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(NASDAQ:OSBC)

Contact:

Bradley S. Adams

For Immediate Release

Chief Financial Officer

January 21, 2026

(630) 906-5484

Old Second Bancorp, Inc. Reports Fourth Quarter 2025 Net Income of $28.8 Million,

or $0.54 per Diluted Share

AURORA, IL, January 21, 2026 – Old Second Bancorp, Inc. (the “Company,” “Old Second,” “we,” “us,” and “our”) (NASDAQ: OSBC), the parent company of Old Second National Bank (the “Bank”), today announced financial results for the fourth quarter of 2025. Our net income was $28.8 million, or $0.54 per diluted share, for the fourth quarter of 2025, compared to net income of $9.9 million, or $0.18 per diluted share, for the third quarter of 2025, and net income of $19.1 million, or $0.42 per diluted share, for the fourth quarter of 2024.

Adjusted net income, a non-GAAP financial measure that excludes certain nonrecurring items, as applicable, was $30.8 million, or $0.58 per diluted share, for the fourth quarter of 2025, compared to $28.4 million, or $0.53 per diluted share, for the third quarter of 2025, and $20.0 million, or $0.44 per diluted share, for the fourth quarter of 2024. The pre-tax adjusting items impacting the fourth quarter of 2025 included the exclusion of $428,000 of mortgage servicing rights (“MSRs”) mark to market losses, and $2.3 million of transaction-related expenses, net of gains on branch sales, primarily from our acquisition of Bancorp Financial, Inc (“Bancorp Financial”). The adjusting items impacting the third quarter of 2025 included the exclusion of $13.2 million of day two provision for credit losses recorded with our acquisition of Bancorp Financial, $389,000 of MSRs mark to market losses, $430,000 of death benefits realized on BOLI, and $11.5 million of transaction-related expenses, net of gains on branch sales, primarily from our acquisition of Bancorp Financial. The adjusting items impacting the fourth quarter of 2024 included the exclusion of $385,000 of MSRs mark to market gains and $1.5 million of transaction-related expenses, net of losses on branch sales, primarily from our purchase of five branches from First Merchants Bank (“FRME”). See the discussion entitled “Non-GAAP Presentations” below and the tables beginning on page 18 that provide a reconciliation of each non-GAAP measure to the most comparable GAAP equivalent.

Net income increased $18.9 million in the fourth quarter of 2025 compared to the third quarter of 2025 driven by lower acquisition related costs. The increase was primarily due to a $16.7 million decrease in provision for credit losses, as $3.0 million of provision expense was recorded in the fourth quarter of 2025, compared to $13.2 million of a day two provision from our acquisition of Bancorp Financial and $6.5 million of provision expense in the prior linked quarter.  In addition, there was a $2.0 million decrease in interest expense driven by the decrease in interest paid on deposits, and a $10.2 million decrease in noninterest expense in the fourth quarter of 2025, compared to the prior linked quarter, mainly due to the timing of costs incurred related to our acquisition of Bancorp Financial. The increases to the fourth quarter of 2025’s net income, as compared to the prior quarter, were partially offset by a $1.8 million decrease in interest and dividend income, primarily due to declines in rates and volume on securities coupled with a decline on yields, partially offset by an increase in volume in the loan portfolio, a $955,000 decrease in noninterest income, and a $7.3 million increase in provision for income taxes. Net income increased $9.7 million in the fourth quarter of 2025 compared to the fourth quarter of 2024, primarily due to an increase of $27.0 million in interest and dividend income stemming from our acquisition of Bancorp Financial. The increase in net income compared to the prior year like quarter was partially offset by a $5.6 million increase in interest expense and an $8.6 million increase in noninterest expense, both of which were driven by the Bancorp Financial acquisition, as well as a $4.2 million increase in provision for income taxes due to higher pretax income.

1


Operating Results

Fourth quarter 2025 net income was $28.8 million, reflecting an $18.9 million increase from the third quarter of 2025, and an increase of $9.7 million from the fourth quarter of 2024. Adjusted net income, as defined above, was $30.8 million for the fourth quarter of 2025, an increase of $2.4 million from adjusted net income for the third quarter of 2025, and an increase of $10.8 million from adjusted net income for the fourth quarter of 2024.
Net interest and dividend income was $83.1 million for the fourth quarter of 2025, reflecting an increase of $276,000, or 0.3%, from the third quarter of 2025, and an increase of $21.5 million, or 34.9%, from the fourth quarter of 2024.
We recorded a net provision for credit losses of $3.0 million in the fourth quarter of 2025 compared to a net provision for credit losses of $19.7 million in the third quarter of 2025 and net provision for credit losses of $3.5 million in the fourth quarter of 2024.   Provision for credit loss expense in the third quarter of 2025 included the $13.2 million impact of the Bancorp Financial day two purchase accounting.
Noninterest income was $12.2 million for the fourth quarter of 2025, a decrease of $955,000, or 7.3%, compared to $13.1 million for the third quarter of 2025, and an increase of $544,000, or 4.7%, compared to $11.6 million for the fourth quarter of 2024.
Noninterest expense was $52.9 million for the fourth quarter of 2025, a decrease of $10.2 million, or 16.2%, compared to $63.2 million for the third quarter of 2025, and an increase of $8.6 million, or 19.4%, compared to $44.3 million for the fourth quarter of 2024.
We had a provision for income tax of $10.5 million for the fourth quarter of 2025, compared to a provision for income tax of $3.2 million for the third quarter of 2025 and a provision for income tax of $6.3 million for the fourth quarter of 2024. The effective tax rate for each of the periods presented was 26.7%, 24.5%, and 24.7%, respectively. The effective tax rate for the fourth quarter 2025 exceeded both prior periods presented as we determined certain acquisition costs related to the Bancorp Financial transaction were not fully deductible.
On January 20, 2026, our Board of Directors declared a cash dividend of $0.07 per share of common stock, payable on February 9, 2026, to stockholders of record as of January 30, 2026.

2


Financial Highlights

Quarters Ended

(Dollars in thousands)

December 31, 

September 30, 

December 31, 

2025

2025

2024

Balance sheet summary

Total assets

$

6,902,675

$

6,991,754

$

5,649,377

Total securities available-for-sale

1,090,523

1,157,480

1,161,701

Total loans

5,252,131

5,264,505

3,981,336

Total deposits

5,596,069

5,760,250

4,768,731

Total liabilities

6,005,907

6,125,069

4,978,343

Total equity

896,768

866,685

671,034

Total tangible assets

$

6,749,787

$

6,836,565

$

5,534,086

Total tangible equity

743,880

711,496

555,743

Income statement summary

Net interest income

$

83,051

$

82,775

$

61,584

Provision for credit losses

3,000

19,653

3,500

Noninterest income

12,154

13,109

11,610

Noninterest expense

52,935

63,163

44,322

Net income

28,787

9,871

19,110

Effective tax rate

26.69

%

24.46

%

24.68

%

Profitability ratios

Return on average assets (ROAA)

1.64

%

0.56

%

1.34

%

Return on average equity (ROAE)

12.92

4.61

11.38

Net interest margin (tax-equivalent)

5.09

5.05

4.68

Efficiency ratio

53.98

64.46

57.12

Return on average tangible common equity (ROATCE) 1

16.15

6.16

13.79

Tangible common equity to tangible assets (TCE/TA)

11.02

10.41

10.04

Per share data

Diluted earnings per share

$

0.54

$

0.18

$

0.42

Tangible book value per share

14.12

13.51

12.38

Company capital ratios 2

Common equity tier 1 capital ratio

12.99

%

12.44

%

12.82

%

Tier 1 risk-based capital ratio

13.41

12.85

13.34

Total risk-based capital ratio

15.66

15.10

15.54

Tier 1 leverage ratio

11.70

11.21

11.30

Bank capital ratios 2, 3

Common equity tier 1 capital ratio

13.17

%

13.14

%

12.89

%

Tier 1 risk-based capital ratio

13.17

13.14

12.89

Total risk-based capital ratio

14.42

14.39

13.82

Tier 1 leverage ratio

11.49

11.45

10.90

1 See the discussion entitled “Non-GAAP Presentations” below and the table on page 19 that provides a reconciliation of this non-GAAP financial measure to the most comparable GAAP equivalent.

2 Both the Company and the Bank ratios are inclusive of a capital conservation buffer of 2.50%, and both are subject to the minimum capital adequacy guidelines of 7.00%, 8.50%, 10.50%, and 4.00% for the Common equity tier 1, Tier 1 risk-based, Total risk-based and Tier 1 leverage ratios, respectively.

