Annual report pursuant to Section 13 and 15(d)

EMPLOYEE BENEFIT PLANS

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EMPLOYEE BENEFIT PLANS
12 Months Ended
Dec. 31, 2018
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) 2018 2017 2016
Change in Projected Benefit Obligation:
Benefit Obligation at Beginning of Year $ 165,084 $ 152,585 $ 141,039
Service Cost 6,884 6,752 6,453
Interest Cost 5,661 5,750 5,587
Actuarial (Gain) Loss (16,349) 10,877 9,118
Benefits Paid (11,686) (10,541) (9,412)
Expenses Paid (247) (339) (200)
Projected Benefit Obligation at End of Year $ 149,347 $ 165,084 $ 152,585
Change in Plan Assets:
Fair Value of Plan Assets at Beginning of Year $ 129,719 $ 113,813 $ 105,792
Actual (Loss) Return on Plan Assets (6,251) 16,786 7,633
Employer Contributions 23,000 10,000 10,000
Benefits Paid (11,686) (10,541) (9,412)
Expenses Paid (247) (339) (200)
Fair Value of Plan Assets at End of Year $ 134,535 $ 129,719 $ 113,813
Funded Status of Plan and Accrued Liability Recognized at End of Year:
Other Liabilities $ 14,812 $ 35,365 $ 38,772
Accumulated Benefit Obligation at End of Year $ 130,477 $ 144,139 $ 130,109
Components of Net Periodic Benefit Costs:
Service Cost $ 6,884 $ 6,752 $ 6,453
Interest Cost 5,661 5,750 5,587
Expected Return on Plan Assets (9,564) (8,026) (7,736)
Amortization of Prior Service Costs 199 223 278
Net Loss Amortization 3,673 3,812 3,201
Net Periodic Benefit Cost $ 6,853 $ 8,511 $ 7,783
Weighted-Average Assumptions Used to Determine Benefit Obligation:
Discount Rate 4.43% 3.71% 4.21%
Rate of Compensation Increase(1) 4.00% 3.25% 3.25%
Measurement Date 12/31/18 12/31/17 12/31/16
Weighted-Average Assumptions Used to Determine Benefit Cost:
Discount Rate 3.71% 4.21% 4.52%
Expected Return on Plan Assets 7.25% 7.25% 7.50%
Rate of Compensation Increase 3.25% 3.25% 3.25%
Amortization Amounts from Accumulated Other Comprehensive Income:
Net Actuarial (Gain) Loss $ (533) $ 2,117 $ 9,221
Prior Service Cost (199) (223) (278)
Net Loss (3,673) (3,812) (3,201)
Deferred Tax Expense (Benefit) 1,118 5,898 (2,216)
Other Comprehensive Loss (Gain), net of tax $ (3,287) $ 3,980 $ 3,526
Amounts Recognized in Accumulated Other Comprehensive Income:
Net Actuarial Losses $ 34,491 $ 38,698 $ 40,392
Prior Service Cost 66 265 488
Deferred Tax Benefit (8,757) (9,876) (15,772)
Accumulated Other Comprehensive Loss, net of tax $ 25,800 $ 29,087 $ 25,108
(1) For 12/31/2018, the Company utilized an age-graded approach that varies the rate based on the age of
the participants.

The service cost component of net periodic benefit cost is reflected in compensation expense in the accompanying statements of income. The other components of net periodic cost are included in “other” within the noninterest expense category in the statements of income. See Note 1 – Significant Accounting Policies for additional information.

The Company expects to recognize $3.9 million of the net actuarial loss reflected in accumulated other comprehensive income at December 31, 2018 as a component of net periodic benefit cost during 2019.

