Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 2025.
☐
Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from ______ to ______
Commission file number 001-15373
ENTERPRISE FINANCIAL SERVICES CORP
Incorporated in the State of Delaware
I.R.S. Employer Identification # 43-1706259
Address: 150 North Meramec
Clayton, MO63105
Telephone: (314) 725-5500
___________________
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, par value $0.01 per share
EFSC
Nasdaq Global Select Market
Depositary Shares, each representing a 1/40th interest in a share of 5.00% Fixed Rate Non-Cumulative Perpetual Preferred Stock, Series A
EFSCP
Nasdaq Global Select Market
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 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 ☒
As of July 30, 2025, the Registrant had 36,987,916 shares of outstanding common stock, $0.01 par value per share.
This document is also available through our website at http://www.enterprisebank.com.
ENTERPRISE FINANCIAL SERVICES CORP AND SUBSIDIARIES
The acronyms and abbreviations identified below are used in various sections of this Form 10-Q, including the Condensed Consolidated Financial Statements and the Notes to Condensed Consolidated Financial Statements in Item 1 and “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” in Item 2 of this Form 10-Q.
ACL
Allowance for Credit Losses
Federal Reserve
Board of Governors of the Federal Reserve System
ASU
Accounting Standards Update
FHLB
Federal Home Loan Bank
Bank
Enterprise Bank & Trust
GAAP
Generally Accepted Accounting Principles (United States)
C&I
Commercial and Industrial
GDP
Gross Domestic Product
CCB
Capital Conservation Buffer
NIM
Net Interest Margin
CECL
Current Expected Credit Loss
NM
Not meaningful
Company, Enterprise, We, Us or Our
Enterprise Financial Services Corp and Subsidiaries
OREO
Other real estate owned
CRE
Commercial Real Estate
PPNR
Pre-provision net revenue
EFSC
Enterprise Financial Services Corp
SBA
Small Business Administration
FASB
Financial Accounting Standards Board
SEC
Securities and Exchange Commission
FDIC
Federal Deposit Insurance Corporation
SOFR
Secured Overnight Financing Rate
PART I - ITEM 1 - FINANCIAL STATEMENTS
ENTERPRISE FINANCIAL SERVICES CORP AND SUBSIDIARIES
Condensed Consolidated Balance Sheets (Unaudited)
($ in thousands, except share data)
June 30, 2025
December 31, 2024
Assets
Cash and due from banks
$
252,817
$
270,975
Federal funds sold
11,070
5,706
Interest-earning deposits
227,633
487,489
Total cash and cash equivalents
491,520
764,170
Interest-earning deposits greater than 90 days
899
1,881
Securities available-for-sale
2,204,511
1,862,270
Securities held-to-maturity, net
1,091,238
928,935
Loans held-for-sale
586
110
Loans
11,408,840
11,220,355
Allowance for credit losses on loans
(145,133)
(137,950)
Total loans, net
11,263,707
11,082,405
Other investments
88,598
72,784
Fixed assets, net
48,639
45,009
Goodwill
365,164
365,164
Intangible assets, net
6,876
8,484
Other assets
514,561
465,219
Total assets
$
16,076,299
$
15,596,431
Liabilities and Stockholders' Equity
Noninterest-bearing demand accounts
$
4,322,332
$
4,484,072
Interest-bearing demand accounts
3,184,670
3,175,292
Money market accounts
3,676,197
3,564,063
Savings accounts
532,835
553,461
Certificates of deposit:
Brokered
752,422
484,588
Customer
848,903
885,016
Total deposits
13,317,359
13,146,492
Subordinated debentures and notes
156,796
156,551
FHLB advances
294,000
—
Other borrowings
210,641
280,821
Other liabilities
174,604
188,565
Total liabilities
$
14,153,400
$
13,772,429
Commitments and contingent liabilities (Note 5)
Stockholders’ equity:
Preferred stock, $0.01 par value; 5,000,000 shares authorized; 75,000 shares issued and outstanding ($1,000 per share liquidation preference)
71,988
71,988
Common stock, $0.01 par value; 75,000,000 shares authorized; 36,949,923 and 36,987,728 shares issued and outstanding
369
370
Additional paid in capital
991,663
990,733
Retained earnings
947,864
877,629
Accumulated other comprehensive loss, net
(88,985)
(116,718)
Total stockholders’ equity
1,922,899
1,824,002
Total liabilities and stockholders’ equity
$
16,076,299
$
15,596,431
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
1
ENTERPRISE FINANCIAL SERVICES CORP AND SUBSIDIARIES
Condensed Consolidated Statements of Income (Unaudited)
Three months ended June 30,
Six months ended June 30,
($ in thousands, except per share data)
2025
2024
2025
2024
Interest income:
Loans
$
187,845
$
189,211
$
369,757
$
375,775
Debt securities:
Taxable
19,310
11,765
36,527
23,184
Nontaxable
7,814
5,798
14,933
11,563
Interest-earning deposits
3,368
4,389
8,492
7,958
Dividends on equity securities
630
481
1,038
887
Total interest income
218,967
211,644
430,747
419,367
Interest expense:
Deposits
59,979
66,374
119,245
130,847
Subordinated debentures and notes
2,737
2,684
5,299
5,168
FHLB advances
1,801
561
2,088
1,590
Other borrowings
1,688
1,496
3,837
3,505
Total interest expense
66,205
71,115
130,469
141,110
Net interest income
152,762
140,529
300,278
278,257
Provision for credit losses
3,470
4,819
8,654
10,575
Net interest income after provision for credit losses
149,292
135,710
291,624
267,682
Noninterest income:
Deposit service charges
4,940
4,542
9,360
8,965
Wealth management revenue
2,584
2,590
5,243
5,134
Card services revenue
2,444
2,497
4,839
4,909
Tax credit income (loss)
2,207
1,874
4,817
(316)
Other income
8,429
3,991
14,828
8,960
Total noninterest income
20,604
15,494
39,087
27,652
Noninterest expense:
Employee compensation and benefits
50,164
44,524
98,372
89,786
Deposit costs
24,765
21,706
48,588
41,983
Occupancy
5,065
4,197
9,495
8,523
Data processing
4,713
5,339
9,522
9,678
Professional fees
2,029
1,298
3,757
2,733
Other expense
18,966
16,953
35,751
34,815
Total noninterest expense
105,702
94,017
205,485
187,518
Income before income tax expense
64,194
57,187
125,226
107,816
Income tax expense
12,810
11,741
23,881
21,969
Net income
$
51,384
$
45,446
$
101,345
$
85,847
Dividends on preferred stock
937
937
1,875
1,875
Net income available to common stockholders
$
50,447
$
44,509
$
99,470
$
83,972
Earnings per common share
Basic
$
1.36
$
1.19
$
2.69
$
2.24
Diluted
1.36
1.19
2.67
2.24
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
2
ENTERPRISE FINANCIAL SERVICES CORP AND SUBSIDIARIES
Condensed Consolidated Statements of Comprehensive Income (Unaudited)
Three months ended June 30,
Six months ended June 30,
($ in thousands)
2025
2024
2025
2024
Net income
$
51,384
$
45,446
$
101,345
$
85,847
Other comprehensive income (loss), net of tax:
Change in unrealized gain (loss) on available-for-sale securities
11,348
(5,375)
24,233
(16,448)
Reclassification of gain on the sale of available-for-sale securities
—
—
(80)
—
Reclassification of gain on held-to-maturity securities
(607)
(619)
(1,219)
(1,245)
Change in unrealized gain (loss) on cash flow hedges
1,362
(1,175)
4,355
(4,117)
Reclassification of loss on cash flow hedges
303
421
444
686
Total other comprehensive income (loss), net of tax
12,406
(6,748)
27,733
(21,124)
Total comprehensive income
$
63,790
$
38,698
$
129,078
$
64,723
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
3
ENTERPRISE FINANCIAL SERVICES CORP AND SUBSIDIARIES
Condensed Consolidated Statements of Stockholders’ Equity (Unaudited)
Three and six months ended June 30, 2025
Preferred Stock
Common Stock
($ in thousands, except per share data)
Shares
Amount
Shares
Amount
Additional Paid in Capital
Retained Earnings
Accumulated Other Comprehensive Income (Loss)
Total Stockholders’ Equity
Balance at March 31, 2025
75
$
71,988
36,928
$
369
$
988,554
$
908,553
$
(101,391)
$
1,868,073
Net income
—
—
—
—
—
51,384
—
51,384
Other comprehensive income
—
—
—
—
—
—
12,406
12,406
Common stock dividends ($0.30 per share)
—
—
—
—
—
(11,081)
—
(11,081)
Preferred stock dividends ($12.50 per share)
—
—
—
—
—
(937)
—
(937)
Issuance under equity compensation plans, net
—
—
22
—
45
(55)
—
(10)
Stock-based compensation
—
—
—
—
3,064
—
—
3,064
Balance at June 30, 2025
75
$
71,988
36,950
$
369
$
991,663
$
947,864
$
(88,985)
$
1,922,899
Balance at December 31, 2024
75
$
71,988
36,988
$
370
$
990,733
$
877,629
$
(116,718)
$
1,824,002
Net income
—
—
—
—
—
101,345
—
101,345
Other comprehensive income
—
—
—
—
—
—
27,733
27,733
Common stock dividends ($0.59 per share)
—
—
—
—
—
(21,798)
—
(21,798)
Preferred stock dividends ($25.00 per share)
—
—
—
—
—
(1,875)
—
(1,875)
Repurchase of common stock
—
—
(192)
(2)
(5,152)
(5,476)
—
(10,630)
Issuance under equity compensation plans, net
—
—
154
1
(110)
(1,961)
—
(2,070)
Stock-based compensation
—
—
—
—
6,192
—
—
6,192
Balance at June 30, 2025
75
$
71,988
36,950
$
369
$
991,663
$
947,864
$
(88,985)
$
1,922,899
Three and six months ended June 30, 2024
Preferred Stock
Common Stock
($ in thousands, except per share data)
Shares
Amount
Shares
Amount
Additional Paid in Capital
Retained Earnings
Accumulated Other Comprehensive Income (Loss)
Total Stockholders’ Equity
Balance at March 31, 2024
75
$
71,988
37,515
$
375
$
995,969
$
778,784
$
(115,391)
$
1,731,725
Net income
—
—
—
—
—
45,446
—
45,446
Other comprehensive loss
—
—
—
—
—
—
(6,748)
(6,748)
Common stock dividends ($0.26 per share)
—
—
—
—
—
(9,728)
—
(9,728)
Preferred stock dividends ($12.50 per share)
—
—
—
—
—
(937)
—
(937)
Repurchase of common stock
—
—
(225)
(2)
(5,994)
(2,600)
—
(8,596)
Issuance under equity compensation plans, net
—
—
54
—
1,502
(30)
—
1,472
Stock-based compensation
—
—
—
—
2,639
—
—
2,639
Balance at June 30, 2024
75
$
71,988
37,344
$
373
$
994,116
$
810,935
$
(122,139)
$
1,755,273
Balance at December 31, 2023
75
$
71,988
