Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common stock, $5.00 par value per share
RNST
The New York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
☒
Accelerated filer
☐
Non-accelerated filer
☐
Smaller reporting company
☐
Emerging growth company
☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒
Notes to the Consolidated Financial Statements (Unaudited)
Note 1 – Summary of Significant Accounting Policies
(In Thousands)
Nature of Operations: Renasant Corporation (referred to herein as the “Company”) owns and operates Renasant Bank (“Renasant Bank” or the “Bank”), Park Place Capital Corporation and Continental Republic Capital, LLC (doing business as “Republic Business Credit”). Through its subsidiaries, the Company offers a diversified range of financial, wealth management and fiduciary services to its retail and commercial customers from offices located throughout the Southeast and offers factoring and asset-based lending on a nationwide basis.
Basis of Presentation: The accompanying unaudited consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair statement of the results for the interim periods presented have been included. For further information regarding the Company’s significant accounting policies, refer to the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025 filed with the Securities and Exchange Commission (the “SEC”).
Use of Estimates: The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates, and such differences may be material. Material estimates that are particularly susceptible to change include the allowance for credit losses and the fair value of assets acquired and liabilities assumed as part of a business acquisition.
Impact of Recently-Issued Accounting Standards and Pronouncements:
In November 2024, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2024-03, “Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses” (“ASU 2024-03”), which amends the disclosure requirements in the notes to financial statements of specified information about certain costs and expenses. ASU 2024-03 will be effective January 1, 2027 and is not expected to have a significant impact on the Company’s financial statements.
In November 2025, FASB issued ASU 2025-08, “Financial Instruments - Credit Losses (Topic 326): Purchased Loans” (“ASU 2025-08”), which amends the guidance on accounting for purchased loans under the current expected credit losses model. The amendments clarify and refine the measurement and recognition requirements for purchased financial assets with credit deterioration and other purchased loans, including guidance on determining the initial allowance for credit losses, the treatment of noncredit discounts and premiums, and subsequent measurement considerations. The standard is intended to improve consistency in practice and reduce complexity in applying the CECL model to purchased loan portfolios. ASU 2025-08 will be effective January 1, 2027, and shall be applied prospectively. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures, including the potential effects on the allowance for credit losses and net interest income. The actual impact will depend on the volume and characteristics of loan portfolios purchased after the effective date.
In November 2025, FASB issued ASU 2025-09, “Derivatives and Hedging (Topic 815): Hedge Accounting Improvements” (“ASU 2025-09”), which enables entities to apply hedge accounting to a greater number of highly effective economic hedges in the following areas: (1) similar risk assessment for cash flow hedges, (2) hedging forecasted interest payments on choose-your-rate debt instruments, (3) cash flow hedges of nonfinancial forecasted transactions, (4) net written options as hedging instruments, and (5) foreign-currency-denominated debt instrument as hedging instrument and hedged item (dual hedge). ASU 2025-09 will be effective January 1, 2028, and is not expected to have a material impact on the Company's consolidated financial position or results of operations, but it may affect the timing and presentation of gains and losses related to hedging activities and result in expanded disclosures.
Note 2 – Mergers and Acquisitions
(Dollar Amounts In Thousands, Except Share Data)
Acquisition of The First Bancshares, Inc. (“The First”)
Effective April 1, 2025, the Company completed its acquisition by merger of The First, the parent company of The First Bank, in a transaction valued at approximately $1,052,690. The Company issued 30,811,851 shares of common stock and paid approximately $1,869, net of tax benefit, to The First stock option holders for 100% of the voting equity interest in The First. At closing, The First merged with and into the Company, with the Company the surviving corporation in the merger; immediately thereafter, The First Bank merged with and into Renasant Bank, with Renasant Bank the surviving banking corporation in the merger. Before the merger, The First operated 116 banking locations throughout Louisiana, Mississippi, Alabama, Georgia and Florida. No transaction costs were incurred during the three months ended March 31, 2026. The Company incurred transaction costs of $791 during the three months ended March 31, 2025. These transaction costs are reported in the line item “Merger and conversion related expenses” in the Consolidated Statements of Income.
The transaction was accounted for using the acquisition method of accounting and, accordingly, assets acquired and liabilities assumed were recorded at estimated fair values as of the acquisition date. The Company recorded approximately $584,499 in intangible assets, which consisted of goodwill of $419,023, a core deposit intangible of $165,476 and a customer relationship intangible of $5,866 associated with Southwest Georgia Insurance Services, Inc. (“SGIS”), The First’s wholly-owned insurance subsidiary. Goodwill resulted from a combination of revenue enhancements from expansion in existing markets and efficiencies resulting from operational synergies. As a result of the various measurement period adjustments identified during the first quarter of 2026, the estimated fair value of goodwill as of the acquisition date increased by $827, from $418,196 to $419,023. The fair value of the core deposit intangible is being amortized over its estimated useful life, currently expected to be approximately 10 years. The goodwill is not deductible for income tax purposes. On December 31, 2025, substantially all of the assets and certain liabilities of SGIS, including the customer relationship intangible, were sold, with no gain or loss recognized on the sale.
The Company assumed the outstanding short-term borrowings and long-term debt of The First. Short-term borrowings consisted of $298,250 in short-term advances from the Federal Home Loan Bank. Long-term debt consisted of $95,262 and $25,653 in subordinated notes and junior subordinated debentures, respectively.
The following table summarizes the calculation of the purchase price in connection with the Company’s merger with The First.
Purchase Price:
Shares issued to common shareholders, excluding unvested restricted stock awards
30,811,851
Purchase price per share
$
33.93
Value of stock paid
$
1,045,446
Fair value of converted unvested restricted stock awards for pre-combination service
5,375
Cash settlement for stock options, net of tax benefit
1,869
Total purchase price
$
1,052,690
The following table summarizes the fair value on April 1, 2025 of assets acquired and liabilities assumed on that date in connection with the merger with The First.
Preliminary Fair Value of Net Assets Acquired at Date of Acquisition
Measurement Period Adjustments
Fair Value of Net Assets Acquired
Cash and cash equivalents
$
263,352
$
—
$
263,352
Securities
1,457,377
—
1,457,377
Loans, including loans held for sale
5,173,334
—
5,173,334
Premises and equipment
181,754
(2,125)
179,629
Bank-owned life insurance
146,601
—
146,601
Other real estate owned
11,032
—
11,032
Core deposit intangible
165,476
—
165,476
Other assets
173,885
1,742
175,627
Total assets
$
7,572,811
$
(383)
$
7,572,428
Deposits
$
6,449,393
$
—
6,449,393
Borrowings
419,165
—
419,165
Other liabilities
69,759
444
70,203
Total liabilities
$
6,938,317
$
444
$
6,938,761
Net identifiable assets acquired over liabilities assumed
$
634,494
$
(827)
$
633,667
Goodwill(1)
418,196
827
419,023
Net assets acquired over liabilities assumed
$
1,052,690
$
—
$
1,052,690
(1) The goodwill resulting from the merger has been assigned to the Community Banks operating segment.
The following table presents additional information related to the acquired loan portfolio at the acquisition date on April 1, 2025:
April 1, 2025
Purchased Credit-Deteriorated (“PCD”) loans:
Par value
$
168,511
Allowance for credit losses at acquisition
(25,003)
Non-credit discount
(4,021)
Purchase price
$
139,487
Non-PCD loans:
Fair value
$
5,032,996
Gross contractual amounts receivable
5,233,447
Estimate of contractual cash flows not expected to be collected
62,190
The Company has determined it is impracticable to disclose stand-alone revenues and earnings for legacy The First since April 1, 2025 due to the merging of certain processes during the second quarter of 2025.
Notes to Consolidated Financial Statements (Unaudited)
The amortized cost and fair value of securities held to maturity were as follows as of the dates presented:
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Fair Value
March 31, 2026
Obligations of states and political subdivisions
$
278,510
$
9
$
(31,584)
$
246,935
Residential mortgage-backed securities:
Agency mortgage-backed securities
313,373
—
(12,441)
300,932
Collateralized mortgage obligations
312,961
—
(23,348)
289,613
Commercial mortgage-backed securities:
Agency mortgage-backed securities
16,901
—
(2,079)
14,822
Collateralized mortgage obligations
41,851
—
(6,004)
35,847
Other debt securities
42,947
—
(2,400)
40,547
$
1,006,543
$
9
$
(77,856)
$
928,696
Allowance for credit losses - held to maturity securities
(32)
Held-to-maturity securities, net of allowance for credit losses
$
1,006,511
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Fair Value
December 31, 2025
Obligations of states and political subdivisions
$
279,424
$
29
$
(29,516)
$
249,937
Residential mortgage-backed securities:
Agency mortgage-backed securities
323,993
—
(10,030)
313,963
Collateralized mortgage obligations
320,258
—
(18,600)
301,658
Commercial mortgage-backed securities:
Agency mortgage-backed securities
16,938
—
(2,059)
14,879
Collateralized mortgage obligations
42,079
—
(5,997)
36,082
Other debt securities
47,413
—
(2,062)
45,351
$
1,030,105
$
29
$
(68,264)
$
961,870
Allowance for credit losses - held to maturity securities
(32)
Held-to-maturity securities, net of allowance for credit losses
$
1,030,073
No securities were sold during the first quarter of 2026 or 2025.
At March 31, 2026 and December 31, 2025, securities with a carrying value of $1,716,468 and $1,732,787, respectively, were pledged to secure government, public and trust deposits. Securities with a carrying value of $8,896 and $21,377 were pledged as collateral for short-term borrowings and derivative instruments, respectively, at March 31, 2026. Securities with a carrying value of $9,023 and $18,732 were pledged as collateral for short-term borrowings and derivative instruments, respectively, at December 31, 2025.
The amortized cost and fair value of securities at March 31, 2026 by contractual maturity are shown below. Expected maturities will differ from contractual maturities because issuers may call or prepay obligations with or without call or prepayment penalties.
Notes to Consolidated Financial Statements (Unaudited)
The following tables present the age of gross unrealized losses and fair value by investment category for which an allowance for credit losses has not been recorded as of the dates presented:
Notes to Consolidated Financial Statements (Unaudited)
Less than 12 Months
12 Months or More
Total
#
Fair Value
Unrealized Losses
#
Fair Value
Unrealized Losses
#
Fair Value
Unrealized Losses
Held to Maturity:
March 31, 2026
Obligations of states and political subdivisions
7
$
17,311
$
(1,296)
117
$
227,737
$
(30,288)
124
$
245,048
$
(31,584)
Residential mortgage-backed securities:
Agency mortgage-backed securities
4
44,100
(728)
62
256,832
(11,713)
66
300,932
(12,441)
Collateralized mortgage obligations
—
—
—
18
289,613
(23,348)
18
289,613
(23,348)
Commercial mortgage-backed securities:
Agency mortgage-backed securities
—
—
—
1
14,823
(2,079)
1
14,823
(2,079)
Collateralized mortgage obligations
—
—
—
9
35,847
(6,004)
9
35,847
(6,004)
Other debt securities
—
—
—
10
40,547
(2,400)
10
40,547
(2,400)
Total
11
$
61,411
$
(2,024)
217
$
865,399
$
(75,832)
228
$
926,810
$
(77,856)
December 31, 2025
Obligations of states and political subdivisions
—
$
—
$
—
124
$
248,044
$
(29,516)
124
$
248,044
$
(29,516)
Residential mortgage-backed securities:
Agency mortgage-backed securities
—
—
—
66
313,963
(10,030)
66
313,963
(10,030)
Collateralized mortgage obligations
—
—
—
18
301,657
(18,600)
18
301,657
(18,600)
Commercial mortgage-backed securities:
Agency mortgage-backed securities
—
—
—
1
14,879
(2,059)
1
14,879
(2,059)
Collateralized mortgage obligations
—
—
—
9
36,083
(5,997)
9
36,083
(5,997)
Other debt securities
—
—
—
10
45,351
(2,062)
10
45,351
(2,062)
Total
—
$
—
$
—
228
$
959,977
$
(68,264)
228
$
959,977
$
(68,264)
The Company evaluates its available for sale investment securities in an unrealized loss position on a quarterly basis. If the Company intends to sell the security or it is more likely than not that it will be required to sell before recovery, the entire unrealized loss is recorded as a loss within noninterest income in the Consolidated Statements of Income along with a corresponding adjustment to the amortized cost basis of the security. If the Company does not intend to sell the security and it is not more likely than not that it will be required to sell the security before recovery of its amortized cost basis, the Company evaluates if any of the unrealized loss is related to a potential credit loss. The amount related to credit loss, if any, is recognized in earnings as a provision for credit loss and a corresponding allowance for credit losses is established; each is calculated as the difference between the estimate of the discounted future contractual cash flows and the amortized cost basis of the security. A number of qualitative and quantitative factors are considered by management in the estimate of the discounted future contractual cash flows, including the financial condition of the underlying issuer, current and projected deferrals or defaults and credit ratings by nationally recognized statistical rating agencies. The remaining difference between the fair value and the amortized cost basis of the security is considered the amount related to other market factors and is recognized in other comprehensive income, net of tax.
As of March 31, 2026, the Company did not intend to sell any of the securities in an unrealized loss position, and it is not more likely than not that the Company will be required to sell any such security prior to the recovery of its amortized cost basis, which may be maturity. Furthermore, approximately 88% of available for sale securities have the explicit backing of the U.S. government or a guarantee from a U.S. government sponsored enterprise that has perceived credit risk the same as the U.S. government. Performance of these securities has been in line with broader market price performance, indicating that increases in market-based, risk-free rates, and not credit-related factors, are driving losses. When determining the fair value of the contractual cash flows for municipal and corporate securities, the Company considers historical experience with credit sensitive
Notes to Consolidated Financial Statements (Unaudited)
securities, current market conditions, the financial condition of the underlying issuer, current credit ratings, ratings changes and outlook, explicit and implicit guarantees, or insurance programs. Based upon its review of these factors as of March 31, 2026, the Company determined that all such losses resulted from factors not deemed credit-related. As a result, no credit-related impairment was recognized in current earnings, and all unrealized losses for available for sale securities were recorded in other comprehensive income (loss). See Note 12, “Other Comprehensive Income” for more information on the Company’s unrealized losses on securities.
The allowance for credit losses on held to maturity securities was $32 at each of March 31, 2026 and December 31, 2025. The Company monitors the credit quality of debt securities held to maturity using bond investment grades assigned by nationally recognized statistical ratings agencies. Updated investment grades are obtained as they become available from agencies. As of March 31, 2026, all of the debt securities held to maturity were rated A or higher by the ratings agencies.
Note 4 – Loans
(In Thousands, Except Number of Loans)
For purposes of this Note 4, all references to “loans” mean loans excluding loans held for sale.
