UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON,
 
D.C.
 
20549
 
 
 
 
FORM 11-K
ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
____________________________
 
 
 
(Mark One)
 
 
[X]
 
 
ANNUAL REPORT PURSUANT TO
 
SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
 
 
For the fiscal year ended December 31, 2023
 
 
 
 
OR
 
 
[ ]
 
 
TRANSITION
REPORT PURSUANT TO SECTION
 
15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934
 
 
 
For the transition period from ____________ to ____________
 
Commission file number 0-13358
 
A. Full title of the plan and the address of the plan, if different from that of
 
the issuer named below:
 
CAPITAL CITY BANK GROUP,
 
INC. 401(k) Plan
(Exact name of the plan)
 
B. Name of issuer of the securities held pursuant to the plan and the address of its principal
 
executive office:
 
Capital City Bank Group, Inc.
217 North Monroe Street
Tallahassee, Florida 32301
 
REQUIRED INFORMATION
The following financial statements shall be furnished for the plan:
The Capital City Bank Group, Inc. 401(k) Plan (“Plan”) is subject to
 
the Employee Retirement Income
Security Act of 1974 (“ERISA”).
 
Therefore, in lieu of the requirements of items 1-3 of Form 11-K, the
financial statements as of December 31, 2023 and 2022, and for
 
the year ended December 31, 2023, and
schedules of the Plan as of December 31, 2023 have been prepared in accordance
 
with the financial
reporting requirements of ERISA.
F
INANCIAL
S
TATEMENTS
 
AND
S
UPPLEMENTAL
S
CHEDULE
S
Capital City Bank Group, Inc. 401(k) Plan
December 31, 2023 and 2022
and Year
 
Ended December 31, 2023
With Report of Independent Registered Public Accounting Firm
Capital City Bank Group, Inc. 401(k) Plan
Financial Statements and Supplemental Schedules
December 31, 2023 and 2022 and Year Ended December 31, 2023
Contents
Report of Independent Registered Public Accounting Firm
 
............................................................1
Financial Statements
Statements of Net Assets Available for Benefits
 
.............................................................................2
Statement of Changes in Net Assets Available for Benefits
 
............................................................3
Notes to Financial Statements
 
..........................................................................................................4
Supplemental Schedules
Schedule H, Line 4a – Schedule of Delinquent Participant Contributions
 
....................................13
Schedule H, Line 4i – Schedule of Assets (Held at End of Year) .................................................14
1
Report of Independent Registered Public Accounting Firm
Plan Administrator,
 
Plan Participants, and Retirement Committee
Capital City Bank Group, Inc. 401(k) Plan
Tallahassee, Florida
Opinion on the Financial Statements
We have audited the accompanying statements
 
of net assets available for benefits of Capital City Bank Group, Inc. 401(k)
Plan (Plan) as of December 31, 2023 and 2022, the related statement of changes in net assets available for benefits for the
year ended December 31, 2023, and the related notes (collectively referred to as the “financial statements”). In our
opinion, the financial statements referred to above present fairly, in all material respects, the net assets available
 
for
benefits of Capital City Bank Group, Inc. 401(k) Plan as of December 31, 2023 and 2022 and the changes in net assets
available for benefits for the year ended December 31, 2023 in conformity with accounting principles generally accepted
in the United States of America.
Basis of Opinion
These financial statements
 
are the responsibility
 
of the Plan’s
 
management. Our responsibility
 
is to express
 
an opinion on
these financial statements based on our audits.
We
 
are
 
a
 
public
 
accounting
 
firm
 
registered
 
with
 
the
 
Public
 
Company
 
Accounting
 
Oversight
 
Board
 
(United
 
States)
(PCAOB) and
 
are required
 
to be
 
independent with
 
respect to
 
the Plan
 
in accordance
 
with the
 
U.S. federal
 
securities laws
and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We
 
conducted
 
our
 
audits
 
in
 
accordance
 
with
 
the
 
standards
 
of
 
the
 
PCAOB.
 
Those
 
standards
 
require
 
that
 
we
 
plan
 
and
perform the audits to obtain reasonable
 
assurance about whether the financial statements
 
are free of material misstatement,
whether due
 
to error
 
or fraud.
 
The Plan
 
is not
 
required to
 
have, nor
 
were we
 
engaged to
 
perform, an
 
audit of
 
its internal
control over
 
financial reporting.
 
