##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C.
20549
 FORM
10-Q
  þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended March 31, 2010
 or
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the transition period from  to
 Commission File Number 0-20402
 WILSON BANK HOLDING COMPANY
  Tennessee
    
    62-1497076(State or other jurisdiction of
    
    (I.R.S. Employer Identification No.)incorporation or organization)623 West Main Street, Lebanon, TN
    
    37087(Address of principal executive offices)
    
    Zip Code
 (Registrants telephone number, including area code)
 (Former name, former address and former fiscal year, if changed since last report)
  þ o
  o o
  Large accelerated filer o
    
    Accelerated filer þ
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
  o þ




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##### 



Part 1: FINANCIAL INFORMATIONItem 1. Financial Statements
    
    
    1The unaudited consolidated financial statements of the Company and its subsidiary are as follows:Consolidated Balance Sheets  March 31, 2010 and December 31, 2009.
    
    
    1Consolidated Statements of Earnings  For the three months ended March 31, 2010 and 2009
    
    
    2Consolidated Statements of Comprehensive Earnings  For the three months ended March 31, 2010 and 2009
    
    
    3Consolidated Statements of Cash Flows  For the three months ended March 31, 2010 and 2009
    
    
    4Item 2. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    16Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    29Disclosures required by Item 3 are incorporated by reference to Managements Discussion and Analysis of Financial Condition and Results of Operation.Item 4. Controls and Procedures
    
    
    30Part II: OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    31Item 1A. Risk Factors
    
    
    31Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    31Item 3. Defaults Upon Senior Securities
    
    
    31Item 4. Removed and Reserved
    
    
    31Item 5. Other Information
    
    
    31Item 6. Exhibits
    
    
    31Signatures
    
    
    32EX-31.1 SECTION 302 CERTIFICATION OF THE CEOEX-31.2 SECTION 302 CERTIFICATION OF THE CFOEX-32.1 SECTION 906 CERTIFICATION OF THE CEOEX-32.2 SECTION 906 CERTIFICATION OF THE CFO




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##### Table of Contents



Part I. Financial Information
 
 Item 1. Financial Statements
 WILSON BANK HOLDING COMPANY
 
 Consolidated Balance Sheets
 March 31, 2010 and December 31, 2009
 (Unaudited)
 March 31,
    
    
    December 31,2010
    
    
    2009(Dollars in ThousandsExcept Per Share Amounts)AssetsLoans
    
    $
    1,107,677
    
    
    $
    1,115,261Less: Allowance for possible loan losses
    
    
    (17,411
    )
    
    
    (16,647
    )Net loans
    
    
    1,090,266
    
    
    
    1,098,614Securities:Held to maturity, at cost (market value $11,868 and $12,608,
respectively)
    
    
    11,441
    
    
    
    12,170Available-for-sale, at market (amortized cost $292,425 and $250,412,
respectively)
    
    
    292,106
    
    
    
    249,647Total securities
    
    
    303,547
    
    
    
    261,817Loans held for sale
    
    
    3,334
    
    
    
    5,027Restricted equity securities
    
    
    3,012
    
    
    
    3,012Federal funds sold
    
    
    32,595
    
    
    
    5,450Total earning assets
    
    
    1,432,754
    
    
    
    1,373,920Cash and due from banks
    
    
    29,071
    
    
    
    26,062Bank premises and equipment, net
    
    
    30,472
    
    
    
    30,865Accrued interest receivable
    
    
    8,127
    
    
    
    7,563Deferred income tax asset
    
    
    5,310
    
    
    
    5,457Other real estate
    
    
    5,273
    
    
    
    3,924Other assets
    
    
    10,360
    
    
    
    10,508Goodwill
    
    
    4,805
    
    
    
    4,805Other intangible assets, net
    
    
    805
    
    
    
    904Total assets
    
    $
    1,526,977
    
    
    $
    1,464,008Liabilities and Shareholders EquityDeposits
    
    $
    1,371,299
    
    
    $
    1,310,706Securities sold under repurchase agreements
    
    
    5,624
    
    
    
    6,499Federal Home Loan Bank advances
    
    
    4
    
    
    
    13Accrued interest and other liabilities
    
    
    8,405
    
    
    
    7,233Total liabilities
    
    
    1,385,332
    
    
    
    1,324,451Shareholders equity:Common stock, $2.00 par value; authorized 10,000,000 shares, issued
7,185,035 and 7,147,582 shares, respectively
    
    
    14,370
    
    
    
    14,295Additional paid-in capital
    
    
    42,319
    
    
    
    41,022Retained earnings
    
    
    85,153
    
    
    
    84,712Net unrealized losses on available-for-sale securities, net of income
taxes of $122 and $293, respectively
    
    
    (197
    )
    
    
    (472
    )Total shareholders equity
    
    
    141,645
    
    
    