The following is a summary of loans and leases as of the dates presented:
March 31, 2026
December 31, 2025
Commercial and industrial
$
2,895,477
$
2,818,326
Construction and land development
Residential
425,543
382,773
Other
1,473,086
1,522,863
Total construction and land development
1,898,629
1,905,636
Real estate – 1-4 family mortgage:
First lien
3,792,685
3,844,097
Junior lien
52,516
52,943
Home equity
738,917
737,993
Total real estate – 1-4 family mortgage
4,584,118
4,635,033
Commercial real estate - owner occupied
3,357,965
3,334,664
Commercial real estate - non-owner occupied
Multi family
1,278,646
1,392,779
Other
4,856,897
4,852,701
Total commercial real estate - non-owner occupied
6,135,543
6,245,480
Consumer
103,516
107,900
Loans, net of unearned income
$
18,975,248
$
19,047,039
The Company had unearned income of $5,940 and $5,152, unamortized net deferred (fees)/costs of $(1,743) and $(1,900) and unamortized purchase accounting discounts, net of premiums, of $146,156 and $161,591 at March 31, 2026 and December 31, 2025, respectively.
The following tables provide an aging of past due accruing and nonaccruing loans, segregated by class, as of the dates presented:
Notes to Consolidated Financial Statements (Unaudited)
Accruing Loans
30-89 Days Past Due
90 Days or More Past Due
Current Loans
Total Loans
Nonaccruing Loans
Total Loans
March 31, 2026
Commercial and industrial
$
2,950
$
981
$
2,845,434
$
2,849,365
$
46,112
$
2,895,477
Construction and land development
Residential
—
—
423,552
423,552
1,991
425,543
Other
111
390
1,462,642
1,463,143
9,943
1,473,086
Total construction and land development
111
390
1,886,194
1,886,695
11,934
1,898,629
Real estate – 1-4 family mortgage:
First lien
49,518
341
3,686,910
3,736,769
55,916
3,792,685
Junior lien
474
—
50,911
51,385
1,131
52,516
Home equity
3,151
—
731,842
734,993
3,924
738,917
Total real estate – 1-4 family mortgage
53,143
341
4,469,663
4,523,147
60,971
4,584,118
Commercial real estate - owner occupied
5,586
—
3,322,946
3,328,532
29,433
3,357,965
Commercial real estate - non-owner occupied
Multi family
1,413
489
1,275,975
1,277,877
769
1,278,646
Other
4,839
565
4,803,387
4,808,791
48,106
4,856,897
Total commercial real estate - non-owner occupied
6,252
1,054
6,079,362
6,086,668
48,875
6,135,543
Consumer
555
13
102,758
103,326
190
103,516
Loans, net of unearned income
$
68,597
$
2,779
$
18,706,357
$
18,777,733
$
197,515
$
18,975,248
Accruing Loans
30-89 Days Past Due
90 Days or More Past Due
Current Loans
Total Loans
Nonaccruing Loans
Total Loans
December 31, 2025
Commercial and industrial
$
6,580
$
109
$
2,783,744
$
2,790,433
$
27,893
$
2,818,326
Construction and land development
Residential
59
—
380,681
380,740
2033
382,773
Other
676
158
1,516,490
1,517,324
5,539
1,522,863
Total construction and land development
735
158
1,897,171
1,898,064
7,572
1,905,636
Real estate – 1-4 family mortgage:
First lien
55,636
—
3,727,587
3,783,223
60874
3,844,097
Junior lien
743
7
50,717
51,467
1,476
52,943
Home equity
3,885
—
731,034
734,919
3,074
737,993
Total real estate – 1-4 family mortgage
60,264
7
4,509,338
4,569,609
65,424
4,635,033
Commercial real estate - owner occupied
9,109
—
3,294,252
3,303,361
31,303
3,334,664
Commercial real estate - non-owner occupied
Multi family
—
—
1,391,994
1,391,994
785
1,392,779
Other
11,595
—
4,798,496
4,810,091
42,610
4,852,701
Total commercial real estate - non-owner occupied
11,595
—
6,190,490
6,202,085
43,395
6,245,480
Consumer
879
14
106,864
107,757
143
107,900
Loans, net of unearned income
$
89,162
$
288
$
18,781,859
$
18,871,309
$
175,730
$
19,047,039
Interest income recognized on nonaccrual loans for the three months ended March 31, 2026 and 2025 was immaterial.
Certain Modifications to Borrowers Experiencing Financial Difficulty
The following tables present the amortized cost basis of loans that were experiencing financial difficulty and modified during the three months ended March 31, 2026 and 2025, respectively, by class of financing receivable and by type of modification.
Notes to Consolidated Financial Statements (Unaudited)
Three months ended March 31, 2026
Loan Type
Financial Effect
Interest Rate Reduction
Commercial real estate - owner occupied
Reduced the interest rate 105 basis points
Commercial real estate - non-owner occupied - Other
Reduced the interest rate 125 basis points
Term Extension
Commercial and industrial
Extended the term 7 months
Construction and land development - Other
Extended the term 12 months
Real estate – 1-4 family mortgage - First lien
Extended the term 34 months
Payment Delay
Commercial and industrial
Delayed the payment 13 months
Real estate – 1-4 family mortgage - First lien
Delayed the payment 15 months
Real estate – 1-4 family mortgage - Home equity
Delayed the payment 121 months
Commercial real estate - owner occupied
Delayed the payment 7 months
Commercial real estate - non-owner occupied - Other
Delayed the payment 10 months
Consumer
Delayed the payment 24 months
Combination - Term Extension and Payment Delay
Commercial and industrial
Extended the term and delayed the payment 12 months
Real estate – 1-4 family mortgage - First lien
Extended the term and delayed the payment 21 months
Commercial real estate - non-owner occupied - Other
Extended the term and delayed the payment 8 months
Consumer
Extended the term and delayed the payment 39 months
Three months ended March 31, 2025
Loan Type
Financial Effect
Term Extension
Commercial real estate - non-owner occupied - Other
Extended the term 12 months
Combination - Interest Rate Reduction, Term Extension and Payment Delay
Consumer
Reduced the interest rate 425 basis points and extended the term and delayed the payment 49 months
Unused commitments relating to modified loans totaled $24 at March 31, 2026. There were no unused commitments relating to modified loans at March 31, 2025. There were no loan modifications in the three months ended March 31, 2026 and 2025 for which the accrual or past due status deteriorated since the quarter of modification.
Loans Pledged
The Federal Home Loan Bank (“FHLB”) of Dallas maintains a blanket lien on the Company’s loan portfolio to be pledged as collateral for various FHLB products. In addition, the Company pledged $706,245 and $681,719 of its non-real estate loan portfolio to the Federal Reserve as collateral at the Discount Window at March 31, 2026 and December 31, 2025, respectively.
Credit Quality
The following tables present the Company’s loan portfolio by year of origination or renewal and internal risk-rating grades as of the dates presented:
Term Loans Amortized Cost Basis by Origination Year
Notes to Consolidated Financial Statements (Unaudited)
Home equity
$
—
$
116
$
363
$
714
$
218
$
2,260
$
609,124
$
15,049
$
627,844
Performing Loans
—
116
184
714
218
1,960
608,808
13,334
625,334
Non-Performing Loans
—
—
179
—
—
300
316
1,715
2,510
Current period gross charge-offs
—
—
—
—
148
79
—
—
227
Commercial real estate - owner occupied
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Performing Loans
—
—
—
—
—
—
—
—
—
Non-Performing Loans
—
—
—
—
—
—
—
—
—
Current period gross charge-offs
—
—
—
—
—
—
—
—
—
Commercial real estate - non owner occupied
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Multi family
—
—
—
—
—
—
—
—
—
Performing Loans
—
—
—
—
—
—
—
—
—
Non-Performing Loans
—
—
—
—
—
—
—
—
—
Current period gross charge-offs
—
—
—
—
—
—
—
—
—
Other
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
$
—
Performing Loans
—
—
—
—
—
—
—
—
—
Non-Performing Loans
—
—
—
—
—
—
—
—
—
Current period gross charge-offs
—
—
—
—
—
—
—
—
—
Consumer
$
40,081
$
15,374
$
9,009
$
6,276
$
3,636
$
11,482
$
21,877
$
163
$
107,898
Performing Loans
40,079
15,371
9,006
6,238
3,636
11,376
21,874
163
107,743
Non-Performing Loans
2
3
3
38
—
106
3
—
155
Current period gross charge-offs
53
214
159
74
50
955
19
—
1,524
Total loans not subject to risk rating
$
439,585
$
262,671
$
375,267
$
817,495
$
548,701
$
748,928
$
631,508
$
16,151
$
3,840,306
Performing Loans
438,029
261,260
366,121
799,781
543,829
725,717
631,189
14,436
3,780,362
Non-Performing Loans
1,556
1,411
9,146
17,714
4,872
23,211
319
1,715
59,944
Current period gross charge-offs
53
341
187
132
198
1,110
19
—
2,040
Note 5 – Allowance for Credit Losses
(In Thousands)
Allowance for Credit Losses on Loans
As of March 31, 2026 and December 31, 2025, the Company had accrued interest receivable for loans of $68,886 and $54,395, respectively, which is recorded in the “Other assets” line item on the Consolidated Balance Sheets.
Notes to Consolidated Financial Statements (Unaudited)
The following tables provide a roll-forward of the allowance for credit losses by loan category and nonaccrual loans with no allowance for credit losses for the periods presented:
Commercial and industrial
Construction and land development
Real Estate - 1-4 Family Mortgage
Commercial real estate - owner occupied
Commercial real estate - non owner occupied
Consumer
Total
Three Months Ended March 31, 2026
Allowance for credit losses:
Beginning balance
$
57,831
$
31,359
$
61,249
$
38,961
$
99,605
$
4,950
$
293,955
Charge-offs
(1,070)
(1)
(525)
(1,136)
(198)
(330)
(3,260)
Recoveries
150
—
26
676
63
28
943
Net charge-offs
(920)
(1)
(499)
(460)
(135)
(302)
(2,317)
Provision for (recovery of) credit losses on loans
8,903
5,611
5,903
(1,060)
(15,090)
(43)
4,224
Ending balance
$
65,814
$
36,969
$
66,653
$
37,441
$
84,380
$
4,605
$
295,862
Nonaccruing loans with no allowance for credit losses
$
23,394
$
5,146
$
2,473
$
8,805
$
28,598
$
—
$
68,416
Commercial and industrial
Construction and land development
Real Estate - 1-4 Family Mortgage
Commercial real estate - owner occupied
Commercial real estate - non owner occupied
Consumer
Total
Three Months Ended March 31, 2025
Allowance for credit losses:
Beginning balance
$
41,864
$
19,200
$
45,498
$
16,993
$
71,664
$
6,537
$
201,756
Charge-offs
(94)
—
(309)
(461)
—
(265)
(1,129)
Recoveries
967
—
33
4
2
248
1,254
Net recoveries (charge-offs)
873
—
(276)
(457)
2
(17)
125
(Recovery of) provision for credit losses on loans
(853)
1,645
2,879
1,290
(2,885)
(26)
2,050
Ending balance
$
41,884
$
20,845
$
48,101
$
17,826
$
68,781
$
6,494
$
203,931
Nonaccruing loans with no allowance for credit losses
$
5,134
$
711
$
5,384
$
6,418
$
3,914
$
—
$
21,561
The Company recorded a provision for credit losses on loans of $4,224 during the first quarter of 2026, as compared to a provision for credit losses on loans of $2,050 recorded in the first quarter of 2025. The increase in the allowance for credit losses in the first quarter of 2026 was primarily driven by an increase in non-performing loans, changes in the macroeconomic environment and qualitative factors. These factors were partially moderated by the reduction in the loan portfolio. The provision increased in select residential related pools due to the risk of potential stagflation and value declines. The Company’s allowance for credit losses model considers economic projections, primarily the national unemployment rate and GDP, over a reasonable and supportable period of two years, historical loss data, and environmental factors. The allowance for credit losses under CECL is calculated utilizing the probability of default/ loss given default approach for most commercial mortgage related pools, while the average historical life-of-loan loss rate cohort approach is used for the remaining pools.
Collateral Dependent Loans
The following tables present collateral dependent loans by loan portfolio segment and by type of collateral along with the
Notes to Consolidated Financial Statements (Unaudited)
Collateral Type
March 31, 2026
Real Estate
Other
Total
ACL
Commercial and industrial
$
—
$
60,487
$
60,487
$
11,952
Construction and land development
Residential
1,991
—
1,991
—
Other
9,046
—
9,046
1,887
Total construction and land development
11,037
—
11,037
1,887
Real estate - 1-4 family mortgage
First lien
3,074
—
3,074
134
Junior lien
—
—
—
—
Home equity
500
—
500
—
Total real estate – 1-4 family mortgage
3,574
—
3,574
134
Commercial real estate - owner occupied
20,935
—
20,935
3,689
Commercial real estate - non-owner occupied
Multi family
—
—
—
—
Other
48,118
—
48,118
6,365
Total commercial real estate - non-owner occupied
48,118
—
48,118
6,365
Consumer
—
—
—
—
Loans, net of unearned income
$
83,664
$
60,487
$
144,151
$
24,027
Collateral Type
December 31, 2025
Real Estate
Other
Total
ACL
Commercial and industrial
$
—
$
46,860
$
46,860
$
4,502
Construction and land development
Residential
2,033
—
2,033
—
Other
10,575
—
10,575
1,887
Total construction and land development
12,608
—
12,608
1,887
Real estate - 1-4 family mortgage
First lien
3,263
—
3,263
116
Junior lien
—
—
—
—
Home equity
500
—
500
—
Total real estate – 1-4 family mortgage
3,763
—
3,763
116
Commercial real estate - owner occupied
21,165
—
21,165
3,661
Commercial real estate - non-owner occupied
Multi family
—
—
—
—
Other
48,049
—
48,049
10,999
Total commercial real estate - non-owner occupied
48,049
—
48,049
10,999
Consumer
—
270
270
270
Loans, net of unearned income
$
85,585
$
47,130
$
132,715
$
21,435
The increase in collateral dependent loans since December 31, 2025 is primarily due to the migration of seven relationships totaling $40,534, which was offset by the resolution or credit improvement of certain relationships of approximately $30,862.
Allowance for Credit Losses on Unfunded Loan Commitments
Notes to Consolidated Financial Statements (Unaudited)
The following table provides a roll-forward of the allowance for credit losses on unfunded loan commitments for the periods presented.
Three months ended March 31,
2026
2025
Allowance for credit losses on unfunded loan commitments:
Beginning balance
$
29,827
$
14,943
Provision for credit losses on unfunded loan commitments
3,856
2,700
Ending balance
$
33,683
$
17,643
The provision for credit losses on unfunded commitments in the first quarter of 2026 was primarily driven by growth in the balance of unfunded loan commitments in the commercial and residential construction related pools.