3 The prompt corrective action provisions are applicable only at the Bank level, and are 6.50%, 8.00%, 10.00%, and 5.00% for the Common equity tier 1, Tier 1 risk-based, Total risk-based and Tier 1 leverage ratios, respectively.

Chairman, President and Chief Executive Officer Jim Eccher said “Old Second concluded a great year with an extremely strong fourth quarter.  Core earnings have exhibited very strong growth in recent periods and profitability remains among the best in the industry with return on average assets of 1.75% and return on average tangible equity of 17.23%, both excluding acquisition related purchase accounting and deal costs. The tax equivalent net interest margin has remained resilient and impressive at 5.09% and the adjusted efficiency ratio was a very healthy 51.28%. This strong bottom-line performance and a well-positioned balance sheet drove an increase in the tangible common equity capital ratio to 11.02% from 10.04% last year end and tangible book value per share increased by 14% in 2025 despite the dilution associated with a meaningful acquisition.”

“In summary, we are proud of the strength and sustainability of our performance, and with marginal spreads in loan and deposit markets improving, we are excited about the opportunities for additional growth in 2026.  We believe we have exceptional balance sheet flexibility and the strategic positioning to capitalize on growth opportunities that may come our way in the near future. I would like to thank our team for their hard work and execution in 2025, including integrations and systems conversions and upgrades that have made us a much better Old Second.  I could not be more excited about the things we can accomplish within the next year.”  

3


Asset Quality & Earning Assets

Nonperforming loans, comprised of nonaccrual loans plus loans past due 90 days or more and still accruing, totaled $52.8 million at December 31, 2025, $48.0 million at September 30, 2025, and $30.3 million at December 31, 2024. Nonperforming loans, as a percent of total loans, was 1.0% at December 31, 2025, 0.9% at September 30, 2025, and 0.8% at December 31, 2024. The $4.8 million increase in the fourth quarter of 2025 for nonperforming loans is driven by a $13.8 million increase in nonaccrual loans due to inflows of $18.3 million, primarily related to two commercial real estate relationships totaling $14.9 million, partially offset by outflows of $4.5 million, which include $2.4 million of loans paid off and $2.1 million of partial principal reductions from payments and partial charge-offs on loans. The increase to nonaccrual loans was partially offset by a $9.0 million decrease to loans past due 90 days or more and still accruing, primarily comprised of two legacy relationships, one that was paid off in the fourth quarter of 2025 and another that was downgraded to nonaccrual.
Total loans were $5.25 billion at December 31, 2025, reflecting a decrease of $12.4 million compared to September 30, 2025 and an increase of $1.27 billion compared to December 31, 2024. The significant increase from December 31, 2024 is primarily driven by the $1.19 billion of loans acquired in our acquisition of Bancorp Financial. The decline in loans from September 30, 2025 is influenced by the seasonal reductions within the powersport portfolio. Based on historical data, the powersport portfolio shows much higher origination volume from March through September as compared to the remainder of the year. Excluding loans purchased from the Bancorp Financial acquisition, organic loan growth, net of paydowns, totaled $76.1 million, or 1.9%, compared to December 31, 2024 total loans. Average loans (including loans held-for-sale) for the fourth quarter of 2025 totaled $5.28 billion, reflecting an increase of $61.3 million from the third quarter of 2025, and an increase of $1.28 billion from the fourth quarter of 2024.
Available-for-sale securities totaled $1.09 billion at December 31, 2025, compared to $1.16 billion at September 30, 2025 and $1.16 billion at December 31, 2024. The unrealized mark to market loss on securities totaled $43.1 million as of December 31, 2025, compared to $47.7 million as of September 30, 2025, and $68.6 million as of December 31, 2024, due to market interest rate fluctuations as well as changes year over year in the composition of the securities portfolio. During the quarter ended December 31, 2025, we had security purchases of $7.8 million and security maturities, calls and paydowns of $78.9 million, compared to security purchases of $20.6 million, security sales of $7.5 million, excluding the sale of Bancorp Financial’s $117.6 million available-for-sale securities portfolio after the acquisition closed, and security maturities, calls and paydowns of $41.1 million during the quarter ended September 30, 2025. During the quarter ended December 31, 2024, we had security purchases of $84.9 million and $101.2 million of maturities, calls, and paydowns. We may continue to buy and sell strategically identified securities as opportunities arise.

4


Net Interest Income

Analysis of Average Balances,

Tax Equivalent Income / Expense and Rates

(Dollars in thousands - unaudited)

Quarters Ended

December 31, 2025

September 30, 2025

December 31, 2024

Average

Income /

Rate

Average

Income /

Rate

Average

Income /

Rate

Balance

Expense

%

Balance

Expense

%

Balance

Expense

%

Assets

Interest earning deposits with financial institutions

$

66,430

$

598

3.57

$

119,619

$

1,255

4.16

$

49,757

$

542

4.33

Securities:

Taxable

979,060

9,136

3.70

1,016,279

9,872

3.85

1,017,530

8,899

3.48

Non-taxable (TE)1

150,573

1,543

4.07

149,621

1,563

4.14

162,494

1,614

3.95

Total securities (TE)1

1,129,633

10,679

3.75

1,165,900

11,435

3.89

1,180,024

10,513

3.54

FHLBC and FRBC Stock

30,085

390

5.14

25,961

381

5.82

27,493

562

8.13

Loans and loans held-for-sale1, 2

5,278,643

90,969

6.84

5,217,349

91,342

6.95

4,003,041

64,012

6.36

Total interest earning assets

6,504,791

102,636

6.26

6,528,829

104,413

6.34

5,260,315

75,629

5.72

Cash and due from banks

52,040

-

-

51,357

-

-

54,340

-

-

Allowance for credit losses on loans

(73,718)

-

-

(72,354)

-

-

(45,040)

-

-

Other noninterest earning assets

477,064

-

-

491,421

-

-

394,928

-

-

Total assets

$

6,960,177

$

6,999,253

$

5,664,543

Liabilities and Stockholders' Equity

NOW accounts

$

682,729

$

816

0.47

$

668,439

$

825

0.49

$

573,271

$

644

0.45

Money market accounts

958,672

4,561

1.89

954,964

4,979

2.07

722,491

3,128

1.72

Savings accounts

1,123,208

2,529

0.89

1,175,011

3,239

1.09

899,846

880

0.39

Time deposits

1,179,966

8,665

2.91

1,347,455

10,896

3.21

692,001

5,606

3.22

Interest bearing deposits

3,944,575

16,571

1.67

4,145,869

19,939

1.91

2,887,609

10,258

1.41

Securities sold under repurchase agreements

23,464

45

0.76

33,382

60

0.71

39,982

75

0.75

Other short-term borrowings

159,565

1,644

4.09

25,978

308

4.70

204,783

2,527

4.91

Junior subordinated debentures

25,774

288

4.43

25,774

288

4.43

25,773

289

4.46

Subordinated debentures

59,542

546

3.64

59,521

547

3.65

59,457

546

3.65

Notes payable and other borrowings

14,819

158

4.23

14,806

158

4.23

-

-

-

Total interest bearing liabilities

4,227,739

19,252

1.81

4,305,330

21,300

1.96

3,217,604

13,695

1.69

Noninterest bearing deposits

1,781,374

-

-

1,782,193

-

-

1,712,106

-

-

Other liabilities

67,078

-

-

61,732

-

-

66,952

-

-

Stockholders' equity

883,986

-

-

849,998

-

-

667,881

-

-

Total liabilities and stockholders' equity

$

6,960,177

$

6,999,253

$

5,664,543

Net interest income (GAAP)

$

83,051

$

82,775

$

61,584

Net interest margin (GAAP)

5.07

5.03

4.66

Net interest income (TE)1

$

83,384

$

83,113

$

61,934

Net interest margin (TE)1

5.09

5.05

4.68

Interest bearing liabilities to earning assets

64.99

%

65.94

%

61.17

%

1 Tax equivalent (TE) basis is calculated using a marginal tax rate of 21% in 2025 and 2024. See the discussion entitled “Non-GAAP Presentations” below and the tables beginning on page 18 that provide a reconciliation of each non-GAAP measure to the most comparable GAAP equivalent.