37,416
$
374
$
995,208
$
749,513
$
(101,015)
$
1,716,068
Net income
—
—
—
—
—
85,847
—
85,847
Other comprehensive loss
—
—
—
—
—
—
(21,124)
(21,124)
Common stock dividends ($0.51 per share)
—
—
—
—
—
(19,106)
—
(19,106)
Preferred stock dividends ($25.00 per share)
—
—
—
—
—
(1,875)
—
(1,875)
Repurchase of common stock
—
—
(225)
(2)
(5,994)
(2,600)
—
(8,596)
Issuance under equity compensation plans, net
—
—
153
1
(112)
(844)
—
(955)
Stock-based compensation
—
—
—
—
5,014
—
—
5,014
Balance at June 30, 2024
75
$
71,988
37,344
$
373
$
994,116
$
810,935
$
(122,139)
$
1,755,273
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
4
ENTERPRISE FINANCIAL SERVICES CORP AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows (Unaudited)
Six months ended June 30,
($ in thousands)
2025
2024
Cash flows from operating activities:
Net income
$
101,345
$
85,847
Adjustments to reconcile net income to net cash provided by operating activities
Depreciation
3,091
2,591
Provision for credit losses
8,654
10,575
Deferred income taxes
(2,789)
939
Net amortization of discount/premiums on debt securities
2,085
2,056
Net amortization on loans
975
1,004
Amortization of intangible assets
1,608
1,991
Amortization of servicing assets
476
606
Mortgage loans originated-for-sale
(12,150)
(14,177)
Proceeds from mortgage loans sold
11,744
14,017
Net loss (gain) on:
Sale of investment securities
(106)
—
Sale of SBA loans
(3,048)
(1,415)
Sale of other real estate
(79)
2
Sale of state tax credits
(110)
(769)
Stock-based compensation
6,192
5,014
Net change in other assets and liabilities
(16,579)
(1,884)
Net cash provided by operating activities
101,309
106,397
Cash flows from investing activities:
Net increase in loans
(255,212)
(150,911)
Proceeds received from:
Sale of debt securities, available-for-sale
9,631
—
Paydown or maturity of debt securities, available-for-sale
198,032
107,671
Paydown or maturity of debt securities, held-to-maturity
9,400
3,471
Redemption of other investments
63,144
50,387
Sale of SBA loans
60,028
25,090
Sale of state tax credits held for sale
725
4,319
Sale of other real estate
3,619
207
Settlement of bank-owned life insurance policies
2,079
—
Payments for the purchase of:
Available-for-sale debt securities
(488,484)
(127,647)
Held-to-maturity debt securities
(175,052)
(28,480)
Other investments
(78,102)
(57,134)
Bank owned life insurance
(75,000)
—
State tax credits held for sale
(360)
(2,803)
Fixed assets
(6,721)
(4,741)
Net cash used in investing activities
(732,273)
(180,571)
5
Six months ended June 30,
($ in thousands)
2025
2024
Cash flows from financing activities:
Net decrease in noninterest-bearing deposit accounts
(161,740)
(30,435)
Net increase in interest-bearing deposit accounts
332,607
136,447
Net increase in short term FHLB advances, net
294,000
78,000
Repayments of notes payable
—
(11,429)
Net decrease in other borrowings
(70,180)
(108,131)
Repurchase of common stock
(10,630)
(8,596)
Cash dividends paid on common stock
(21,798)
(19,106)
Cash dividends paid on preferred stock
(1,875)
(1,875)
Other
(2,070)
(955)
Net cash provided by financing activities
358,314
33,920
Net decrease in cash and cash equivalents
(272,650)
(40,254)
Cash and cash equivalents, beginning of period
764,170
433,029
Cash and cash equivalents, end of period
$
491,520
$
392,775
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest
$
130,213
$
142,563
Income taxes
24,626
14,401
Noncash investing and financing transactions:
Transfer to other bank owned assets
7,821
3,219
Right-of-use assets obtained in exchange for lease obligations
—
985
The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.
6
ENTERPRISE FINANCIAL SERVICES CORP AND SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements (Unaudited)
NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
The significant accounting policies used by the Company in the preparation of the condensed consolidated financial statements are summarized below:
Business and Consolidation
Enterprise is a financial holding company that provides a full range of banking and wealth management services to individuals and corporate customers primarily located in Arizona, California, Florida, Kansas, Missouri, Nevada, and New Mexico, and SBA loan and deposit productions offices throughout the country through its banking subsidiary, Enterprise Bank & Trust.
Operating results for the three and six months ended June 30, 2025 are not necessarily indicative of the results that may be expected for any other interim period or for the year ending December 31, 2025. These financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC.
Basis of Financial Statement Presentation
The accompanying unaudited condensed consolidated financial statements of the Company and its subsidiaries have been prepared in accordance with GAAP for interim financial information and pursuant to the rules and regulations of the SEC. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to those rules and regulations, although the Company believes that the disclosures made are adequate to make the information presented not misleading. Except as disclosed herein, there has been no material change in the information disclosed in the Notes to Consolidated Financial Statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
The condensed consolidated financial statements include the accounts of the Company and its subsidiaries, all of which are wholly owned. All intercompany accounts and transactions have been eliminated.
In the opinion of management, the consolidated financial statements contain all adjustments (consisting of normal recurring accruals) considered necessary for the fair presentation of the statements of financial position, results of operations, and cash flow for the interim periods.
Acquisitions
On April 28, 2025, the Company announced its pending acquisition via purchase and assumption agreement with First Interstate Bank (“First Interstate”) pursuant to which the Bank will acquire twelve branches (the “Branches”) from First Interstate, including certain deposits and loans, and the owned real estate and fixed and other assets associated with the Branches. The transaction is expected to close in the fourth quarter of 2025. The Bank has received regulatory approval for the purchase of the Branches, and the transaction is subject to satisfaction of certain customary closing conditions.
7
Recent Accounting Pronouncements
FASB ASU 2023-09, Income Tax Disclosures. ASU 2023-09 was issued in December 2023 to require annual disclosures on specific categories in the income tax rate reconciliation and provide additional information for reconciling items that meet a quantitative threshold. Annual disclosures are required on income taxes paid, including the amounts paid for federal, state and foreign taxes and the amount paid in individual jurisdictions if the amount is equal to or greater than 5% of total income taxes paid (net of refunds received). Additional annual disclosures are required on pre-tax income from continuing operations and income tax expense, disaggregated by domestic and foreign amounts. The amendments in this update are effective for fiscal years beginning after December 15, 2024. The Company is evaluating the accounting and disclosure requirements of ASU 2023-09 and does not expect them to have a material effect on the consolidated financial statements.
FASB ASU 2024-03, Expense Disaggregation Disclosures. ASU 2024-03 was issued in November 2024 to require public business entities to provide disaggregated disclosures, in the notes to the financial statements, of certain categories of expenses that are included in expense line items on the face of the income statement. The amendments in this update improve the disclosures about a public business entity’s expenses and address requests from investors for more detailed information about the types of expenses in commonly presented expense captions. The amendments in this update are effective for fiscal years beginning after December 15, 2026 and interim periods within fiscal years beginning after December 15, 2027, with early adoption permitted. The Company is evaluating the accounting and disclosure requirements of ASU 2024-03 and does not expect them to have a material effect on the consolidated financial statements.
NOTE 2 - EARNINGS PER SHARE
Basic earnings per common share is calculated by dividing net income available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted earnings per common share gives effect to all dilutive potential common shares outstanding during the period using the treasury stock method.
The following table presents a summary of per common share data and amounts for the periods indicated.
Three months ended June 30,
Six months ended June 30,
(in thousands, except per share data)
2025
2024
2025
2024
Net income available to common stockholders
$
50,447
$
44,509
$
99,470
$
83,972
Weighted average common shares outstanding
36,963
37,485
36,967
37,488
Additional dilutive common stock equivalents
209
55
257
76
Weighted average common diluted shares outstanding
37,172
37,540
37,224
37,564
Basic earnings per common share:
$
1.36
$
1.19
$
2.69
$
2.24
Diluted earnings per common share:
1.36
1.19
2.67
2.24
For the three and six months ended June 30, 2025, common stock equivalents of approximately 353,000 and 258,000, respectively, were excluded from the earnings per share calculations because their effect would have been anti-dilutive. Comparatively, there were 634,000 and 621,000 common stock equivalents excluded in the three and six months ended June 30, 2024, respectively.