Note 6 – Goodwill and Other Intangible Assets
(In Thousands)
The carrying amounts of goodwill by operating segments as of March 31, 2026 and December 31, 2025 are set forth in the table below.
Community Banks
Total
Balance at December 31, 2025
$
1,405,840
$
1,405,840
Additions to goodwill from The First merger
827
827
Balance at March 31, 2026
$
1,406,667
$
1,406,667
The following table provides a summary of finite-lived intangible assets as of the dates presented:
Gross Carrying Amount
Accumulated Amortization
Net Carrying Amount
March 31, 2026
Core deposit intangibles
$
242,102
$
(105,930)
$
136,172
Customer relationship intangible
7,670
(5,450)
2,220
Total finite-lived intangible assets
$
249,772
$
(111,380)
$
138,392
December 31, 2025
Core deposit intangibles
$
242,102
$
(97,936)
$
144,166
Customer relationship intangible
7,670
(5,224)
2,446
Total finite-lived intangible assets
$
249,772
$
(103,160)
$
146,612
Amortization expense for finite-lived intangible assets is presented in the table below.
Notes to Consolidated Financial Statements (Unaudited)
There was no valuation adjustment on MSRs during the three months ended March 31, 2026 or 2025.
Changes in the Company’s MSRs were as follows:
2026
2025
Balance at January 1
$
65,271
$
72,991
Additions
1,788
2,236
Amortization
(2,209)
(2,325)
Balance at March 31
$
64,850
$
72,902
Data and key economic assumptions related to the Company’s MSRs are as follows as of the dates presented:
March 31, 2026
December 31, 2025
Unpaid principal balance
$
5,627,718
$
5,648,033
Weighted-average prepayment speed (CPR)
9.28
%
10.90
%
Estimated impact of a 10% increase
$
(3,002)
$
(2,953)
Estimated impact of a 20% increase
(4,853)
(5,719)
Discount rate
9.86
%
9.85
%
Estimated impact of a 10% increase
$
(3,499)
$
(3,199)
Estimated impact of a 20% increase
(6,732)
(6,195)
Weighted-average coupon interest rate
4.62
%
4.59
%
Weighted-average servicing fee (basis points)
33.81
33.86
Weighted-average remaining maturity (in years)
7.3
6.8
The movement of mortgage interest rates has an inverse relationship with prepayment speeds and discount rates.
The Company recorded servicing fees of $3,289 and $3,656 for the three months ended March 31, 2026 and 2025, respectively, all of which are included in “Mortgage banking income” in the Consolidated Statements of Income.
Note 8 - Employee Benefit and Deferred Compensation Plans
(In Thousands, Except Share Data)
Incentive Compensation Plans
The Company maintains the 2020 Long-Term Incentive Compensation Plan, a long-term equity compensation plan that provides for the award of restricted stock and the grant of stock options. The Company awards performance-based restricted stock to executives and other officers and employees and time-based restricted stock to non-employee directors, executives, and other officers and employees. In addition, The First maintained a long-term equity compensation plan, and the restricted stock awarded as of the date of the Company’s acquisition of The First was converted into adjusted restricted stock of the Company, subject to the same terms and conditions as prior to the merger.
The following table summarizes the changes in restricted stock as of and for the three months ended March 31, 2026:
Notes to Consolidated Financial Statements (Unaudited)
Performance-Based Restricted Stock
Weighted Average Grant-Date Fair Value
Time-Based Restricted Stock
Weighted Average Grant-Date Fair Value
Nonvested at beginning of period
195,347
$
34.54
1,208,193
$
34.48
Awarded
75,773
35.75
288,972
36.80
Vested
—
—
(340,179)
35.62
Cancelled
—
—
(17,377)
35.67
Nonvested at end of period
271,120
$
34.88
1,139,609
$
34.71
Unrecognized stock-based compensation expense related to restricted stock totaled $26,731 at March 31, 2026. As of such date, the weighted average period over which the unrecognized expense is expected to be recognized was approximately 2.25 years.
During the three months ended March 31, 2026, the Company reissued 162,733 shares from treasury in connection with awards of restricted stock. The Company recorded total stock-based compensation expense of $5,474 and $3,780 for the three months ended March 31, 2026 and 2025, respectively.
There were no stock options granted or outstanding, nor compensation expense associated with options recorded, during the three months ended March 31, 2026 or 2025.
Note 9 – Derivative Instruments
(In Thousands)
The Company uses certain derivative instruments to meet the needs of customers as well as to manage the interest rate risk associated with certain transactions.
Non-hedge derivatives
The Company enters into derivative instruments that are not designated as hedging instruments to help its commercial customers manage their exposure to interest rate fluctuations (which are included within the “interest rate contracts” line items in the tables below). To mitigate the interest rate risk associated with these customer contracts, the Company enters into an offsetting derivative contract position. The Company manages its credit risk, or potential risk of default by its commercial customers, through credit limit approval and monitoring procedures.
The Company enters into interest rate lock commitments with its customers to mitigate the interest rate risk associated with the commitments to fund fixed-rate and adjustable-rate residential mortgage loans. The Company also enters into forward commitments to sell residential mortgage loans to secondary market investors.
The following table provides a summary of the Company’s derivatives not designated as hedging instruments as of the dates presented:
Notes to Consolidated Financial Statements (Unaudited)
Gains and losses included in the Consolidated Statements of Income related to the Company’s derivative financial instruments were as follows as of the dates presented:
Three Months Ended March 31,
2026
2025
Interest rate contracts:
Included in interest income on loans
$
7,380
$
2,889
Interest rate lock commitments:
Included in mortgage banking income
77
1,448
Forward commitments
Included in mortgage banking income
2,349
(2,519)
Total
$
9,806
$
1,818
Derivatives designated as cash flow hedges
Cash flow hedge relationships mitigate exposure to the variability of future cash flows or other forecasted transactions. The Company uses both interest rate swap contracts and interest rate collars in an effort to manage future interest rate exposure on borrowings and loans, respectively. The swap hedging strategy converts the variable interest rate on the forecasted borrowings to a fixed interest rate. The collar hedging strategy limits the benefit to interest income when rates exceed the cap but protects interest income from interest rate fluctuations below the floor strike rate.
The following table provides a summary of the Company’s derivatives designated as cash flow hedges as of the dates presented:
Balance Sheet
March 31, 2026
December 31, 2025
Location
Notional Amount
Fair Value
Notional Amount
Fair Value
Derivative assets:
Interest rate swaps
Other Assets
$
130,000
$
16,937
$
130,000
$
16,907
Interest rate collars
Other Assets
450,000
49
450,000
129
Total
$
580,000
$
16,986
$
580,000
$
17,036
The impact on other comprehensive income for the three months ended March 31, 2026 and 2025, is described in Note 12, “Other Comprehensive Income (Loss).” The impact on earnings is reflected in interest income on loans and interest expense on borrowings in the Consolidated Statements of Income.
Changes in fair value of cash flow hedges are, to the extent that the hedging relationship is effective, recorded as other comprehensive income and are subsequently recognized in earnings at the same time that the hedged item is recognized in earnings. The impact on other comprehensive income for the three months ended March 31, 2026 and 2025 is discussed in Note 12, “Other Comprehensive Income.”
Derivatives designated as fair value hedges
The Company enters into interest rate swap agreements to manage the fair value exposure on certain of the Company’s fixed-rate subordinated and fixed-rate available-for-sale securities. The agreements convert a fixed rate of interest to a variable rate of interest based on SOFR by using pay-variable, receive-fixed rate interest rate swaps. The Company expects the hedges to remain effective during the remaining terms of the swaps which run through September 2031.
The following table provides a summary of the Company's derivatives designated as fair value hedges as of the dates presented:
Notes to Consolidated Financial Statements (Unaudited)
Balance Sheet
March 31, 2026
December 31, 2025
Location
Notional Amount
Fair Value
Notional Amount
Fair Value
Derivative assets:
Interest rate swaps - securities
Other Assets
$
22,410
$
142
$
—
$
—
Totals
$
22,410
$
142
$
—
$
—
Derivative liabilities:
Interest rate swaps - subordinated notes
Other Liabilities
$
100,000
$
12,253
$
100,000
$
12,280
Interest rate swaps - securities
Other Liabilities
$
20,800
$
139
$
3,430
$
2
Totals
$
120,800
$
12,392
$
100,000
$
12,282
The following table presents the effects of the Company’s fair value hedge relationships on the Consolidated Statements of Income for the periods presented:
Amount of Gain (Loss) Recognized in Income
Income Statement
Three Months Ended March 31,
Location
2026
2025
Derivative liabilities:
Interest rate swaps - subordinated notes
Interest Expense
$
(27)
$
2,238
Interest rate swaps - securities
Interest Income
43
—
Derivative liabilities - hedged items:
Interest rate swaps - subordinated notes
Interest Expense
$
27
$
(2,238)
Interest rate swaps - securities
Interest Income
(43)
—
The following table presents the amounts that were recorded in the Consolidated Balance Sheets related to cumulative basis adjustments for fair value hedges as of the dates presented:
Carrying Amount of the Hedged Item
Cumulative Amount of Fair Value Hedging Adjustments Included in the Carrying Amount of the Hedged Item
Balance Sheet Location
March 31, 2026
December 31, 2025
March 31, 2026
December 31, 2025
Long-term debt
$
86,981
$
86,911
$
12,253
$
12,280
Securities available for sale
31,952
17,780
49
6
Credit Derivatives
The Company has both bought and sold credit protection in the form of risk participation agreements. These risk participations, which meet the definition of credit derivatives, were entered into in the ordinary course of business to help the Company’s commercial customers manage their exposure to interest rate fluctuations. Risk participations in which credit protection has been purchased entitle the Company to receive a payment from the counterparty if the customer fails to make payment on any amounts due to the Company upon early termination of the swap transaction. The Company’s bought risk participation agreements have a notional amount of $252,165 and maturities between 2028 and 2032. For contracts where the Company sold credit protection, it would be required to make payment to the counterparty if the customer fails to make payment on any amounts due to the counterparty upon early termination of the swap transaction. The Company’s sold risk participation agreements have a notional amount of $64,584 and have maturities between 2026 and 2032.
The maximum potential amount of future payments under these risk participation agreements as of March 31, 2026 was approximately $937. This scenario occurs if variable interest rates were at zero percent and all counterparties defaulted with zero recovery. The fair value of risk participation agreements at March 31, 2026 and 2025 was immaterial.
Offsetting
Certain financial instruments, including derivatives, may be eligible for offset in the consolidated balance sheet when the “right of setoff” exists or when the instruments are subject to an enforceable master netting agreement, which includes the right of the non-defaulting party or non-affected party to offset recognized amounts, including collateral posted with the counterparty, to
Notes to Consolidated Financial Statements (Unaudited)
determine a net receivable or net payable upon early termination of the agreement. Certain of the Company’s derivative instruments are subject to master netting agreements; however, the Company has not elected to offset such financial instruments in the Consolidated Balance Sheets. Initial margin and variation margin is accounted for as collateral. When the Company posts cash for margin, it is recognized as a receivable. When margin is posted or received in the form of securities, there is no accounting recognition for the pledge of securities, unless there is an event of default by one of the parties to the agreement. For centrally cleared derivatives, variation margin is accounted for as settlement of the derivative fair value. The following table presents the Company’s gross derivative positions as recognized in the Consolidated Balance Sheets as well as the net derivative positions, including collateral pledged to the extent the application of such collateral did not reduce the net derivative liability position below zero, had the Company elected to offset those instruments subject to an enforceable master netting agreement as of the dates presented:
Offsetting Derivative Assets
Offsetting Derivative Liabilities
March 31, 2026
December 31, 2025
March 31, 2026
December 31, 2025
Gross amounts recognized
$
25,018
$
21,867
$
18,470
$
17,650
Gross amounts offset in the Consolidated Balance Sheets
—
—
—
—
Net amounts presented in the Consolidated Balance Sheets
25,018
21,867
18,470
17,650
Gross amounts not offset in the Consolidated Balance Sheets
Financial instruments - derivative assets available for offset
18,331
17,110
18,331
17,110
Financial collateral (cash) pledged
—
—
—
20
Net amounts
$
6,687
$
4,757
$
139
$
520
Note 10 – Income Taxes
The effective tax rate was 20.1% for both the three months ended March 31, 2026 and 2025. The Company calculated the provision for income taxes by applying the estimated annual effective tax rate to year-to-date pre-tax income, and adjusting for discrete items that occurred during the period.
Note 11 – Fair Value Measurements
(In Thousands)
Fair Value Measurements and the Fair Level Hierarchy
Accounting Standards Codification (“ASC”) 820, “Fair Value Measurements and Disclosures,” provides guidance for using fair value to measure assets and liabilities and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. The fair value hierarchy gives the highest priority to a valuation based on quoted prices in active markets for identical assets and liabilities (Level 1), next priority to a valuation based on quoted prices in active markets for similar assets and liabilities and/or based on assumptions that are observable in the market (Level 2), and the lowest priority to a valuation based on assumptions that are not observable in the market (Level 3).
Recurring Fair Value Measurements
The Company carries certain assets and liabilities at fair value on a recurring basis in accordance with applicable standards. The Company’s recurring fair value measurements are based on the requirement to carry such assets and liabilities at fair value or the Company’s election to carry certain eligible assets at fair value. Assets and liabilities that are required to be carried at fair value on a recurring basis include securities available for sale and derivative instruments. The Company has elected to carry mortgage loans held for sale at fair value on a recurring basis as permitted under the guidance in ASC 825, “Financial Instruments” (“ASC 825”).
The following methods and assumptions are used by the Company to estimate the fair values of the Company’s financial assets and liabilities that are measured on a recurring basis:
Securities available for sale: Securities available for sale consist primarily of debt securities, such as obligations of U.S. Government agencies and corporations, obligations of states and political subdivisions and mortgage-backed securities. Where quoted market prices in active markets are available, securities are classified within Level 1 of the fair value hierarchy. If
Notes to Consolidated Financial Statements (Unaudited)
quoted prices from active markets are not available, fair values are based on quoted market prices for similar instruments traded in active markets, quoted market prices for identical or similar instruments traded in markets that are not active, or model-based valuation techniques where all significant assumptions are observable in the market. Such instruments are classified within Level 2 of the fair value hierarchy. All Level 2 securities, including state and political subdivisions, mortgage-backed securities and other debt securities are valued using model-based valuation techniques where all significant assumptions are observable. When assumptions used in model-based valuation techniques are not observable in the market, the assumptions used by management reflect estimates of assumptions used by other market participants in determining fair value. When there is limited transparency around the inputs to the valuation, the instruments are classified within Level 3 of the fair value hierarchy.