2 Interest income from loans is shown on a TE basis, which is a non-GAAP financial measure as discussed in the table on page 18, and includes loan fee income of $1.9 million for the fourth quarter of 2025, loan fee income of $1.2 million for the third quarter of 2025, and loan fee income of $140,000 for the fourth quarter of 2024. Nonaccrual loans are included in the above stated average balances.

The decreased yield of eight basis points on interest earning assets compared to the linked period was primarily driven by the two 25 basis point rate cuts during the fourth quarter of 2025 and one 25 basis point rate cut in September 2025, reducing the income of our securities and loan portfolios in the fourth quarter of 2025. Changes in the market interest rate environment impact earning assets at varying intervals depending on the repricing timeline of loans, as well as the securities maturity, paydown and purchase activities.

5


The year over year increase of 54 basis points on interest earning assets was primarily driven by increased yield on loans due to the Bancorp Financial acquisition as well as planned turnover in our securities portfolio with many older and lower yielding securities maturing and being replaced with higher yielding investments while maintaining the shorter duration portfolio composition. Average balances of loans and loans held for sale increased $1.28 billion in the fourth quarter of 2025 compared to the prior year like quarter, with a corresponding increase to the tax equivalent yield on the loan portfolio of 48 basis points year over year due to the Bancorp Financial acquisition. Average balances of securities available for sale decreased $50.4 million in the fourth quarter of 2025 compared to the prior year like quarter, but showed an increase to the tax equivalent yield on the securities available for sale portfolio of 21 basis points year over year primarily due to variable security rate resets and higher yielding investments.

Average balances of interest bearing deposit accounts have decreased since the third quarter of 2025 through the fourth quarter of 2025, from $4.15 billion to $3.94 billion. The decrease in average deposits along with the Fed rate cuts during the last four months of 2025 drove the decrease in interest bearing deposit expenses of $3.4 million compared to the prior linked quarter, which decreased the cost of interest bearing deposits from 191 basis points for the quarter ended September 30, 2025, to 167 basis points for the quarter ended December 31, 2025. We will continue to control the cost of funds by monitoring market activity as well as allowing remaining exception-priced deposits to run off naturally. An 18 basis point decrease in money market accounts, a 20 basis point decrease in savings accounts, and a 30 basis point decrease in time deposits for the quarter ended December 31, 2025 drove a significant portion of the decrease from the prior linked quarter. The cost of interest bearing deposits increased 26 basis points for the quarter ended December 31, 2025 from 141 basis points for the quarter ended December 31, 2024. A 17 basis point increase in the cost of money market accounts and a 50 basis point increase in savings accounts drove a significant portion of the overall increase from the prior year like quarter.  An increase in the volume of deposits related to the Bancorp Financial acquisition, as compared to rates, drove the $3.1 million of growth in interest expense related to time deposits, compared to the prior year like period.

Borrowing costs increased in the fourth quarter of 2025, compared to the third quarter of 2025, primarily due to the $133.6 million increase in average other short-term borrowings stemming from an increase in average daily FHLB advances over the prior linked quarter. The decrease of $45.2 million year over year of average FHLB advances was based on daily liquidity needs due to the changes in the funding mix as a result of recent acquisitions and was the primary driver of the $883,000 decrease to interest expense on other short-term borrowings. Subordinated and junior subordinated debt interest expense were essentially flat over each of the periods presented. Notes payable of $14.8 million were assumed in the Bancorp Financial acquisition; these notes are FHLB long-term putable advances.

Our net interest margin, for both GAAP and TE presentations, showed growth over the prior linked quarter periods and over the prior year like quarter presented above. Our net interest margin (GAAP) increased four basis points to 5.07% for the fourth quarter of 2025, compared to 5.03% for the third quarter of 2025, and increased 41 basis points compared to 4.66% for the fourth quarter of 2024. Our net interest margin (TE) increased four basis points to 5.09% for the fourth quarter of 2025, compared to 5.05% for the third quarter of 2025, and increased 41 basis points compared to 4.68% for the fourth quarter of 2024. The increase in net interest margin for the fourth quarter of 2025, compared to the prior linked quarter, was driven by market interest rates and the effect on interest income and expense compared to interest earning asset and interest bearing liability balances. The net interest margin increased in the fourth quarter of 2025, compared to the prior year like quarter, primarily due to the higher yielding consumer loans, including powersport, in the Bancorp Financial acquisition, higher security yields, and the decrease in average other short-term borrowings and the corresponding reduction in interest expense. See the discussion entitled “Non-GAAP Presentations” and the tables beginning on page 18 that provide a reconciliation of each non-GAAP measure to the most comparable GAAP equivalent.

6


Noninterest Income

December 31, 2025

Noninterest Income

Three Months Ended

Percent Change From

(Dollars in thousands)

December 31, 

September 30, 

December 31, 

September 30, 

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2025

  ​ ​ ​

2024

 

Wealth management

$

3,537

$

3,515

$

3,299

0.6

7.2

Service charges on deposits

2,855

2,920

2,657

(2.2)

7.5

Residential mortgage banking revenue

Secondary mortgage fees

123

92

88

33.7

39.8

MSRs mark to market (loss) gain

(428)

(389)

385

(10.0)

(211.2)

Mortgage servicing income

444

469

475

(5.3)

(6.5)

Net gain on sales of mortgage loans

657

620

516

6.0

27.3

Total residential mortgage banking revenue

796

792

1,464

0.5

(45.6)

Securities gains (losses), net

8

(1)

-

N/M

100.0

Change in cash surrender value of BOLI

834

1,175

767

(29.0)

8.7

Death benefit realized on BOLI

-

430

-

(100.0)

-

Card related income

2,723

2,768

2,572

(1.6)

5.9

Other income

1,401

1,510

851

(7.2)

64.6

Total noninterest income

$

12,154

$

13,109

$

11,610

(7.3)

4.7

N/M - Not meaningful

Noninterest income decreased $955,000, or 7.3%, in the fourth quarter of 2025, compared to the third quarter of 2025, and increased $544,000, or 4.7%, compared to the fourth quarter of 2024. The decrease from the third quarter of 2025 was primarily driven by a $341,000 decrease in the cash surrender value of BOLI due to changes in market interest rates as well as the annual amortization of the cash value enhancement cost related to the BOLI portfolio restructuring a few years ago.  In addition, no death benefit on BOLI was realized during the fourth quarter of 2025, compared to $430,000 in the prior quarter.

The increase in noninterest income of $544,000 in the fourth quarter of 2025, compared to the fourth quarter of 2024, is primarily due to a $238,000 increase in wealth management income from growth in advisory, personal trust, and estate fees, a $198,000 increase in service charges on deposits, a $151,000 increase in card related income, and a $550,000 increase in other income primarily driven by powersport servicing fees. Partially offsetting the increase in noninterest income during the quarter was a $668,000 decrease in residential mortgage banking revenue mainly due to a $813,000 decrease in MSRs mark to market valuations.

7


Noninterest Expense

December 31, 2025

Noninterest Expense

Three Months Ended

Percent Change From

(Dollars in thousands)

December 31, 

September 30, 

December 31, 

September 30, 

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2025

  ​ ​ ​

2024

 

Salaries

$

22,426

$

31,360

$

18,130

(28.5)

23.7

Officers' incentive

3,035

3,279

3,089

(7.4)

(1.7)

Benefits and other

5,535

5,084

4,394

8.9

26.0

Total salaries and employee benefits

30,996

39,723

25,613

(22.0)

21.0

Occupancy, furniture and equipment expense

5,092

4,937

4,457

3.1

14.2

Computer and data processing

4,798

4,002

2,659

19.9

80.4

FDIC insurance

720

854

628

(15.7)

14.6

Net teller & bill paying

701

691

575

1.4

21.9

General bank insurance

354

437

327

(19.0)

8.3

Amortization of core deposit intangible asset

1,235

1,251

716

(1.3)

72.5

Advertising expense

299

545

280

(45.1)

6.8

Card related expense

1,652

1,708

1,497

(3.3)

10.4

Legal fees

432

432

660

-

(34.5)

Consulting & management fees

518

2,471

883

(79.0)

(41.3)

Other real estate owned expense, net

81

128

2,019

(36.7)

(96.0)

Other expense

6,057

5,984

4,008

1.2

51.1

Total noninterest expense

$

52,935

$

63,163

$

44,322

(16.2)

19.4

Efficiency ratio (GAAP)1

53.98

%

64.46

%

57.12

%

Adjusted efficiency ratio (non-GAAP)2

51.28

%

52.10

%

54.61

%

1 The efficiency ratio shown in the table above is a GAAP financial measure calculated as noninterest expense, excluding amortization of core deposits and OREO expenses, divided by the sum of net interest income and total noninterest income less net gains or losses on securities, death benefit realized on BOLI, as applicable, and mark to market gains or losses on MSRs.