As part
 
of our
 
audits, we are
 
required to
 
obtain an
 
understanding of
 
internal control
 
over
financial reporting but not
 
for the purpose of
 
expressing an opinion on
 
the effectiveness of
 
the Plan’s
 
internal control over
financial reporting. Accordingly, we express no such opinion.
Our audits included performing procedures to assess the risks of material misstatement of the financial statements, whether
due to
 
error or
 
fraud, and
 
performing procedures
 
that respond
 
to those
 
risks. Such
 
procedures included
 
examining, on
 
a
test basis, evidence
 
regarding the amounts
 
and disclosures in
 
the financial statements.
 
Our audits also
 
included evaluating
the
 
accounting
 
principles
 
used
 
and
 
significant
 
estimates
 
made
 
by
 
management,
 
as
 
well
 
as
 
evaluating
 
the
 
overall
presentation of the financial statements. We
 
believe that our audits provide a reasonable basis for our opinion.
Report on Supplemental Information
The supplemental information
 
in the accompanying Schedule
 
H, Line 4i –
 
Schedule of Assets (Held
 
at End of Year)
 
as of
December
 
31,
 
2023
 
and
 
Schedule
 
H,
 
Line
 
4a
 
–
 
Schedule
 
of
 
Delinquent
 
Participant
 
Contributions
 
for
 
the
 
Year
 
Ended
December 31, 2023
 
has been subjected to
 
audit procedures performed in
 
conjunction with the
 
audit of the
 
Plan’s financial
statements.
 
The
 
supplemental schedules
 
are the
 
responsibility of
 
the Plan’s
 
management. Our
 
audit procedures
 
included
determining
 
whether
 
the
 
supplemental
 
schedules
 
reconcile
 
to
 
the
 
financial
 
statements
 
or
 
the
 
underlying
 
accounting
 
and
other records, as applicable, and performing procedures
 
to test the completeness and accuracy of the information
 
presented
in
 
the
 
supplemental
 
schedules.
 
In
 
forming
 
our
 
opinion
 
on
 
the
 
supplemental
 
schedules,
 
we
 
evaluated
 
whether
 
the
supplemental
 
schedules,
 
including
 
their
 
form
 
and
 
content,
 
are
 
presented
 
in
 
conformity
 
with
 
the
 
Department
 
of
 
Labor’s
Rules and Regulations
 
for Reporting and
 
Disclosure under the
 
Employee Retirement Income
 
Security Act of
 
1974. In our
opinion, the
 
Schedule H,
 
Line 4i
 
– Schedule
 
of Assets
 
(Held at
 
End of
 
Year)
 
as of
 
December 31,
 
2023 and
 
Schedule H,
Line 4a – Schedule
 
of Delinquent Participant
 
Contributions for the Year
 
Ended December 31, 2023
 
are fairly stated, in
 
all
material respects, in relation to the basic financial statements taken as a whole.
/s/
Forvis Mazars, LLP
 
We have served as the Plan’s auditor
 
since 2022.
Little Rock, Arkansas
June 26, 2024
 
 
 
 
 
 
 
 
 
2
Capital City Bank Group, Inc. 401(k) Plan
Statements of Net Assets Available for Benefits
December 31,
2023
2022
Assets
Investments at fair value
$
48,086,856
$
42,020,583
Total assets
48,086,856
42,020,583
Net assets available for benefits
$
48,086,856
$
42,020,583
See accompanying notes.
 
 
 
 
 
 
 
 
 
3
Capital City Bank Group, Inc. 401(k) Plan
Statement of Changes in Net Assets Available for Benefits
Year
 
Ended December 31, 2023
2023
Additions
Investment income:
 
Dividends and interest income
$
347,149
Net appreciation in fair value of investments
6,379,794
Total Investment
 
Income
6,726,943
Contributions:
Participants
3,945,159
Employer
1,635,860
Rollover
267,972
Total Contributions
5,848,991
Total Additions
12,575,934
Deductions
Benefit payments
6,385,818
Administrative expenses
123,843
Total Deductions
6,509,661
Net increase
6,066,273
Net assets available for benefits at beginning of year
42,020,583
Net assets available for benefits at end of year
$
48,086,856
See accompanying notes.
4
Capital City Bank Group, Inc. 401(k) Plan
Notes to Financial Statements
December 31, 2023 and 2022
1. Description of Plan
The following description of the
 
Capital City Bank Group, Inc.
 