8
NOTE 3 - INVESTMENTS
The following tables present the amortized cost, gross unrealized gains and losses, allowance for credit losses and fair value of securities available-for-sale and held-to-maturity:
June 30, 2025
($ in thousands)
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Fair Value
Available-for-sale securities:
Obligations of U.S. Government-sponsored enterprises
$
252,037
$
125
$
(9,792)
$
242,370
Obligations of states and political subdivisions
547,277
257
(83,482)
464,052
Agency mortgage-backed securities
1,395,601
8,368
(45,459)
1,358,510
U.S. Treasury bills
116,992
11
(948)
116,055
Corporate debt securities
23,698
81
(255)
23,524
Total securities available-for-sale
$
2,335,605
$
8,842
$
(139,936)
$
2,204,511
Held-to-maturity securities:
Obligations of states and political subdivisions
$
928,973
$
2,372
$
(68,867)
$
862,478
Agency mortgage-backed securities
45,922
—
(3,866)
42,056
Corporate debt securities
116,638
297
(5,080)
111,855
Total securities held-to-maturity
$
1,091,533
$
2,669
$
(77,813)
$
1,016,389
Allowance for credit losses
(295)
Total securities held-to-maturity, net
$
1,091,238
December 31, 2024
($ in thousands)
Amortized Cost
Gross Unrealized Gains
Gross Unrealized Losses
Fair Value
Available-for-sale securities:
Obligations of U.S. Government-sponsored enterprises
$
290,329
$
69
$
(14,358)
$
276,040
Obligations of states and political subdivisions
492,896
12
(83,711)
409,197
Agency mortgage-backed securities
1,090,495
1,072
(64,173)
1,027,394
U.S. Treasury Bills
130,565
34
(1,706)
128,893
Corporate debt securities
21,198
—
(452)
20,746
Total securities available-for-sale
$
2,025,483
$
1,187
$
(164,400)
$
1,862,270
Held-to-maturity securities:
Obligations of states and political subdivisions
$
759,059
$
2,366
$
(60,351)
$
701,074
Agency mortgage-backed securities
47,912
—
(5,004)
42,908
Corporate debt securities
122,221
269
(7,601)
114,889
Total securities held-to-maturity
$
929,192
$
2,635
$
(72,956)
$
858,871
Allowance for credit losses
(257)
Total securities held-to-maturity, net
$
928,935
The balance of held-to-maturity securities in the “Amortized Cost” column in the table above includes a cumulative net unamortized unrealized gain of $9.2 million and $10.8 million at June 30, 2025 and December 31, 2024, respectively. Such amounts are amortized over the remaining life of the securities.
9
At June 30, 2025 and December 31, 2024, there were no holdings of securities of any one issuer in an amount greater than 10% of stockholders’ equity, other than U.S. Government agencies and sponsored enterprises. The agency mortgage-backed securities are all issued by U.S. Government agencies and sponsored enterprises. Securities of $1.7 billion and $1.5 billion at June 30, 2025 and December 31, 2024, respectively, were pledged as collateral to secure deposits of public institutions and for other purposes as required by law or contract provisions, in addition to collateral securing borrowing bases with the FHLB and the Federal Reserve.
The amortized cost and estimated fair value of debt securities at June 30, 2025, by contractual maturity, are shown below. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. The weighted average life of the mortgage-backed securities is approximately six years.
Available-for-sale
Held-to-maturity
($ in thousands)
Amortized Cost
Estimated Fair Value
Amortized Cost
Estimated Fair Value
Due in one year or less
$
171,956
$
170,028
$
4,527
$
4,518
Due after one year through five years
177,526
171,763
125,076
120,366
Due after five years through ten years
294,410
253,855
235,371
230,589
Due after ten years
296,112
250,355
680,637
618,860
Agency mortgage-backed securities
1,395,601
1,358,510
45,922
42,056
$
2,335,605
$
2,204,511
$
1,091,533
$
1,016,389
The following tables presents a summary of available-for-sale investment securities in an unrealized loss position:
June 30, 2025
Less than 12 months
12 months or more
Total
($ in thousands)
Fair Value
Unrealized Losses
Fair Value
Unrealized Losses
Fair Value
Unrealized Losses
Obligations of U.S. Government-sponsored enterprises
$
8,521
$
25
$
220,414
$
9,767
$
228,935
$
9,792
Obligations of states and political subdivisions
9,484
210
402,776
83,272
412,260
83,482
Agency mortgage-backed securities
90,236
1,345
439,829
44,114
530,065
45,459
U.S. Treasury bills
37,886
23
42,465
925
80,351
948
Corporate debt securities
1,960
39
6,534
216
8,494
255
$
148,087
$
1,642
$
1,112,018
$
138,294
$
1,260,105
$
139,936
December 31, 2024
Less than 12 months
12 months or more
Total
($ in thousands)
Fair Value
Unrealized Losses
Fair Value
Unrealized Losses
Fair Value
Unrealized Losses
Obligations of U.S. Government-sponsored enterprises
$
21,044
$
132
$
234,191
$
14,226
$
255,235
$
14,358
Obligations of states and political subdivisions
3,117
143
403,767
83,568
406,884
83,711
Agency mortgage-backed securities
423,600
6,763
478,790
57,410
902,390
64,173
U.S. Treasury bills
11,708
23
54,177
1,683
65,885
1,706
Corporate debt securities
1,956
44
8,342
408
10,298
452
$
461,425
$
7,105
$
1,179,267
$
157,295
$
1,640,692
$
164,400
The unrealized losses at both June 30, 2025 and December 31, 2024 were attributable primarily to changes in market interest rates after the securities were purchased. At each of June 30, 2025 and December 31, 2024, the Company did not have an allowance for credit losses on available-for-sale securities.
10
Accrued interest on held-to-maturity debt securities totaled $10.7 million and $8.6 million at June 30, 2025 and December 31, 2024, respectively, and is excluded from the estimate of expected credit losses. The estimate of expected credit losses considers historical credit loss information adjusted for current conditions and reasonable and supportable forecasts. The ACL on held-to-maturity securities was $0.3 million at both June 30, 2025 and December 31, 2024, respectively.
There were no sales of available-for-sale securities during the three months ended June 30, 2025 and June 30, 2024, respectively, or the six months ended June 30, 2024. The Company sold $9.5 million of available-for-sale securities during the six months ended June 30, 2025 for a gain of $0.1 million.
Other Investments
At June 30, 2025 and December 31, 2024, other investments totaled $88.6 million and $72.8 million, respectively. As a member of the FHLB system administered by the Federal Housing Finance Agency, the Bank is required to maintain a minimum investment in capital stock with the FHLB consisting of membership stock and activity-based stock. The FHLB capital stock of $22.6 million at June 30, 2025 and $8.7 million at December 31, 2024 is recorded at cost, which represents redemption value, and is included in other investments in the consolidated balance sheets. The remaining amounts in other investments primarily include investments in Small Business Investment Companies, Community Development Financial Institutions, private equity investments, and the Company’s investment in unconsolidated trusts used to issue trust preferred securities to third parties.
NOTE 4 - LOANS
The following table presents a summary of loans by category:
($ in thousands)
June 30, 2025
December 31, 2024
Commercial and industrial
$
4,875,484
$
4,720,428
Real estate:
Commercial - investor owned
2,741,593
2,607,755
Commercial - owner occupied
2,326,431
2,359,956
Construction and land development
846,143
892,563
Residential
363,836
358,923
Total real estate loans
6,278,003
6,219,197
Other
257,161
281,193
Loans, before unearned loan fees
11,410,648
11,220,818
Unearned loan fees, net
(1,808)
(463)
Loans, including unearned loan fees
$
11,408,840
$
11,220,355
The loan balance includes a net premium on acquired loans of $7.1 million and $7.8 million at June 30, 2025 and December 31, 2024, respectively. At June 30, 2025 and December 31, 2024, loans and securities of $6.3 billion and $5.7 billion, respectively, were pledged to the FHLB and the Federal Reserve.
Accrued interest totaled $55.8 million and $52.4 million at June 30, 2025 and December 31, 2024, respectively, and was reported in “Other Assets” on the consolidated balance sheets.
The Company sold $24.4 million and $55.7 million of the guaranteed portion of SBA 7(a) loans during the three and six months ended June 30, 2025, respectively. A gain on sale of $1.2 million and $3.0 million was recognized for the three and six months ended June 30, 2025, respectively. During the six months ended June 30, 2024, the Company sold the guaranteed portion of SBA 7(a) loans of $23.1 million resulting in a gain on sale of $1.4 million. There were no sales in the three months ended June 30, 2024.
The Company had an immaterial amount of consumer mortgage loans secured by residential real estate in process of foreclosure as of June 30, 2025, compared to none at December 31, 2024.
11
A summary of the activity, by loan category, in the ACL on loans for the three and six months ended June 30, 2025 and 2024 is as follows:
($ in thousands)
Commercial and industrial
CRE - investor owned
CRE - owner occupied
Construction and land development
Residential real estate
Other
Total
Allowance for credit losses on loans:
Balance at March 31, 2025
$
69,887
$
30,551
$
18,360
$
12,114
$
7,744
$
4,288
$
142,944
Provision (benefit) for credit losses
1,748
(404)
(111)
991
974
(379)
2,819
Charge-offs
(2,422)
—
(672)
(146)
(369)
(188)
(3,797)
Recoveries
2,868
42
66
5
135
51
3,167
Balance at June 30, 2025
$
72,081
$
30,189
$
17,643
$
12,964
$
8,484
$
3,772
$
145,133
($ in thousands)
Commercial and industrial
CRE - investor owned
CRE - owner occupied
Construction and land development
Residential real estate
Other
Total
Allowance for credit losses on loans:
Balance at December 31, 2024
$
63,231
$
34,217
$
20,400
$
9,837
$
6,534
$
3,731
$
137,950
Provision (benefit) for credit losses
7,496
(4,155)
(2,077)
3,255
2,030
205
6,754
Charge-offs
(3,013)
—
(1,034)
(146)
(594)
(295)
(5,082)
Recoveries
4,367
127
354
18
514
131
5,511
Balance at June 30, 2025
$
72,081
$
30,189
$
17,643
$
12,964
$
8,484
$
3,772
$
145,133
($ in thousands)
Commercial and industrial
CRE - investor owned
CRE - owner occupied
Construction and land development
Residential real estate
Other
Total
Allowance for credit losses on loans:
Balance at March 31, 2024
$
58,714
$
31,196
$
24,807
$
9,825
$
6,479
$
4,477
$
135,498
Provision (benefit) for credit losses
1,808
724
1,253
1,655
(1,087)
218
4,571
Charge-offs
(556)
(17)
(1,755)
—
(244)
(158)
(2,730)
Recoveries
1,512
—
11
24
440
138
2,125
Balance at June 30, 2024
$
61,478
$
31,903
$
24,316
$
11,504
$
5,588
$
4,675
$
139,464
($ in thousands)
Commercial and industrial
CRE - investor owned
CRE - owner occupied
Construction and land development
Residential real estate
Other
Total
Allowance for credit losses on loans:
Balance at December 31, 2023
$
58,886
$
31,280
$
23,405
$
10,198
$
6,142
$
4,860
$
134,771
Provision (benefit) for credit losses
6,786
864
2,753
1,276
(681)
164
11,162
Charge-offs
(5,909)
(322)
(1,867)
—
(741)
(541)
(9,380)
Recoveries
1,715
81
25
30
868
192
2,911
Balance at June 30, 2024
$
61,478
$
31,903
$
24,316
$
11,504
$
5,588
$
4,675
$
139,464
The ACL on sponsor finance loans, which is included in the categories above, represented $26.5 million and $14.5 million at June 30, 2025 and December 31, 2024, respectively.