Plan Assets. The Company’s pension plan asset allocation at December 31, 2018 and 2017, and the target asset allocation for 2019 are as follows:

Target Percentage of Plan
Allocation Assets at December 31(1)
2019 2018 2017
Equity Securities 68 % 67 % 74 %
Debt Securities 27 % 21 % 21 %
Cash and Cash Equivalents 5 % 12 % 5 %
Total 100 % 100 % 100 %

(1) Represents asset allocation at December 31 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 target asset allocation will periodically be adjusted based on market conditions and will operate within the following investment policy statement allocation ranges: equity securities ranging from 55% and 81%, debt securities ranging from 17% and 37%, and cash and cash equivalents ranging from 0% and 10%. 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 at 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) 2018 2017
Level 1:
U.S. Treasury Securities $ 398 $ -
Mutual Funds 112,131 $ 118,474
Cash and Cash Equivalents 16,788 7,103
Level 2:
U.S. Government Agency 2,822 4,142
Corporate Notes/Bonds 2,396 -
Total Fair Value of Plan Assets $ 134,535 $ 129,719

Expected Benefit Payments. At December 31, expected benefit payments related to the defined benefit pension plan were as follows:
(Dollars in Thousands) 2018
2019 $ 11,271
2020 11,536
2021 11,466
2022 11,435
2023 11,571
2024 through 2028 54,525
Total $ 111,804

Contributions.  The following table details the amounts contributed to the pension plan in 2018 and 2017, and the expected amount to be contributed in 2019.

Expected
Contribution
(Dollars in Thousands) 2017 2018 2019(1)
Actual Contributions $ 10,000 $ 23,000 $ 5,000

(1) For 2019, 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) 2018 2017 2016
Change in Projected Benefit Obligation:
Benefit Obligation at Beginning of Year $ 7,285 $ 5,741 $ 4,842
Interest Cost 227 191 162
Actuarial Loss 1,348 1,353 737
Projected Benefit Obligation at End of Year $ 8,860 $ 7,285 $ 5,741
Funded Status of Plan and Accrued Liability Recognized at End of Year:
Other Liabilities $ 8,860 $ 7,285 $ 5,741
Accumulated Benefit Obligation at End of Year $ 7,557 $ 6,485 $ 4,913
Components of Net Periodic Benefit Costs:
Interest Cost 227 191 162
Net Loss Amortization 1,626 597 759
Net Periodic Benefit Cost $ 1,853 $ 788 $ 921
Weighted-Average Assumptions Used to Determine Benefit Obligation:
Discount Rate 4.23% 3.53% 3.92%
Rate of Compensation Increase(1) 4.00% 3.25% 3.25%
Measurement Date 12/31/18 12/31/17 12/31/16
Weighted-Average Assumptions Used to Determine Benefit Cost:
Discount Rate 3.53% 3.92% 4.13%
Rate of Compensation Increase 3.25% 3.25% 3.25%
Amortization Amounts from Accumulated Other Comprehensive Income:
Net Actuarial Loss $ 1,348 $ 1,353 $ 737
Net Loss (1,626) (597) (759)
Deferred Tax (Benefit) Expense 71 (77) 8
Other Comprehensive Loss (Gain), net of tax $ (207) $ 679 $ (14)
Amounts Recognized in Accumulated Other Comprehensive Income:
Net Actuarial Loss $ 1,348 $ 1,626 $ 870
Deferred Tax Benefit (341) (412) (336)
Accumulated Other Comprehensive Loss, net of tax $ 1,007 $ 1,214 $ 534
(1) For 12/31/2018, the Company utilized an age-graded approach that varies the rate based on the age of
the participants.

The Company expects to recognize approximately $0.8 million of the net actuarial loss reflected in accumulated other comprehensive income at December 31, 2018 as a component of net periodic benefit cost during 2019.

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

(Dollars in Thousands) 2018
2019 $ 3,638
2020 2,294
2021 1,454
2022 1,244
2023 823
2024 through 2028 89
Total $ 9,542

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 contribute any amount, up to the maximum annual limit allowed by the IRS, 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. For the years 2016-2018, the Company made annual matching contributions of $0.6 million. The participant may choose to invest their contributions into thirty-three 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 2018, 2017 and 2016.