401(k) Plan (the “Plan”) provides general
information
 
about
 
the
 
Plan’s
 
provisions.
 
Capital
 
City
 
Bank
 
Group,
 
Inc.
 
(the
 
“Company”)
 
is
 
the
 
plan
sponsor.
 
Participants
 
should
 
refer
 
to
 
the
 
Plan
 
document
 
and
 
Summary
 
Plan
 
Description
 
for
 
a
 
more
complete description of the Plan’s provisions, copies of which may be obtained from the plan sponsor.
General
The Plan
 
is a
 
defined contribution
 
retirement plan
 
established under
 
the provisions
 
of Section
 
401(a) of
the Internal
 
Revenue Code
 
(the “IRC”),
 
which includes
 
a qualified
 
deferred arrangement as
 
described in
Section
 
401(k)
 
of
 
the
 
IRC.
 
The
 
Plan
 
is
 
intended
 
to
 
provide
 
benefits
 
to
 
all
 
eligible
 
employees
 
of
 
the
Company.
 
Employees
 
of
 
the
 
Company
 
become
 
eligible
 
to
 
participate
 
in
 
the
 
Plan
 
at
 
the
 
time
 
of
employment. Employees may enter the Plan on the first day of the month coinciding with or following the
date on which the employee becomes eligible to participate in the Plan.
The overall responsibility for administering the Plan rests with the Company.
 
However, the Company has
delegated
 
administration
 
of
 
the
 
Plan
 
to
 
the
 
Company’s
 
Retirement
 
Committee
 
(the
 
“Plan
Administrator”).
 
The administrative and record-keeping services are outsourced to Empower Retirement.
 
Reliance
 
Trust
 
serves
 
as
 
trustee
 
and
 
asset
 
custodian.
 
Strategic
 
Retirement Partners
 
served
 
as
 
the
 
3(38)
fiduciary for the plan year ended December 31, 2023.
 
Capital City Bank Group, Inc. 401(k) Plan
Notes to Financial Statements (continued)
5
1. Description of Plan (continued)
Contributions
Each year,
 
participants may
 
elect to
 
contribute up
 
to 100%
 
of pretax
 
annual compensation,
 
as defined
 
in
the Plan
 
document and
 
subject to
 
certain limitations
 
under the
 
IRC.
 
Participants may
 
choose to
 
change
their deferral
 
percentage at
 
any time.
 
The Plan
 
also includes
 
an automatic
 
contribution arrangement
 
that
applies to all employees of the Company.
 
The automatic deferral amount is 3% of eligible compensation.
 
The
 
Plan
 
auto-escalated participants’
 
deferral rate
 
by 1%
 
annually each
 
June
 
until a
 
6%
 
deferral rate
 
is
achieved.
 
Employees
 
who
 
do
 
not
 
wish
 
to
 
be
 
automatically
 
enrolled
 
or
 
auto-escalate
 
may
 
elect
 
not
 
to
defer or to defer another percentage.
 
The Plan also allows participants who reach the age of 50 during the
taxable
 
year
 
to
 
make
 
catch-up
 
contributions.
 
Catch-up
 
contributions
 
are
 
401(k)
 
elective
 
deferral
contributions in excess
 
of any limit
 
on such contributions
 
under the Plan
 
subject to IRC
 
limitations.
 
The
Plan also allows participants to contribute monies as Roth contributions, subject to the same limitations as
are in place for pretax contributions.
For
 
2023,
 
the
 
Company
 
provided
 
a
 
50%
 
match
 
on
 
participant
 
contributions
 
of
 
6%
 
or
 
less
 
of
 
eligible
compensation.
 
Only employees hired after
 
January 1, 2002, and who
 
have completed 90 days
 
of service,
are
 
eligible
 
for
 
this
 
match.
 
In
 
addition,
 
only
 
employees
 
hired
 
or
 
rehired
 
after
 
December
 
31,
 
2019,
 
are
eligible to receive a
 
separate non-elective contribution equal to
 
3% of their eligible
 
annual compensation,
calculated
 
on
 
a
 
monthly
 
payroll
 
basis.
 