12
The CECL methodology incorporates various economic scenarios. The Company utilizes three forecasts in the model: Moody’s baseline, a stronger near-term growth upside and a moderate downside forecast. The Company weights these scenarios at 40%, 30%, and 30%, respectively, which added approximately $11.1 million to the ACL on loans over the baseline model at June 30, 2025. The baseline forecast incorporates an expectation that the federal funds rate will continue to fall in 2025. The Company has also recognized various risks posed by loans in certain segments, including the commercial office sector, by allocating additional reserves to those segments. Some of the key risks to the forecasts that could result in future provision for credit losses are market reactions to the Federal Reserve policy actions that could push the economy into a recession, persistently higher inflation (including the impact of tariffs), tightening in the credit markets, and further weakness in the financial system.
In addition to the CECL methodology, the Company incorporates qualitative adjustments into the ACL on loans to capture credit risks inherent within the loan portfolio that are not captured in the CECL model. Included in these risks are 1) changes in lending policies and procedures, 2) actual and expected changes in business and economic conditions, 3) changes in the nature and volume of the portfolio, 4) changes in lending management, 5) changes in volume and the severity of past due loans, 6) changes in the quality of the loan review system, 7) changes in the value of underlying collateral, 8) the existence and effect of concentrations of credit and 9) other factors such as the regulatory, legal and competitive environments and events such as natural disasters and pandemics. At June 30, 2025, the ACL on loans included a qualitative adjustment of approximately $40.6 million. Of this amount, approximately $19.6 million was allocated to sponsor finance loans due to their mostly unsecured nature.
13
The current year-to-date gross charge-offs by loan class and year of origination is presented in the following tables:
June 30, 2025
Term Loans by Origination Year
($ in thousands)
2025
2024
2023
2022
2021
Prior
Revolving Loans Converted to Term Loans
Revolving Loans
Total
Commercial and industrial
$
—
$
1,002
$
—
$
243
$
—
$
685
$
168
$
787
$
2,885
Real estate:
Commercial - owner occupied
—
—
285
—
80
669
—
—
1,034
Construction and land development
—
—
—
146
—
—
—
—
146
Residential
—
—
—
—
—
328
41
225
594
Other
—
—
—
—
—
3
5
—
8
Total charge-offs by origination year
$
—
$
1,002
$
285
$
389
$
80
$
1,685
$
214
$
1,012
$
4,667
Total gross charge-offs by performing status
415
Total gross charge-offs
$
5,082
December 31, 2024
Term Loans by Origination Year
($ in thousands)
2024
2023
2022
2021
2020
Prior
Revolving Loans Converted to Term Loans
Revolving Loans
Total
Commercial and industrial
$
312
$
2,646
$
3,043
$
35
$
166
$
772
$
2,205
$
3,589
$
12,768
Real estate:
Commercial - investor owned
—
—
—
252
—
448
—
—
700
Commercial - owner occupied
—
—
41
475
10
2,548
—
—
3,074
Construction and land development
—
—
—
—
3,224
—
—
—
3,224
Residential
—
—
166
15
—
471
202
24
878
Other
4
17
—
58
—
79
103
1
262
Total charge-offs by origination year
$
316
$
2,663
$
3,250
$
835
$
3,400
$
4,318
$
2,510
$
3,614
$
20,906
Total gross charge-offs by performing status
968
Total gross charge-offs
$
21,874
14
Nonperforming loans were $105.8 million at June 30, 2025, compared to $42.7 million at December 31, 2024. The increase in nonperforming loans largely reflects two borrowing relationships sharing a common general partner where the entities filed bankruptcy as a result of a business dispute between partners. The loans are well secured with both collateral and strong guarantees, and as the Company expects to collect the balance of the loans, there are no individual reserves on these loans. The following tables present the recorded investment in nonperforming loans by category, excluding government guaranteed balances:
June 30, 2025
($ in thousands)
Nonaccrual
Loans over 90 days past due and still accruing interest
Total nonperforming loans
Nonaccrual loans with no allowance
Commercial and industrial
$
15,244
$
126
$
15,370
$
1,665
Real estate:
Commercial - investor owned
33,637
43,085
76,722
21,557
Commercial - owner occupied
6,708
289
6,997
5,899
Residential
1,163
5,526
6,689
905
Other
—
29
29
—
Total
$
56,752
$
49,055
$
105,807
$
30,026
December 31, 2024
($ in thousands)
Nonaccrual
Loans over 90 days past due and still accruing interest
Total nonperforming loans
Nonaccrual loans with no allowance
Commercial and industrial
$
15,810
$
11
$
15,821
$
4,279
Real estate:
Commercial - investor owned
14,186
—
14,186
2,106
Commercial - owner occupied
10,910
—
10,910
8,235
Construction and land development
1,503
—
1,503
1,503
Residential
258
—
258
—
Other
—
9
9
—
Total
$
42,667
$
20
$
42,687
$
16,123
The nonperforming loan balances at June 30, 2025 and December 31, 2024 exclude government guaranteed balances of $26.5 million and $22.0 million respectively.
Interest income recognized on nonaccrual loans was immaterial during the three and six months ended June 30, 2025 and 2024.
15
Collateral-dependent nonperforming loans by class of loan is presented as of the dates indicated:
June 30, 2025
Type of Collateral
($ in thousands)
Commercial Real Estate
Residential Real Estate
Blanket Lien
Other
Commercial and industrial
$
—
$
26
$
1,718
$
3,856
Real estate:
Commercial - investor owned
75,160
—
—
—
Commercial - owner occupied
2,411
456
—
—
Residential
—
6,431
—
—
Total
$
77,571
$
6,913
$
1,718
$
3,856
December 31, 2024
Type of Collateral
($ in thousands)
Commercial Real Estate
Residential Real Estate
Blanket Lien
Other
Commercial and industrial
$
—
$
—
$
4,279
$
3,495
Real estate:
Commercial - investor owned
14,136
—
—
—
Commercial - owner occupied
7,521
482
486
—
Total
$
21,657
$
482
$
4,765
$
3,495
The aging of the recorded investment in past due loans by class and category is presented as of the dates indicated.
June 30, 2025
($ in thousands)
30-89 Days Past Due
90 or More Days Past Due
Total Past Due
Current
Total
Commercial and industrial
$
15,593
$
12,528
$
28,121
$
4,847,363
$
4,875,484
Real estate:
Commercial - investor owned
9,127
77,384
86,511
2,655,082
2,741,593
Commercial - owner occupied
11,064
15,341
26,405
2,300,026
2,326,431
Construction and land development
512
—
512
845,631
846,143
Residential
2,302
6,689
8,991
354,845
363,836
Other
107
30
137
257,024
257,161
Loans, before unearned loan fees
$
38,705
$
111,972
$
150,677
$
11,259,971
$
11,410,648
Unearned loan fees, net
(1,808)
Total
$
11,408,840
16
December 31, 2024
($ in thousands)
30-89 Days Past Due
90 or More Days Past Due
Total Past Due
Current
Total
Commercial and industrial
$
1,948
$
12,228
$
14,176
$
4,706,252
$
4,720,428
Real estate:
Commercial - investor owned
1,377
14,333
15,710
2,592,045
2,607,755
Commercial - owner occupied
10,542
18,591
29,133
2,330,823
2,359,956
Construction and land development
101
5,620
5,721
886,842
892,563
Residential
2,833
258
3,091
355,832
358,923
Other
34
9
43
281,150
281,193
Loans, before unearned loan fees
$
16,835
$
51,039
$
67,874
$
11,152,944
$
11,220,818
Unearned loan fees, net
(463)
Total
$
11,220,355
The allowance for credit losses on loans incorporates an estimate of lifetime expected credit losses and is recorded on each asset upon origination or acquisition. The starting point for the estimate of the allowance for credit losses on loans is historical loss information, which includes losses from modifications of receivables to borrowers experiencing financial difficulty. The Company uses a probability of default and loss given default model to determine the allowance for credit losses on loans.
An assessment of whether a borrower is experiencing financial difficulty is made on the date of a modification. The effect of most modifications made to borrowers experiencing financial difficulty is already included in the allowance for credit losses on loans because of the measurement methodologies used to estimate the allowance.
The most common concession the Company provides to borrowers experiencing financial difficulty is a term extension. In limited circumstances, the Company may modify loans by providing principal forgiveness or an interest rate reduction. When principal forgiveness is provided, the amortized cost basis of the asset is written off against the allowance for credit losses on loans. The amount of the principal forgiveness is deemed to be uncollectible; therefore, that portion of the loan is written off, resulting in a reduction of the amortized cost basis and a corresponding adjustment to the allowance for credit losses on loans.
In some cases, the Company will modify a loan by providing multiple types of concessions. Typically, one type of concession, such as a term extension, is granted initially. If the borrower continues to experience financial difficulty, another concession, such as an interest rate reduction or principal forgiveness, may be granted.