    139,557Total liabilities and shareholders equity
    
    $
    1,526,977
    
    
    $
    1,464,008
 See accompanying notes to consolidated financial statements (unaudited).
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##### Table of Contents



Consolidated Statements of Earnings
Three Months Ended March 31, 2010 and 2009
(Unaudited)
 2010
    
    
    2009(Dollars in ThousandsExcept per Share Amounts)Interest income:Interest and fees on loans
    
    $
    16,835
    
    
    $
    17,661Interest and dividends on securities:Taxable securities
    
    
    2,192
    
    
    
    2,475Exempt from Federal income taxes
    
    
    119
    
    
    
    118Interest on loans held for sale
    
    
    30
    
    
    
    69Interest on Federal funds sold
    
    
    18
    
    
    
    29Interest and dividends on restricted securities
    
    
    22
    
    
    
    49Total interest income
    
    
    19,216
    
    
    
    20,401Interest expense:Interest on negotiable order of withdrawal accounts
    
    
    630
    
    
    
    141Interest on money market and savings accounts
    
    
    841
    
    
    
    1,227Interest on certificates of deposit
    
    
    5,230
    
    
    
    6,455Interest on securities sold under repurchase agreements
    
    
    23
    
    
    
    31Interest on Federal Home Loan Bank advances
    
    
    
    
    
    
    161Total interest expense
    
    
    6,724
    
    
    
    8,015Net interest income before provision for loan losses
    
    
    12,492
    
    
    
    12,386Provision for loan losses
    
    
    2,106
    
    
    
    2,064Net interest income after provision for loan losses
    
    
    10,386
    
    
    
    10,322Non-interest income:Service charges on deposit accounts
    
    
    1,292
    
    
    
    1,338Other fees and commissions
    
    
    1,373
    
    
    
    1,142Gain on sale of loans
    
    
    319
    
    
    
    775Gain on sale of securities
    
    
    50
    
    
    
    505Total non-interest income
    
    
    3,034
    
    
    
    3,760Non-interest expense:Salaries and employee benefits
    
    
    5,051
    
    
    
    5,096Occupancy expenses, net
    
    
    572
    
    
    
    653Furniture and equipment expense
    
    
    366
    
    
    
    371Data processing expense
    
    
    317
    
    
    
    245Directors fees
    
    
    210
    
    
    
    212Other operating expenses
    
    
    2,568
    
    
    
    2,139Loss on sale of other assets
    
    
    9
    
    
    
    19Loss on sale of other real estate
    
    
    104
    
    
    
    49Total non-interest expense
    
    
    9,197
    
    
    
    8,784Earnings before income taxes
    
    
    4,223
    
    
    
    5,298Income taxes
    
    
    1,638
    
    
    
    2,073Net earnings
    
    $
    2,585
    
    
    $
    3,225Weighted average number of shares outstanding-basic
    
    
    7,171,624
    
    
    
    7,069,776Weighted average number of shares outstanding-diluted
    
    
    7,178,105
    
    
    
    7,096,032Basic earnings per common share
    
    $
    .36
    
    
    $
    .46Diluted earnings per common share
    
    $
    .36
    
    
    $
    .45Dividends per share
    
    $
    .30
    
    
    $
    .30
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##### Table of Contents



Consolidated Statements of Comprehensive EarningsThree Months Ended March 31, 2010 and 2009
(Unaudited)
 2010
    
    
    2009(In Thousands)Net earnings
    
    $
    2,585
    
    
    $
    3,225Other comprehensive earnings, net of tax:Unrealized gains on available-for-sale securities
arising during period, net of taxes of $190 and
$1,001, respectively
    
    
    306
    
    
    
    1,614Reclassification adjustment for net gains included
in net earnings, net of taxes of $19 and
$193, respectively
    
    
    (31
    )
    
    
    (312
    )Other comprehensive earnings
    
    
    275
    
    
    
    1,302Comprehensive earnings
    
    $
    2,860
    
    
    $
    4,527
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Consolidated Statements of Cash Flows
Three Months Ended March 31, 2010 and 2009
Increase in Cash and Cash Equivalents
(Unaudited)
 2010
    
    
    2009(In Thousands)Cash flows from operating activities:Interest received
    
    $
    18,715
    
    
    $
    20,957Fees and commissions received
    
    
    2,665
    
    
    
    2,480Proceeds from sale of loans held for sale
    
    
    15,919
    
    
    
    48,716Origination of loans held for sale
    
    
    (13,907
    )
    
    
    (50,422
    )Interest paid
    
    
    (7,638
    )
    
    
    (8,778
    )Cash paid to suppliers and employees
    
    
    (7,218
    )
    
    
    (6,955
    )Income taxes paid
    
    
    (742
    )
    
    
    (841
    )Net cash provided by operating activities
    
    
    7,794
    
    
    
    5,157Cash flows from investing activities:Purchase of held-to-maturity securities
    