Ninety
 
days
 
of
 
service
 
is
 
required
 
before
 
this
 
non-elective
contribution begins.
 
No additional discretionary employer contributions were made for 2023.
Participant Accounts
Each
 
participant’s
 
account
 
is
 
credited
 
with
 
the
 
participant’s
 
contribution,
 
the
 
Company
 
matching
contributions, and effective January
 
1, 2020 the 3%
 
non-elective contribution for eligible
 
employees, and
allocations of
 
Plan earnings
 
based on
 
the participant’s
 
investment elections;
 
any withdrawal
 
distribution
fees
 
are
 
charged
 
to
 
the
 
participant
 
account.
 
Administrative
 
expenses
 
are
 
paid
 
by
 
the
 
Plan,
 
the
participants, or directly by the Company, as defined in the Plan document and/or vendor agreements.
 
The
benefit to
 
which a
 
participant is
 
entitled is
 
the benefit
 
that can
 
be provided
 
from the
 
participant’s
 
vested
account.
 
Each participant
 
directs the
 
investment of
 
his or
 
her account
 
to
 
any of
 
the
 
investment options
available under the Plan.
Vesting
Participants
 
are
 
immediately
 
vested
 
in
 
their
 
contributions
 
plus
 
actual
 
earnings
 
thereon.
 
Vesting
 
in
 
the
Company’s
 
matching portion
 
of their
 
accounts (including
 
the 3%
 
non-elective contributions)
 
plus actual
earnings thereon
 
is based
 
on years
 
of
 
credited service.
 
A participant
 
is 100%
 
vested in
 
the Company’s
matching,
 
3%
 
non-elective
 
and
 
discretionary
 
contributions
 
(if
 
any),
 
and
 
related
 
earnings
 
thereon,
 
after
three
 
years
 
of
 
credited
 
service
 
(on
 
a
 
cliff
 
basis).
 
Credited
 
service
 
for
 
vesting
 
purposes
 
requires
 
1,000
Hours of Service during the Plan year.
A participant becomes fully vested in his or her account balance upon
 
retirement, death or disability.
 
Capital City Bank Group, Inc. 401(k) Plan
Notes to Financial Statements (continued)
6
1.
 
Description of Plan (continued)
Forfeitures
Forfeitures
 
are
 
used
 
to
 
reduce
 
the
 
employer
 
contributions
 
and/or
 
pay
 
Plan
 
administrative
 
expenses.
Unallocated
 
forfeited
 
balances
 
as
 
of
 
December 31,
 
2023
 
and
 
2022
 
were
 
approximately
 
$28,200
 
and
$29,800,
 
respectively.
 
The
 
Company
 
used
 
forfeitures
 
of
 
$155,792
 
for
 
Qualified
 
Nonelective
Contributions
 
in
 
2023.
 
The
 
Company
 
used
 
forfeitures
 
of
 
approximately
 
$104,000
 
to
 
reduce
 
Company
contributions in 2023.
 
Payment of Benefits
Upon
 
termination
 
of
 
service
 
due
 
to
 
death,
 
disability,
 
retirement
 
or
 
other
 
reason,
 
a
 
participant
 
(or
 
their
beneficiary in the event of death) will,
 
upon request, receive a lump-sum amount equal to the
 
value of the
vested
 
interest
 
in
 
his
 
or
 
her
 
account.
 
Participants may
 
also
 
receive
 
a
 
distribution while
 
in
 
service
 
upon
demonstration of
 
financial hardship
 
or
 
reaching age
 
59 ½.
 
Participants that
 
are qualified
 
reservists and
are called upon for active duty for more than 179 days or an indefinite
 
period may receive a distribution.
Administrative Expenses
The Plan’s
 
administrative expenses
 
were paid,
 
pro rata,
 
by participants.
 
Forfeitures were
 
used to
 
offset
participant
 
expenses.
 
Expenses
 
relating
 
to
 
purchases,
 
sales,
 
transfers
 
or
 
distributions
 
of
 
the
 
Plan’s
investments are charged to the particular investment fund and/or participant to which
 
the expense relates.
Plan Termination
Although it has not expressed any intent to do so, the Company has the right under the Plan to discontinue
its
 
contributions
 
at
 
any
 
time
 
and
 
to
 
terminate
 
the
 
Plan
 
subject
 
to
 
the
 
provisions
 
of
 
the
 
Employee
Retirement
 
Income
 
Security
 
Act
 
of
 
1974,
 
as
 
amended
 
(ERISA).
 