2 The adjusted efficiency ratio shown in the table above is a non-GAAP financial measure calculated as noninterest expense, excluding amortization of core deposits, OREO expenses, and acquisition expenses, net of gain or loss on branch sales, divided by the sum of net interest income on a fully TE basis, total noninterest income less net gains or losses on securities, death benefit realized on BOLI, as applicable, mark to market gains or losses on MSRs, and includes a tax equivalent adjustment on the change in cash surrender value of BOLI. See the discussion entitled “Non-GAAP Presentations” below and the table on page 19 that provides a reconciliation of this non-GAAP financial measure to the most comparable GAAP equivalent.

Noninterest expense for the fourth quarter of 2025 decreased $10.2 million, or 16.2%, compared to the third quarter of 2025, and increased $8.6 million, or 19.4%, compared to the fourth quarter of 2024. The decrease in the fourth quarter of 2025, compared to the linked quarter, was primarily attributable to an $8.7 million decrease in salaries and employee benefits, of which $8.4 million was due to change in control, retention, and severance payouts that were incurred in the third quarter related to the Bancorp Financial acquisition. The decrease in the fourth quarter of 2025 was also attributable to a $2.0 million decrease in consulting & management fees, which was primarily due to the timing of costs incurred as a result of our acquisition of Bancorp Financial.

The year over year increase in noninterest expense is primarily attributable to a $5.4 million increase in salaries and employee benefits, primarily due to the Bancorp Financial acquisition and the additional employees that were retained, along with increases in annual base salary rates, officers’ incentives, and restricted stock expense in the fourth quarter of 2025. Also contributing to the increase was a $635,000 increase in occupancy, furniture and equipment, a $2.1 million increase in computer and data processing expenses, a $519,000 increase in core deposit intangible amortization, and a $2.0 million increase in other expense primarily due to costs associated with our acquisition of Bancorp Financial. Partially offsetting the increase in noninterest expense in the fourth quarter of 2025, compared to the fourth quarter of 2024, was a $1.9 million decrease in other real estate owned expense, net, as a $1.7 million OREO valuation reserve expense was recorded in the fourth quarter of 2024 based on valuation write downs on two OREO properties; no OREO valuation reserves were recorded in the fourth quarter of 2025.

8


Earning Assets

December 31, 2025

Loans

As of

Percent Change From

(Dollars in thousands)

December 31, 

September 30, 

December 31, 

September 30, 

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2025

  ​ ​ ​

2024

 

Commercial

$

842,130

$

786,095

$

800,476

7.1

5.2

Leases

548,256

550,201

491,748

(0.4)

11.5

Commercial real estate – investor

1,212,384

1,257,328

1,078,829

(3.6)

12.4

Commercial real estate – owner occupied

706,567

680,412

683,283

3.8

3.4

Construction

173,630

176,387

201,716

(1.6)

(13.9)

Residential real estate – investor

70,225

69,362

49,598

1.2

41.6

Residential real estate – owner occupied

230,432

231,547

206,949

(0.5)

11.3

Multifamily

339,131

378,213

351,325

(10.3)

(3.5)

HELOC

235,293

234,885

103,388

0.2

127.6

Powersport

696,959

715,498

-

(2.6)

N/M

Other1

197,124

184,577

14,024

6.8

N/M

Total loans

$

5,252,131

$

5,264,505

$

3,981,336

(0.2)

31.9

N/M - Not meaningful

1 Other class includes consumer loans, such as collector cars, manufactured homes, and solar loans, as well as overdrafts.

Total loans decreased by $12.4 million at December 31, 2025, compared to September 30, 2025, and increased by $1.27 billion compared to December 31, 2024. The decrease from the prior quarter is primarily due to reductions of $44.9 million to commercial real estate – investor and $39.1 million to multifamily, offset by increases of $56.0 million to commercial and $26.2 million to commercial real estate – owner occupied. The increase to total loans compared to the prior year is primarily due to the $1.19 billion portfolio acquired from Bancorp Financial, which expanded our consumer lending and added the powersport segment. Excluding the acquisition, we achieved organic loan growth, net of paydowns, of $76.1 million, or 1.9%, in the fourth quarter of 2025 compared to the prior year like quarter, primarily driven by commercial, leases,  and commercial real estate.  

December 31, 2025

Securities

As of

Percent Change From

(Dollars in thousands)

December 31, 

September 30, 

December 31, 

September 30, 

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2025

  ​ ​ ​

2024

Securities available-for-sale, at fair value

U.S. Treasury

$

165,860

$

190,670

$

194,143

(13.0)

(14.6)

U.S. government agencies

29,176

38,264

37,814

(23.8)

(22.8)

U.S. government agency mortgage-backed

88,780

93,051

100,277

(4.6)

(11.5)

States and political subdivisions

206,375

210,675

215,456

(2.0)

(4.2)

Collateralized mortgage obligations

359,305

378,236

368,616

(5.0)

(2.5)

Asset-backed securities

45,816

47,802

62,303

(4.2)

(26.5)

Collateralized loan obligations

194,464

198,098

183,092

(1.8)

6.2

Equity securities

747

684

-

9.2

N/M

Total securities available-for-sale

$

1,090,523

$

1,157,480

$

1,161,701

(5.8)

(6.1)

N/M - Not meaningful

Our securities available-for-sale portfolio totaled $1.09 billion as of December 31, 2025, reflecting a decrease of $67.0 million from September 30, 2025, and a decrease of $71.2 million from December 31, 2024.  The portfolio continues to consist of high-quality fixed rate and floating rate securities, with more than 99% of publicly issued securities rated AA or better.

9


Asset Quality

December 31, 2025

Nonperforming assets

As of

Percent Change From

(Dollars in thousands)

December 31, 

September 30, 

December 31, 

September 30, 

December 31, 

  ​

2025

  ​

2025

  ​

2024

  ​

2025

2024

Nonaccrual loans

$

47,952

$

34,126

$

28,851

40.5

66.2

Loans past due 90 days or more and still accruing interest

 

4,879

 

13,859

 

1,436

(64.8)

239.8

Total nonperforming loans

 

52,831

 

47,985

 

30,287

10.1

74.4

Other real estate owned

 

1,427

 

6,416

 

21,617

(77.8)

(93.4)

Repossessed assets (1)

 

1,363

 

2,088

 

484

(34.7)

181.6

Total nonperforming assets

$

55,621

$

56,489

$

52,388

(1.5)

6.2

30-89 days past due loans and still accruing interest

$

52,169

$

22,415

$

11,702

Nonaccrual loans to total loans

0.9

%

0.6

%

0.7

%

Nonperforming loans to total loans

1.0

%

0.9

%

0.8

%

Nonperforming assets to total loans plus OREO and repossessed assets

1.1

%

1.1

%

1.3

%

Purchased credit-deteriorated loans to total loans

1.5

%

1.6

%

0.4

%

Allowance for credit losses

$

72,301

$

75,037

$

43,619

Allowance for credit losses to total loans

1.4

%

1.4

%

1.1

%

Allowance for credit losses to nonaccrual loans

150.8

%

219.9

%

151.2

%

1 Repossessed assets are reported in other assets.

Nonperforming loans consist of nonaccrual loans and loans 90 days or more past due and still accruing interest. Purchased credit-deteriorated (“PCD”) loans acquired, primarily in our acquisitions of West Suburban and Bancorp Financial, totaled $78.6 million, net of purchase accounting adjustments, at December 31, 2025. No PCD loans were acquired with our FRME branch acquisition. PCD loans that meet the definition of nonperforming loans are included in our nonperforming disclosures.

The following table shows classified loans by segment, which include nonaccrual loans, PCD loans if the risk rating so indicates, and all other loans considered substandard, for the following periods.