Derivative instruments: Most of the Company’s derivative contracts are extensively traded in over-the-counter markets and are valued using discounted cash flow models which incorporate observable market-based inputs including current market interest rates, credit spreads, and other factors. Such instruments are categorized within Level 2 of the fair value hierarchy and include interest rate swaps, interest rate collars and other interest rate contracts such as risk participations, interest rate caps and/or floors. The Company’s interest rate lock commitments are valued using current market prices for mortgage-backed securities with similar characteristics, adjusted for certain factors including servicing and risk. The value of the Company’s forward commitments is based on current prices for securities backed by similar types of loans. Because these assumptions are observable in active markets, the Company’s interest rate lock commitments and forward commitments are categorized within Level 2 of the fair value hierarchy.
Mortgage loans held for sale in loans held for sale: The Company has elected to carry mortgage loans held for sale at fair value on a recurring basis under the fair value option. Mortgage loans held for sale are loans intended to be sold on the secondary market to investors or other financial institutions. The fair value of these instruments is derived from current market pricing for similar loans, adjusted for differences in loan characteristics, including servicing and risk. Because the valuation is based on external pricing of similar instruments, mortgage loans held for sale are classified within Level 2 of the fair value hierarchy.
The following tables present assets and liabilities that are measured at fair value on a recurring basis as of the dates presented:
Level 1
Level 2
Level 3
Totals
March 31, 2026
Financial assets:
Securities available for sale
$
—
$
2,809,647
$
—
$
2,809,647
Derivative instruments
—
43,578
—
43,578
Mortgage loans held for sale in loans held for sale
—
230,980
—
230,980
Total financial assets
$
—
$
3,084,205
$
—
$
3,084,205
Financial liabilities:
Derivative instruments:
$
—
$
35,553
$
—
$
35,553
Level 1
Level 2
Level 3
Totals
December 31, 2025
Financial assets:
Securities available for sale
$
—
$
2,560,818
$
—
$
2,560,818
Derivative instruments
—
47,098
—
47,098
Mortgage loans held for sale in loans held for sale
—
265,959
—
265,959
Total financial assets
$
—
$
2,873,875
$
—
$
2,873,875
Financial liabilities:
Derivative instruments
$
—
$
41,484
$
—
$
41,484
The Company reviews fair value hierarchy classifications on a quarterly basis. Changes in the Company’s ability to observe inputs to the valuation may cause reclassification of certain assets or liabilities within the fair value hierarchy. Transfers between levels of the hierarchy are deemed to have occurred at the end of period. There were no such transfers between levels of the fair value hierarchy during the three months ended March 31, 2026.
Notes to Consolidated Financial Statements (Unaudited)
For the three months ended March 31, 2026 and 2025, respectively, there were no gains or losses included in earnings that were attributable to the change in unrealized gains or losses related to assets or liabilities held at the end of each respective period that were measured on a recurring basis using significant unobservable inputs.
Nonrecurring Fair Value Measurements
Certain assets and liabilities may be recorded at fair value on a nonrecurring basis. These nonrecurring fair value adjustments typically are a result of the application of the lower of cost or market accounting or a write-down occurring during the period. The following tables provide the fair value measurement for assets measured at fair value on a nonrecurring basis that were still held on the Consolidated Balance Sheets as of the dates presented and the level within the fair value hierarchy each is classified:
March 31, 2026
Level 1
Level 2
Level 3
Totals
Collateral dependent loans
$
—
$
—
$
42,758
$
42,758
OREO
—
—
1,179
1,179
Total
$
—
$
—
$
43,937
$
43,937
December 31, 2025
Level 1
Level 2
Level 3
Totals
Collateral dependent loans
$
—
$
—
$
87,680
$
87,680
OREO
—
—
$
3,538
3,538
Total
$
—
$
—
$
91,218
$
91,218
The following methods and assumptions are used by the Company to estimate the fair values of the Company’s financial assets measured on a nonrecurring basis:
Collateral dependent loans: Loans that do not share similar risk characteristics such that they can be evaluated on a collective (pool) basis are individually evaluated for credit losses each quarter taking into account the fair value of the collateral less estimated selling costs. Collateral may be real estate and/or business assets such as equipment, inventory and accounts receivable. The fair value of real estate is determined based on appraisals by qualified licensed appraisers. The fair value of the business assets is generally based on amounts reported on the business’s financial statements. Appraised and reported values may be adjusted based on changes in market conditions from the time of valuation and management’s knowledge of the client and the client’s business. Since not all valuation inputs are observable, these nonrecurring fair value determinations are classified as Level 3.
Other real estate owned: OREO is comprised of commercial and residential real estate obtained in partial or total satisfaction of loan obligations. OREO acquired in settlement of indebtedness is recorded at the fair value of the real estate less estimated costs to sell. Subsequently, it may be necessary to record nonrecurring fair value adjustments for declines in fair value. Fair value, when recorded, is determined based on appraisals by qualified licensed appraisers and adjusted for management’s estimates of costs to sell. Accordingly, values for OREO are classified as Level 3.
The following table presents, as of the dates presented, OREO measured at fair value on a nonrecurring basis that was still held on the Consolidated Balance Sheets at period-end:
March 31, 2026
December 31, 2025
Carrying amount prior to remeasurement
$
1,390
$
4,182
Impairment recognized in results of operations
(211)
(644)
Fair value
$
1,179
$
3,538
Mortgage servicing rights: Mortgage servicing rights are carried at the lower of amortized cost or fair value. Fair value is determined using an income approach with various assumptions including expected cash flows, market discount rates, prepayment speeds, servicing costs, and other factors. Because these factors are not all observable and include management’s assumptions, mortgage servicing rights are classified within Level 3 of the fair value hierarchy. Mortgage servicing rights were carried at amortized cost at March 31, 2026 and December 31, 2025. There were no valuation adjustments on MSRs during the three months ended March 31, 2026 or 2025.
Notes to Consolidated Financial Statements (Unaudited)
The following table presents information as of March 31, 2026 about significant unobservable inputs (Level 3) used in the valuation of assets measured at fair value on a nonrecurring basis:
Financial instrument
Fair Value
Valuation Technique
Significant Unobservable Inputs
Inputs
Collateral dependent loans, net of allowance for credit losses
$
42,758
Appraised value of collateral less estimated costs to sell
Estimated costs to sell
10%
OREO
$
1,179
Appraised value of property less estimated costs to sell
Estimated costs to sell
10%
Fair Value Option
The Company has elected to measure all mortgage loans held for sale at fair value under the fair value option as permitted under ASC 825. Electing to measure these assets at fair value reduces certain timing differences and better matches the changes in fair value of the loans with changes in the fair value of derivative instruments used to economically hedge them.
A net loss of $2,197 and net gain of $2,853 resulting from fair value changes of these mortgage loans were recorded in income during the three months ended March 31, 2026 and 2025, respectively. These amounts do not reflect changes in fair values of related derivative instruments used to economically hedge exposure to market-related risks associated with these mortgage loans. The change in fair value of both mortgage loans held for sale and the related derivative instruments are recorded in “Mortgage banking income” in the Consolidated Statements of Income.
The Company’s valuation of mortgage loans held for sale incorporates an assumption for credit risk; however, given the short-term period that the Company holds these loans, valuation adjustments attributable to instrument-specific credit risk is nominal. Interest income on mortgage loans held for sale measured at fair value is accrued as it is earned based on contractual rates and is reflected in loan interest income on the Consolidated Statements of Income.
The following table summarizes the differences between the fair value and the principal balance for mortgage loans held for sale measured at fair value as of March 31, 2026 and December 31, 2025:
Aggregate Fair Value
Aggregate Unpaid Principal Balance
Difference
March 31, 2026
Mortgage loans held for sale measured at fair value
$
230,980
$
228,059
$
2,921
December 31, 2025
Mortgage loans held for sale measured at fair value
$
265,959
$
260,841
$
5,118
Fair Value of Financial Instruments
The carrying amounts and estimated fair values of the Company’s financial instruments, including those assets and liabilities that are not measured and reported at fair value on a recurring basis or nonrecurring basis, were as follows as of the dates presented:
Notes to Consolidated Financial Statements (Unaudited)
Note 13 – Net Income Per Common Share
(In Thousands, Except Share and Per Share Data)
Basic net income per common share is calculated by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted net income per common share reflects the pro forma dilution of shares outstanding, assuming outstanding service-based restricted stock awards fully vested, calculated in accordance with the treasury method. Basic and diluted net income per common share calculations are as follows for the periods presented:
Three Months Ended
March 31,
2026
2025
Basic
Net income applicable to common stock
$
88,228
$
41,518
Average common shares outstanding
93,693,615
63,664,419
Net income per common share - basic
$
0.94
$
0.65
Diluted
Net income applicable to common stock
$
88,228
$
41,518
Average common shares outstanding
93,693,615
63,664,419
Effect of dilutive stock-based compensation
534,728
361,606
Average common shares outstanding - diluted
94,228,343
64,026,025
Net income per common share - diluted
$
0.94
$
0.65
Stock-based compensation awards that could potentially dilute basic net income per common share in the future that were not included in the computation of diluted net income per common share due to their anti-dilutive effect were as follows for the periods presented:
Three Months Ended
March 31,
2026
2025
Number of shares
—
500
Note 14 – Segment Reporting
(In Thousands)
The Company has two reportable segments: Community Banks and Wealth Management. The Company’s reportable segments are determined by the Chief Executive Officer, who is the designated chief operating decision maker (“CODM”), based upon information provided about the Company’s products and services. The CODM evaluates the financial performance of the segments by evaluating net income as the primary measure of segment performance, as well as revenue streams, significant expenses and budget to actual results, and the CODM provides guidance in strategy and the allocation of resources.
In order to give the CODM a more precise indication of the income and expenses controlled by each segment, the results of operations for each segment reflect its own direct revenues and expenses. Indirect revenues and expenses, including but not limited to income from the Company’s investment portfolio, as well as certain costs associated with data processing and back office functions, primarily support the operations of the community banks and, therefore, are included in the results of the Community Banks segment. Included in “Other” are the operations of the holding company and other eliminations that are necessary for purposes of reconciling to the consolidated amounts. Accounting policies for each segment are the same as those described in Note 1, “Significant Accounting Policies,” in the Notes to the Consolidated Financial Statements in Item 8, Financial Statements and Supplementary Data, in the Company’s Annual Report on Form 10-K for the year ended December 31, 2025.
Notes to Consolidated Financial Statements (Unaudited)
The following tables provide financial information for the Company’s operating segments as of and for the periods presented:
Community Banks
Wealth Management
Total Segments
Other
Consolidated
Three months ended March 31, 2026
Total interest income
$
338,087
$
14
$
338,101
$
19
$
338,120
Total interest expense
107,435
—
107,435
7,126
114,561
Net interest income (loss)
$
230,652
$
14
$
230,666
$
(7,107)
$
223,559
Provision for credit losses
8,080
—
8,080
—
8,080
Noninterest income
39,103
9,733
48,836
1,436
50,272
Salaries and employee benefits
85,671
4,900
90,571
1,178
91,749
Net occupancy and equipment
17,694
250
17,944
87
18,031
Other segment expenses(1)
42,748
2,109
44,857
691
45,548
Income (loss) before income taxes
$
115,562
$
2,488
$
118,050
$
(7,627)
$
110,423
Income tax expense (benefit)
24,029
114
24,143
(1,948)
22,195
Net income (loss)
$
91,533
$
2,374
$
93,907
$
(5,679)
$
88,228
Total assets
$
27,082,801
$
8,193
$
27,090,994
$
16,280
$
27,107,274
Goodwill
1,406,667
—
1,406,667
—
1,406,667
Community Banks
Wealth Management
Total Segments
Other
Consolidated
Three months ended March 31, 2025
Total interest income
$
220,291
$
16
$
220,307
$
23
$
220,330
Total interest expense
79,634
—
79,634
6,499
86,133
Net interest income (loss)
$
140,657
$
16
$
140,673
$
(6,476)
$
134,197
Provision for credit losses
4,750
—
4,750
—
4,750
Noninterest income (loss)
28,772
8,064
36,836
(441)
36,395
Salaries and employee benefits
68,139
3,818
71,957
—
71,957
Net occupancy and equipment
11,547
207
11,754
—
11,754
Other segment expenses(2)
28,099
1,568
29,667
498
30,165
Income (loss) before income taxes
$
56,894
$
2,487
$
59,381
$
(7,415)
$
51,966
Income tax expense (benefit)
12,203
103
12,306
(1,858)
10,448
Net income (loss)
$
44,691
$
2,384
$
47,075
$
(5,557)
$
41,518
Total assets (liabilities)
$
18,266,553
$
5,495
$
18,272,048
$
(667)
$
18,271,381
Goodwill
988,898
—
988,898
—
988,898
(1) Other segment expenses for Community Banks include data processing, other real estate owned, legal and professional fees, advertising and public relations, intangible amortization, communications and other miscellaneous expenses. Other segment expenses for Wealth Management include data processing, legal and professional fees, advertising and public relations, intangible amortization, communications and other miscellaneous expenses.
(2) Other segment expenses for Community Banks include data processing, other real estate owned, legal and professional fees, advertising and public relations, intangible amortization, communications, merger and conversion related expenses and other miscellaneous expenses. Other segment expenses for Wealth Management include data processing, legal and professional fees, advertising and public relations, intangible amortization, communications and other miscellaneous expenses.
Note 15 – Subsequent Events
(In Thousands)
On April 30, 2026, the Company, through a wholly-owned subsidiary, completed an acquisition of factoring receivables and related business processes. Pursuant to the guidance in ASC 805, this acquisition will be accounted for as a business
Notes to Consolidated Financial Statements (Unaudited)
combination. Total assets purchased consisted of $59,257 of factoring receivables and $17,777 of intangible assets. As of the filing of this report, the Company has not completed the fair value measurements of the assets and identifiable intangible assets acquired as part of the transaction.
On May 7, 2026, the Company completed a subordinated debt offering, issuing $300,000 aggregate principal amount of 6.25% Fixed-to-Floating Rate Subordinated Notes due 2036 (the “Notes”). The Notes will bear interest from and including May 7, 2026 to, but excluding, June 1, 2031, at a fixed rate of 6.25% per annum, payable semi-annually in arrears. From and including June 1, 2031 to but excluding June 1, 2036 (unless redeemed prior to such date), the Notes will bear interest at a floating rate equal to the Three-Month Term SOFR, plus 245 basis points, payable quarterly in arrears. The Company may redeem the Notes, in whole or in part, on or after June 1, 2031, at a price equal to 100% of the principal amount of the Notes being redeemed plus accrued and unpaid interest to, but excluding, the date of redemption.
The Notes are intended to qualify as Tier 2 capital for regulatory purposes. The Company intends to use the net proceeds from the Notes offering for general corporate purposes, including the potential redemption of the $40,000 aggregate principal amount outstanding of the Company's 5.50% Fixed-to-Floating Rate Subordinated Notes due September 1, 2031.