In
 
the
 
event
 
of
 
Plan
 
termination,
participants would become 100% vested in their employer contributions
 
and earnings thereon.
Amendments
On November 2,
 
2023, the Plan
 
was amended to
 
exclude certain additional
 
types of compensation
 
in the
definition
 
of
 
eligible
 
compensation.
 
The
 
amendment
 
was
 
made
 
retroactively
 
to
 
September
 
2017
 
to
coincide with the Plan document in effect at that time and subsequently.
 
There were no Plan amendments
in 2022.
Capital City Bank Group, Inc. 401(k) Plan
Notes to Financial Statements (continued)
7
2. Summary of Significant Accounting Policies
Basis of Accounting
The financial statements of the Plan are prepared under the accrual basis of accounting in accordance with
U.S. generally accepted accounting principles.
Payment of Benefits
Benefits are recorded when paid.
Use of Estimates
The preparation of
 
financial statements in
 
conformity with U.S.
 
generally accepted accounting
 
principles
requires management to make
 
estimates and assumptions that affect
 
the amounts reported in
 
the financial
statements
 
and
 
accompanying
 
notes
 
and
 
supplemental
 
schedule.
 
Actual
 
results
 
could
 
differ
 
from
 
those
estimates.
Investment Valuation and Income Recognition
Investments
 
held
 
by
 
the
 
Plan
 
are
 
stated
 
at
 
fair
 
value.
 
Fair
 
value
 
is
 
defined
 
as
 
the
 
price
 
that
 
would
 
be
received to sell an asset or paid to transfer a liability in an orderly transaction between market participants
at the
 
measurement date
 
(an exit
 
price). See
 
Note 3 for
 
further discussion
 
and disclosures
 
related to
 
fair
value measurements.
Purchases and sales of securities are recorded on a
 
trade-date basis. Interest income is recorded as earned.
Dividends are recorded on the ex-dividend date. Net appreciation /
 
(depreciation) include the Plan’s gains
and losses on investments bought and sold as well as held during the year.
Recent Accounting Pronouncements
Presently,
 
Plan
 
management
 
is
 
not
 
aware
 
of
 
any
 
recent
 
accounting
 
pronouncements from
 
the
 
Financial
Accounting
 
Standards
 
Board
 
that
 
will
 
have
 
a
 
material
 
impact
 
on
 
the
 
Plan’s
 
present
 
or
 
future
 
financial
statements.
Capital City Bank Group, Inc. 401(k) Plan
Notes to Financial Statements (continued)
8
3. Fair Value Measurements
Fair value is defined as the
 
price that would be received to
 
sell an asset or paid to
 
transfer a liability in an
orderly
 
transaction
 
between
 
market
 
participants
 
on
 
the
 
measurement
 
date
 
(i.e., an
 
exit
 
price).
 
The
 
fair
value
 
hierarchy
 
prioritizes the
 
inputs
 
to
 
valuation
 
techniques
 
used
 
to
 
measure
 
fair
 
value.
 
The
 
hierarchy
gives the
 
highest priority
 
to unadjusted
 
quoted prices
 
in active
 
markets for
 
identical assets
 
and liabilities
(Level 1)
 
and
 
the
 
lowest
 
priority
 
to
 
unobservable
 
inputs
 
(Level 3).
 
The
 
three
 
levels
 
of
 
the
 
fair
 
value
hierarchy are described below:
Level 1:
 
Unadjusted
 
quoted prices
 
in
 
active
 
markets
 
that
 
are
 
accessible to
 
the
 
reporting
 
entity
 
at
the measurement date for identical assets and liabilities.
Level 2:
 
Inputs
 
other
 
than
 
quoted
 
prices
 
in
 
active
 
markets
 
for
 
identical
 
assets
 
and
 
liabilities
 
that
are observable either directly or indirectly for substantially the full term
 
of the asset or liability.
 
