Annual report pursuant to Section 13 and 15(d)

EMPLOYEE BENEFIT PLANS

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EMPLOYEE BENEFIT PLANS
12 Months Ended
Dec. 31, 2017
Compensation and Retirement Disclosure [Abstract]  
EMPLOYEE BENEFIT PLANS

Note 12

EMPLOYEE BENEFIT PLANS

Pension Plan

The Company sponsors a noncontributory pension plan covering substantially all of its associates.  Benefits under this plan generally are based on the associate's total years of service and average of the five highest years of compensation during the ten years immediately preceding their departure.  The Company’s general funding policy is to contribute amounts sufficient to meet minimum funding requirements as set by law and to ensure deductibility for federal income tax purposes.

The following table details on a consolidated basis the changes in benefit obligation, changes in plan assets, the funded status of the plan, components of pension expense, amounts recognized in the Company's consolidated statements of financial condition, and major assumptions used to determine these amounts.

(Dollars in Thousands) 2017 2016 2015
Change in Projected Benefit Obligation:
Benefit Obligation at Beginning of Year $ 152,585 $ 141,039 $ 140,359
Service Cost 6,752 6,453 6,859
Interest Cost 5,750 5,587 5,750
Actuarial Loss (Gain) 10,877 9,118 (6,880)
Benefits Paid (10,541) (9,412) (4,825)
Expenses Paid (339) (200) (224)
Projected Benefit Obligation at End of Year $ 165,084 $ 152,585 $ 141,039
Change in Plan Assets:
Fair Value of Plan Assets at Beginning of Year $ 113,813 $ 105,792 $ 108,172
Actual Return on Plan Assets 16,786 7,633 (2,331)
Employer Contributions 10,000 10,000 5,000
Benefits Paid (10,541) (9,412) (4,825)
Expenses Paid (339) (200) (224)
Fair Value of Plan Assets at End of Year $ 129,719 $ 113,813 $ 105,792
Funded Status of Plan and Accrued Liability Recognized at End of Year:
Other Liabilities $ 35,365 $ 38,772 $ 35,247
Accumulated Benefit Obligation at End of Year $ 144,139 $ 130,109 $ 121,609
Components of Net Periodic Benefit Costs:
Service Cost $ 6,752 $ 6,453 $ 6,859
Interest Cost 5,750 5,587 5,750
Expected Return on Plan Assets (8,026) (7,736) (7,820)
Amortization of Prior Service Costs 223 278 309
Net Loss Amortization 3,812 3,201 3,564
Net Periodic Benefit Cost $ 8,511 $ 7,783 $ 8,662
Weighted-Average Assumptions Used to Determine Benefit Obligation:
Discount Rate 3.71% 4.21% 4.52%
Rate of Compensation Increase 3.25% 3.25% 3.25%
Measurement Date 12/31/17 12/31/16 12/31/15
Weighted-Average Assumptions Used to Determine Benefit Cost:
Discount Rate 4.21% 4.52% 4.15%
Expected Return on Plan Assets 7.25% 7.50% 7.50%
Rate of Compensation Increase 3.25% 3.25% 3.25%
Amortization Amounts from Accumulated Other Comprehensive Income:
Net Actuarial Loss $ 2,117 $ 9,221 $ 3,272
Prior Service Cost (223) (278) (309)
Net Loss (3,812) (3,201) (3,564)
Deferred Tax (Benefit) Expense 5,898 (2,216) 232
Other Comprehensive Loss (Gain), net of tax $ 3,980 $ 3,526 $ (369)
Amounts Recognized in Accumulated Other Comprehensive Income:
Net Actuarial Losses $ 38,698 $ 40,392 $ 34,373
Prior Service Cost 265 488 766
Deferred Tax Benefit (9,876) (15,772) (13,556)
Accumulated Other Comprehensive Loss, net of tax $ 29,087 $ 25,108 $ 21,583

The Company expects to recognize $3.7 million of the net actuarial loss and $0.2 million of the prior service cost reflected in accumulated other comprehensive income at December 31, 2017 as a component of net periodic benefit cost during 2018.

Effective December 31, 2015, the Company changed the method used to estimate the service and interest components of net periodic benefit cost for the defined benefit and supplemental executive retirement plans. This new estimation approach discounts the individual expected cash flows underlying the service cost and interest cost using the applicable spot rates derived from the yield curve used to discount the cash flows for the benefit obligations.  Historically, the estimated service and interest cost components utilized a single weighted-average discount rate derived from the yield curve used to measure the benefit obligations at the beginning of the period. The Company elected this change to provide a more precise measurement of service and interest costs by improving the correlation between projected benefit cash flows to the corresponding spot yield curve rates.  The change was accounted for as a change in accounting estimate that is inseparable from a change in accounting principle and accordingly was accounted for prospectively, with the resulting change impacting the recognition of net periodic benefit expense beginning January 1, 2016.

Plan Assets. The Company’s pension plan asset allocation at year-end 2017 and 2016, and the target asset allocation for 2018 are as follows:

Target Percentage of Plan
Allocation Assets at Year-End(1)
2018 2017 2016
Equity Securities 70 % 74 % 66 %
Debt Securities 25 % 21 % 20 %
Cash and Cash Equivalents 5 % 5 % 14 %
Total 100 % 100 % 100 %

(1) Represents asset allocation at year-end which may differ from the average target allocation for the year due to the year-end cash contribution to the plan.

The Company’s pension plan assets are overseen by the CCBG Retirement Committee.  Capital City Trust Company acts as the investment manager for the plan.  The investment strategy is to maximize return on investments while minimizing risk.  The Company believes the best way to accomplish this goal is to take a conservative approach to its investment strategy by investing in mutual funds that include various high-grade equity securities and investment-grade debt issuances with varying investment strategies. The overall expected long-term rate of return on assets is a weighted-average expectation for the return on plan assets.  The Company considers historical performance data and economic/financial data to arrive at expected long-term rates of return for each asset category.