The issuance of the Notes occurred after the balance sheet date of March 31, 2026 and, accordingly, no amounts related to the Notes have been reflected in the accompanying financial statements.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(In Thousands, Except Share Data)
This Form 10-Q may contain or incorporate by reference statements regarding Renasant Corporation (referred to herein as the “Company”, “Renasant”, “we”, “our”, or “us”) that constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Statements preceded by, followed by or that otherwise include the words “believes,” “expects”, “projects,” “anticipates,” “intends,” “estimates,” “plans,” “potential,” “focus,” “possible,” “may increase,” “may fluctuate,” “will likely result,” or similar expressions, or future or conditional verbs such as “will,” “should,” “would” and “could,” are generally forward-looking in nature and not historical facts. Forward-looking statements include information about the Company’s future financial performance, business strategy, projected plans and objectives and are based on the current beliefs and expectations of management. The Company’s management believes these forward-looking statements are reasonable, but they are all inherently subject to significant business, economic and competitive risks and uncertainties, many of which are beyond the Company’s control. In addition, these forward-looking statements are subject to assumptions with respect to future business strategies and decisions that are subject to change. Actual results may differ from those indicated or implied in the forward-looking statements, and such differences may be material. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties and, accordingly, investors should not place undue reliance on these forward-looking statements, which speak only as of the date they are made.
Important factors currently known to management that could cause our actual results to differ materially from those in forward-looking statements include the following: (i) our ability to efficiently integrate acquisitions into our operations, retain the customers of these businesses, grow the acquired operations and realize the cost savings expected from an acquisition to the extent and in the timeframe anticipated by management (including the possibility that such cost savings will not be realized when expected, or at all, as a result of the impact of, or challenges arising from, the integration of the acquired assets and assumed liabilities into the Company, potential adverse reactions or changes to business or employee relationships, or as a result of other unexpected factors or events); (ii) potential exposure to unknown or contingent risks and liabilities we have acquired or may acquire; (iii) the effect of economic conditions and interest rates on a national, regional or international basis; (iv) timing and success of the implementation of changes in operations to achieve enhanced earnings or effect cost savings; (v) our ability to remediate the material weakness in the Company’s internal control over financial reporting identified in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025; (vi) competitive pressures in the consumer finance, commercial finance, financial services, asset management, retail banking, factoring, mortgage lending and auto lending industries; (vii) the financial resources of, and products available from, competitors; (viii) changes in laws and regulations as well as changes in accounting standards; (ix) changes in governmental and regulatory policy, whether applicable specifically to financial institutions or impacting the United States generally (such as, for example, changes in trade policy); (x) changes in the securities and foreign exchange markets; (xi) the Company’s potential growth, including its entrance or expansion into new markets, and the need for sufficient capital to support that growth; (xii) changes in the quality or composition of the Company’s loan or investment portfolios, including adverse developments in borrower industries or in the repayment ability of individual borrowers or issuers of investment securities, or the impact of interest rates on the value of our investment portfolio; (xiii) an insufficient allowance for credit losses as a result of inaccurate assumptions; (xiv) changes in the sources and costs of the capital we use to make loans and otherwise fund our operations, due to deposit outflows, changes in the mix of deposits and the cost and availability of borrowings; (xv) general economic, market or business conditions, including the impact of inflation; (xvi) changes in demand for loan and deposit products and other financial services; (xvii) concentrations of deposit or credit exposure; (xviii) changes or the lack of changes in interest rates, yield curves and interest rate spread relationships; (xix) losses resulting from fraudulent activity, including loan and deposit fraud and social engineering attacks targeting our customers, employees and third party vendors; (xx) increased cybersecurity risk, including potential network breaches, business disruptions or financial losses, including as a result of sophisticated attacks using artificial intelligence (“AI”) and similar tools; (xxi) civil unrest, natural disasters, epidemics and other catastrophic events in or near the Company’s geographic area; (xxii) geopolitical conditions, including acts or threats of terrorism and actions taken by the United States or other governments in response to acts or threats of terrorism and/or military conflicts, which could impact business and economic conditions in the United States and abroad; (xxiii) the impact, extent and timing of technological changes, including the rapid development of AI technologies; and (xxiv) other circumstances, many of which are beyond management’s control.
The Company undertakes no obligation, and specifically disclaims any obligation, to update or revise forward-looking statements, whether as a result of new information or to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, except as required by federal securities laws.
The following discussion provides details regarding the changes in significant balance sheet accounts at March 31, 2026 compared to December 31, 2025.
Mergers and Acquisitions
On April 1, 2025 the Company completed its merger with The First Bancshares, Inc. (“The First”). At closing, The First merged with and into the Company, with the Company the surviving corporation in the merger; immediately thereafter, The First Bank merged with and into Renasant Bank (sometimes referred to as the “Bank”), with Renasant Bank the surviving banking corporation in the merger. For more information, including the fair value of assets acquired and liabilities assumed, see Note 2, “Mergers and Acquisitions,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements, in this report.
Assets
Assets
March 31, 2026
December 31, 2025
$ Change
% Change
Cash and cash equivalents
$
1,216,980
$
1,070,718
$
146,262
13.7
%
Securities held to maturity, at amortized cost
1,006,511
1,030,073
(23,562)
(2.3)
Securities available for sale, at fair value
2,809,647
2,560,818
248,829
9.7
Loans held for sale, at fair value
230,980
265,959
(34,979)
(13.2)
Loans held for investment
18,975,248
19,047,039
(71,791)
(0.4)
Allowance for credit losses
(295,862)
(293,955)
(1,907)
0.6
Loans, net
18,679,386
18,753,084
(73,698)
(0.4)
Premises and equipment
463,723
465,141
(1,418)
(0.3)
Other real estate owned, net
12,954
15,191
(2,237)
(14.7)
Goodwill
1,406,667
1,405,840
827
0.1
Other intangible assets, net
138,392
146,612
(8,220)
(5.6)
Bank-owned life insurance
494,874
492,541
2,333
0.5
Mortgage servicing rights, net
64,850
65,271
(421)
(0.6)
Other assets
582,310
480,178
102,132
21.3
Total assets
$
27,107,274
$
26,751,426
$
355,848
1.3
%
Investments
The securities portfolio is used to provide a source for meeting liquidity needs and to supply securities to be used in collateralizing certain deposits and certain types of borrowings. The securities portfolio also serves as an outlet to deploy excess liquidity and generate interest income rather than hold excess funds as cash. The following table shows the carrying value of our securities portfolio by investment type and the percentage of such investment type relative to the entire securities portfolio as of the dates presented:
March 31, 2026
December 31, 2025
Balance
Percentage of Portfolio
Balance
Percentage of Portfolio
Obligations of states and political subdivisions
$
553,152
14.49
%
$
552,209
15.38
%
Mortgage-backed securities
2,884,524
75.59
2,642,946
73.60
Other debt securities
378,514
9.92
395,768
11.02
$
3,816,190
100.00
%
$
3,590,923
100.00
%
Allowance for credit losses - held to maturity securities
(32)
(32)
Securities, net of allowance for credit losses
$
3,816,158
$
3,590,891
The Company purchased $378,991 and $175,815 in investment securities during the three months ended March 31, 2026 and 2025, respectively. The merger with The First contributed approximately $1,457,377 to the securities portfolio at April 1, 2025.
Proceeds from maturities, calls and principal payments on securities during the first three months of 2026 totaled $141,463. Proceeds from the maturities, calls and principal payments on securities during the first three months of 2025 totaled $56,789. No gain or loss on sales of securities was recorded in the first quarter of 2026 or 2025.
During the third quarter of 2022, the Company transferred, at fair value, $882,927 of securities from the available for sale portfolio to the held to maturity portfolio as the Company has the intent and ability to hold these securities until their maturity. The related net unrealized losses of $99,675 (after tax losses of $74,307) remained in accumulated other comprehensive income (loss) and will be amortized over the remaining life of the securities, offsetting the related amortization of discount on the transferred securities. At March 31, 2026, the net unrealized after tax losses remaining to be amortized in accumulated other comprehensive income (loss) was $38,482. No gains or losses were recognized at the time of transfer.
For more information about the Company’s security portfolio, see Note 3, “Securities,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements, in this report.
Loans Held for Sale
Mortgage loans to be sold are sold either on a “best efforts” basis or under a mandatory delivery sales agreement. Under a “best efforts” sales agreement, residential real estate originations are locked in at a contractual rate with third party private investors or directly with government sponsored agencies, and the Company is obligated to sell the mortgages to such investors only if the mortgages are closed and funded. The risk we assume is conditioned upon loan underwriting and market conditions in the national mortgage market. Under a mandatory delivery sales agreement, the Company commits to deliver a certain principal amount of mortgage loans to an investor at a specified price and delivery date. Penalties are paid to the investor if we fail to satisfy the contract. Gains and losses are realized at the time consideration is received and all other criteria for sales treatment have been met. Our standard practice is to sell the loans within approximately 45 days after the loan is funded. Although loan fees and some interest income are derived from mortgage loans held for sale, the main source of income is gains from the sale of these loans in the secondary market.
Loans
The table below sets forth the balance of loans outstanding, net of unearned income and excluding loans held for sale, by loan type and the percentage of each loan type to total loans as of the dates presented:
March 31, 2026
December 31, 2025
Total Loans
Percentage of Total Loans
Total Loans
Percentage of Total Loans
Commercial and industrial
$
2,895,477
15.26
%
$
2,818,326
14.79
%
Construction and land development
Residential
425,543
2.24
%
382,773
2.01
%
Other
1,473,086
7.76
%
1,522,863
8.00
%
Total construction and land development
1,898,629
10.00
1,905,636
10.01
%
Real estate – 1-4 family mortgage:
First lien
3,792,685
19.99
%
3,844,097
20.18
%
Junior lien
52,516
0.28
%
52,943
0.28
%
Home equity
738,917
3.89
%
737,993
3.87
%
Total real estate – 1-4 family mortgage
4,584,118
24.16
4,635,033
24.33
%
Commercial real estate - owner occupied
3,357,965
17.70
3,334,664
17.51
%
Commercial real estate - non-owner occupied
Multi family
1,278,646
6.74
%
1,392,779
7.31
%
Other
4,856,897
25.59
%
4,852,701
25.48
%
Total commercial real estate - non-owner occupied
6,135,543
32.33
%
6,245,480
32.79
Consumer
103,516
0.55
%
107,900
0.57
%
Total loans, net of unearned income
18,975,248
100.00
%
$
19,047,039
100.00
%
Loan concentrations are considered to exist when there are loans to a number of borrowers engaged in similar activities that would cause them to be similarly impacted by economic or other conditions. At March 31, 2026, there were no concentrations of loans exceeding 10% of total loans other than loans disclosed in the table above. As the above table demonstrates, non-owner
occupied commercial mortgage term loans was our largest concentration of loans at March 31, 2026 and the following table provides additional detail, broken down by collateral type, about the segments within this loan category as of such date .
March 31, 2026
Balance
Average Loan Size
Percentage of Total Loans
Weighted-Average Loan-to-Value
Percentage 30-89 Days Past Due
Percentage Non-performing
Hotels
$
747,367
$
4,872
3.95
%
56
%
—
%
—
%
Self Storage
600,374
3,163
3.16
55
—
—
Multi Family
1,278,647
2,456
6.74
53
0.11
0.10
Office - Medical
387,579
1,987
2.04
54
—
—
Office - Non-Medical
421,442
882
2.22
55
0.03
3.13
Retail
1,309,832
1,496
6.90
55
0.33
0.02
Senior Housing
288,095
5,455
1.52
65
—
9.41
Warehouse/Industrial
932,504
2,498
4.91
53
0.04
0.82
Other
169,703
1,237
0.89
54
0.02
0.26
Total non-owner occupied commercial mortgage term loans
$
6,135,543
$
2,039
32.33
%
55
%
0.10
%
0.81
%
Note: Weighted-average loan-to-value is calculated using the most recent appraisal available.
Deposits
Deposits
March 31, 2026
December 31, 2025
$ Change
% Change
Noninterest-bearing deposits
$
5,183,426
$
5,043,960
$
139,466
2.8
%
Interest-bearing deposits
16,916,058
16,429,110
486,948
3.0
Total deposits
$
22,099,484
$
21,473,070
$
626,414
2.9
%
The Company relies on deposits as its primary source of funds. Management continues to focus on growing and maintaining a stable source of funding, specifically noninterest-bearing deposits and other core deposits (that is, deposits excluding brokered deposits). Noninterest-bearing deposits represented 23.45% of total deposits at March 31, 2026, as compared to 23.49% of total deposits at December 31, 2025. The slight decrease in noninterest-bearing deposits as a percentage of total deposits was primarily driven by the seasonal increase in interest-bearing public fund deposits, offset by growth in noninterest-bearing deposits. Under certain circumstances, management may elect to acquire non-core deposits (in the form of brokered deposits) or public fund deposits (which are deposits of counties, municipalities or other political subdivisions). The source of funds that we select depends on the terms of the deposits and how those terms assist us in mitigating interest rate risk, maintaining our liquidity position and managing our net interest margin; business factors, described in the following paragraph, may lead us to obtain public deposits. Accordingly, funds are acquired to meet anticipated funding needs at the rate and with other terms that, in management’s view, best address our interest rate risk, liquidity and net interest margin parameters.
Public fund deposits may be readily obtained based on the Company’s pricing bid in comparison with competitors. Because public fund deposits are obtained through a bid process, these deposit balances may fluctuate as competitive and market forces change. Although the Company has focused on growing stable sources of deposits to reduce reliance on public fund deposits, it participates in the bidding process for public fund deposits when pricing and other terms make it reasonable given market conditions or when management perceives that other factors, such as the public entity’s use of our treasury management or other products and services, make such participation advisable. Our public fund transaction accounts are principally obtained from public universities and municipalities, including school boards and utilities. Public fund deposits were $4,160,265 and $3,779,910 at March 31, 2026 and December 31, 2025, respectively.
Total borrowings may include federal funds purchased, securities sold under agreements to repurchase, advances from the Federal Home Loan Bank of Dallas (the “FHLB”), borrowings from the Federal Reserve Discount Window, subordinated notes and junior subordinated debentures and are classified on the Consolidated Balance Sheets as either short-term borrowings or long-term debt. Short-term borrowings have original maturities less than one year and typically consist of federal funds purchased, securities sold under agreements to repurchase, and short-term FHLB advances. Due to strong deposit growth during the quarter, the Company was able to pay down a portion of the FHLB advances. The following table presents our short-term borrowings by type as of the dates presented:
Short-Term Borrowings
March 31, 2026
December 31, 2025
Security repurchase agreements
$
5,863
$
5,774
Short-term borrowings from the FHLB
300,000
550,000
Total short-term borrowings
$
305,863
$
555,774
Long-term debt typically consists of long-term FHLB advances, our junior subordinated debentures and our subordinated notes. The following table presents our long-term debt by type as of the dates presented:
Long-Term Debt
March 31, 2026
December 31, 2025
Junior subordinated debentures
$
140,908
$
140,632
Subordinated notes
359,434
359,124
Total long-term debt
$
500,342
$
499,756
Long-term funds obtained from the FHLB are used to match-fund fixed rate loans in order to minimize interest rate risk and to meet day-to-day liquidity needs, particularly when the cost of such borrowing compares favorably to the rates that we would be required to pay to attract deposits (which has not been the case in recent periods). Advances from the FHLB are collateralized by a blanket lien on the Bank’s loans. The Company had $5,480,190 of availability on unused lines of credit with the FHLB at March 31, 2026, as compared to $5,574,759 at December 31, 2025. The Company also had credit available at the Federal Reserve Discount Window in the amount of $706,245.