    
    
    
    
    
    (415
    )Purchase of available-for-sale securities
    
    
    (90,609
    )
    
    
    (104,534
    )Proceeds from maturities, calls and principal payments of
available for sale securities
    
    
    48,584
    
    
    
    85,645Proceeds from sale of other real estate
    
    
    1,174
    
    
    
    950Proceeds from maturities, calls and principal payments
of held-to-maturity securities
    
    
    728
    
    
    
    921Loans made to customers, net of repayments
    
    
    3,568
    
    
    
    (759
    )Purchase of premises and equipment
    
    
    (44
    )
    
    
    (307
    )Proceeds from sale of other assets
    
    
    27
    
    
    
    69Net cash used in investing activities
    
    
    (36,572
    )
    
    
    (18,430
    )Cash flows from financing activities:Net increase in non-interest bearing, savings
and NOW deposit accounts
    
    
    45,008
    
    
    
    20,963Net increase in time deposits
    
    
    15,585
    
    
    
    13,521Increase (decrease) in securities sold under repurchase agreements
    
    
    (875
    )
    
    
    363Repayment of Federal Home Loan Bank advances
    
    
    (9
    )
    
    
    (427
    )Dividends paid
    
    
    (2,144
    )
    
    
    (2,113
    )Proceeds from sale of common stock pursuant to
to dividend reinvestment plan
    
    
    1,529
    
    
    
    1,712Proceeds from sale of common stock pursuant to
exercise of stock option
    
    
    63
    
    
    
    66Repurchase of common stock
    
    
    (225
    )
    
    
    (697
    )Net cash provided by financing activities
    
    
    58,932
    
    
    
    33,388Net increase in cash and cash equivalents
    
    
    30,154
    
    
    
    20,115Cash and cash equivalents at beginning of period
    
    
    31,512
    
    
    
    59,243Cash and cash equivalents at end of period
    
    $
    61,666
    
    
    $
    79,358
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Consolidated Statements of Cash Flows, Continued
Three Months Ended March 31, 2010 and 2009
Increase in Cash and Cash Equivalents
(Unaudited)
 2010
    
    
    2009(In Thousands)Reconciliation of net earnings to net cash provided by
operating activities:Net earnings
    
    $
    2,585
    
    
    $
    3,225Adjustments to reconcile net earnings to net cash
provided by operating activities:Depreciation and amortization
    
    
    599
    
    
    
    567Stock option compensation
    
    
    5
    
    
    
    6Provision for loan losses
    
    
    2,106
    
    
    
    2,064Loss on sale of other real estate
    
    
    104
    
    
    
    49Loss on sale of other assets
    
    
    9
    
    
    
    19Decrease (increase) in loans held for sale
    
    
    1,693
    
    
    
    (2,481
    )Gain on sale of securities
    
    
    (50
    )
    
    
    (505
    )Decrease in deferred tax assets
    
    
    (252
    )
    
    
    (235
    )Increase in taxes payable
    
    
    1,148
    
    
    
    1,467Decrease in other assets, net
    
    
    159
    
    
    
    326Increase in other liabilities
    
    
    1,166
    
    
    
    901Decrease (increase) in interest receivable
    
    
    (564
    )
    
    
    517Decrease in interest payable
    
    
    (914
    )
    
    
    (763
    )Total adjustments
    
    $
    5,209
    
    
    $
    1,932Net cash provided by operating activities
    
    $
    7,794
    
    
    $
    5,157Supplemental schedule of non-cash activities:Unrealized gain in value of securities available-for-sale, net of income taxes of $171 and
$808 for the quarters ended March 31,
2010 and 2009, respectively
    
    $
    275
    
    
    $
    1,302Non-cash transfers from loans to other real estate
    
    $
    2,627
    
    
    $
    1,534Non-cash transfers from other real estate to loans
    
    $
    169
    
    
    
    Non-cash transfers from loans to other assets
    
    $
    47
    
    
    $
    134
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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
Notes to Consolidated Financial Statements
(Unaudited)
 Note 1. Summary of Significant Accounting Policies
 Nature of Business
 Basis
of Presentation
  Accounting
Standards Codification The FASB Accounting
Standards Codification and the Hierarchy of Generally Accepted Accounting Principles, a replacement
of FASB Statement No. 162
 Use
of Estimates
  - 6 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 Recently Adopted Accounting Pronouncements
 Fair
Value Measurement
   Other-than-temporary impairment 
 Note 2. Loans and Allowance for Loan Losses
  (In Thousands)March 31,
    
    
    December 31,2010
    
    
    2009Commercial, financial & agricultural
    
    $
    74,264
    
    
    $
    82,254Real estate  construction
    
    
    191,340
    
    
    
    198,732Real estate  mortgage
    
    
    782,510
    
    
    
    771,925Installment
    
    
    60,959
    
    
    