The following tables show the recorded investment at the end of the dates listed for loans modified to borrowers experiencing financial difficulty, disaggregated by loan class and type of concession granted:
Term Extension
Three months ended
Six months ended
($ in thousands)
June 30, 2025
Percent of Total Loan Class
June 30, 2025
Percent of Total Loan Class
Commercial and industrial
$
41,002
0.84
%
$
44,211
0.91
%
Real estate:
Commercial - owner occupied
228
0.01
%
5,074
0.22
%
Residential
—
—
%
23
0.01
%
Total
$
41,230
$
49,308
17
Term Extension
Three months ended
($ in thousands)
June 30, 2024
Percent of Total Loan Class
Commercial and industrial
$
5,619
0.12
%
Term Extension
Payment Delay
Total
Six months ended
Six months ended
Six months ended
($ in thousands)
June 30, 2024
Percent of Total Loan Class
June 30, 2024
Percent of Total Loan Class
June 30, 2024
Percent of Total Loan Class
Commercial and industrial
$
50,260
1.09
%
$
567
0.01
%
$
50,827
1.10
%
Real estate:
Commercial - investor owned
8,409
0.34
%
—
—
%
8,409
0.34
%
Commercial - owner occupied
94
NM
—
—
%
94
NM
Residential
7,644
2.17
%
—
—
%
7,644
2.17
%
Total
$
66,407
$
567
$
66,974
The following tables summarize the financial impacts of loan modifications made to borrowers experiencing financial difficulty and outstanding at the date indicated:
Three months ended
Six months ended
Weighted Average Term Extension (in months)
Weighted Average Term Extension (in months)
($ in thousands)
June 30, 2025
June 30, 2025
Commercial and industrial
6
6
Real estate:
Commercial - owner occupied
5
17
Residential
0
3
Three months ended
Six months ended
Weighted Average Term Extension (in months)
Weighted Average Term Extension (in months)
Amount of Payment Delay
($ in thousands)
June 30, 2024
June 30, 2024
Commercial and industrial
7
4
$
85
Real estate:
Commercial - investor owned
0
3
—
Commercial - owner occupied
0
3
—
Residential
0
12
—
18
The following table shows the aging of the recorded investment in modified loans in the last 12 months by class at the date indicated:
June 30, 2025
($ in thousands)
Current
30-89 Days Past Due
90 or More Days Past Due
Total
Commercial and industrial
$
51,352
$
—
$
818
$
52,170
Real estate:
Commercial - investor owned
249
—
—
249
Commercial - owner occupied
16,690
228
—
16,918
Residential
—
23
—
23
Total
$
68,291
$
251
$
818
$
69,360
June 30, 2024
($ in thousands)
Current
30-89 Days Past Due
90 or More Days Past Due
Total
Commercial and industrial
$
44,450
$
500
$
—
$
44,950
Real estate:
Commercial - owner occupied
—
92
—
92
Construction
—
—
741
741
Residential
94
72
—
166
Total
$
44,544
$
664
$
741
$
45,949
There were no loans that experienced a default during the three and six months ended June 30, 2025, respectively, or the three months ended June 30, 2024 subsequent to being granted a modification in the preceding twelve months. The following table summarizes loans that experienced a default during the six months ended June 30, 2024, subsequent to being granted a modification in the preceding twelve months. All of these loans were charged-off during the preceding period. Default is defined as movement to nonperforming status, foreclosure or charge-off.
Term Extension
Six months ended
($ in thousands)
June 30, 2024
Percent of Total Loan Class
Commercial and industrial
$
1,000
0.02
%
Real estate:
Construction and land development
1,748
0.20
%
Other
4
NM
Total
$
2,752
As of June 30, 2025, the Company allocated an immaterial amount in specific reserves to loans that have been restructured.
19
The Company categorizes loans into risk categories based on relevant information about the ability of borrowers to service their debt, such as current financial information, payment experience, credit documentation, and current economic factors among other factors. This analysis is performed on a quarterly basis. The Company uses the following definitions for risk ratings:
•Grades 1, 2, and 3 – Includes loans to borrowers with a continuous record of strong earnings, sound balance sheet condition and capitalization, ample liquidity with solid cash flow, and whose management team has experience and depth within their industry.
•Grade 4 – Includes loans to borrowers with positive trends in profitability, satisfactory capitalization and balance sheet condition, and sufficient liquidity and cash flow.
•Grade 5 – Includes loans to borrowers that may display fluctuating trends in sales, profitability, capitalization, liquidity, and cash flow.
•Grade 6 – Includes loans to borrowers where an adverse change or perceived weakness has occurred, but may be correctable in the near future. Alternatively, this rating category may also include circumstances where the borrower is starting to reverse a negative trend or condition, or has recently been upgraded from a 7, 8, or 9 rating.
•Grade 7 – Special Mention credits are borrowers that have experienced financial setback of a nature that is not determined to be severe or influence ‘ongoing concern’ expectations. Although possible, no loss is anticipated, due to strong collateral and/or guarantor support.
•Grade 8 – Substandard credits include those borrowers characterized by significant losses and sustained downward trends in balance sheet condition, liquidity, and cash flow. Repayment reliance may have shifted to secondary sources. Collateral exposure may exist and additional reserves may be warranted.
•Grade 9 – Doubtful credits include borrowers that may show deteriorating trends that are unlikely to be corrected. Collateral values may appear insufficient for full recovery, therefore requiring a partial charge-off, or debt renegotiation with the borrower. The borrower may have declared bankruptcy or bankruptcy is likely in the near term. All doubtful rated credits will be on non-accrual.
20
The recorded investment by risk category of the loans by class and year of origination is presented in the following tables as of the dates indicated:
June 30, 2025
Term Loans by Origination Year
($ in thousands)
2025
2024
2023
2022
2021
Prior
Revolving Loans Converted to Term Loans
Revolving Loans
Total
Commercial and industrial
Pass (1-6)
$
1,102,494
$
1,033,331
$
653,061
$
406,313
$
75,693
$
94,852
$
124,844
$
1,041,584
$
4,532,172
Special Mention (7)
54,265
36,089
37,750
4,554
4,554
123
3,187
58,451
198,973
Classified (8-9)
10,413
23,236
13,937
8,899
1,569
985
6,188
39,385
104,612
Total Commercial and industrial
$
1,167,172
$
1,092,656
$
704,748
$
419,766
$
81,816
$
95,960
$
134,219
$
1,139,420
$
4,835,757
Commercial real estate-investor owned
Pass (1-6)
$
340,778
$
519,663
$
379,860
$
449,961
$
331,174
$
457,441
$
17,185
$
64,018
$
2,560,080
Special Mention (7)
35,127
21,819
3,843
6,245
2,489
7,079
2,051
—
78,653
Classified (8-9)
—
249
—
810
63,045
20,329
—
—
84,433
Total Commercial real estate-investor owned
$
375,905
$
541,731
$
383,703
$
457,016
$
396,708
$
484,849
$
19,236
$
64,018
$
2,723,166
Commercial real estate-owner occupied
Pass (1-6)
$
245,064
$
312,132
$
314,091
$
406,906
$
369,237
$
507,281
$
466
$
25,299
$
2,180,476
Special Mention (7)
12,468
2,349
11,274
7,556
10,162
24,488
—
—
68,297
Classified (8-9)
228
17,607
2,034
7,050
8,430
23,078
250
—
58,677
Total Commercial real estate-owner occupied
$
257,760
$
332,088
$
327,399
$
421,512
$
387,829
$
554,847
$
716
$
25,299
$
2,307,450
Construction real estate
Pass (1-6)
$
249,415
$
353,143
$
124,067
$
80,746
$
8,856
$
1,450
$
20,115
$
4,191
$
841,983
Special Mention (7)
1,106
—
28
45
—
—
—
—
1,179
Classified (8-9)
—
—
468
756
—
111
—
—
1,335
Total Construction real estate
$
250,521
$
353,143
$
124,563
$
81,547
$
8,856
$
1,561
$
20,115
$
4,191
$
844,497
Residential real estate
Pass (1-6)
$
37,091
$
34,094
$
31,312
$
33,307
$
35,311
$
89,969
$
3,511
$
70,752
$
335,347
Special Mention (7)
3,136
186
123
226
89
907
—
884
5,551
Classified (8-9)
24
—
2,880
—
12,088
7,789
—
—
22,781
Total residential real estate
$
40,251
$
34,280
$
34,315
$
33,533
$
47,488
$
98,665
$
3,511
$
71,636
$
363,679
Other
Pass (1-6)
$
3,983
$
29,227
$
5,354
$
46,444
$
53,385
$
68,217
$
—
$
40,682
$
247,292
Special Mention (7)
—
—
930
—
—
703
—
3,669
5,302
Classified (8-9)
—
—
—
—
—
1,103
—
—
1,103
Total Other
$
3,983
$
29,227
$
6,284
$
46,444
$
53,385
$
70,023
$
—
$
44,351
$
253,697
Total loans classified by risk category
$
2,095,592
$
2,383,125
$
1,581,012
$
1,459,818
$
976,082
$
1,305,905
$
177,797
$
1,348,915
$
11,328,246
Total loans classified by performing status
80,594
Total loans
$
11,408,840
21
December 31, 2024
Term Loans by Origination Year
($ in thousands)
2024
2023
2021
2021
2020
Prior
Revolving Loans Converted to Term Loans
Revolving Loans
Total
Commercial and industrial
Pass (1-6)
$
1,477,552
$
958,327
$
607,626
$
172,201
$
117,845
$
69,236
$
87,059
$
942,991
$
4,432,837
Special Mention (7)
32,479
40,804
4,982
2,373
796
64
14,783
55,100
151,381
Classified (8-9)
29,999
868
9,271
—
142
809
9,681
20,791
71,561
Total Commercial and industrial
$
1,540,030
$
999,999
$
621,879
$
174,574
$
118,783
$
70,109
$
111,523
$
1,018,882
$
4,655,779
Commercial real estate-investor owned
Pass (1-6)
$
587,403
$
402,899
$
479,131
$
374,155
$
266,044
$
281,232
$
4,566
$
48,808
$
2,444,238
Special Mention (7)
12,195
4,901
—
43,506
2,389
9,623
31,321
1,999
105,934
Classified (8-9)
256
—
821
20,274
13,564
4,702
—
—
39,617
Total Commercial real estate-investor owned
$
599,854
$
407,800
$
479,952
$
437,935
$
281,997
$
295,557
$
35,887
$
50,807
$
2,589,789
Commercial real estate-owner occupied
Pass (1-6)
$
420,774
$
329,001
$
437,731
$
408,210
$
246,024
$
352,095
$
890
$
29,239
$
2,223,964
Special Mention (7)
6,914
10,764
5,323
12,324
8,426
18,389
—
—
62,140
Classified (8-9)
13,794
3,727
4,063
6,452
3,765
22,319
—
250
54,370
Total Commercial real estate-owner occupied
$
441,482
$
343,492
$
447,117
$
426,986
$
258,215
$
392,803
$
890
$
29,489
$
2,340,474
Construction real estate
Pass (1-6)
$
404,286
$
211,573
$
198,278
$
38,131
$
6,110
$
3,823
$
9,513
$
5,338
$
877,052
Special Mention (7)
11,250
33
49
294
—
223
—
—
11,849
Classified (8-9)
—
—
1,573
—
—
585
—
—
2,158
Total Construction real estate
$
415,536
$
211,606
$
199,900
$
38,425
$
6,110
$
4,631
$
9,513
$
5,338
$
891,059
Residential real estate
Pass (1-6)
$
46,454
$
37,371
$
35,082
$
27,784
$
22,350
$
78,113
$
5,880
$
79,284
$
332,318
Special Mention (7)
1,539
26
239
—
—
1,435
—
887
4,126
Classified (8-9)
—
2,979
107
11,976
5,538
1,572
—
—
22,172
Total residential real estate
$
47,993
$
40,376
$
35,428
$
39,760
$
27,888
$
81,120
$
5,880
$
80,171
$
358,616
Other
Pass (1-6)
$
31,286
$
6,058
$
50,351
$
55,844
$
49,519
$
31,061
$
44
$
40,578
$
264,741
Special Mention (7)
—
2,326
—
—
—
1,780
—
7,660
11,766
Classified (8-9)
—
—
—
—
—
5
—
—
5
Total Other
$
31,286
$
8,384
$
50,351
$
55,844
$
49,519
$
32,846
$
44
$
48,238
$
276,512
Total loans classified by risk category
$
3,076,181
$
2,011,657
$
1,834,627
$
1,173,524
$
742,512
$
877,066
$
163,737
$
1,232,925
$
11,112,229
Total loans classified by performing status
108,126
Total loans
$
11,220,355
22
In the tables above, loan originations in 2025 and 2024 with a classification of “special mention” or “classified” primarily represent renewals or modifications initially underwritten and originated in prior years.