The Company has issued subordinated notes, and the Company owns the outstanding common securities of business trusts that issued corporation-obligated mandatorily redeemable preferred capital securities to third-party investors, the proceeds of which were used to buy floating rate junior subordinated debentures issued by the Company (or by companies that the Company subsequently acquired). The proceeds generated by the Company’s subordinated notes and trust preferred securities transactions have been used for general corporate purposes, including providing capital to support the Company’s growth organically or through strategic acquisitions, repaying indebtedness and financing investments and capital expenditures, and for investments in Renasant Bank as regulatory capital. The subordinated notes and trust preferred securities qualify as Tier 2 capital under current regulatory guidelines. On May 7, 2026, the Company completed an additional subordinated debt offering, issuing $300,000,000 aggregate principal amount of 6.25% Fixed-to-Floating Rate Subordinated Notes due 2036.
Results of Operations
The Company’s acquisition of The First on April 1, 2025, had a significant impact on our results of operations during the first quarter of 2026 as compared to the same period in 2025, and unless otherwise noted, is the primary driver of the period-over-period change indicated throughout this section.
Net Income
Three months ended March 31,
Net Income and Earnings per Share
2026
2025
$ Change
% Change
Net income
$
88,228
$
41,518
$
46,710
112.5
%
Basic earnings per share
0.94
0.65
0.29
44.6
Diluted earnings per share
0.94
0.65
0.29
44.6
From time to time, the Company incurs expenses and charges or recognizes valuation adjustments in connection with certain transactions with respect to which management is unable to accurately predict when these items will be incurred or, when incurred, the amount of such items. The following table presents the impact of these items on reported EPS for the dates presented.
Net interest income, the difference between interest earned on assets and the cost of interest-bearing liabilities, is the largest component of our net income, comprising 81.96% of total revenue (i.e., net interest income on a fully taxable equivalent basis and noninterest income) for the first quarter of 2026. Changes in net interest income are driven by fluctuations in the volume, mix and repricing of assets and liabilities.
Three months ended March 31,
Net Interest Income (tax equivalent basis)
2026
2025
$ Change
% Change
Loans
$
298,273
$
199,574
$
98,699
49.5
%
Securities
32,266
12,117
20,149
166.3
Other
7,581
8,639
(1,058)
(12.2)
Total interest income
$
338,120
$
220,330
$
117,790
53.5
%
Deposits
103,860
79,386
24,474
30.8
Borrowings
10,701
6,747
3,954
58.6
Total interest expense
$
114,561
$
86,133
$
28,428
33.0
%
Net interest income
$
223,559
$
134,197
$
89,362
66.6
%
Net interest income (tax equivalent basis)
$
228,424
$
137,432
$
90,992
66.2
%
The following tables set forth average balance sheet data, including all major categories of interest-earning assets and interest-bearing liabilities, together with the interest earned or interest paid and the average yield or average rate paid on each such category on a tax-equivalent basis for the periods presented:
(1)U.S. Government and some U.S. Government Agency securities are tax-exempt in the states in which the Company operates.
(2)Interest-bearing demand deposits include interest-bearing transactional accounts and money market deposits.
The daily average balances of nonaccruing assets are included in the foregoing table. Interest income and weighted average yields on tax-exempt loans and securities have been computed on a fully tax equivalent basis assuming a federal tax rate of 21%, and for loans, a state tax rate of 4.45%, which is net of federal tax benefit.
Net interest income and net interest margin are influenced by internal and external factors. Internal factors include balance sheet changes in volume and mix as well as loan and deposit pricing decisions. External factors include changes in market interest rates, competition and the shape of the interest rate yield curve. The addition of The First’s loan portfolio and strong organic loan growth in 2025 were the largest contributing factors to the increase in net interest income for the three months ended March 31, 2026, as compared to the same period in 2025. Lower interest rates and the addition of The First’s deposits generated a positive impact to both the cost and mix of our funding sources. The Company has continued its efforts to mitigate increases in the cost of funding due to competition or otherwise through maintaining noninterest-bearing deposits and staying disciplined yet competitive in pricing on interest-bearing deposits in the current rate environment.
The following table sets forth a summary of the changes in interest earned, on a tax equivalent basis, and interest paid resulting from changes in volume and rates for the Company for the three months ended March 31, 2026, as compared to the same period in 2025 (the changes attributable to the combined impact of yield/rate and volume have been allocated on a pro-rata basis using the absolute value of amounts calculated):
Three Months Ended March 31, 2026 Compared to the Three Months Ended March 31, 2025
Volume
Rate
Net
Interest income:
Loans held for investment
$
95,375
$
4,246
$
99,621
Loans held for sale
151
(283)
(132)
Securities:
Taxable
11,301
6,589
17,890
Tax-exempt
1,325
1,774
3,099
Interest-bearing balances with banks
(11)
(1,047)
(1,058)
Total interest-earning assets
108,141
11,279
119,420
Interest expense:
Interest-bearing demand deposits
24,539
(7,224)
17,315
Savings deposits
332
(167)
165
Time deposits
9,840
(2,846)
6,994
Borrowed funds
4,607
(653)
3,954
Total interest-bearing liabilities
39,318
(10,890)
28,428
Change in net interest income
$
68,823
$
22,169
$
90,992
The increase in interest income, on a tax equivalent basis, for the three months ended March 31, 2026, as compared to the same time period in 2025 is due primarily to the addition of The First’s earning assets.
The following table presents the percentage of total average earning assets, by type and yield, for the periods presented:
Percentage of Total Average Earning Assets
Yield
Three Months Ended
Three Months Ended
March 31,
March 31,
2026
2025
2026
2025
Loans held for investment
79.70
%
80.36
%
6.37
%
6.24
%
Loans held for sale
0.89
1.25
5.44
5.99
Securities
15.97
13.28
3.50
2.32
Interest-bearing balances with banks
3.44
5.11
3.73
4.25
Total earning assets
100.00
%
100.00
%
5.81
%
5.61
%
For the first quarter of 2026, interest income on loans held for investment, on a tax equivalent basis, increased $99,621 to $299,125 from $199,504 for the same period in 2025. Driven largely by the addition of $5,173,334 in loans held for investment through our merger with The First on April l, 2025, the year-to-date average balance of loans held for investment increased $6,068,246 from March 2025, thereby resulting in the increase in interest income on loans held for investment for the three months ended March 31, 2026, as compared to the same period in 2025.
The impact from interest income collected on problem loans and purchase accounting adjustments on loans to total interest income on loans held for investment, loan yield and net interest margin is shown in the following table for the periods presented.
Investment income, on a tax equivalent basis, increased $20,989 to $33,403 for the first quarter of 2026 from $12,414 for the first quarter of 2025. The increase in investment income, on a tax equivalent basis, was primarily due to the acquisition of The First’s investment portfolio. The tax equivalent yield on the investment portfolio for the first quarter of 2026 was 3.50%, up 118 basis points from 2.32% for the same period in 2025.
Interest expense was $114,561 for the first quarter of 2026 as compared to $86,133 for the same period in 2025. The increase in interest expense was primarily due to the assumption of The First’s deposits and borrowed funds.
The following table presents, by type, the Company’s funding sources, which consist of total average deposits and borrowed funds, and the total cost of each funding source for the periods presented:
Percentage of Total Average Deposits and Borrowed Funds
Cost of Funds
Three Months Ended
Three Months Ended
March 31,
March 31,
2026
2025
2026
2025
Noninterest-bearing demand
22.44
%
22.59
%
—
%
—
%
Interest-bearing demand
51.78
51.93
2.49
2.83
Savings
5.69
5.39
0.28
0.35
Time deposits
15.80
16.40
3.50
3.93
Borrowed funds
4.29
3.69
4.44
4.88
Total deposits and borrowed funds
100.00
%
100.00
%
2.05
%
2.31
%
The cost of total deposits was 1.94% and 2.22% for the first quarter of 2026 and 2025, respectively. The increase in deposit expense and decrease in cost is attributable to the acquisition of The First’s deposits. The cost of total deposits was also affected by the Federal Reserve’s rate cuts in the third and fourth quarters of 2025. The Company has continued its efforts to maintain non-interest bearing deposits. Low cost deposits continue to be the preferred choice of funding; however, the Company may rely on brokered deposits or wholesale borrowings when advantageous, to address liquidity needs or as otherwise deemed advisable due to market conditions.
The increase in interest expense on borrowings is due to higher average short-term borrowings and the additional subordinated notes and other long-term borrowings added as a result of the merger with The First.
A more detailed discussion of the cost of our funding sources is set forth below under the heading “Liquidity and Capital Resources” in this Item.
Total noninterest income includes fees generated from deposit services and other fees and commissions, income from our wealth management and mortgage banking operations, realized gains and losses on the sale of securities and all other noninterest income. Other noninterest income includes income from our SBA banking division, our capital markets division and other miscellaneous income and can fluctuate based on production in our SBA banking and capital markets divisions and recognition of other seasonal income items. Our focus is to develop and enhance our products that generate noninterest income in order to diversify revenue sources. The acquisition of The First’s operations was the primary driver of the increase in noninterest income for the three months ended March 31, 2026 as compared to the same period in 2025.
Our Wealth Management segment has two divisions: Trust and Financial Services. The Trust division operates on a custodial basis, which includes administration of benefit plans, as well as accounting and money management for trust accounts. The division manages a number of trust accounts inclusive of personal and corporate benefit accounts, IRAs, and custodial accounts. Fees for managing these accounts are based on changes in market values of the assets under management in the account, with the amount of the fee depending on the type of account. The Financial Services division provides specialized products and services to our customers, which include fixed and variable annuities, mutual funds, and stocks offered through a third party provider. The market value of assets under management or administration was $7,220,486 and $6,469,093 at March 31, 2026 and March 31, 2025, respectively. The Company acquired approximately $471,000 of assets under management through its merger with The First.
Mortgage banking income is derived from the origination and sale of mortgage loans and the servicing of mortgage loans that the Company has sold but retained the right to service. Although loan fees and some interest income are derived from mortgage loans held for sale, the main source of income is gains from the sale of these loans in the secondary market. Originations of mortgage loans to be sold totaled $342,536 in the first quarter of 2026 compared to $303,158 for the same period in 2025. The table below presents the components of mortgage banking income included in noninterest income for the periods presented.
Three Months Ended March 31,
Mortgage Banking Income
2026
2025
Gain on sales of loans, net (1)
$
5,305
$
4,500
Fees, net
2,842
2,317
Mortgage servicing income, net(2)
1,288
1,330
Mortgage banking income, net
$
9,435
$
8,147
(1)Gain on sales of loans, net includes pipeline fair value adjustments
(2)Mortgage servicing income, net includes gain on sale of MSR
Other noninterest expense includes business development and travel expenses, other discretionary expenses, loan fees expense and other miscellaneous fees and operating expenses. The acquisition of The First’s operations was the primary driver of the increase in noninterest expense for the three months ended March 31, 2026 as compared to the same period in 2025.
Annual merit increases implemented in April 2025 and elevated incentive accruals driven by first quarter performance also contributed to the increase in salaries and employee benefits.
Efficiency Ratio
Efficiency Ratio
Three Months Ended March 31,
2026
2025
Efficiency ratio
55.73
%
65.51
%
The efficiency ratio is a measure of productivity in the banking industry. (This ratio is a measure of our ability to turn expenses into revenue. That is, the ratio is designed to reflect the percentage of one dollar that we must expend to generate a dollar of revenue.) The Company calculates this ratio by dividing noninterest expense by the sum of net interest income on a fully tax equivalent basis and noninterest income. The improvement in our efficiency ratio for the three months ended March 31, 2026 as compared to the same period in 2025 was driven by revenue growth while at the same time controlling noninterest expenses and eliminating duplicative expenses during the integration of The First into our business model.
Income Taxes
Three months ended March 31,
2026
2025
$ Change
% Change
Income taxes
$
22,195
$
10,448
$
11,747
112.4
%
The increase in the Company’s income before income taxes for the three months ended March 31, 2026 as compared to the same period in 2025 was the primary driver of the increase in income taxes.
Nonperforming Assets. Nonperforming assets consist of nonperforming loans and other real estate owned. Nonperforming loans are loans on which the accrual of interest has stopped and loans that are contractually 90 days past due on which interest continues to accrue. Generally, the accrual of interest is discontinued when the full collection of principal or interest is in doubt or when the payment of principal or interest has been contractually 90 days past due, unless the obligation is both well secured and in the process of collection. Management, the Company’s problem asset resolution committee and our loan review staff closely monitor loans that are considered to be nonperforming.
Other real estate owned consists of properties acquired through foreclosure or acceptance of a deed in lieu of foreclosure. These properties are carried at the lower of cost or fair market value based on appraised value less estimated selling costs. Losses arising at the time of foreclosure of properties are charged against the allowance for credit losses. Reductions in the carrying value subsequent to acquisition are charged to earnings and are included in “Other real estate owned” in the Consolidated Statements of Income.
The following table provides details of the Company’s nonperforming assets as of the dates presented.
March 31, 2026
December 31, 2025
Nonaccruing loans
$
197,515
$
175,730
Accruing loans past due 90 days or more
2,779
288
Total nonperforming loans
200,294
176,018
Other real estate owned
12,954
15,191
Total nonperforming loans and OREO
$
213,248
$
191,209
Nonperforming loans to total loans
1.06
%
0.92
%
Nonaccruing loans to total loans
1.04
%
0.92
%
Nonperforming assets to total assets
0.79
%
0.71
%
The following table presents nonperforming loans by loan category as of the dates presented:
March 31, 2026
December 31, 2025
Commercial and industrial
$
47,093
$
28,002
Construction and land development
Residential
1,991
2,033
Other
10,333
5,697
Total construction and land development
12,324
7,730
Real estate – 1-4 family mortgage:
First lien
56,257
60,874
Junior lien
1,131
1,483
Home equity
3,924
3,074
Total real estate – 1-4 family mortgage
61,312
65,431
Commercial real estate - owner occupied
29,433
31,303
Commercial real estate - non-owner occupied
Multi family
1,258
785
Other
48,671
42,610
Total commercial real estate - non-owner occupied
49,929
43,395
Consumer
203
157
Loans, net of unearned income
$
200,294
$
176,018
Management has evaluated the aforementioned loans and other loans classified as nonperforming and believes that all nonperforming loans have been adequately reserved for in the allowance for credit losses on loans at March 31, 2026. Management also continually monitors past due loans for potential credit quality deterioration. Total loans 30-89 days past due on which interest was still accruing were $68,597 at March 31, 2026 as compared to $89,162 at December 31, 2025.