December 31, 2025

Classified loans

As of

Percent Change From

(Dollars in thousands)

December 31, 

September 30, 

December 31, 

September 30, 

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2025

  ​ ​ ​

2024

Commercial

$

51,587

$

50,680

$

24,748

1.8

108.4

Leases

2,428

1,277

523

90.1

364.2

Commercial real estate – investor

14,245

2,853

14,489

399.3

(1.7)

Commercial real estate – owner occupied

64,081

72,020

27,619

(11.0)

132.0

Construction

11,421

1,612

19,351

608.5

(41.0)

Residential real estate – investor

1,142

1,228

1,690

(7.0)

(32.4)

Residential real estate – owner occupied

1,897

1,839

1,851

3.2

2.5

Multifamily

1,494

1,183

1,165

26.3

28.2

HELOC

1,466

1,538

547

(4.7)

168.0

Powersport

68

-

-

 N/M

 N/M

Other1

270

30

10

800.0

 N/M

Total classified loans

$

150,099

$

134,260

$

91,993

11.8

63.2

N/M - Not meaningful.

1 Other class includes consumer loans such as collector cars, manufactured homes, solar loans, and overdrafts.

10


Classified loans as of December 31, 2025 increased $15.8 million from September 30, 2025, and increased $58.1 million from December 31, 2024. The net increase from the third quarter of 2025 included inflows of $42.4 million, mostly driven by downgrades of nine commercial relationships for $12.1 million, two commercial real estate – investor relationships for $11.4 million, and one construction relationship for $9.7 million. The increase of classified loans in the fourth quarter of 2025 were offset by $26.5 million of outflows, which primarily consist of $24.4 million of paid off loans, and $2.0 million of principal payment reductions. Remediation work continues on these credits, with the goal of cash flow improvements with increased tenancy within commercial real estate.

Allowance for Credit Losses on Loans and Unfunded Commitments

At December 31, 2025, our allowance for credit losses (“ACL”) on loans totaled $72.3 million, and our ACL on unfunded commitments, included in other liabilities, totaled $2.1 million. In relation to the acquisition, in the third quarter of 2025, we recorded a day one purchase accounting credit mark of $17.5 million and a day two non-PCD provision expense of $13.2 million based on our assessment of the acquired loans. The fourth quarter of 2025 standard provision expense consisted of a $3.2 million provision for credit losses on loans, and a $245,000 reversal of provision for credit losses on unfunded commitments. The increase to the provision for credit losses for the fourth quarter of 2025 is driven by current period charge-offs, primarily within the powersport and commercial real estate – owner occupied portfolios, as well as a downgrade to substandard on one large commercial real estate credit. The decrease in ACL on unfunded commitments was primarily due to an adjustment to historical benchmark assumptions, such as funding rates and the period used to forecast those rates, within the ACL calculation.

We recorded net charge-offs of $6.0 million in the fourth quarter of 2025, primarily within the powersport portfolio. The third quarter of 2025 provision expense of $6.5 million consisted of a $6.5 million provision for credit losses on loans, and $38,000 provision for credit losses on unfunded commitments in addition to the Day 2 provision of $13.2 million. We recorded net charge-offs of $5.1 million in the third quarter of 2025. In the fourth quarter of 2024, we recorded a provision expense of $3.5 million, which consisted of a $4.1 million provision for credit losses on loans and a $600,000 reversal of provision for credit losses on unfunded commitments. We recorded net charge offs of $4.9 million in the fourth quarter of 2024. Our ACL on loans to total loans was 1.4% as of December 31, 2025 and September 30, 2025, and 1.1% December 31, 2024.

The ACL on unfunded commitments totaled $2.1 million as of December 31, 2025, $2.3 million as of September 30, 2025, and $1.9 million as of December 31, 2024.

Net Charge-off Summary

Loan charge–offs, net of recoveries

Quarters Ended

(Dollars in thousands)

December 31, 

% of

September 30, 

% of

December 31, 

% of

2025

Total 2

2025

Total 2

2024

Total 2

Commercial

$

(44)

(0.7)

$

385

7.5

$

8,621

176.1

Leases

15

0.2

848

16.6

(38)

(0.8)

Commercial real estate – Investor

(14)

(0.2)

(15)

(0.3)

(173)

(3.5)

Commercial real estate – Owner occupied

1,125

18.8

(2)

-

(3,739)

(76.4)

Construction

-

-

(46)

(0.9)

-

-

Residential real estate – Investor

(1)

-

(2)

-

(2)

-

Residential real estate – Owner occupied

(11)

(0.2)

(7)

(0.1)

234

4.8

Multifamily

-

-

181

3.5

-

-

HELOC

(49)

(0.8)

(19)

(0.4)

(45)

(0.9)

Powersport

4,466

74.7

2,980

58.3

-

-

Other 1

494

8.2

805

15.8

37

0.7

Net charge–offs / (recoveries)

$

5,981

100.0

$

5,108

100.0

$

4,895

100.0

1 Other class includes consumer loans, such as collector cars and solar loans, and overdrafts.

2 Represents the percentage of net charge-offs attributable to each category of loans.

Gross charge-offs for the fourth quarter of 2025 were $6.9 million, compared to $6.0 million for the third quarter of 2025 and $8.9 million for the fourth quarter of 2024. Gross recoveries were $875,000 for the fourth quarter of 2025, mostly comprised from powersport for $670,000, compared to $938,000 for the third quarter of 2025, driven by $705,000 powersport recoveries, and $4.1 million for the fourth quarter of 2024, which was mostly driven by $3.5 million of recoveries in commercial real estate – owner occupied. Continued recoveries are indicative of the ongoing aggressive efforts by management to effectively manage and resolve prior charge-offs, however, recoveries cannot be forecasted or expected at the same pace in the future.

11


Deposits

Total deposits were $5.60 billion at December 31, 2025, a decrease of $164.2 million, or 2.9%, compared to $5.76 billion at September 30, 2025. This decline was driven primarily due to decreases in savings accounts of $21.1 million, money market accounts of $29.3 million, and time deposits of $146.8 million due to the roll off of higher rate brokered deposits and other exception-priced time deposits acquired from the Bancorp Financial acquisition. These decreases were partially offset by increases in NOW accounts of $31.9 million. We continue to allow exception priced deposits, mainly time deposits, and brokered deposits run off over time.

Total quarterly average deposits for the year over year period increased $1.13 billion, or 24.5%, driven by an increase in average time deposits of $488.0 million, NOW and money markets combined of $345.6 million, savings accounts of $223.4 million, and demand deposits of $69.3 million. The overall increase in quarterly average deposits for the year over year period was primarily due to the acquisition of Bancorp Financial in July 2025. Our quarterly average time deposits as of December 31, 2025 include $68.6 million of brokered deposits, compared to none at December 31, 2024. These brokered deposits were assumed with the acquisition of Bancorp Financial and are running off over the next few years.

Borrowings

As of December 31, 2025, we had $215.0 million in other short-term borrowings, compared to $165.0 million in short-term borrowings as of September 30, 2025 and $20.0 million as of December 31, 2024, all of which were short-term FHLB advances. In addition, we had $14.8 million of long-term FHLB advances, net of purchase accounting adjustments, assumed with the Bancorp Financial acquisition, which are reported in notes payable and other borrowings on the balance sheet.

Non-GAAP Presentations

Management has disclosed in this earnings release certain non-GAAP financial measures to evaluate and measure our performance, including the presentation of adjusted net income, net interest income and net interest margin on a fully taxable equivalent basis, and our efficiency ratio calculations on a taxable equivalent basis. The net interest margin fully taxable equivalent is calculated by dividing net interest income on a tax equivalent basis by average earning assets for the period. Consistent with industry practice, management has disclosed the efficiency ratio including and excluding certain items, which is discussed in the noninterest expense presentation on page 8.

We consider the use of select non-GAAP financial measures and ratios to be useful for financial and operational decision making and useful in evaluating period-to-period comparisons. We believe that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenditures or assets that we believe are not indicative of our primary business operating results or by presenting certain metrics on a fully taxable equivalent basis. We believe these measures provide investors with information regarding balance sheet profitability, and we believe that management and investors benefit from referring to these non-GAAP financial measures in assessing our performance and when planning, forecasting, analyzing, and comparing past, present and future periods.

These non-GAAP financial measures should not be considered as a substitute for GAAP financial measures, and we strongly encourage investors to review the GAAP financial measures included in this earnings release and not to place undue reliance upon any single financial measure. In addition, because non-GAAP financial measures are not standardized, it may not be possible to compare the non-GAAP financial measures presented in this earnings release with other companies’ non-GAAP financial measures having the same or similar names. The tables beginning on page 18 provide a reconciliation of each non-GAAP financial measure to the most comparable GAAP equivalent.