The following tables summarize the risk category of the loans by loan type as of the dates indicated:
June 30, 2025
($ in thousands)
Pass (1-6)
Special Mention (7)
Classified (8-9)
Total
Commercial and industrial
$
4,532,172
$
198,973
$
104,612
$
4,835,757
Real estate:
Commercial - investor owned
2,560,080
78,653
84,433
2,723,166
Commercial - owner occupied
2,180,476
68,297
58,677
2,307,450
Construction and land development
841,983
1,179
1,335
844,497
Residential
335,347
5,551
22,781
363,679
Other
247,292
5,302
1,103
253,697
Total loans classified by risk category
$
10,697,350
$
357,955
$
272,941
$
11,328,246
Total loans classified by performing status
80,594
$
11,408,840
December 31, 2024
($ in thousands)
Pass (1-6)
Special Mention (7)
Classified (8-9)
Total
Commercial and industrial
$
4,432,837
$
151,381
$
71,561
$
4,655,779
Real estate:
Commercial - investor owned
2,444,238
105,934
39,617
2,589,789
Commercial - owner occupied
2,223,964
62,140
54,370
2,340,474
Construction and land development
877,052
11,849
2,158
891,059
Residential
332,318
4,126
22,172
358,616
Other
264,741
11,766
5
276,512
Total loans classified by risk category
$
10,575,150
$
347,196
$
189,883
$
11,112,229
Total loans classified by performing status
108,126
$
11,220,355
In the tables above, guaranteed loan balances are included with a classification of “pass” due to the nature of these loans.
For certain loans, the Company evaluates credit quality based on the aging status.
23
The following tables present the recorded investment on loans based on payment activity as of the dates indicated:
June 30, 2025
($ in thousands)
Performing
Non Performing
Total
Commercial and industrial
$
34,385
$
126
$
34,511
Real estate:
Commercial - investor owned
16,749
—
16,749
Commercial - owner occupied
26,735
—
26,735
Residential
602
—
602
Other
1,967
30
1,997
Total
$
80,438
$
156
$
80,594
December 31, 2024
($ in thousands)
Performing
Non Performing
Total
Commercial and industrial
$
60,899
$
11
$
60,910
Real estate:
Commercial - investor owned
17,175
—
17,175
Commercial - owner occupied
27,349
—
27,349
Residential
647
—
647
Other
2,036
9
2,045
Total
$
108,106
$
20
$
108,126
NOTE 5 - COMMITMENTS AND CONTINGENT LIABILITIES
The Company issues financial instruments in the normal course of its business of meeting the financing needs of its customers. These financial instruments include commitments to extend credit and standby letters of credit. These instruments may involve, to varying degrees, elements of credit and interest rate risk in excess of the amounts recognized in the consolidated balance sheets.
The Company’s extent of involvement and maximum potential exposure to credit loss in the event of nonperformance by the other party to the financial instrument for commitments to extend credit and standby letters of credit is not more than the contractual amount of these instruments.
The Company uses the same credit policies in making commitments and conditional obligations as it does for financial instruments included on its consolidated balance sheets.
The contractual amounts of significant off-balance-sheet financial instruments are as follows:
($ in thousands)
June 30, 2025
December 31, 2024
Commitments to extend credit
$
2,836,709
$
3,001,565
Letters of credit
104,868
137,926
24
Off-Balance Sheet Credit Risk
Commitments to extend credit are agreements to lend to a customer as long as there is no violation of any condition established in the contract. Commitments usually have fixed expiration dates or other termination clauses, may have significant usage restrictions, and may require payment of a fee. Of the total commitments to extend credit at June 30, 2025 and December 31, 2024, $160.2 million and $156.5 million, respectively, represent fixed rate loan commitments. Since certain of the commitments may expire without being drawn upon or may be revoked, the total commitment amounts do not necessarily represent future cash obligations. The Company evaluates each customer’s credit worthiness on a case-by-case basis. The amount of collateral obtained, if deemed necessary by the Company upon extension of credit, is based on management’s credit evaluation of the borrower. Collateral held varies, but may include accounts receivable, inventory, premises and equipment, and real estate. Other liabilities includes $6.5 million and $6.1 million for estimated losses attributable to the unadvanced commitments at June 30, 2025 and December 31, 2024, respectively.
Letters of credit are conditional commitments issued by the Company to guarantee the performance of a customer to a third party. These letters of credit are issued to support contractual obligations of the Company’s customers. The credit risk involved in issuing letters of credit is essentially the same as the risk involved in extending loans to customers. As of June 30, 2025, the approximate remaining terms of standby letters of credit range from one month to five years.
Contingencies
The Company and its subsidiaries are, from time to time, parties to various legal proceedings arising out of their businesses. Management believes there are no such proceedings pending or threatened against the Company or its subsidiaries which, if determined adversely, would have a material adverse effect on the business, consolidated financial condition, results of operations or cash flows of the Company or any of its subsidiaries.
NOTE 6 - DERIVATIVE FINANCIAL INSTRUMENTS
Risk Management Objective of Using Derivatives
The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity, and credit risk primarily by managing the amount, sources, and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing, and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s loans and borrowings. The Company does not enter into derivative financial instruments for trading purposes.
Cash Flow Hedges of Interest Rate Risk
The Company’s objectives in using interest rate derivatives are to add stability to interest income and expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps as part of its interest rate risk management strategy.
25
For hedges of the Company’s variable-rate loans, interest rate swaps designated as cash flow hedges involve the receipt of fixed amounts and the Company making variable rate payments. The Company has executed cash flow hedges to reduce a portion of variability in cash flows on the Company’s prime based loan portfolio. Select terms of the hedges are as follows:
($ in thousands)
Notional
Fixed Rate
Effective Date
Maturity Date
$
50,000
6.56
%
January 25, 2023
February 1, 2027
$
100,000
6.63
%
December 20, 2022
January 1, 2028
$
100,000
6.66
%
April 1, 2025
April 1, 2030
The Company executed a prime based interest rate collar in the fourth quarter of 2022 with a notional amount of $100.0 million. The collar includes a cap of 8.14% and a floor of 5.25%. The collar matures on October 1, 2029. The Company also executed a 1-month SOFR based interest rate collar in the fourth quarter of 2024 with a notional amount of $50.0 million. The collar includes a cap of 4.21% and a floor of 3.23%. The collar matures on November 1, 2029. These transactions are commonly referred to as zero cost collars, which involves the Company selling an interest rate cap where payments will be made when the index exceeds the cap rate, and the purchase of a floor where payments will be received if the index falls below the floor.
For hedges of variable-rate liabilities, interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. The Company has executed a series of cash flow hedges to fix the effective interest rate for payments due on $32.1 million of junior subordinated debentures to a weighted-average-fixed rate of 2.64%.
Select terms of the hedges are as follows:
($ in thousands)
Notional
Fixed Rate
Maturity Date
$
18,558
2.64
%
March 15, 2026
$
13,506
2.64
%
March 17, 2026
The gain or loss on derivatives designated and qualified as cash flow hedges of interest rate risk are recorded in accumulated other comprehensive income and subsequently reclassified into interest income or expense in the same period(s) during which the hedged transaction affects earnings. Amounts reported in accumulated other comprehensive income related to derivatives will be reclassified to interest income or expense as interest payments are paid on the Company’s variable-rate loans and debt. During the next twelve months, the Company estimates $0.4 million will be reclassified as a decrease to interest expense and $0.6 million will be reclassified as a decrease to interest income.