    63,7651,109,073
    
    
    
    1,116,676Allowance for possible losses
    
    
    (17,411
    )
    
    
    (16,647
    )Net deferred loan fees
    
    
    (1,396
    )
    
    
    (1,415
    )$
    1,090,266
    
    
    $
    1,098,614
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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
  Three Months EndedMarch 31,2010
    
    
    2009(In Thousands)Balance, January 1, 2010 and 2009, respectively
    
    $
    16,647
    
    
    $
    12,138Add (deduct):Losses charged to allowance
    
    
    (1,409
    )
    
    
    (1,130
    )Recoveries credited to allowance
    
    
    67
    
    
    
    136Provision for loan losses
    
    
    2,106
    
    
    
    2,064Balance, March 31, 2010 and 2009, respectively
    
    $
    17,411
    
    
    $
    13,208
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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 Note 3. Debt and Equity Securities
  March 31, 2010Securities Available-For-SaleIn ThousandsGross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    MarketCost
    
    
    Gains
    
    
    Losses
    
    
    ValueU.S. Government and Federal.
agencies
    
    $
    2,008
    
    
    $
    2
    
    
    $
    
    
    
    $
    2,010U.S. Government-sponsored
enterprises (GSEs)*
    
    
    287,611
    
    
    
    729
    
    
    
    1,139
    
    
    
    287,201Mortgage-backed:GSE residential
    
    
    1,522
    
    
    
    49
    
    
    
    
    
    
    
    1,571Obligations of states and political
Subdivisions
    
    
    1,284
    
    
    
    40
    
    
    
    
    
    
    $
    1,324$
    292,425
    
    
    $
    820
    
    
    $
    1,139
    
    
    $
    292,106
 March 31, 2010Securities Held-To-MaturityIn ThousandsGross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    MarketCost
    
    
    Gains
    
    
    Losses
    
    
    ValueMortgage-backed:GSE residential
    
    $
    13
    
    
    $
    
    
    
    $
    
    
    
    $
    13Obligations
of states and political Subdivisions
    
    
    11,428
    
    
    
    431
    
    
    
    4
    
    
    
    11,855$
    11,441
    
    
    $
    431
    
    
    $
    4
    
    
    $
    11,868
 *
    
    Such as Federal National Mortgage Association, Federal Home Loan Mortgage Corporation,
Federal Home Loan Banks, Federal Farm Credit Banks, and government National Mortgage
Association. December 31, 2009Securities Available-For-SaleIn ThousandsGross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    MarketCost
    
    
    Gains
    
    
    Losses
    
    
    ValueU.S. Government and Federal
Agencies
    
    $
    1,000
    
    
    $
    5
    
    
    $
    
    
    
    $
    1,005U.S. Government-sponsored
enterprises(GSEs)*
    
    
    246,541
    
    
    
    636
    
    
    
    1,485
    
    
    
    245,692Mortgage-backed:GSE residential
    
    
    1,349
    
    
    
    37
    
    
    
    
    
    
    
    1,386Obligations of states and political
Subdivisions
    
    
    1,522
    
    
    
    42
    
    
    
    
    
    
    
    1.564$
    250,412
    
    
    $
    720
    
    
    $
    1,485
    
    
    $
    249,647
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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 December 31, 2009Securities Held-To-MaturityIn ThousandsGross
    
    
    Gross
    
    
    EstimatedAmortized
    
    
    Unrealized
    
    
    Unrealized
    
    
    MarketCost
    
    
    Gains
    
    
    Losses
    
    
    ValueMortgage-backed:GSE residential
    
    $
    14
    
    
    $
    
    
    
    $
    
    
    
    $
    14Obligations
of states and political Subdivisions
    
    
    12,156
    
    
    
    458
    
    
    
    20
    
    
    
    12,594$
    12,170
    
    
    $
    458
    
    
    $
    20
    
    
    $
    12,608
  In ThousandsAvailable-for-sale
    
    
    Held-to-MaturityEstimate
    
    
    
    
    
    
    EstimatedAmortized
    
    
    Market
    
    
    Amortized
    
    
    MarketCost
    
    
    Value
    
    
    Cost
    
    
    ValueDue in one year or less
    
    $
    
    
    
    $
    
    
    
    $
    660
    
    
    $
    667Due after one year
through five years
    
    
    115,566
    
    
    
    115,437
    
    
    
    5,236
    
    
    
    5,459Due after five years
through ten years
    
    
    163,041
    
    
    
    162,779
    
    
    
    4.184
    
    
    
    4,374Due after ten years
    
    
    13,818
    
    
    
    13,890
    
    
    
    1,361
    
    
    
    1,368$
    292,425
    
    
    $
    292,106
    
    
    $
    11,441
    
    
    $
    11,868
  In Thousands, Except Number of SecuritiesLess than 12 Months
    
    
    12 Months or More
    
    
    TotalNumber
    
    
    