12


Cautionary Note Regarding Forward-Looking Statements

This earnings release and statements by our management may contain forward-looking statements within the Private Securities Litigation Reform Act of 1995. Forward looking statements can be identified by words such as “should,” “anticipate,” “expect,” “estimate,” “intend,” “believe,” “may,” “likely,” “will,” “forecast,” “project,” “looking forward,” “optimistic,” “hopeful,” “potential,” “progress,” “prospect,” “remain,” “deliver,” “continue,” “trend,” “momentum,” “remainder,” “beyond,” “build,” and “near” or other statements that indicate future periods, such as “positioning” or “integration”. Examples of forward-looking statements include, but are not limited to, statements regarding the economic outlook, balance sheet growth, building capital, and statements regarding the anticipated strategic and financial benefits of our acquisition of Bancorp Financial, including integration progress and competitive positioning. Such forward-looking statements are subject to risks, uncertainties, and other factors, which could cause actual results to differ materially from future results expressed or implied by such forward-looking statements. The following factors, among others, could cause actual results to differ materially from the anticipated results or other expectations expressed in the forward-looking statements, (1) the strength of the United States economy in general and the strength of the local economies in which we conduct our operations may be different than expected; (2) the rate of delinquencies and amounts of charge-offs, the level of allowance for credit loss, the rates of loan growth, or adverse changes in asset quality in our loan portfolio, which may result in increased credit risk-related losses and expenses; (3) changes in legislation, regulation, policies, or administrative practices, whether by judicial, governmental, or legislative action; (4) risks related to future acquisitions, if any, including execution and integration risks; (5) adverse conditions in the stock market, the public debt market and other capital markets (including changes in interest rate conditions) could have a negative impact on us; (6) changes in interest rates, which have and may continue to affect our deposit and funding costs, net income, prepayment penalty income, mortgage banking income, and other future cash flows, or the market value of our assets, including our investment securities; (7) elevated inflation which causes adverse risk to the overall economy, and could indirectly pose challenges to our clients and to our business; and (8) the adverse effects of events beyond our control that may have a destabilizing effect on financial markets and the economy, such as government shutdowns, trade disputes, epidemics and pandemics, war or terrorist activities, essential utility outages, deterioration in the global economy, instability in the credit markets, disruptions in our customers’ supply chains or disruption in transportation, and disruptions caused from widespread cybersecurity incidents. Additional risks and uncertainties are contained in the “Risk Factors” and forward-looking statements disclosure in our most recent Annual Report on Form 10-K, and Quarterly Reports on Form 10-Q. The inclusion of this forward-looking information should not be construed as a representation by us or any person that future events, plans, or expectations contemplated by us will be achieved. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by law.

Conference Call

We will host a call on Thursday, January 22, 2026, at 10:00 a.m. Eastern Time (9:00 a.m. Central Time) to discuss our fourth quarter 2025 financial results. Investors may listen to our earnings call via a live webcast by accessing the link provided below, or alternatively, on the Events section of the Old Second Investor Relations website (https://investors.oldsecond.com/events). Investors are encouraged to register at the webcast link at least 10 minutes prior to the scheduled start of the call.

Webcast URL: https://www.webcaster5.com/Webcast/Page/2239/53419

A replay of the webcast will be available under the Events section of the Old Second Investor Relations website (https://investors.oldsecond.com/events) for up to one year after the earnings call date.

13


Old Second Bancorp, Inc. and Subsidiaries

Consolidated Balance Sheets

(In thousands)

(unaudited)

December 31, 

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

Assets

Cash and due from banks

$

51,665

$

52,175

Interest earning deposits with financial institutions

72,360

47,154

Cash and cash equivalents

124,025

99,329

Securities available-for-sale, at fair value

1,090,523

1,161,701

Federal Home Loan Bank Chicago (“FHLBC”) and Federal Reserve Bank Chicago (“FRBC”) stock

32,025

19,441

Loans held-for-sale

3,645

1,556

Loans

5,252,131

3,981,336

Less: allowance for credit losses on loans

72,301

43,619

Net loans

5,179,830

3,937,717

Premises and equipment, net

86,645

87,311

Other real estate owned

1,427

21,617

Mortgage servicing rights, at fair value

9,459

10,374

Goodwill

129,196

93,260

Core deposit intangible ("CDI")

23,692

22,031

Bank-owned life insurance (“BOLI”)

130,481

112,751

Deferred tax assets, net

31,276

26,619

Other assets

60,451

55,670

Total assets

$

6,902,675

$

5,649,377

Liabilities

Deposits:

Noninterest bearing demand

$

1,739,117

$

1,704,920

Interest bearing:

Savings, NOW, and money market

2,745,540

2,315,134

Time

1,111,412

748,677

Total deposits

5,596,069

4,768,731

Securities sold under repurchase agreements

23,769

36,657

Other short-term borrowings

215,000

20,000

Junior subordinated debentures

25,774

25,773

Subordinated debentures

59,552

59,467

Notes payable and other borrowings

14,825

-

Other liabilities

70,918

67,715

Total liabilities

6,005,907

4,978,343

Stockholders’ Equity

Common stock

53,015

44,908

Additional paid-in capital

341,451

205,284

Retained earnings

537,231

469,165

Accumulated other comprehensive loss, net

(28,738)

(47,748)

Treasury stock

(6,191)

(575)

Total stockholders’ equity

896,768

671,034

Total liabilities and stockholders’ equity

$

6,902,675

$

5,649,377

14


Old Second Bancorp, Inc. and Subsidiaries

Consolidated Statements of Income

(In thousands, except share data)

(unaudited)

(unaudited)

Three Months Ended December 31, 

Year Ended December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2024

  ​ ​ ​

2025

  ​ ​ ​

2024

Interest and dividend income

Loans, including fees

$

90,925

$

63,967

$

305,775

$

253,319

Loans held-for-sale

35

34

127

94

Securities:

Taxable

9,136

8,899

38,194

34,656

Tax exempt

1,219

1,275

4,943

5,164

Dividends from FHLBC and FRBC stock

390

562

1,517

2,278

Interest bearing deposits with financial institutions

598

542

4,625

2,393

Total interest and dividend income

102,303

75,279

355,181

297,904

Interest expense

Savings, NOW, and money market deposits

7,906

4,652

27,468

17,866

Time deposits

8,665

5,606

28,898

20,147

Securities sold under repurchase agreements

45

75

229

337

Other short-term borrowings

1,644

2,527

1,969

14,607

Junior subordinated debentures

288

289

1,152

1,127

Subordinated debentures

546

546

2,185

2,185

Notes payable and other borrowings

158

-

316

-

Total interest expense

19,252

13,695

62,217

56,269

Net interest and dividend income

83,051

61,584

292,964

241,635

Provision for credit losses

3,000

3,500

27,553

12,750

Net interest and dividend income after provision for credit losses

80,051

58,084

265,411

228,885

Noninterest income

Wealth management

3,537

3,299

13,244

11,426

Service charges on deposits

2,855

2,657

11,282

10,226

Secondary mortgage fees

123

88

372

287

Mortgage servicing rights mark to market (loss) gain

(428)

385

(1,918)

(723)

Mortgage servicing income

444

475

1,865

1,942

Net gain on sales of mortgage loans

657

516

2,291

1,805

Securities gains, net

8

-

7

-

Change in cash surrender value of BOLI

834

767

3,197

3,619

Death benefit realized on BOLI

-

-

430

905

Card related income

2,723

2,572

10,619

10,114

Other income

1,401

851

4,973

4,218

Total noninterest income

12,154

11,610

46,362

43,819

Noninterest expense

Salaries and employee benefits

30,996

25,613

124,662

98,025

Occupancy, furniture and equipment

5,092

4,457

19,054

16,159

Computer and data processing

4,798

2,659

13,840

9,473

FDIC insurance

720

628

2,844

2,543

Net teller & bill paying

701

575

2,720

2,244

General bank insurance

354

327

1,449

1,268

Amortization of core deposit intangible

1,235

716

4,545

2,440

Advertising expense

299

280

1,331

1,243

Card related expense

1,652

1,497

6,229

5,555

Legal fees

432

660

1,724

1,326

Consulting & management fees

518

883

3,942

2,496

Other real estate expense, net

81

2,019

2,117

2,220

Other expense

6,057

4,008

19,565

14,756

Total noninterest expense

52,935

44,322

204,022

159,748

Income before income taxes

39,270

25,372

107,751

112,956

Provision for income taxes

10,483

6,262

27,441

27,692

Net income

$

28,787

$

19,110

$

80,310

$

85,264

Basic earnings per share

$

0.55

$

0.42

$

1.64

$

1.90

Diluted earnings per share

0.54

0.42

1.62

1.87

Dividends declared per share

0.07

0.06

0.25

0.21

Ending common shares outstanding

52,669,224

44,873,467

52,669,224

44,873,467

Weighted-average basic shares outstanding

52,667,899

44,856,870

48,875,540

44,828,290

Weighted-average diluted shares outstanding

53,480,431

45,671,352

49,669,539

45,639,351

15


Old Second Bancorp, Inc. and Subsidiaries

Quarterly Consolidated Average Balance

(In thousands, unaudited)

