).17

Risk factors and legal proceedings

The risks Tri Counties Bank names in Item 1A of its 10-K filed Mar 2, 2026: 43 risks under these headings, as written.17

  • Risks Related to the Nature and Geographic Area of Our Business
  • The majority of our assets are loans, which are subject to credit risks.
  • Our allowance for credit losses may not be adequate to cover actual losses.
  • Our business may be adversely affected by business conditions in California.
  • Severe weather, natural disasters and other external events could adversely affect our business.
  • A significant majority of the loans in our portfolio are secured by California real estate and a decline in real estate values could hurt our business.
  • We have significant exposure to risks associated with commercial real estate lending.
  • We are exposed to the risk of environmental liabilities with respect to properties to which we take title.
  • We face strong competition from financial services companies and other companies that offer similar services, which could materially and adversely affect our business.
  • Challenges experienced by other financial institutions could negatively impact the broader financial markets and, in turn, indirectly have an adverse effect on our operations.
  • We may need to raise additional capital, but it may not be available on acceptable terms or at all.
  • Adverse changes in economic or market conditions, including health-related events, may hurt our businesses.
The other 32 risks
  • Risks Related to Interest Rates
  • Reduction in the value, or impairment of our investment securities, can impact our earnings and common shareholders’ equity.
  • If we are required to sell securities to meet liquidity needs, we could realize significant losses.
  • Risks Related to Regulatory and Legal Matters
  • We operate in a highly regulated environment and we may be adversely affected by new laws and regulations or changes in existing laws and regulations. Any additional regulations are expected to increase our cost of operations. Furthermore, regulations may prevent or impair our ability to pay dividends, engage in acquisitions or operate in other ways.
  • Risks Related to Our Growth and Expansion
  • Goodwill resulting from acquisitions may adversely affect our results of operations.
  • Potential acquisitions may disrupt our business and dilute shareholder value, we may not be able to successfully consummate or integrate such acquisitions, and we may not realize the anticipated benefits contemplated when pursuing a potential acquisition.
  • If we cannot attract deposits, our growth may be inhibited.
  • Our growth and expansion may strain our ability to manage our operations and our financial resources.
  • We will become subject to increased regulation when we have more than $10 billion in total consolidated assets.
  • Risks Relating to Ownership of Our Common Stock
  • Our ability to pay dividends is subject to legal and regulatory restrictions.
  • Provisions of our governing documents and federal law may limit the ability of another party to acquire us, which could cause our stock price to decline.
  • Holders of our junior subordinated debentures have rights that are senior to those of our shareholders.
  • Risks Relating to Operations, Technology Systems, Accounting and Internal Controls
  • If we fail to maintain an effective system of internal and disclosure controls, we may not be able to accurately report our financial results or prevent fraud. As a result, current and potential shareholders could lose confidence in our financial reporting, which would harm our business and the trading price of our securities.
  • We experienced a criminal cyberattack in February 2023, which resulted in the temporary interruption of our systems, disclosure of certain confidential information, litigation and governmental inquiries, all of which could damage our reputation or create additional financial and legal exposure.
  • We face the risk that failures or breaches, including cyberattacks, of our operational or security systems or of those of our customers or vendors, could disrupt our business, result in the disclosure of confidential information, damage our reputation, and create significant financial and legal exposure.
  • Our reliance on third-party vendors exposes us to risks, including additional cybersecurity risks.
  • We are subject to certain industry standards regarding our credit/debit card-related services. Failure to meet those standards may significantly impact our ability to offer these services.
  • Our business is highly reliant on technology and our ability and our third-party service providers to manage the operational risks associated with technology.
  • Cybersecurity and data privacy are areas of heightened legislative and regulatory focus.
  • A failure to implement technological advances could negatively impact our business.
  • Our business is susceptible to fraud and conduct risk.
  • New lines of business, products or services and technological advancements, like artificial intelligence, may subject us to additional risks.
  • The increased use and capacity of AI, Generative AI, large language models (LLMs), and AI agents by customers, vendors and competitors increases risks to our business.
  • We are subject to claims and litigation pertaining to intellectual property.
  • Our failure to comply with anti-money laundering and anti-terrorism financing laws could have significant adverse consequences for us.
  • We can be negatively affected if we fail to identify and address operational risks associated with the introduction of or changes to products, services and delivery platforms.
  • Our business, financial condition and results of operations are subject to risk from changes in customer behavior.
  • Our risk management framework may not be effective in identifying and mitigating every risk to us.
  • General Risk Factors
  • We depend on key personnel and the loss of one or more of those key personnel may materially and adversely affect our prospects. Furthermore, our business could suffer if we fail to attract and retain skilled people.
  • Litigation, regulatory actions and compliance issues could subject us to significant fines, penalties, judgments, remediation costs and/or requirements resulting in increased expenses.
  • We are subject to risk from fluctuating conditions in the financial markets and economic and political conditions generally.
  • Changes in the Federal, state or local tax laws may negatively impact our financial performance and we are subject to examinations and challenges by tax authorities.
  • Climate change could have a material negative impact on us and our clients.

Legal proceedings

TriCo and its subsidiaries are routinely subject to actual or threatened legal proceedings, including litigation and regulatory matters, arising in the ordinary course of business. Litigation matters range from individual actions involving a single plaintiff to class action lawsuits and can involve claims for substantial or indeterminate alleged damages or for injunctive or other relief. See “Item 1A - Risk Factors” and “Item 1C - Cybersecurity” for a discussion of the Bank’s cybersecurity attack in 2023. Neither the Company nor its subsidiaries are a party to any pending legal proceedings that are material, nor is their property the subject of any other material pending legal proceeding at this time. All other legal proceedings are routine and arise out of the ordinary course of the Company's business. None of those proceedings are currently expected to have a material adverse impact upon the Company’s consolidated financial position, its operations in any material amount not already accrued, after taking into consideration any applicable insurance.

27 TriCo Bancshares 2025 10-K

The opening of Item 3, Legal Proceedings.17

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