The major categories of assets in the Company’s pension plan as of December 31 are presented in the following table. Assets are segregated by the level of the valuation inputs within the fair value hierarchy established by ASC Topic 820 utilized to measure fair value (see Note 19 – Fair Value Measurements).

(Dollars in Thousands) 2017 2016
Level 1:
Mutual Funds $ 118,474 $ 96,079
Cash and Cash Equivalents 7,103 15,345
Level 2:
U.S. Government Agency 4,142 2,389
Total Fair Value of Plan Assets $ 129,719 $ 113,813

Expected Benefit Payments. As of December 31, expected benefit payments related to the defined benefit pension plan were as follows:
(Dollars in Thousands) 2017
2018 $ 11,487
2019 11,471
2020 10,563
2021 12,488
2022 10,936
2023 through 2027 57,441
Total $ 114,386

Contributions.  The following table details the amounts contributed to the pension plan in 2016 and 2017, and the expected amount to be contributed in 2018.

Expected
Contribution
(Dollars in Thousands) 2016 2017 2018(1)
Actual Contributions $ 10,000 $ 10,000 $ 10,000

(1) For 2018, the Company will have the option to make a cash contribution to the plan or utilize pre-funding balances.

Supplemental Executive Retirement Plan

The Company has a Supplemental Executive Retirement Plan (“SERP) covering selected executive officers.  Benefits under this plan generally are based on the same service and compensation as used for the pension plan, except the benefits are calculated without regard to the limits set by the Internal Revenue Code on compensation and benefits.  The net benefit payable from the SERP is the difference between this gross benefit and the benefit payable by the pension plan.

The following table details on a consolidated basis the changes in benefit obligation, the funded status of the plan, components of pension expense, amounts recognized in the Company's consolidated statements of financial condition, and major assumptions used to determine these amounts.

(Dollars in Thousands) 2017 2016 2015
Change in Projected Benefit Obligation:
Benefit Obligation at Beginning of Year $ 5,741 $ 4,842 $ 3,003
Service Cost - - 3
Interest Cost 191 162 133
Actuarial Loss 1,353 737 1,703
Projected Benefit Obligation at End of Year $ 7,285 $ 5,741 $ 4,842
Funded Status of Plan and Accrued Liability Recognized at End of Year:
Other Liabilities $ 7,285 $ 5,741 $ 4,842
Accumulated Benefit Obligation at End of Year $ 6,485 $ 4,913 $ 4,348
Components of Net Periodic Benefit Costs:
Service Cost $ - $ - $ 3
Interest Cost 191 162 133
Amortization of Prior Service Cost - - 7
Net Loss Amortization 597 759 179
Net Periodic Benefit Cost $ 788 $ 921 $ 322
Weighted-Average Assumptions Used to Determine Benefit Obligation:
Discount Rate 3.53% 3.92% 4.13%
Rate of Compensation Increase 3.25% 3.25% 3.25%
Measurement Date 12/31/17 12/31/16 12/31/15
Weighted-Average Assumptions Used to Determine Benefit Cost:
Discount Rate 3.92% 4.13% 4.15%
Rate of Compensation Increase 3.25% 3.25% 3.25%
Amortization Amounts from Accumulated Other Comprehensive Income:
Net Actuarial Loss $ 1,353 $ 737 $ 1,703
Prior Service Cost - - (7)
Net Loss (597) (759) (179)
Deferred Tax (Benefit) Expense (77) 8 (585)
Other Comprehensive Loss (Gain), net of tax $ 679 $ (14) $ 932
Amounts Recognized in Accumulated Other Comprehensive Income:
Net Actuarial Loss $ 1,626 $ 870 $ 892
Deferred Tax Benefit (412) (336) (344)
Accumulated Other Comprehensive Loss, net of tax $ 1,214 $ 534 $ 548

The Company expects to recognize approximately $1.6 million of the net actuarial loss reflected in accumulated other comprehensive income at December 31, 2017 as a component of net periodic benefit cost during 2018.

Effective December 31, 2015, the Company changed the method used to estimate the service and interest components of net periodic benefit cost for the supplemental executive retirement plans to mirror the change previously noted for the defined benefit plan.

Expected Benefit Payments. As of December 31, expected benefit payments related to the SERP were as follows:

(Dollars in Thousands) 2017
2018 $ 3,427
2019 3,995
2020 -
2021 -
2022 -
2023 through 2027 -
Total $ 7,422

401(k) Plan

The Company has a 401(k) Plan which enables associates to defer a portion of their salary on a pre-tax basis.  The plan covers substantially all associates of the Company who meet minimum age requirements.  The plan is designed to enable participants to elect to have an amount from 1% to 15% of their compensation withheld in any plan year placed in the 401(k) Plan trust account. Matching contributions of 50% from the Company are made up to 6% of the participant's compensation for eligible associates. During 2017, the Company made matching contributions of $0.6 million. For the years 2016 and 2015, the Company made matching contributions of $0.6 and $0.5 million, respectively. The participant may choose to invest their contributions into twenty-seven investment options available to 401(k) participants, including the Company’s common stock.  A total of 50,000 shares of CCBG common stock have been reserved for issuance.  Shares issued to participants have historically been purchased in the open market.

Other Plans

The Company has a Dividend Reinvestment and Optional Stock Purchase Plan.  A total of 250,000 shares have been reserved for issuance.  In recent years, shares for the Dividend Reinvestment and Optional Stock Purchase Plan have been acquired in the open market and, thus, the Company did not issue any shares under this plan in 2017, 2016 and 2015.