2025

2024

Assets

  ​ ​ ​

4th Qtr

  ​ ​ ​

3rd Qtr

  ​ ​ ​

2nd Qtr

  ​ ​ ​

1st Qtr

  ​ ​ ​

4th Qtr

3rd Qtr

  ​ ​ ​

2nd Qtr

1st Qtr

Cash and due from banks

$

52,040

$

51,357

$

47,875

$

52,550

$

54,340

$

54,279

$

54,286

$

54,533

Interest earning deposits with financial institutions

66,430

119,619

166,366

97,645

49,757

48,227

50,740

48,088

Cash and cash equivalents

118,470

170,976

214,241

150,195

104,097

102,506

105,026

102,621

Securities available-for-sale, at fair value

1,129,633

1,165,900

1,190,123

1,181,257

1,180,024

1,173,948

1,179,430

1,182,888

FHLBC and FRBC stock

30,085

25,961

19,200

19,441

27,493

30,268

27,574

31,800

Loans held-for-sale

3,254

1,975

2,375

1,343

2,027

1,557

1,050

746

Loans

5,275,389

5,215,374

3,958,275

3,957,730

4,001,014

3,965,160

3,957,454

4,018,631

Less: allowance for credit losses on loans

73,718

72,354

41,544

43,543

45,040

42,683

43,468

44,295

Net loans

5,201,671

5,143,020

3,916,731

3,914,187

3,955,974

3,922,477

3,913,986

3,974,336

Premises and equipment, net

87,449

88,304

87,081

87,709

84,364

82,977

82,332

80,493

Other real estate owned

4,410

6,464

2,099

13,388

20,136

7,471

4,657

5,123

Mortgage servicing rights, at fair value

9,490

9,632

9,856

10,211

10,060

10,137

10,754

10,455

Goodwill

130,135

127,873

93,232

93,253

88,320

86,477

86,477

86,477

Core deposit intangible

24,281

25,539

20,462

21,490

12,799

9,768

10,340

10,913

Bank-owned life insurance ("BOLI")

130,151

128,870

113,326

112,848

112,243

110,901

110,440

109,867

Deferred tax assets, net

32,705

30,375

23,549

25,489

23,549

25,666

32,969

31,323

Other assets

58,443

74,364

44,431

43,506

43,457

50,989

50,423

49,681

Total other assets

477,064

491,421

394,036

407,894

394,928

384,386

388,392

384,332

Total assets

$

6,960,177

$

6,999,253

$

5,736,706

$

5,674,317

$

5,664,543

$

5,615,142

$

5,615,458

$

5,676,723

Liabilities

Deposits:

Noninterest bearing demand

$

1,781,374

$

1,782,193

$

1,729,287

$

1,703,382

$

1,712,106

$

1,691,450

$

1,769,543

$

1,819,476

Interest bearing:

Savings, NOW, and money market

2,764,609

2,798,414

2,424,947

2,370,408

2,195,608

2,142,307

2,195,898

2,202,485

Time

1,179,966

1,347,455

695,946

725,314

692,001

651,663

610,705

558,463

Total deposits

5,725,949

5,928,062

4,850,180

4,799,104

4,599,715

4,485,420

4,576,146

4,580,424

Securities sold under repurchase agreements

23,464

33,382

35,419

34,529

39,982

45,420

37,430

30,061

Other short-term borrowings

159,565

25,978

-

1,444

204,783

305,489

242,912

332,198

Junior subordinated debentures

25,774

25,774

25,773

25,773

25,773

25,773

25,773

25,773

Subordinated debentures

59,542

59,521

59,500

59,478

59,457

59,436

59,414

59,393

Notes payable and other borrowings

14,819

14,806

-

-

-

-

-

-

Other liabilities

67,078

61,732

59,580

70,411

66,952

54,453

68,530

60,024

Total liabilities

6,076,191

6,149,255

5,030,452

4,990,739

4,996,662

4,975,991

5,010,205

5,087,873

Stockholders' equity

Common stock

53,015

53,015

45,094

45,028

44,908

44,908

44,908

44,787

Additional paid-in capital

340,870

339,612

205,706

205,433

205,356

204,558

203,654

202,688

Retained earnings

526,910

500,075

497,224

479,011

462,631

443,435

424,262

405,201

Accumulated other comprehensive loss

(30,594)

(36,823)

(41,080)

(44,853)

(44,251)

(52,907)

(66,682)

(63,365)

Treasury stock

(6,215)

(5,881)

(690)

(1,041)

(763)

(843)

(889)

(461)

Total stockholders' equity

883,986

849,998

706,254

683,578

667,881

639,151

605,253

588,850

Total liabilities and stockholders' equity

$

6,960,177

$

6,999,253

$

5,736,706

$

5,674,317

$

5,664,543

$

5,615,142

$

5,615,458

$

5,676,723

Total Earning Assets

$

6,504,791

$

6,528,829

$

5,336,339

$

5,257,416

$

5,260,315

$

5,219,160

$

5,216,248

$

5,282,153

Total Interest Bearing Liabilities

4,227,739

4,305,330

3,241,585

3,216,946

3,217,604

3,230,088

3,172,132

3,208,373

16


Old Second Bancorp, Inc. and Subsidiaries

Quarterly Consolidated Statements of Income

(In thousands, except per share data, unaudited)

2025

2024

  ​ ​ ​

4th Qtr

  ​ ​ ​

3rd Qtr

  ​ ​ ​

2nd Qtr

  ​ ​ ​

1st Qtr

  ​ ​ ​

4th Qtr

3rd Qtr

  ​ ​ ​

2nd Qtr

1st Qtr

Interest and Dividend Income

Loans, including fees

$

90,925

$

91,301

$

61,954

$

61,595

$

63,967

$

64,528

$

62,151

$

62,673

Loans held-for-sale

35

31

39

22

34

27

19

14

Securities:

Taxable

9,136

9,872

9,959

9,227

8,899

9,113

8,552

8,092

Tax exempt

1,219

1,235

1,229

1,260

1,275

1,291

1,292

1,306

Dividends from FHLB and FRBC stock

390

381

273

473

562

497

584

635

Interest bearing deposits with financial institutions

598

1,255

1,784

988

542

616

625

610

Total interest and dividend income

102,303

104,075

75,238

73,565

75,279

76,072

73,223

73,330

Interest Expense

Savings, NOW, and money market deposits

7,906

9,043

5,606

4,913

4,652

4,860

4,317

4,037

Time deposits

8,665

10,896

4,508

4,829

5,606

5,539

4,961

4,041

Securities sold under repurchase agreements

45

60

56

68

75

93

83

86

Other short-term borrowings

1,644

308

-

17

2,527

4,185

3,338

4,557

Junior subordinated debentures

288

288

288

288

289

270

288

280

Subordinated debentures

546

547

546

546

546

547

546

546

Notes payable and other borrowings

158

158

-

-

-

-

-

-

Total interest expense

19,252

21,300

11,004

10,661

13,695

15,494

13,533

13,547

Net interest and dividend income

83,051

82,775

64,234

62,904

61,584

60,578

59,690

59,783

Provision for credit losses

3,000

19,653

2,500

2,400

3,500

2,000

3,750

3,500

Net interest and dividend income after provision for credit losses

80,051

63,122

61,734

60,504

58,084

58,578

55,940

56,283

Noninterest Income

Wealth management

3,537

3,515

3,103

3,089

3,299

2,787

2,779

2,561

Service charges on deposits

2,855

2,920

2,788

2,719

2,657

2,646

2,508

2,415

Secondary mortgage fees

123

92

84

73

88

84

65

50

Mortgage servicing rights mark to market (loss) gain

(428)

(389)

(531)

(570)

385

(964)

(238)

