德美银行 2024年度报告

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of theSecurities Act.þYesoNo Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d)of the Act.oYesþNo Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period thatthe registrant was required to file such reports), and (2) has been subject to such filing requirements for thepast 90 days.þYesoNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data Filerequired to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during thepreceding 12 months (or for such shorter period that the registrant was required to submit such files).þYesoNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smallerreporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filerþAccelerated fileroNon-accelerated fileroSmaller reporting companyoEmerging growth companyo If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of theeffectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) bythe registered public accounting firm that prepared or issued its audit report.☑ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of theregistrant included in the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-basedcompensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b).☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). As of February 20, 2025, there were outstanding37,419,332common shares, no par value, of the registrant. DOCUMENTS INCORPORATED BY REFERENCEPortions of the Proxy Statement of German American Bancorp, Inc., for the Annual Meeting of its Shareholders to be held April 28,2025, to the extent stated herein, are incorporated by reference into Part III (Items 10 through 14). GERMAN AMERICAN BANCORP, INC.ANNUAL REPORT ON FORM 10-KFor Fiscal Year Ended December 31, 2024 Table of ContentsGlossary of Terms and Acronyms3PART IItem 1.Business5Item 1A.Risk Factors17Item 1B.Unresolved Staff Comments25Item 1C.Cybersecurity25Item 2.Properties26Item 3.Legal Proceedings26Item 4.Mine Safety Disclosures26PART IIItem 5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities27Item 6.[Reserved]28Item 7.Management’s Discussion and Analysis of Financial Condition and Results of Operations29Item 7A.Quantitative and Qualitative Disclosures About Market Risk49Item 8.Financial Statements and Supplementary Data51Item 9.Changes in and Disagreements with Accountants on Accounting and Financial Disclosure107Item 9A.Controls and Procedures107Item 9B.Other Information107Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections107PART IIIItem 10.Directors, Executive Officers and Corporate Governance108Item 11.Executive Compensation108Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters108Item 13.Certain Relationships and Related Transactions, and Director Independence108Item 14.Principal Accounting Fees and Services109PART IVItem 15.Exhibits, Financial Statement Schedules110Item 16.Form 10-K Summary114SIGNATURES115 GLOSSARY OF TERMS AND ACRONYMS As used in this Report, references to “German American,” “Company,” “we,” “our,” “us,” and similar terms refer to German AmericanBancorp, Inc. and its consolidated subsidiaries as a whole. Occasionally, we will refer to the terms “German American Bancorp,”“Bancorp,” “parent company,” or “holding company” when we mean to refer to only German American Bancorp, Inc. and the term“Bank” when we mean to refer only to German American Bank, the Company’s bank subsidiary. The terms and acronyms identified below are used throughout this Report, including the Notes to Consolidated Financial Statements.You may find it helpful to refer to this Glossary as