Non-designated Hedges
Derivatives not designated as hedges are not considered speculative and result from a service the Company provides to certain customers. The Company executes interest rate swaps with commercial banking customers to facilitate their respective risk management strategies. Those interest rate swaps are simultaneously hedged by offsetting derivatives the Company executes with a third party, such that the Company minimizes its net risk exposure resulting from such transactions. As the interest rate derivatives associated with this program do not meet the strict hedge accounting requirements, changes in the fair value of both the customer derivatives and the offsetting derivatives are recognized directly in earnings as a component of other noninterest income.
26
The table below presents the fair value of the Company’s derivative financial instruments as well as their classification on the Balance Sheet:
Notional Amount
Derivative Assets
Derivative Liabilities
($ in thousands)
June 30, 2025
December 31, 2024
June 30, 2025
December 31, 2024
June 30, 2025
December 31, 2024
Derivatives designated as hedging instruments
Interest rate swaps
$
282,064
$
282,064
$
2,005
$
649
$
21
$
3,139
Interest rate collars
150,000
150,000
851
—
—
1,056
Total
$
432,064
$
432,064
$
2,856
$
649
$
21
$
4,195
Derivatives not designated as hedging instruments
Interest rate swaps
$
789,324
$
854,171
$
11,006
$
14,495
$
11,016
$
14,497
Derivative assets are classified on the Balance Sheet in other assets. Derivative liabilities are classified on the Balance Sheet in other liabilities.
The table below presents a gross presentation, the effects of offsetting, and a net presentation of the Company’s financial instruments subject to offsetting. The gross amounts of assets or liabilities can be reconciled to the tabular disclosure of fair value. The fair value table above provides the location of financial assets and liabilities presented on the Balance Sheet.
As of June 30, 2025
Gross Amounts Not Offset in the Statement of Financial Position
($ in thousands)
Gross Amounts Recognized
Gross Amounts Offset in the Statement of Financial Position
Net Amounts of Assets presented in the Statement of Financial Position
Financial Instruments
Fair Value Collateral Posted
Net Amount
Assets:
Interest rate swaps
$
13,011
$
—
$
13,011
$
2,944
$
7,780
$
2,287
Interest rate collars
851
—
851
—
—
851
Liabilities:
Interest rate swaps
$
11,037
$
—
$
11,037
$
2,944
$
—
$
8,093
Securities sold under agreements to repurchase
174,438
—
174,438
—
174,438
—
As of December 31, 2024
Gross Amounts Not Offset in the Statement of Financial Position
($ in thousands)
Gross Amounts Recognized
Gross Amounts Offset in the Statement of Financial Position
Net Amounts of Assets presented in the Statement of Financial Position
Financial Instruments
Fair Value Collateral Posted
Net Amount
Assets:
Interest rate swaps
$
15,144
$
—
$
15,144
$
4,975
$
9,710
$
459
Liabilities:
Interest rate swaps
$
17,636
$
—
$
17,636
$
4,975
$
—
$
12,661
Interest rate collars
1,056
—
1,056
—
—
1,056
Securities sold under agreements to repurchase
244,618
—
244,618
—
244,618
—
27
As of June 30, 2025, the fair value of derivatives in a net liability position, which includes accrued interest, was $8.2 million. The Company has minimum collateral posting thresholds with certain of its derivative counterparties and posts collateral related to derivatives in a net liability position. The Company has received cash collateral from derivative counterparties on contracts in a net asset position as noted in the tables above.
NOTE 7 - FAIR VALUE MEASUREMENTS
The following table summarizes financial instruments measured at fair value on a recurring basis segregated by the level of the valuation inputs within the fair value hierarchy utilized to measure fair value:
June 30, 2025
($ in thousands)
Quoted Prices in Active Markets for Identical Assets (Level 1)
Significant Other Observable Inputs (Level 2)
Significant Unobservable Inputs (Level 3)
Total Fair Value
Assets
Securities available-for-sale
Obligations of U.S. Government-sponsored enterprises
$
—
$
242,370
$
—
$
242,370
Obligations of states and political subdivisions
—
464,052
—
464,052
Agency mortgage-backed securities
—
1,358,510
—
1,358,510
U.S. Treasury bills
—
116,055
—
116,055
Corporate debt securities
—
23,524
—
23,524
Total securities available-for-sale
—
2,204,511
—
2,204,511
Other investments
—
3,078
—
3,078
Derivative financial instruments
—
13,862
—
13,862
Total assets
$
—
$
2,221,451
$
—
$
2,221,451
Liabilities
Derivative financial instruments
$
—
$
11,037
$
—
$
11,037
Total liabilities
$
—
$
11,037
$
—
$
11,037
December 31, 2024
($ in thousands)
Quoted Prices in Active Markets for Identical Assets (Level 1)
Significant Other Observable Inputs (Level 2)
Significant Unobservable Inputs (Level 3)
Total Fair Value
Assets
Securities available-for-sale
Obligations of U.S. Government-sponsored enterprises
$
—
$
276,040
$
—
$
276,040
Obligations of states and political subdivisions
—
409,197
—
409,197
Agency mortgage-backed securities
—
1,027,394
—
1,027,394
U.S. Treasury bills
—
128,893
—
128,893
Corporate debt securities
—
20,746
—
20,746
Total securities available-for-sale
—
1,862,270
—
1,862,270
Other investments
—
2,983
—
2,983
Derivative financial instruments
—
15,144
—
15,144
Total assets
$
—
$
1,880,397
$
—
$
1,880,397
Liabilities
Derivative financial instruments
$
—
$
18,692
$
—
$
18,692
Total liabilities
$
—
$
18,692
$
—
$
18,692
28
From time to time, the Company measures certain assets at fair value on a nonrecurring basis. These include assets measured at the lower of cost or fair value that were recognized at fair value below cost at the end of the period. The amounts reported in the following tables include balances measured at fair value during the reporting period and still held as of the reporting date.
June 30, 2025
($ in thousands)
Total Fair Value
Quoted Prices in Active Markets for Identical Assets (Level 1)
Significant Other Observable Inputs (Level 2)
Significant Unobservable Inputs (Level 3)
Individually-evaluated loans
$
900
$
—
$
—
$
900
Other real estate
7,821
—
—
7,821
Total
$
8,721
$
—
$
—
$
8,721
December 31, 2024
($ in thousands)
Total Fair Value
Quoted Prices in Active Markets for Identical Assets (Level 1)
Significant Other Observable Inputs (Level 2)
Significant Unobservable Inputs (Level 3)
Individually-evaluated loans
$
15,370
$
—
$
—
$
15,370
Other real estate
3,955
—
—
3,955
Total
$
19,325
$
—
$
—
$
19,325
Following is a summary of the carrying amounts and fair values of certain financial instruments:
June 30, 2025
December 31, 2024
($ in thousands)
Carrying Amount
Estimated fair value
Level
Carrying Amount
Estimated fair value
Level
Balance sheet assets
Securities held-to-maturity, net
$
1,091,238
$
1,016,389
Level 2
$
928,935
$
858,871
Level 2
Other investments
85,521
85,521
Level 2
69,801
69,801
Level 2
Loans held-for-sale
586
586
Level 2
110
110
Level 2
Loans, net
11,263,707
11,226,467
Level 3
11,082,405
10,983,459
Level 3
State tax credits, held-for-sale
14,408
15,574
Level 3
14,663
15,518
Level 3
Servicing asset
2,976
4,287
Level 2
2,256
3,570
Level 2
Balance sheet liabilities
Certificates of deposit
$
1,601,325
$
1,594,562
Level 3
$
1,369,604
$
1,364,377
Level 3
Subordinated debentures and notes
156,796
163,160
Level 2
156,551
155,102
Level 2
FHLB advances
294,000
294,000
Level 2
—
—
Level 2
Other borrowings
210,641
188,138
Level 2
280,821
258,461
Level 2
For information regarding the methods and assumptions used to estimate the fair value of each class of financial instruments refer to Note 18 – Fair Value Measurements in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, as filed with the SEC.
29
NOTE 8 - STOCKHOLDERS’ EQUITY
Stockholders’ Equity
Accumulated Other Comprehensive Income (Loss)
The following table presents the changes in accumulated other comprehensive income (loss) after-tax by component:
Three months ended
($ in thousands)
Net Unrealized Loss on Available-for-Sale Securities
Unamortized Gain on Held-to-Maturity Securities
Net Unrealized Gain (Loss) on Cash Flow Hedges
Total
Balance, March 31, 2025
$
(109,327)
$
7,476
$
460
$
(101,391)
Net change
11,348
(607)
1,665
12,406
Balance, June 30, 2025
$
(97,979)
$
6,869
$
2,125
$
(88,985)
Balance, March 31, 2024
$
(123,917)
$
9,954
$
(1,428)
$
(115,391)
Net change
(5,375)
(619)
(754)
(6,748)
Balance, June 30, 2024
$
(129,292)
$
9,335
$
(2,182)
$
(122,139)
Six months ended
($ in thousands)
Net Unrealized Gain (Loss) on Available-for-Sale Debt Securities
Unamortized Gain on Held-to-Maturity Securities
Net Unrealized Gain (Loss) on Cash Flow Hedges
Total
Balance, December 31, 2024
$
(122,132)
$
8,088
$
(2,674)
$
(116,718)
Net change
24,153
(1,219)
4,799
27,733
Balance, June 30, 2025
$
(97,979)
$
6,869
$
2,125
$
(88,985)
Balance, December 31, 2023
$
(112,844)
$
10,580
$
1,249
$
(101,015)
Net change
(16,448)
(1,245)
(3,431)
(21,124)
Balance, June 30, 2024
$
(129,292)
$
9,335
$
(2,182)
$
(122,139)
30
The following table presents the pre-tax and after-tax changes in the components of other comprehensive income (loss):
Three months ended June 30,
2025
2024
($ in thousands)
Pre-tax
Tax effect
After-tax
Pre-tax
Tax effect
After-tax
Change in unrealized gain (loss) on available-for-sale securities
$
15,091
$
3,743
$
11,348
$
(7,148)
$
(1,773)
$
(5,375)
Reclassification of gain on held-to-maturity securities(a)
(807)
(200)
(607)
(823)
(204)
(619)
Change in unrealized gain (loss) on cash flow hedges
1,811
449
1,362
(1,563)
(388)
(1,175)
Reclassification of loss on cash flow hedges(b)
402
99
303
560
139
421
Total other comprehensive gain (loss)
$
16,497
$
4,091
$
12,406
$
(8,974)
$
(2,226)
$
(6,748)
Six months ended June 30,
2025
2024
($ in thousands)
Pre-tax
Tax effect
After-tax
Pre-tax
Tax effect
After-tax
Change in unrealized gain (loss) on available-for-sale securities
$
32,225
$
7,992
$
24,233
$
(21,872)
$
(5,424)
$
(16,448)
Reclassification of gain on sale of available-for-sale securities(a)
(106)
(26)
(80)
—
—
—
Reclassification of gain on held-to-maturity securities(a)
(1,621)
(402)
(1,219)
(1,656)
(411)
(1,245)
Change in unrealized loss on cash flow hedges
5,791
1,436
4,355
(5,475)
(1,358)
(4,117)
Reclassification of loss on cash flow hedges(b)
590
146
444
912
226
686
Total other comprehensive gain (loss)
$
36,879
$
9,146
$
27,733
$
(28,091)
$
(6,967)
$
(21,124)
(a)The pre-tax amount is reported in noninterest income/expense in the Consolidated Statements of Income.