94

Mortgage servicing income

444

469

472

480

475

466

513

488

Net gain on sales of mortgage loans

657

620

550

464

516

507

468

314

Securities gains (losses), net

8

(1)

-

-

-

(1)

-

1

Change in cash surrender value of BOLI

834

1,175

690

498

767

860

820

1,172

Death benefit realized on BOLI

-

430

-

-

-

12

893

-

Card related income

2,723

2,768

2,716

2,412

2,572

2,589

2,577

2,376

Other income

1,401

1,510

1,026

1,036

851

1,595

742

1,030

Total noninterest income

12,154

13,109

10,898

10,201

11,610

10,581

11,127

10,501

Noninterest Expense

Salaries and employee benefits

30,996

39,723

26,950

26,993

25,613

24,676

23,424

24,312

Occupancy, furniture and equipment

5,092

4,937

4,477

4,548

4,457

3,876

3,899

3,927

Computer and data processing

4,798

4,002

2,692

2,348

2,659

2,375

2,184

2,255

FDIC insurance

720

854

642

628

628

632

616

667

Net teller & bill paying

701

691

670

658

575

570

578

521

General bank insurance

354

437

328

330

327

320

312

309

Amortization of core deposit intangible

1,235

1,251

1,022

1,037

716

570

574

580

Advertising expense

299

545

320

167

280

299

472

192

Card related expense

1,652

1,708

1,489

1,380

1,497

1,458

1,323

1,277

Legal fees

432

432

388

472

660

202

238

226

Consulting & management fees

518

2,471

527

426

883

480

797

336

Other real estate expense, net

81

128

35

1,873

2,019

242

(87)

46

Other expense

6,057

5,984

3,879

3,645

4,008

3,608

3,547

3,593

Total noninterest expense

52,935

63,163

43,419

44,505

44,322

39,308

37,877

38,241

Income before income taxes

39,270

13,068

29,213

26,200

25,372

29,851

29,190

28,543

Provision for income taxes

10,483

3,197

7,391

6,370

6,262

6,900

7,299

7,231

Net income

$

28,787

$

9,871

$

21,822

$

19,830

$

19,110

$

22,951

$

21,891

$

21,312

Basic earnings per share (GAAP)

$

0.55

$

0.19

$

0.49

$

0.44

$

0.42

$

0.52

$

0.48

$

0.48

Diluted earnings per share (GAAP)

0.54

0.18

0.48

0.43

0.42

0.50

0.48

0.47

Dividends paid per share

0.07

0.06

0.06

0.06

0.06

0.05

0.05

0.05

17


Reconciliation of Non-GAAP Financial Measures

The tables below provide a reconciliation of each non-GAAP financial measure to the most comparable GAAP measure for the periods indicated. Dollar amounts below in thousands:

Quarters Ended

December 31, 

September 30, 

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2025

2024

Net Income

Income before income taxes (GAAP)

$

39,270

$

13,068

$

25,372

Pre-tax income adjustments:

Provision for credit losses - Day Two

-

13,153

-

Securities (gains) losses, net

(8)

1

-

Death benefit related to BOLI

-

(430)

-

MSR losses (gains)

428

389

(385)

Acquisition related costs, net of losses on branch sales

2,296

11,508

1,521

Adjusted net income before taxes

41,986

37,689

26,508

Taxes on adjusted net income 1

11,208

9,326

6,542

Adjusted net income (non-GAAP)

$

30,778

$

28,363

$

19,966

Basic earnings per share (GAAP)

$

0.55

$

0.19

$

0.40

Diluted earnings per share (GAAP)

0.54

0.18

0.40

Adjusted basic earnings per share (non-GAAP)

0.59

0.54

0.45

Adjusted diluted earnings per share (non-GAAP)

0.58

0.53

0.44

Total average assets

6,960,177

6,999,253

5,664,543

Return on average assets (GAAP)

1.64

%

0.56

%

1.34

%

Adjusted return on average assets (non-GAAP)

1.75

1.61

1.40

1 Adjusted net income for the quarter ended September 30, 2025 uses a blended income tax rate of 24.74%, which is slightly higher than the effective tax rate utilized for GAAP earnings due to the tax treatment of certain acquisition related costs.

Quarters Ended

December 31, 

September 30, 

December 31, 

  ​ ​ ​

2025

  ​ ​ ​

2025

2024

Net Interest Margin

Interest income (GAAP)

$

102,303

$

104,075

$

75,279

Taxable-equivalent adjustment:

Loans

9

10

11

Securities

324

328

339

Interest income (TE)

102,636

104,413

75,629

Interest expense (GAAP)

19,252

21,300

13,695

Net interest income (TE)

$

83,384

$

83,113

$

61,934

Net interest income (GAAP)

$

83,051

$

82,775

$

61,584

Average interest earning assets

$

6,504,791

$

6,528,829

$

5,260,315

Net interest margin (TE)

5.09

%

5.05

%

4.68

%

Net interest margin (GAAP)

5.07

%

5.03

%

4.66

%

18


GAAP

Non-GAAP

Three Months Ended

Three Months Ended

December 31, 

September 30, 

December 31, 

December 31, 

September 30, 

December 31, 

2025

2025

2024

2025

2025

2024

Efficiency Ratio / Adjusted Efficiency Ratio

Noninterest expense

$

52,935

$

63,163

$

44,322

$

52,935

$

63,163

$

44,322

Less amortization of core deposit

1,235

1,251

716

1,235

1,251

716

Less other real estate expense, net 

81

128

2,019

81

128

2,019

Less acquisition related costs, net of losses on branch sales

N/A

N/A

N/A

2,296

11,508

1,521

Noninterest expense less adjustments

$

51,619

$

61,784

$

41,587

$

49,323

$

50,276

$

40,066

Net interest income

$

83,051

$

82,775

$

61,584

$

83,051

$

82,775

$

61,584

Taxable-equivalent adjustment:

Loans

N/A

N/A

N/A

9

10

11

Securities

N/A

N/A

N/A

324

328

339

Net interest income including adjustments

83,051

82,775

61,584

83,384

83,113

61,934

Noninterest income

12,154

13,109

11,610

12,154

13,109

11,610

Less death benefit related to BOLI

-

430

-

-

430

-

Less securities gains (losses)

8

(1)

-

8

(1)

-

Less MSRs mark to market (losses) gains

(428)

(389)

385

(428)

(389)

385

Taxable-equivalent adjustment:

Change in cash surrender value of BOLI

N/A

N/A

N/A

222

312

203

Noninterest income including adjustments

12,574

13,069

11,225

12,796

13,381

11,428

Net interest income including adjustments plus noninterest income including adjustments

$

95,625

$

95,844

$

72,809

$

96,180

$

96,494

$

73,362

Efficiency ratio / Adjusted efficiency ratio

53.98

%

64.46

%

57.12

%

51.28

%

52.10

%

54.61

%

N/A - Not applicable.

Quarters Ended

December 31, 

September 30,

December 31, 

2025

  ​ ​ ​

2025

2024

Adjusted Return on Average Tangible Common Equity Ratio

Net income (GAAP)

$

28,787

$

9,871

$

19,110

Income before income taxes (GAAP)

$

39,270

$

13,068

$

25,372

Pre-tax income adjustments:

Provision for credit losses - Day Two

-

13,153

-

Securities (gains) losses, net

(8)

1

MSR losses (gains)

428

389

(385)

Merger-related costs, net of gains on branch sales

2,296

11,508

1,521

Death benefit related on BOLI

-

(430)

-

Amortization of core deposit intangibles

1,235

1,251

716

Adjusted net income, excluding intangibles amortization, before taxes

43,221

38,940

27,224

Taxes on adjusted net income 1

11,538

9,632

6,719

Adjusted net income, excluding intangibles amortization (non-GAAP)

$

31,683

$

29,308

$

20,505

Total Average Common Equity

$

883,986

849,998

$

667,881

Less Average goodwill and intangible assets

154,416

153,412

101,119

Average tangible common equity (non-GAAP)

$

729,570

$

696,586

$

566,762

Return on average common equity (GAAP)

12.92

%

4.61

%

11.38

%

Return on average tangible common equity (non-GAAP)

16.15

%

6.16

%

13.79

%

Adjusted return on average tangible common equity (non-GAAP)

17.23

%

16.69

%

14.39

%

1 Adjusted net income for the quarter ended September 30, 2025 uses a blended income tax rate of 24.74%, which is slightly higher than the effective tax rate utilized for GAAP earnings due to the tax treatment of certain acquisition related costs.

19