    
    
    
    
    
    
    
    Numberof
    
    
    
    
    
    
    
    
    
    
    ofFair
    
    
    Unrealized
    
    
    Securities
    
    
    Fair
    
    
    Unrealized
    
    
    Securities
    
    
    Fair
    
    
    UnrealizedMarch 31, 2010
    
    Value
    
    
    Losses
    
    
    Included
    
    
    Value
    
    
    Losses
    
    
    Included
    
    
    Value
    
    
    LossesHeld to Maturity Securities:Debt securities:Mortgage-backed:GSE residential
    
    $
    2
    
    
    $
    
    
    
    
    1
    
    
    $
    8
    
    
    $
    
    
    
    
    1
    
    
    $
    10
    
    
    $
    Obligations of states and
political subdivisions
    
    
    296
    
    
    
    3
    
    
    
    1
    
    
    
    201
    
    
    
    1
    
    
    
    1
    
    
    
    497
    
    
    
    4$
    298
    
    
    $
    3
    
    
    
    2
    
    
    $
    209
    
    
    $
    1
    
    
    
    2
    
    
    $
    507
    
    
    $
    4Available-for-Sale
Securities:Debt securities:U.S. Government and
Federal agencies
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    $
    
    
    
    $
    GSEs
    
    
    145,319
    
    
    
    701
    
    
    
    40
    
    
    
    44,635
    
    
    
    438
    
    
    
    11
    
    
    
    189,954
    
    
    
    1,139Obligations of states and
political subdivisions
    
    
    352
    
    
    
    
    
    
    
    1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    352
    
    
    
    $
    145,671
    
    
    $
    701
    
    
    
    41
    
    
    $
    44,635
    
    
    $
    438
    
    
    
    11
    
    
    $
    190,306
    
    
    $
    1,139
  - 10 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 In Thousands, Except Number of SecuritiesLess than 12 Months
    
    
    12 Months or More
    
    
    TotalNumber
    
    
    
    
    
    
    
    
    
    
    Numberof
    
    
    
    
    
    
    
    
    
    
    ofFair
    
    
    Unrealized
    
    
    Securities
    
    
    Fair
    
    
    Unrealized
    
    
    Securities
    
    
    Fair
    
    
    UnrealizedDecember 31, 2009
    
    Value
    
    
    Losses
    
    
    Included
    
    
    Value
    
    
    Losses
    
    
    Included
    
    
    Value
    
    
    LossesHeld to Maturity
Securities:Debt securities:Mortgage-backed:GSE residential
    
    $
    2
    
    
    $
    
    
    
    
    1
    
    
    $
    9
    
    
    $
    
    
    
    
    1
    
    
    $
    11
    
    
    $
    Obligations of states
and
political subdivisions
    
    
    599
    
    
    
    9
    
    
    
    2
    
    
    
    1,040
    
    
    
    11
    
    
    
    4
    
    
    
    1,639
    
    
    
    20$
    601
    
    
    $
    9
    
    
    
    3
    
    
    $
    1,049
    
    
    $
    11
    
    
    
    5
    
    
    $
    1,650
    
    
    $
    20Available-for-Sale
Securities:Debt securities:U.S. Government and
Federal agencies
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    $
    
    
    
    $
    
    
    
    
    
    
    
    $
    
    
    
    $
    GSEs
    
    
    149,048
    
    
    
    1,401
    
    
    
    35
    
    
    
    2,906
    
    
    
    84
    
    
    
    1
    
    
    
    151,954
    
    
    
    1,485Mortgage-backed:GSE residential
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4
    
    
    
    
    
    
    
    2
    
    
    
    4
    
    
    
    Obligations of states
and
political subdivisions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    149,048
    
    
    $
    1,401
    
    
    
    35
    
    
    $
    2,910
    
    
    $
    84
    
    
    
    3
    
    
    $
    151,958
    
    
    $
    1,485
   Note 4. Earnings Per Share
   - 11 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
  Three Months EndedMarch 31,2010
    
    
    2009(Dollars in ThousandsExcept Per Share Amounts)Basic EPS Computation:Numerator  Earnings available to common
Stockholders
    
    $
    2,585
    
    
    $
    3,225Denominator  Weighted average number of
common shares outstanding
    
    
    7,171,624
    
    
    
    7,069,776Basic earnings per common share
    
    $
    .36
    
    
    $
    .46Diluted EPS Computation:Numerator  Earnings available to common
Stockholders
    
    $
    2,585
    
    
    
    3,225Denominator  Weighted average number
of common shares outstanding
    
    
    7,171,624
    
    
    
    7,069,776Dilutive effect of stock options
    
    
    6,481
    
    
    
    26,2567,178,105
    
    
    
    7,096,032Diluted earnings per common share
    
    $
    .36
    
    
    $
    .45
 Note 5. Fair Value Measurements
  Valuation Hierarchy
  
 
 