Level 2 inputs include the following:
●
quoted prices for similar assets and liabilities in active markets
●
quoted prices for identical or similar assets or liabilities in markets
 
that are not active
●
observable
 
inputs
 
other
 
than
 
quoted
 
prices
 
that
 
are
 
used
 
in
 
the
 
valuation
 
of
 
the
 
asset
 
or
liabilities (e.g., interest rate and yield curve quotes at commonly quoted
 
intervals)
●
inputs that are derived principally or corroborated by observable market data
 
by correlation or
other means
Level 3: Unobservable inputs
 
for the
 
asset or
 
liability (i.e., supported by
 
little or
 
no market
 
activity).
Level 3 inputs include management’s
 
own assumption about the assumptions that
 
market participants
would use in pricing the asset or liability (including assumptions about
 
risk).
The level
 
in the
 
fair value
 
hierarchy within
 
which the
 
fair value
 
measurement is
 
classified is
 
determined
based upon the lowest level input that is significant to the fair value
 
measurement in its entirety.
Following
 
is
 
a
 
description
 
of
 
the
 
valuation
 
techniques
 
and
 
inputs
 
used
 
for
 
each
 
general
 
type
 
of
investments measured at
 
fair value by
 
the Plan.
 
There have been
 
no changes in
 
the valuation techniques
used at December 31, 2023 and 2022.
Company common stock
: Valued
 
at the closing price reported on
 
the active market on which the
 
common
stock is traded.
Mutual funds
: Valued
 
at the daily closing price as reported by the fund. Mutual funds held by the Plan are
open-ended mutual funds that are registered
 
with the SEC. These funds are
 
required to publish their daily
net asset
 
value (NAV)
 
and to
 
transact at
 
that price.
 
The mutual
 
funds held
 
by the
 
Plan are
 
deemed to
 
be
actively traded.
Capital City Bank Group, Inc. 401(k) Plan
Notes to Financial Statements (continued)
9
Collective investment
 
trusts:
 
Valued
 
at the
 
NAV
 
of
 
units of
 
a collective
 
investment trust.
 
The NAV,
 
as
provided by
 
the trustee,
 
is used
 
as a
 
practical expedient to
 
estimate fair
 
value. The
 
NAV
 
is based
 
on the
fair value of the underlying investments held by
 
the fund less its liabilities. This practical expedient is
 
not
used when
 
it is
 
determined to
 
be probable
 
that the
 
fund will
 
sell the
 
investment for
 
an amount
 
different
than
 
the
 
reported NAV.
 
Participant transactions
 
(purchased and
 
sales) may
 
occur daily.
 
There were
 
no
unfunded commitments at
 
December 31, 2023,
 
or 2022.
 
The fund has
 
a daily redemption
 
frequency and
redemption notice period.
 
 
 
 
 
 
 
 
 
 
Capital City Bank Group, Inc. 401(k) Plan
Notes to Financial Statements (continued)
10
3. Fair Value Measurements (continued)
The
 
following
 
tables
 
set
 
forth
 
by
 
level,
 
within
 
the
 
fair
 
value
 
hierarchy,
 
the
 
Plan’s
 
assets
 
carried
 
at
 
fair
value.
December 31, 2023
Level 1
Level 2
Level 3
Total
Company common stock
$
1,991,663
$
-
$
-
$
1,991,663
Mutual funds
10,699,291
-
-
10,699,291
Collective investment trusts
(a)
-
-
-
35,395,902
$
12,690,954
$
-
$
-
$
48,086,856
December 31, 2022
Level 1
Level 2
Level 3
Total
Company common stock
$
2,554,227
$
-
$
-
$
2,554,227
Mutual funds
10,085,737
-
-
10,085,737
Collective investment trusts
(a)
-
-
-
29,380,619
$
12,639,964
$
-
$
-
$
42,020,583
(a)
 
These investments are valued based on NAV
 
per unit, as provided by the trustee of the fund as
 
a practical expedient, and have not been classified in the fair value hierarchy.
 
The fair value
 
amounts are provided to reconcile to the statement of net assets available for benefits.
4. Risks and Uncertainties
The Plan
 
holds various
 
investment securities.
 
Investment securities
 
are exposed
 
to various
 
risks such
 
as
interest rate, market, liquidity and credit risks.
 
Due to the level of risk
 
associated with certain investment
securities,
 
it
 
is
 
at
 
least
 
reasonably
 
possible
 
that
 
changes
 
in
 
the
 
fair
 
values
 
of
 
investment
 
securities
 
will
occur in the near term and that such changes could materially affect participants’ account
 
balances and the
amounts reported in the statements of net assets available for benefits.
5. Related Party and Party-In-Interest Transactions
The
 
Plan
 
invests
 
in
 
the
 
common
 
stock
 
of
 
the
 
Company.
 
