CAPITAL CITY BANK GROUP INC
For the period ended Dec 31, 2025. Filed Feb 27, 2026.
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FY2025 · Filed Feb 27, 2026
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Item 9A. Controls and Procedures
Evaluation of Disclosure Controls
and Procedures
for 2025.
At December 31, 2025, the end of the period covered by this
Annual Report on Form 10-K, our management, including our Chief
Executive Officer and Chief Financial Officer,
evaluated the
effectiveness of our disclosure controls and procedures (as defined
in Rule 13a-15(e) under the Securities Exchange Act of 1934).
Based upon that evaluation, our Chief Executive Officer
and Chief Financial Officer each concluded that our disclosure controls
and procedures were effective as of December 31, 202
Report on Internal Control Over Financial Reporting.
Our management is responsible for establishing and
maintaining effective internal control over financial
reporting (as such term is defined in Rule 13a-15(f) under the Securities
Exchange Act of 1934).
Internal control over financial reporting is a process designed to provide reasonable
assurance regarding
the reliability of financial reporting and the preparation of financial statements
for external purposes in accordance with U.S.
generally accepted accounting principles.
Internal control over financial reporting cannot provide absolute assurance
of achieving financial reporting objectives because of
its inherent limitations. Internal control over financial reporting is a process
that involves human diligence and compliance and is
subject to lapses in judgment and breakdowns resulting from human failures.
Internal control over financial reporting can also be
circumvented by collusion or improper management override. Because of such
limitations, there is a risk that material
misstatements may not be prevented or detected on a timely basis by internal
control over financial reporting. However, these
inherent limitations are known features of the financial reporting
process. Therefore, it is possible to design into the process
safeguards to reduce, though not eliminate, this risk.
Management is also responsible for the preparation and fair presentation
of the consolidated financial statements and other
financial information contained in this report. The accompanying consolidated
financial statements were prepared in conformity
with U.S. generally accepted accounting principles and include, as necessary,
best estimates and judgments by management.
Under the supervision and with the participation of management, including
the Chief Executive Officer and Chief Financial
Officer, we conducted
an evaluation of the effectiveness of internal control over financial reporting based
on the framework in
Internal Control—Integrated Framework issued by the Committee of
Sponsoring Organizations of the Treadway
Commission
(2013 framework) (the COSO criteria).
Based on this evaluation under the framework in Internal Control -
Integrated
Framework, our management has concluded that our internal control over financial
reporting, as such term is defined in Exchange
Act Rule 13a-15(f), was effective as of December 31, 2025.
Forvis Mazars, LLP,
an independent registered public accounting firm, has audited our consolidated
financial statements as of and
for the year ended December 31, 2025, and opined as to the effectiveness
of internal control over financial reporting at December
31, 2025, as stated in its report, which is included herein on page 131.
Change in Internal Control.
There have been no changes in our internal control during our most recently completed
fiscal quarter
that materially affected, or are likely to materially affect,
our internal control over financial reporting.
Shareowners, Board of Directors, and Audit Committee
Tallahassee, Florida
Opinion on the Internal Control Over Financial Reporting
We have audited
Capital City Bank Group, Inc.’s (Company) internal
control over financial reporting as of December 31, 2025
based on criteria established in Internal Control – Integrated Framework:
(2013) issued by the Committee of Sponsoring
Organizations of the Treadway
Commission (COSO). In our opinion, the Company maintained, in all material
respects, effective
internal control over financial reporting as of December 31, 2025, based
on criteria established in Internal Control – Integrated
Framework: (2013) issued by the Committee of Sponsoring Organizations
of the Treadway Commission (COSO).
We also have audited,
in accordance with the standards of the Public Company Accounting Oversight Board (United
States)
(“PCAOB”), the consolidated financial statements of the Company
as of December 31, 2025 and 2024, and for each of the three
years in the period ended December 31, 2025, and our report dated February
27, 2026 expressed an unqualified opinion on those
Basis for Opinion
The Company’s management is responsible
for maintaining effective internal control over financial reporting
and for its
assessment of the effectiveness of internal control over financial
reporting, included in the accompanying Management’s
Report
on Internal Control Over Financial Reporting. Our responsibility is to express an
opinion on the Company’s internal
control over
financial reporting based on our audit.
We are a public
accounting firm registered with the PCAOB and are required to be independent with
respect to the Company 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 audit in accordance with the standards of the PCAOB. Those standards require
that we plan and perform the
audit to obtain reasonable assurance about whether effective internal
control over financial reporting was maintained in all
material respects. Our audit included obtaining an understanding of internal
control over financial reporting, assessing the risk
that a material weakness exists, and testing and evaluating the design and operating
effectiveness of internal control based on the
assessed risk. Our audit also included performing such other procedures as we considered
necessary in the circumstances. We
believe that our audit provides a reasonable basis for our opinion.
Definitions and Limitations of Internal Control Over Financial Reporting
A company’s internal control over
financial reporting is a process designed to provide reasonable assurance regarding
the
reliability of financial reporting and the preparation of reliable consolidated
financial statements in accordance with accounting
principles generally accepted in the United States of America. A company’s
internal control over financial reporting includes
those policies and procedures that (1) pertain to the maintenance of records
that, in reasonable detail, accurately and fairly reflect
the transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as
necessary to permit preparation of consolidated financial statements in
accordance with accounting principles generally accepted
in the United States of America, and that receipts and expenditures of the
company are being made only in accordance with
authorizations of management and directors of the company; and (3) provide
reasonable assurance regarding prevention, or timely
detection and correction of unauthorized acquisition, use, or disposition
of the company’s assets that could have
a material effect
on the consolidated financial statements.
Because of its inherent limitations, internal control over financial reporting
may not prevent or detect misstatements. Also,
projections of any evaluation of effectiveness to future
periods are subject to the risk that controls may become inadequate
because of changes in conditions or that the degree of compliance with the policies or
procedures may deteriorate.
/s/ Forvis Mazars, LLP
Little Rock, Arkansas
February 27, 2026
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