Allowance for Credit Losses on Loans; Provision for Credit Losses on Loans. The allowance for credit losses is available to absorb credit losses inherent in the loans held for investment portfolio. Loan losses are charged against the allowance for credit losses when management confirms the uncollectability of a loan balance. Subsequent recoveries, if any, are credited to the allowance. Management evaluates the adequacy of the allowance on a quarterly basis.The following table presents the allocation of the allowance for credit losses on loans and the percentage of each loan category to total loans for each of period presented.
March 31, 2026
December 31, 2025
March 31, 2025
Balance
% of Total
Balance
% of Total
Balance
% of Total
Commercial and industrial
$
65,814
22.24
%
$
57,831
19.67
%
$
41,884
20.54
%
Construction and land development
36,969
12.50
31,359
10.67
20,845
10.22
Real estate - 1-4 family mortgage
66,653
22.53
61,249
20.84
48,101
23.59
Commercial real estate - owner occupied
37,441
12.65
38,961
13.25
17,826
8.74
Commercial real estate - non owner occupied
84,380
28.52
99,605
33.88
68,781
33.73
Consumer
4,605
1.56
4,950
1.69
6,494
3.18
Total
$
295,862
100.00
%
$
293,955
100.00
%
$
203,931
100.00
%
The increase in the allowance for credit losses in the first quarter of 2026 as compared to December 31, 2025 was primarily driven by an increase in non-performing loans, changes in the macroeconomic environment and qualitative factors partially moderated by reduction in the loan portfolio. The provision increased in select residential related pools due to the risk of potential stagflation and value declines. The Company’s allowance for credit loss considers current conditions, economic projections, primarily the national unemployment rate and GDP over a reasonable and supportable period of two years, historical loss data, and environmental factors. For more information about the allowance for credit losses, see the “Critical Accounting Estimates” section in this Item below. The provision for credit losses on loans charged to operating expense is an amount that, in the judgment of management, is necessary to maintain the allowance for credit losses on loans at a level adequate to meet the inherent risks of losses in our loan portfolio. The Company recorded a provision for credit losses on loans of $4,224 or 0.09% of average loans (annualized), for the three months ended March 31, 2026, as compared to $2,050, or 0.06% of average loans (annualized), during the three months ended March 31, 2025. The table below reflects the activity in the allowance for credit losses on loans for the periods presented:
Allowance for Credit Losses on Unfunded Commitments; Provision for Credit Losses on Unfunded Commitments. The Company maintains a separate allowance for credit losses on unfunded loan commitments, which is included in the “Other liabilities” line item on the Consolidated Balance Sheets. Management estimates the amount of expected losses on unfunded loan commitments by calculating a likelihood of funding over the contractual period for exposures that are not unconditionally cancellable by the Company and applying the loss factors used in the allowance for credit losses on loans methodology described above to unfunded commitments for each loan type. No credit loss estimate is reported for off-balance-sheet credit exposures that are unconditionally cancellable by the Company. A roll-forward of the allowance for credit losses on unfunded commitments is shown in the table below.
Three Months Ended March 31,
2026
2025
Allowance for credit losses on unfunded loan commitments:
Beginning balance
$
29,827
$
14,943
Provision for credit losses on unfunded loan commitments
3,856
2,700
Ending balance
$
33,683
$
17,643
The provision for credit losses on unfunded commitments in the first quarter of 2026 was primarily driven by growth in the balance of unfunded loan commitments in the commercial and residential construction related pools.
Interest Rate Risk
Market risk is the risk of loss from adverse changes in market prices and rates. The majority of assets and liabilities of a financial institution are monetary in nature and therefore differ greatly from most commercial and industrial companies that have significant investments in fixed assets and inventories. Our market risk arises primarily from interest rate risk inherent in lending, investing and deposit-taking activities. Management believes a significant impact on the Company’s financial results stems from our ability to react to changes in interest rates. A sudden and substantial change in interest rates may adversely impact our earnings because the interest rates borne by assets and liabilities do not change at the same speed, to the same extent or on the same basis. Changes in rates may also limit our liquidity, making it more costly for the Company to generate funds to make loans and to satisfy customers wishing to withdraw deposits.
Because of the impact of interest rate fluctuations on our profitability and liquidity, we actively monitor and manage our interest rate risk exposure. We have an Asset/Liability Committee (“ALCO”), which is comprised of various members of senior management and is authorized by the Board of Directors to monitor interest rate sensitivity and liquidity risk, over the short-, medium-, and long-term, and to make decisions relating to these processes. The ALCO’s goal is to structure our asset/liability composition to maximize net interest income while managing interest rate risk and preserving adequate liquidity so as to minimize the adverse impact of changes in interest rates on net interest income, liquidity and capital. We regularly monitor liquidity and stress our liquidity position in various simulated scenarios, which are incorporated in our contingency funding plan outlining different potential liquidity environments. The ALCO uses an asset/liability model as the primary quantitative tool in measuring the amount of interest rate risk associated with changing market rates. The model is used to perform both net interest income forecast simulations for multiple year horizons and economic value of equity (“EVE”) analyses, each under various interest rate scenarios.
Net interest income forecast simulations measure the short- and medium-term earnings exposure from changes in market interest rates in a rigorous and explicit fashion. Our current financial position is combined with assumptions regarding future business to calculate future net interest income under various hypothetical rate scenarios. EVE measures our long-term earnings exposure from changes in market rates of interest. EVE is defined as the present value of assets minus the present value of liabilities at a point in time for a given set of market rate assumptions. An increase in EVE due to a specified rate change indicates an improvement in the long-term earnings capacity of the balance sheet assuming that the rate change remains in effect over the life of the current balance sheet.
The following table presents the projected impact of a change in interest rates on (1) static EVE and (2) earnings at risk (that is, net interest income) for the 1-12 and 13-24 month periods commencing April 1, 2026, in each case as compared to the result under rates present in the market on March 31, 2026. The changes in interest rates assume an instantaneous and parallel shift in the yield curve and do not account for changes in the slope of the yield curve.
The rate shock results for the net interest income simulations for the next 24 months produce an asset sensitive position at March 31, 2026. The preceding measures assume no change in the size or asset/liability compositions of the balance sheet, and they do not reflect future actions the ALCO may undertake in response to such changes in interest rates.
The scenarios assume instantaneous movements in interest rates in increments described in the table above. As interest rates are adjusted over time, it is our strategy to proactively change the volume and mix of our balance sheet in order to mitigate our interest rate risk. The computation of the prospective effects of hypothetical interest rate changes requires numerous assumptions, including asset prepayment speeds, the impact of competitive factors on our pricing of loans and deposits, the impact of market conditions on the securities yields and interest rates of our borrowings, how responsive our deposit repricing is to the change in market rates and the expected life of non-maturity deposits. These business assumptions are based upon our experience, business plans and published industry experience; however, such assumptions may not necessarily reflect the manner or timing in which cash flows, asset yields and liability costs respond to changes in market rates. Because these assumptions are inherently uncertain, actual results will differ from simulated results.
The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, collars, caps and/or floors, risk participations, forward commitments, and interest rate lock commitments, as part of its ongoing efforts to mitigate its interest rate risk exposure. For more information about the Company’s derivatives, see the information under the heading “Loan Commitments and Other Off-Balance Sheet Arrangements” in the Liquidity and Capital Resources section below and Note 9, “Derivative Instruments,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements. The next section also details our available sources of liquidity, both on and off-balance sheet.
Liquidity and Capital Resources
Liquidity management is the ability to meet the cash flow requirements of customers who may be either depositors wishing to withdraw funds or borrowers needing assurance that sufficient funds will be available to meet their credit needs.
Core deposits, which are deposits excluding brokered deposits, are the major source of funds used by the Bank to meet cash flow needs. Maintaining the ability to acquire these funds as needed in a variety of markets is the key to assuring the Bank’s liquidity. We may also access the brokered deposit market where rates are favorable to other sources of liquidity (especially in light of collateral requirements for certain borrowings) and core deposits are not sufficient for meeting our current and anticipated short- or long-term liquidity needs. We did not hold any brokered deposits at March 31, 2026 or December 31, 2025. Management continually monitors the Bank’s liquidity and non-core dependency ratios to ensure compliance with targets established by the ALCO.
Our investment portfolio is another alternative for meeting liquidity needs. These assets generally have readily available markets that offer conversions to cash as needed. Within the next twelve months the securities portfolio is forecasted to generate cash flow through principal payments and maturities equal to approximately 14.09% of the carrying value of the total securities portfolio. Securities within our investment portfolio are also used to secure certain deposit types, short-term borrowings and derivative instruments. At March 31, 2026, securities with a carrying value of $1,746,741 were pledged to secure government, public fund and trust deposits and as collateral for short-term borrowings and derivative instruments as compared to securities with a carrying value of $1,760,542 similarly pledged at December 31, 2025.
Other sources available for meeting liquidity needs include federal funds purchased, short and long-term advances from the FHLB and borrowings from the Federal Reserve Discount Window. Interest is charged at the prevailing market rate on federal funds purchased, FHLB advances and borrowings from the Federal Reserve Discount Window. There were $300,000 and $550,000 in short-term borrowings from the FHLB at March 31, 2026 and December 31, 2025, respectively. Long-term funds obtained from the FHLB are used to match-fund fixed rate loans in order to minimize interest rate risk and also are used to meet day-to-day liquidity needs, particularly when the cost of such borrowing compares favorably to the rates that we would be required to pay to attract deposits. There were no outstanding long-term advances with the FHLB at March 31, 2026 or December 31, 2025. The total amount of the remaining credit available to us from the FHLB at March 31, 2026 was $5,480,190. The credit available at the Federal Reserve Discount Window at March 31, 2026 was $706,245 with no borrowings
outstanding as of such date. We also maintain lines of credit with other commercial banks totaling $140,000. These are unsecured lines of credit with the majority maturing at various times within the next twelve months. There were no amounts outstanding under these lines of credit at March 31, 2026 or December 31, 2025.
Finally, we can access the capital markets to meet liquidity needs. The Company maintains a shelf registration statement with the SEC. The shelf registration statement, which was effective upon filing, allows the Company to raise capital from time to time through the sale of common stock, preferred stock, depositary shares, debt securities, rights, warrants and units, or a combination thereof, subject to market conditions. Specific terms and prices will be determined at the time of any offering under a separate prospectus supplement that the Company will file with the SEC at the time of the specific offering. The proceeds of the sale of securities, if and when offered, will be used for general corporate purposes or as otherwise described in the prospectus supplement applicable to the offering and could include the expansion of the Company’s banking and wealth management operations as well as other business opportunities. Our recently-completed $300,000 subordinated notes offering described above in Note 15, “Subsequent Events” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements, and our common stock offering completed in July 2024 reflect our access of the capital markets as described in this paragraph. We have accessed the capital markets to generate liquidity in the form of subordinated notes in previous years, and we have also assumed subordinated notes as part of acquisitions. The carrying value of subordinated notes, net of unamortized debt issuance costs, was $359,434 at March 31, 2026.
For further details on the Company’s funding sources, including total average deposits and borrowed funds by type, and the total cost of each funding source, see the “Results of Operations” section in this Item above.
Our strategy in choosing funds is focused on minimizing cost in the context of our balance sheet composition, interest rate risk position and liquidity forecast. Accordingly, management targets growth of core deposits, focusing on noninterest-bearing deposits. While we do not control the types of deposit instruments our clients choose, we do influence those choices with the rates and the deposit specials we offer. We constantly monitor our funds position and evaluate the effect that various funding sources have on our financial position.
Cash and cash equivalents were $1,216,980 at March 31, 2026, as compared to $1,091,339 at March 31, 2025. The increase is largely driven by the acquisition of $263,352 in cash and cash equivalents in connection with the merger with The First.
Cash provided by operating activities for the three months ended March 31, 2026 was $100,055, as compared to $50,098 for the three months ended March 31, 2025.
Cash used in investing activities for the three months ended March 31, 2026 was $232,856, as compared to $236,001 for the three months ended March 31, 2025. Proceeds from the sale, maturity or call of securities within our investment portfolio were $141,463 for the three months ended March 31, 2026, as compared to $56,789 for the same period in 2025. Purchases of investment securities were $378,991 during the first three months of 2026 and $175,815 for the same period in 2025.
Cash provided by financing activities for the three months ended March 31, 2026 was $279,063, as compared to $185,210 for the same period in 2025. Deposits increased $626,414 and $199,483 for the three months ended March 31, 2026 and 2025, respectively.
Restrictions on Bank Dividends, Loans and Advances
The Company’s liquidity and capital resources, as well as its ability to pay dividends to its shareholders, are substantially dependent on the ability of Renasant Bank to transfer funds to the Company in the form of dividends, loans and advances. Under Mississippi law, a Mississippi bank may not pay dividends unless its earned surplus is in excess of three times capital stock. A Mississippi bank with earned surplus in excess of three times capital stock may pay a dividend, subject to the approval of the Mississippi Department of Banking and Consumer Finance (the “DBCF”), provided that, effective July 1, 2026, DBCF approval will not be required except under certain circumstances such as, for example, when the Bank is subject to a regulatory enforcement or corrective action or would be undercapitalized after giving effect to the proposed dividend. In addition, Federal Reserve regulations prohibit a member bank from paying a dividend without prior approval from the Federal Reserve if either (1) the total of all dividends declared during the calendar year, including the proposed dividend, exceeds the sum of the bank’s net income for the current year plus its retained net income of the prior two calendar years or (2) the dividend would exceed the bank’s undivided profits as reportable on its Reports of Condition and Income. In this latter scenario, Federal Reserve regulations also require that at least two-thirds of the bank’s shareholders approve the proposed dividend. Accordingly, the approval of the DBCF is (until July 1, 2026 and thereafter may be) required prior to the Bank paying dividends to the Company, and under certain circumstances Federal Reserve approval may also be required.
Federal Reserve regulations also limit the amount the Bank may loan to the Company unless such loans are collateralized by specific obligations. At March 31, 2026, the maximum amount available for transfer from the Bank to the Company in the form of loans was $292,638. The Company maintains a $3,000 line of credit collateralized by cash with the Bank. There were no amounts outstanding under this line of credit at March 31, 2026.