This
 
transaction
 
qualifies
 
as
 
party-in-interest
transaction; however,
 
it is
 
exempt from
 
the prohibited
 
transaction rules
 
under ERISA.
 
During
 
2023, the
Plan
 
received
 
common
 
stock
 
cash
 
dividends
 
of
 
$54,946
 
from
 
the
 
Company.
 
Certain
 
administrative
functions are performed by officers
 
or employees of the Company.
 
No such officer or employee receives
compensation from the Plan.
 
Administrative expenses of the Plan
 
are netted directly from the
 
participant
accounts and
 
were $123,843
 
as of
 
December 31,
 
2023.
 
The Plan
 
paid $97,850
 
of recordkeeping
 
fees to
Empower Annuity Insurance
 
Company for the
 
year ended December
 
31, 2023.
 
Individually nonmaterial
expenses paid
 
to other
 
parties in
 
interest aggregated
 
$25,993 during
 
the year
 
ended December
 
31, 2023.
 
Additionally,
 
purchases and
 
sales of
 
the Company’s
 
stock by
 
participants were
 
approximately $224,000
and $544,000, respectively, during 2023.
 
Capital City Bank Group, Inc. 401(k) Plan
Notes to Financial Statements (continued)
11
6. Tax Status
The underlying pre-approved plan has received an
 
opinion letter from the Internal Revenue Service
 
(IRS)
dated June
 
30, 2020,
 
stating that
 
the written
 
form of
 
the underlying
 
pre-approved document
 
is qualified
under Section 401
 
of the
 
IRC. Any employer
 
adopting this form
 
of the plan
 
will be considered
 
to have a
plan
 
qualified
 
under
 
Section
 
401
 
of
 
the
 
IRC,
 
and,
 
therefore,
 
the
 
related
 
trust
 
is
 
tax-exempt.
 
Once
qualified, the
 
Plan is
 
required to
 
operate in
 
conformity with
 
the IRC
 
to maintain
 
its qualified
 
status. The
plan administrator
 
believes the
 
Plan is
 
being operated in
 
compliance with
 
the applicable
 
requirements of
the IRC and, therefore, believes the Plan is qualified and the related
 
trust is tax exempt.
 
Accounting
 
principles generally
 
accepted in
 
the
 
United
 
States require
 
plan management
 
to
 
evaluate tax
positions taken
 
by the
 
Plan and
 
recognize a
 
tax
 
liability if
 
the Plan
 
has taken
 
an uncertain
 
position that
more likely than not would not be sustained upon examination by the IRS. Plan management
 
has analyzed
the
 
tax
 
positions
 
taken
 
by
 
the
 
Plan,
 
and
 
has
 
concluded
 
that
 
there
 
are
 
no
 
uncertain
 
positions
 
taken
 
or
expected to be taken. The Plan is subject to routine audits by taxing jurisdictions;
 
however, currently there
are no audits for any tax periods in progress.
7. Nonexempt Transaction
Defined-contribution plans are required to remit employee contributions
 
to the Plan as soon as they can be
reasonably
 
segregated
 
from
 
the
 
employer’s
 
general
 
assets.
 
While
 
the
 
Company
 
remitted
 
all
 
employee
contributions
 
to
 
the
 
Plan
 
within
 
the
 
Plan
 
year,
 
contributions
 
of
 
$9,801
 
were
 
not
 
remitted
 
within
 
the
required
 
time
 
period
 
for
 
the
 
year
 
ended
 
December
 
31,
 
2023.
Supplemental Schedules
 
13
Capital City Bank Group, Inc. 401(k) Plan
Plan No. 003 EIN 59-2273542
Schedule H, Line 4a - Schedule of Delinquent Participant Contributions
Year
 
Ended December 31, 2023
Year
Participant
Contributions
Transferred
 
Late to
Plan
Contributions Not
Corrected
Contributions
Corrected Outside
VFCP
Contributions
Pending Correction
in VFCP
Total
 
Fully
Corrected under
VFCP and PTE
2002-51
2023
$
 
9,801
 
$
 
9,801
 
$
 
-
 
$
 
-
 
$
 
-
 
 
 