  - 12 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
  Assets
 Securities available for sale 
 Impaired loans 
 Other real estate 
 Other
assets
  - 13 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
  Fair Value Measurements at March 31, 2010
 Carrying
    
    
    Quoted Prices inValue at
    
    
    Active Markets
    
    
    Significant Other
    
    
    SignificantMarch 31,
    
    
    for Identical
    
    
    Observable
    
    
    Unobservable(in Thousands)
    
    2010
    
    
    Assets (Level 1)
    
    
    Inputs (Level 2)
    
    
    Inputs (Level 3)Assets:Available-for-sale
securities
    
    $
    292,106
    
    
    $
    2,010
    
    
    $
    290,096
    
    
    $
    Cash surrender
value
    
    
    1,515
    
    
    
    
    
    
    
    
    
    
    
    1,515
  Fair Value Measurements at March 31, 2010
 Carrying
    
    
    Quoted Prices inValue at
    
    
    Active Markets
    
    
    Significant Other
    
    
    SignificantMarch 31,
    
    
    for Identical
    
    
    Observable
    
    
    Unobservable(in Thousands)
    
    2010
    
    
    Assets (Level 1)
    
    
    Inputs (Level 2)
    
    
    Inputs (Level 3)Assets:Impaired loans
    
    $
    50,755
    
    
    $
    
    
    
    $
    
    
    
    $
    50,755Other real estate
    
    
    5,273
    
    
    
    
    
    
    
    
    
    
    
    5,273Repossesed assets
    
    
    21
    
    
    
    
    
    
    
    
    
    
    
    21
 Changes in level 3 fair value measurements
   - 14 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 (in thousands)
 Assets
    
    
    LiabilitiesFair Value, January 1, 2010
    
    $
    1,497
    
    
    $
    Total realized gains included in income
    
    
    18
    
    
    
    Purchases, issuances and settlements, net
    
    
    
    
    
    
    Transfers in and/or (out) of Level 3
    
    
    
    
    
    
    Fair Value, March 31, 2010
    
    $
    1,515
    
    
    $
    Total realized gains (losses) included in income related
to financial assets and liabilities still on the
consolidated balance sheet at March 31, 2010
    
    $
    
    
    
    $
    
  Cash,
Due From Banks and Federal Funds Sold
 Securities
held to maturity
 Loans
 Mortgage
loans held-for-sale
 Deposits,
Securities Sold Under Agreements to Repurchase, Federal Home Loan Bank Advances
  - 15 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
  In ThousandsMarch 31, 2010
    
    
    December 31, 2009Carrying
    
    
    
    
    
    
    CarryingAmount
    
    
    Fair Value
    
    
    Amount
    
    
    Fair ValueFinancial assets:Cash and short-term
investments
    
    $
    61,666
    
    
    
    61,666
    
    
    $
    31,512
    
    
    
    31,512Securities available-for-sale
    
    
    292,106
    
    
    
    292,106
    
    
    
    249,647
    
    
    
    249,647Securities, held to maturity
    
    
    11,441
    
    
    
    11,868
    
    
    
    12,170
    
    
    
    12,608Loans, net of unearned
interest
    
    
    1,107,677
    
    
    
    
    
    
    
    1,115,261Less: allowance for loan
losses
    
    
    17,411
    
    
    
    
    
    
    
    16,647Loans, net of allowance
    
    
    1,090,266
    
    
    
    1,091,591
    
    
    
    1,098,614
    
    
    
    1,100,515Loans held for sale
    
    
    3,334
    
    
    
    3,334
    
    
    
    5,027
    
    
    
    5,027Restricted equity securities
    
    
    3,012
    
    
    
    3,012
    
    
    
    3,012
    
    
    
    3,012Accrued interest receivable
    
    
    8,127
    
    
    
    8,127
    
    
    
    7,563
    
    
    
    7,563Cash surrender value of life
Insurance
    
    
    1,515
    
    
    
    1,515
    
    
    
    1,497
    
    
    
    1,497Financial liabilities:Deposits
    
    
    1,371,299
    
    
    
    1,378,483
    
    
    
    1,310,706
    
    
    
    1,316,097Securities sold
under repurchase
agreements
    
    
    5,624
    
    
    
    5,624
    
    
    
    6,499
    
    
    
    6,499Advances from Federal Home
Loan Bank
    
    
    4
    
    
    
    3
    
    
    
    13
    
    
    
    13Accrued interest payable
    
    
    3,980
    
    
    
    3,980
    
    
    
    4,923
    
    
    
    4,923Unrecognized financial
instruments:Commitments to extend
credit
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Standby letters of credit
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
 
 Item 2. Managements Discussion and Analysis of Financial Condition and Results of
Operations
  Forward-Looking Statements
   - 16 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
  Critical Accounting Estimates
  Allowance for Loan Losses (allowance).
   - 17 -