These restrictions did not have any impact on the Company’s ability to meet its cash obligations in the three months ended March 31, 2026, nor does management expect such restrictions to materially impact the Company’s ability to meet its currently-anticipated cash obligations.
Loan Commitments and Other Off-Balance Sheet Arrangements
The Company enters into loan commitments and standby letters of credit in the normal course of its business. Loan commitments are made to accommodate the financial needs of the Company’s customers. Standby letters of credit commit the Company to make payments on behalf of customers when certain specified future events occur. Both arrangements have credit risk essentially the same as that involved in extending loans to customers and are subject to the Company’s normal credit policies, including establishing a provision for credit losses on unfunded commitments. Collateral (e.g., securities, receivables, inventory, equipment, etc.) is obtained based on management’s credit assessment of the customer.
Loan commitments and standby letters of credit do not necessarily represent future cash requirements of the Company in that while the borrower has the ability to draw upon these commitments at any time, these commitments often expire without being drawn upon. The Company’s unfunded loan commitments and standby letters of credit outstanding were as follows as of the dates presented:
March 31, 2026
December 31, 2025
Loan commitments
$
3,747,127
$
3,662,810
Standby letters of credit
123,210
122,367
The Company closely monitors the amount of remaining future commitments to borrowers in light of prevailing economic conditions and adjusts these commitments and the provision related thereto as necessary; the Company also reviews these commitments as part of its analysis of loan concentrations within the loan portfolio. The Company will continue this process as new commitments are entered into or existing commitments are renewed. For additional information related to the allowance and provision for credit losses on unfunded loan commitments, refer to the “Risk Management” section above.
The Company utilizes derivative financial instruments, including interest rate contracts such as swaps, collars, risk participations, caps and/or floors, as part of its ongoing efforts to mitigate its interest rate risk exposure and to facilitate the needs of its customers. The Company enters into derivative instruments that are not designated as hedging instruments to help its commercial customers manage their exposure to interest rate fluctuations. To mitigate the interest rate risk associated with these customer contracts, the Company enters into an offsetting derivative contract position with other financial institutions. The Company manages its credit risk, or potential risk of default by its commercial customers, through credit limit approval and monitoring procedures. At March 31, 2026, the Company had notional amounts of $1,858,019 on interest rate contracts with corporate customers and $1,858,019 in offsetting interest rate contracts with other financial institutions to mitigate the Company’s rate exposure on its corporate customers’ contracts and certain fixed rate loans.
Additionally, the Company enters into interest rate lock commitments with its customers to mitigate the interest rate risk associated with the commitments to fund fixed-rate and adjustable rate residential mortgage loans and also enters into forward commitments to sell residential mortgage loans to secondary market investors.
To mitigate future interest rate exposure on its FHLB borrowings and its junior subordinated debentures the Company enters into interest rate swap contracts that are accounted for as cash flow hedges. Under each of these contracts, the Company pays a fixed rate of interest and receives a variable rate of interest. The Company entered into an interest rate swap contract on its subordinated notes that is accounted for as a fair value hedge. Under this contract, the Company pays a variable rate of interest and receives a fixed rate of interest. The Company utilizes interest rate collars to protect against interest rate fluctuations on certain variable-rate loans. Under these contracts, interest income is limited to the interest rate cap; however, interest income is protected when market rates fall below the floor strike rate.
For more information about the Company’s derivatives, see Note 9, “Derivative Instruments,” in the Notes to Consolidated Financial Statements of the Company in Item 1, Financial Statements.
The decline in shareholders’ equity is attributable to share repurchases under the Company’s stock repurchase program, increases in accumulated other comprehensive loss and dividends declared, offset by current period earnings.
Effective October 28, 2025, the Company’s Board of Directors approved a $150.0 million stock repurchase program under which the Company is authorized to repurchase outstanding shares of its common stock either in open market purchases or privately negotiated transactions. During the first quarter of 2026, the Company repurchased 1,917,611 shares under the program at an average price of $39.53 per share. Effective April 28, 2026, the Company’s Board of Directors increased the amount authorized for repurchase under the Company’s stock repurchase program by $100.0 million (for a new aggregate authorization of $250.0 million). This plan will remain in effect until the earlier of October 2026 or the repurchase of the entire amount authorized under the plan. With this increase, as of April 28, 2026, approximately $136.8 million in repurchase authorization remains available under the program.
The Company has junior subordinated debentures with a carrying value of $140,908 at March 31, 2026, of which $136,512 was included in the Company’s Tier 2 capital.
The Company has subordinated notes with a par value of $373,400 at March 31, 2026, of which $359,434 is included in the Company’s Tier 2 capital.
The Federal Reserve, the FDIC and the Office of the Comptroller of the Currency have issued guidelines governing the levels of capital that bank holding companies and banks must maintain. Those guidelines specify capital tiers, which include the following classifications:
The following table provides the capital, risk-based capital and leverage ratios for the Company and for Renasant Bank as of the dates presented:
Actual
Minimum Capital Requirement to be Well Capitalized
Minimum Capital Requirement to be Adequately Capitalized (including the Capital Conservation Buffer)
Amount
Ratio
Amount
Ratio
Amount
Ratio
March 31, 2026
Renasant Corporation:
Risk-based capital ratios:
Common equity tier 1 capital ratio
$
2,420,147
11.22
%
$
1,402,304
6.50
%
$
1,510,174
7.00
%
Tier 1 risk-based capital ratio
2,420,147
11.22
1,725,913
8.00
1,833,783
8.50
Total risk-based capital ratio
3,186,315
14.77
2,157,391
10.00
2,265,261
10.50
Leverage capital ratios:
Tier 1 leverage ratio
2,420,147
9.54
1,268,987
5.00
1,015,189
4.00
Renasant Bank:
Risk-based capital ratios:
Common equity tier 1 capital ratio
$
2,656,243
12.32
%
$
1,401,875
6.50
%
$
1,509,711
7.00
%
Tier 1 risk-based capital ratio
2,656,243
12.32
1,725,384
8.00
1,833,221
8.50
Total risk-based capital ratio
2,926,384
13.57
2,156,730
10.00
2,264,567
10.50
Leverage capital ratios:
Tier 1 leverage ratio
2,656,243
10.47
1,268,031
5.00
1,014,425
4.00
December 31, 2025
Renasant Corporation:
Risk-based capital ratios:
Common equity tier 1 capital ratio
$
2,424,528
11.24
%
$
1,402,647
6.50
%
$
1,510,543
7.00
%
Tier 1 risk-based capital ratio
2,424,528
11.24
1,726,335
8.00
1,834,231
8.50
Total risk-based capital ratio
3,190,074
14.78
1,261,164
10.00
2,265,815
10.50
Leverage capital ratios:
Tier 1 leverage ratio
2,424,528
9.61
1,261,164
5.00
1,008,931
4.00
Renasant Bank:
Risk-based capital ratios:
Common equity tier 1 capital ratio
$
2,590,284
12.00
%
$
1,403,433
6.50
%
$
1,511,389
7.00
%
Tier 1 risk-based capital ratio
2,590,284
12.00
1,727,302
8.00
1,835,258
8.50
Total risk-based capital ratio
2,860,621
13.25
2,159,127
10.00
2,267,083
10.50
Leverage capital ratios:
Tier 1 leverage ratio
2,590,284
10.28
1,260,407
5.00
1,008,325
4.00
The Company elected to take advantage of transitional relief offered by the Federal Reserve and FDIC to delay for two years the estimated impact of CECL on regulatory capital, followed by a three-year transitional period to phase out the capital benefit provided by the two-year delay. The three-year transitional period began on January 1, 2022; the full impact of CECL is reflected in our capital ratios as of March 31, 2026.
We have identified certain accounting estimates that involve significant judgment and estimates which can have a material impact on our financial condition or results of operations. Our accounting policies are more fully described in Note 1, “Significant Accounting Policies,” in the Notes to Consolidated Financial Statements of the Company in Item 8, Financial Statements and Supplementary Data, in our Annual Report on Form 10-K for the year ended December 31, 2025. Actual amounts and values as of the balance sheet dates may be materially different from the amounts and values reported due to the inherent uncertainty in the estimation process. Also, future amounts and values could differ materially from those estimates due to changes in values and circumstances after the balance sheet date.
The accounting estimates that we believe to be the most critical in preparing our consolidated financial statements relate to the allowance for credit losses and acquisition accounting, which are described under “Critical Accounting Policies and Estimates” in Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, in our Annual Report on Form 10-K for the year ended December 31, 2025. Since December 31, 2025, there have been no material changes in these critical accounting estimates.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The Company’s primary market risk exposure is to changes in interest rates. Interest rate risk is managed as part of the Company’s broader risk management practices. See the information under the heading “Interest Rate Risk” in the “Risk Management” section of Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of this report for a description of the Company’s governance structure and risk management processes. There have been no material changes in or market risk since December 31, 2025. For additional information regarding our market risk, see our Annual Report on Form 10-K for the year ended December 31, 2025.
Item 4. CONTROLS AND PROCEDURES
Based on their evaluation as of the end of the period covered by this quarterly report on Form 10-Q, our Principal Executive Officer and Principal Financial Officer have concluded that due to the material weakness in the Company's internal control over financial reporting below, our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) are not effective for ensuring that information the Company is required to disclose in reports that it files or submits under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms and that such information is accumulated and communicated to the Company’s management, including its Principal Executive and Principal Financial Officers, as appropriate to allow timely decisions regarding required disclosure.
Changes in internal control over financial reporting
Other than as described below in regards to our remediation of the material weakness identified in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, no changes have occurred in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the period covered by this Quarterly Report on Form 10-Q that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.
Previously Identified Material Weakness
Based on the assessment of the effectiveness of the Company’s internal control over financial reporting as of December 31, 2025, as described in our Annual Report on Form 10-K, management concluded that the Company did not maintain effective internal control over financial reporting as of December 31, 2025 due to a material weakness related to the manual journal entry process impacting the Company’s general ledger accounts. We determined that, for a subset of journal entries that are manually entered into the Company’s general ledger, we failed to maintain effective segregation of duties. With respect to this subset of manual journal entries, it was possible for an individual to record an entry into our general ledger without prior approval. A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of the Company’s annual or interim financial statements will not be prevented or detected on a timely basis. As stated in our Annual Report on Form 10-K for the fiscal year ended December 31, 2025, management concluded that the existence of this material weakness did not result in any material misstatement to any of the Company’s previously issued consolidated financial statements related to these control deficiencies.
As noted above, the underlying cause of the above described material weakness was a failure to maintain effective segregation of duties for a subset of journal entries manually entered into the Company’s general ledger. To address this weakness, in the first quarter of 2026, the Company implemented the following new control procedures:
•We reduced the number of individuals with access to the Company’s general ledger on our core system. Following this change, only a limited number of individuals within the Company’s Finance Department retain the access necessary to effect such manual entries, which we believe reduces the likelihood that a journal entry would be manually entered without the required approval (as detailed in the next bullet).
•We implemented new supervision and review processes for journal entries manually entered directly into the Company’s general ledger on our core system:
◦Under the new process, before a manually-entered journal entry can be posted to the Company’s general ledger, a separate individual must approve the proposed journal entry. The processes also require that individuals performing the reviews have sufficient knowledge and experience in the relevant subject areas and are, therefore, qualified to perform such reviews.
◦To ensure the new process is properly executed, a member of the Company’s financial reporting staff routinely reviews a report of manual journal entries posted to our general ledger to ensure the entries were properly supported and approved prior to entry.
When evaluating the risk of an investment in the Company’s common stock, potential investors should carefully consider the risk factors appearing in Part I, Item 1A, Risk Factors, of the Company’s Annual Report on Form 10-K for the year ended December 31, 2025. There have been no material changes from the risk factors set forth in our Annual Report on Form 10-K.
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Unregistered Sales of Equity Securities
None.
Issuer Purchases of Equity Securities
During the three month period ended March 31, 2026, the Company repurchased shares of its common stock as indicated in the following table:
Total Number of Shares Purchased(1)
Average Price Paid per Share
Total Number of Shares Purchased as Part of Publicly Announced Share Repurchase Plans(2)
Maximum Number or Approximate Dollar Value of Shares That May Yet Be Purchased Under Share Repurchase Plans(2)(3)
January 1, 2026 to January 31, 2026
60,198
$
35.28
—
$
136,807
February 1, 2026 to February 28, 2026
1,070,237
40.11
1,068,395
94,405
March 1, 2026 to March 31, 2026
910,865
38.54
849,216
61,809
Total
2,041,300
$
39.27
1,917,611
(1)All shares in this column not purchased as part of a publicly-announced share repurchase plan (as detailed in footnote (2) below) are shares of Renasant Corporation stock withheld to satisfy the federal and state tax liabilities related to the vesting of time-based and performance-based restricted stock awards.
(2)The Company announced a $150.0 million stock repurchase program in October 2025 under which the Company was authorized to repurchase outstanding shares of its common stock either in open market purchases or privately-negotiated transactions. During the first quarter of 2026, the Company repurchased 1,917,611 shares under the program. Effective April 28, 2026, the Company’s Board of Directors increased the amount authorized for repurchase under the Company’s stock repurchase program by $100.0 million (for a new aggregate authorization of $250.0 million). This program will remain in effect through October 2026 or, if earlier, the repurchase of the entire amount of common stock authorized to be repurchased.
(3)Dollars in thousands
Please refer to the information discussing restrictions on the Company’s ability to pay dividends under the heading “Liquidity and Capital Resources” in Part I, Item 2, Management’s Discussion and Analysis of Financial Condition and Results of Operations, of this report, which is incorporated by reference herein.
During the quarter ended March 31, 2026, no director or officer (as defined in Rule 16a-1(f) under the Securities Exchange Act of 1934, as amended) adopted or terminated any “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement” (each as defined in Item 408(a) of Regulation S-K).
The following materials from Renasant Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026 were formatted in Inline XBRL (eXtensible Business Reporting Language): (i) Consolidated Balance Sheets, (ii) Consolidated Statements of Income, (iii) Consolidated Statements of Comprehensive Income, (iv) Consolidated Statements of Changes in Shareholders’ Equity, (v) Consolidated Statements of Cash Flows and (vi) Notes to Consolidated Financial Statements (Unaudited).
104
The cover page of Renasant Corporation’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2026, formatted in Inline XBRL (included in Exhibit 101).
(1)Filed as exhibit 3.1 to the Form 10-Q of the Company filed with the Securities and Exchange Commission (the “Commission”) on August 6, 2025, and incorporated herein by reference.
(2)Filed as exhibit 3(ii) to the Form 8-K of the Company filed with the Commission on May 1, 2026, and incorporated herein by reference.
The Company does not have any long-term debt instruments under which securities are authorized exceeding ten percent of the total assets of the Company and its subsidiaries on a consolidated basis. The Company will furnish to the Commission, upon its request, a copy of all long-term debt instruments.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.