 
 
 
 
14
Capital City Bank Group, Inc. 401(k) Plan
Plan No. 003 EIN 59-2273542
Schedule H, Line 4i - Schedule of Assets (Held at End of Year)
December 31, 2023
Identity of Issue, Borrower,
Lessor, or
 
Similar Party
Description of Investment Including Maturity Date, Rate of
Interest, Collateral, Par,
 
or Maturity Value
Cost
Current
 
Value
Mutual funds:
Cohen & Steers
Real Estate Securities Z, 16,579 shares
**
$
275,712
Fidelity
Advisor Small Cap Growth I, 33,466 shares
**
945,069
Fidelity
Advisor Total Bond
 
I, 81,402 shares
**
779,831
PGIM
High-Yield R6, 38,665 shares
**
183,271
Fidelity
Emerging Markets Index, 49,575 shares
**
498,225
Franklin Templeton
Franklin Utilities R6, 17,629 shares
**
343,421
Touchstone
Mid Cap Y,
 
6,848 shares
**
356,975
MFS
Mid Cap Value
 
R6, 1,953 shares
**
60,122
JP Morgan
100% U.S. Treas Sec MM Inst, 2,857,952 shares
**
2,857,952
MFS
Md Cap Growth R6, 18,297 shares
**
534,646
Vanguard
Mid Cap Index Fund - Admiral, 4,251 shares
**
1,224,586
Fidelity
Advisor Growth Opps Z, 10,498 shares
**
1,515,554
Pimco
RAE US Small Instl, 9,440 shares
**
90,911
American
Funds Mortgage R6, 3,303 shares
**
29,558
T. Rowe Price
U.S. Equity Research, 6,558 shares
**
305,197
Blackrock
Advantage Small Cap Core K, 16,990 shares
**
281,532
Vanguard
Equity Income ADM, 4,945 shares
**
416,729
Total
10,699,291
Collective investment trusts:
Blackrock
Equity Index Fund R, 4,929 shares
**
3,284,771
Blackrock
Lifepath Index Retirement S, 105,410 shares
**
2,140,869
Blackrock
Lifepath Index 2025 Fund S, 139,142 shares
**
3,911,295
Blackrock
Lifepath Index 2030 Fund S, 93,939 shares
**
2,972,222
Blackrock
Lifepath Index 2035 Fund S, 176,911 shares
**
6,184,800
Blackrock
Lifepath Index 2040 Fund S, 123,124 shares
**
4,686,112
Blackrock
Lifepath Index 2045 Fund S, 76,298 shares
**
3,125,917
Blackrock
Lifepath Index 2050 Fund S, 58,017 shares
**
2,396,690
Blackrock
Lifepath Index 2055 Fund S, 83,965 shares
**
1,815,332
Blackrock
Lifepath Index 2060 Fund S, 27,286 shares
**
571,644
Blackrock
Lifepath IDX 2065 Fund Fee S, 21,173 shares
**
282,452
Blackrock
MSCI ACWI ex-U.S. Index R, 43,106 shares
**
677,194
Blackrock
Russell 1000 Growth R, 64,579 shares
**
2,125,280
Blackrock
Russell 1000 Value
 
Index Fund R, 19,975 shares
**
402,088
Blackrock
Russell 2000 Index Fund R, 3,408 shares
**
819,236
Total
35,395,902
Company common stock:
*Capital City Bank Group, Inc.
Capital City Bank Group Stock, 67,675 shares
**
1,991,663
$
48,086,856
* Party-in-interest
** Participant-directed investment, cost not required
 
 
CAPITAL CITY BANK GROUP,
 
INC. 401(K) PLAN
EXHIBIT INDEX
Exhibit
 
No.
 
Document
23.1*
*Filed herewith
 
SIGNATURES
The Plan.
Pursuant to the requirements of the Securities Exchange Act of 1934,
 
the trustees (or other
persons who administer the employee benefit plan) have duly caused
 
this annual report to be signed on its
behalf by the undersigned hereunto duly authorized.
CAPITAL CITY BANK GROUP,
 
INC. 401(K) PLAN
By: /s/ Bethany H. Corum
 
Bethany H. Corum, Chief Operating Officer
 
Capital City Bank Group, Inc.
 
Retirement Committee, Chairman
Dated: June 26, 2024