---



##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
          - 18 -




---



##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 Impairment of Intangible Assets 
   Results of Operations
  Net Interest Income
   - 19 -




---



##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
   Provision for Loan Losses
   Non-Interest Income
   - 20 -




---



##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 Non-Interest Expenses
  Income Taxes
  Financial Condition
 Balance Sheet Summary
   Non Performing Assets
  March 31, 2010
    
    
    December 31, 2009Past Due
    
    
    
    
    
    
    Past Due90 Days
    
    
    Non-Accrual
    
    
    90 Days
    
    
    Non-Accrual(In Thousands)
    
    
    (In Thousands)Commercial, financial, and
agriculture
    
    $
    232
    
    
    
    1,039
    
    
    $
    1,291
    
    
    
    100Real estate-construction
    
    
    33
    
    
    
    8,645
    
    
    
    29
    
    
    
    5,636Real estate-mortgage
    
    
    1,992
    
    
    
    19,918
    
    
    
    2,435
    
    
    
    19,750Consumer
    
    
    196
    
    
    
    38
    
    
    
    314
    
    
    
    28$
    2,453
    
    
    
    29,640
    
    
    $
    4,069
    
    
    
    25,514Renegotiated loans
    
    $
    
    
    
    
    
    
    
    
    
    
    
    
    
  - 21 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
    (In Thousands)
    
    March 31,2010
    
    
    December 31, 2009Impaired loans without a valuation
allowance
    
    $
    27,468
    
    
    
    23,982Impaired loans with a valuation
allowance
    
    
    30,453
    
    
    
    21,770Total impaired loans
    
    $
    57,921
    
    
    
    45,752Valuation allowances related to
impaired loans
    
    $
    7,166
    
    
    
    5,260Total non accrual loans
    
    $
    29,640
    
    
    
    25,514Total loans past-due ninety days
or more and still accruing
    
    $
    2,453
    
    
    
    4,069
  - 22 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
     March 31,2010(In Thousands)SpecialTotal
    
    
    Mention
    
    
    Substandard
    
    
    DoubtfulCommercial, financial and
agricultural
    
    $
    1,659
    
    
    
    
    
    
    
    1,659
    
    
    
    Real estate mortgage
    
    
    57,761
    
    
    
    13,076
    
    
    
    44,685
    
    
    
    Real estate construction
    
    
    524
    
    
    
    524
    
    
    
    
    
    
    
    Consumer
    
    
    471
    
    
    
    
    
    
    
    471
    
    
    
    $
    60,415
    
    
    
    13,600
    
    
    
    46,815
    
    
    
    
  - 23 -




---



##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 December 31,2009(In Thousands)SpecialTotal
    
    
    Mention
    
    
    Substandard
    
    
    DoubtfulCommercial, financial and
agricultural
    
    $
    3,622
    
    
    
    2,821
    
    
    
    801
    
    
    
    Real estate mortgage
    
    
    57,901
    
    
    
    10,998
    
    
    
    46,903
    
    
    
    Real estate construction
    
    
    273
    
    
    
    273
    
    
    
    
    
    
    
    Consumer
    
    
    904
    
    
    
    266
    
    
    
    638
    
    
    
    $
    62,700
    
    
    
    14,358
    
    
    
    48,342
    
    
    
    
    March 31, 2010
    
    
    December 31, 2009Percent of
    
    
    
    
    
    
    Percent ofLoans In
    
    
    
    
    
    
    Loans InIn
    
    
    Each Category
    
    
    In
    
    
    Each CategoryThousands
    
    
    To Total Loans
    
    
    Thousands
    
    
    To Total LoansCommercial, financial and
agricultural
    
    $
    1,005
    
    
    
    6.7
    %
    
    $
    1,593
    
    
    
    7.4
    %Real estate construction
    
    
    4,150
    
    
    
    17.2
    
    
    
    3,412
    
    
    
    17.8Real estate mortgage
    
    
    11,055
    
    
    
    70.6
    
    
    
    10,252
    
    
    
    69.1Installment
    
    
    1,201
    
    
    
    5.5
    
    
    
    1,390
    
    
    
    5.7$
    17,411
    
    
    
    100.0
    %
    
    $
    16,647
    
    
    
    100.0
    %
  - 24 -




---



##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 Liquidity and Asset Management
           - 25 -




---



##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 Off Balance Sheet Arrangements
  Capital Position and Dividends
     - 26 -




---



##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
     - 27 -




---



##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
  Minimum To Be WellCapitalized UnderMinimum Capital
    
    
    Prompt CorrectiveActual
    
    
    Requirement
    
    
    Action ProvisionAmount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio(dollars in thousands)March 31, 2010:Total capital to risk
weighted assets:Consolidated
    
    $
    150,806
    
    
    
    13.0
    %
    
    $
    92,806
    
    
    
    8.0
    %
    
    
    N/A
    
    
    
    N/AWilson Bank
    
    
    146,815
    
    
    
    12.6
    
    
    
    93,212
    
    
    
    8.0
    
    
    $
    116,527
    
    
    
    10.0
    %Tier 1 capital to risk
weighted assets:Consolidated
    
    
    136,232
    
    
    
    11.7
    
    
    
    46,578
    
    
    
    4.0
    
    
    
    N/A
    
    
    
    N/AWilson Bank
    
    
    132,241
    
    
    
    11.4
    
    
    
    46,403
    
    
    
    4.0
    
    
    
    69,598
    
    
    
    6.0Tier 1 capital to
average assets:Consolidated
    
    
    136,232
    
    
    
    9.2
    
    
    
    59,233
    
    
    
    4.0
    
    
    
    N/A
    
    
    
    N/AWilson Bank
    
    
    132,241
    
    
    
    8.9
    
    
    
    59,429
    
    
    
    4.0
    
    
    
    74,292
    
    
    
    5.0
  - 28 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 Minimum To Be WellCapitalized UnderMinimum Capital
    
    
    Prompt Corrective ActionActual
    
    
    Requirement
    
    
    ProvisionAmount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio
    
    
    Amount
    
    
    Ratio(dollars in thousands)December 31, 2009:Total capital to risk
weighted assets:Consolidated
    
    $
    149,678
    
    
    
    12.2
    %
    
    $
    98,149
    
    
    
    8.0
    %
    
    
    N/A
    
    
    
    N/AWilson Bank
    
    
    149,340
    
    
    
    12.2
    
    
    
    97,927
    
    
    
    8.0
    
    
    $
    122,410
    
    
    
    10.0
    %Tier 1 capital to risk
weighted assets:Consolidated
    
    
    134,320
    
    
    
    10.9
    
    
    
    49,292
    
    
    
    4.0
    
    
    
    N/A
    
    
    
    N/AWilson Bank
    
    
    133,982
    
    
    
    10.9
    
    
    
    49,168
    
    
    
    4.0
    
    
    
    73,752
    
    
    
    6.0Tier 1 capital to
average assets:Consolidated
    
    
    134,320
    
    
    
    9.3
    
    
    
    57,772
    
    
    
    4.0
    
    
    
    N/A
    
    
    
    N/AWilson Bank
    
    
    133,482
    
    
    
    9.3
    
    
    
    57,412
    
    
    
    4.0
    
    
    
    71,764
    
    
    
    5.0
 Impact of Inflation
  
 Item 3. Quantitative and Qualitative Disclosures About Market Risk
     - 29 -




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##### Table of Contents



WILSON BANK HOLDING COMPANY
FORM 10-Q, CONTINUED
 
 Item 4. Controls and Procedures
    - 30 -




---



##### Table of Contents



PART II. OTHER INFORMATION
 
 Item 1. LEGAL PROCEEDINGS
  
 Item 1A. RISK FACTORS
  
 Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
 (a)
    
    None(b)
    
    Not applicable.(c)
    
    The table below sets forth the number of shares repurchased by the registrant
during the first quarter of 2010 and the average prices at which these shares were
repurchased.
 Total Number of
    
    
    Maximum NumberShares Purchased
    
    
    of Shares that MayAverage Price
    
    
    as Part of Publicly
    
    
    Yet Be PurchasedTotal Shares
    
    
    Paid per
    
    
    Announced Plans
    
    
    under the PlansPurchased
    
    
    Share
    
    
    or Programs
    
    
    or ProgramsJanuary 1  January 31, 2010
    
    
    4,969
    
    
    $
    37.75
    
    
    
    
    
    
    
    February 1  February 28, 2010
    
    
    1,000
    
    
    $
    37.75
    
    
    
    
    
    
    
    March 1  March 31, 2010
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
 
 Item 3. DEFAULTS UPON SENIOR SECURITIES
 (a)
    
    None(b)
    
    Not applicable.
 
 Item 4. REMOVED AND RESERVED
 
 Item 5. OTHER INFORMATION
  
 Item 6. EXHIBITS
 (a)
    
    Exhibits
 31.1
    
    
    Certification of the Chief Executive Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 200231.2
    
    
    Certification of the Chief Financial Officer Pursuant to Section 302 of the
Sarbanes-Oxley Act of 200232.1
    
    
    Certification of the Chief Executive Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.32.2
    
    
    Certification of the Chief Financial Officer Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002.
  - 31 -




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##### Table of Contents



SIGNATURES
  WILSON BANK HOLDING COMPANY
(Registrant)DATE: May 10, 2010
    /s/ Randall ClemonsRandall ClemonsPresident and Chief Executive OfficerDATE: May 10, 2010
    /s/ Lisa PominskiLisa PominskiSenior Vice President & Chief Financial Officer  - 32 -