(b)The pre-tax amount is reported in interest income/expense in the Consolidated Statements of Income.
31
NOTE 9 - SUPPLEMENTAL FINANCIAL INFORMATION
The following table presents other income and other expense components, including items that exceed one percent of the aggregate of total interest income and noninterest income in one or more of the periods indicated:
Three months ended June 30,
Six months ended June 30,
($ in thousands)
2025
2024
2025
2024
Other income:
Bank-owned life insurance
$
2,561
$
855
$
3,432
$
1,719
Community development fees
1,426
381
2,133
966
Gain on SBA loan sales
1,153
—
3,048
1,415
Other income
3,289
2,755
6,215
4,860
Total other noninterest income
$
8,429
$
3,991
$
14,828
$
8,960
Other expense:
Amortization of intangibles
$
753
$
944
$
1,608
$
1,991
Banking expenses
2,362
2,003
4,325
3,809
FDIC and other insurance
3,429
3,135
6,577
6,742
Loan, legal expenses
3,244
2,316
5,435
4,424
Outside services
1,424
1,535
2,515
3,199
Other expenses
7,754
7,020
15,291
14,650
Total other noninterest expenses
$
18,966
$
16,953
$
35,751
$
34,815
NOTE 10 - SEGMENT REPORTING
The Company has determined it has one operating and reportable segment. The economic characteristics, including the nature, the type or class of customer, and the nature of the regulatory environment of the products, services and business lines of the Company are all similar. The Company provides a full range of banking services, including mortgage, tax credit brokerage, wealth management and traditional banking services, to individuals and corporate customers. Refer to “Item 1. Note 1 – Summary of Significant Accounting Policies” for the accounting policies of the Company.
The Company’s chief operating decision maker (“CODM”) is the chief executive officer. The operating results that are regularly reviewed by the CODM are the consolidated results of the Company. The CODM uses the consolidated results of the Company in deciding whether to reinvest profits into the segment or into other parts of the entity, such as for acquisitions or to pay dividends. The CODM assesses performance for the segment and decides how to allocate resources based on net income, reported on the income statement as consolidated net income. The CODM is provided with the consolidated financial statement package on a monthly basis.
The Company considered the following factors, among others, in determining significant segment expenses: the magnitude of the expense item and its relevance to the segment’s performance, the variability and volatility of the expense item, and whether the expenses are used by the CODM. The Company’s significant segment revenues and expenses that are regularly provided to the CODM, including the Company’s profit or loss, have been included within the primary financial statements and notes thereto. Refer to “Item 1. Consolidated Financial Statements” and “Item 1. Note 9 - Supplemental Financial Information” for these figures.
32
NOTE 11 - SUBORDINATED NOTES
On May 21, 2020, the Company issued $63.3 million of 5.75% fixed-to-floating rate subordinated notes due in 2030 in a public offering (the “2030 Notes”). From the date of issuance, the 2030 Notes bore interest at a rate equal to 5.75% per annum, payable semiannually in arrears on each June 1 and December 1. Beginning June 1, 2025, the 2030 Notes will bear interest at a floating rate per annum equal to a benchmark rate of three-month term SOFR (as defined in the Indenture, dated May 21, 2020, between the Company and U.S. Bank National Association, as trustee, and subsequent First Supplemental Indenture), plus 566.0 basis points. At June 30, 2025, the 2030 Notes bore interest at a floating rate equal to 9.98% per annum, payable quarterly in arrears on March 1, June 1, September 1 and December 1 of each year. The Company may, at its option, beginning on September 1, 2025 and on any scheduled interest payment date thereafter, redeem the 2030 Notes. In July 2025, the Company gave notice of full redemption of the 2030 notes for the next call date on September 1, 2025. The Company’s obligation to make payments of principal and interest on the 2030 Notes is subordinate and junior in right of payment to all of its senior debt. The subordinated debt was treated as tier 2 regulatory capital for the first five years of its term, but will be phased out of tier 2 capital on a pro rata basis over the next five years beginning with the second quarter of 2025.
NOTE 12 - OTHER BORROWINGS
Revolving Credit Line and Term Loan Option
The Company entered into a credit agreement with another bank that includes a senior unsecured revolving credit commitment (the “Revolving Commitment”) and an option for a single advance term loan draw (“Term Loan”), collectively the “Loan Agreement”. The Revolving Commitment has a one-year term that was renewed in the second quarter of 2025 and was effective as of February 22, 2025, maturing on February 21, 2026. The Revolving Commitment allows for borrowings up to $25 million, and has an interest rate of one-month Term SOFR plus 185 basis points until February 2026. The proceeds can be used for general corporate purposes. The revolving credit line was not accessed in 2025 or 2024.
The Term Loan commitment allows the Company to take a $63.3 million unsecured draw through June 30, 2026 for the specific purpose of redeeming the 2030 Notes. If the Term Loan is advanced, it will be payable in 20 equal quarterly installments on March 31, June 30, September 30 and December 31 with a final installment on the five year anniversary of the initial advance date. Upon advance, the interest rate will be one-month Term SOFR plus 250 basis points.
The Loan Agreement is subject to ongoing compliance with a number of customary affirmative and negative covenants as well as specified financial covenants. A fee of 0.40% annually is assessed against the unused commitments.
33
ITEM 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Forward Looking Statements
This Quarterly Report on Form 10-Q contains information and statements that are considered “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. Such forward-looking statements are based on management’s current expectations and beliefs concerning future developments and their potential effects on the Company, and include, without limitation, statements about the Company’s plans, strategies, goals, objectives, expectations, or consequences of statements about the future performance, operations, products and services of the Company and its subsidiaries, as well as statements about the Company’s expectations regarding revenue and asset growth, financial performance and profitability, loan and deposit growth, yields and returns, loan diversification and credit management, products and services, stockholder value creation and the impact of acquisitions. Forward-looking statements are typically identified with the use of terms such as “may,” “might,” “will,” “would,” “should,” “expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” “could,” “continue,” “intend,” and the negative and other variations of these terms and similar words and expressions, although some forward-looking statements may be expressed differently. Forward-looking statements are inherently subject to risks and uncertainties and our ability to predict results or the actual effect of future plans or strategies is inherently uncertain. You should be aware that our actual results could differ materially from those contained in the forward-looking statements.
While there is no assurance that any list of risks and uncertainties or risk factors is complete, important factors that could cause actual results to differ materially from those in the forward-looking statements include the following, without limitation: the Company’s ability to efficiently integrate acquisitions into its operations, retain the customers of these businesses and grow the acquired operations, as well as credit risk, changes in the appraised valuation of real estate securing impaired loans, outcomes of litigation and other contingencies, exposure to general and local economic and market conditions, high unemployment rates, higher inflation and its impacts (including U.S. federal government measures to address higher inflation), impacts of trade and tariff policies, U.S. fiscal debt, budget and tax matters, and any slowdown in global economic growth, risks associated with rapid increases or decreases in prevailing interest rates, our ability to attract and retain deposits and access to other sources of liquidity, consolidation in the banking industry, competition from banks and other financial institutions, the Company’s ability to attract and retain relationship officers and other key personnel, burdens imposed by federal and state regulation, changes in legislative or regulatory requirements, as well as current, pending or future legislation or regulation that could have a negative effect on our revenue and businesses, including rules and regulations relating to bank products and financial services, changes in accounting policies and practices or accounting standards, natural disasters (such as wildfires and earthquakes), terrorist activities, war and geopolitical matters (including the war in Israel and potential for a broader regional conflict and the war in Ukraine and the imposition of additional sanctions and export controls in connection therewith), or pandemics, and their effects on economic and business environments in which we operate, including the related disruption to the financial market and other economic activity; and other risks discussed under the caption “Risk Factors” under Part I, Item 1A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, and other reports filed with the SEC, all of which could cause the Company’s actual results to differ from those set forth in the forward-looking statements. The Company cautions that the preceding list is not exhaustive of all possible risk factors and other factors could also adversely affect the Company’s results.
Readers are cautioned not to place undue reliance on forward-looking statements, which reflect management’s analysis and expectations only as of the date of such statements. Forward-looking statements speak only as of the date they are made, and the Company does not intend, and undertakes no obligation, to publicly revise or update forward-looking statements after the date of this report, whether as a result of new information, future events or otherwise, except as required by federal securities law. You should understand that it is not possible to predict or identify all risk factors. Readers should carefully review all disclosures we file from time to time with the SEC which are available on the Company’s website at www.enterprisebank.com under “Investor Relations.”
34
Introduction
The following discussion describes the significant changes to the financial condition of the Company that have occurred during the first six months of 2025 compared to the financial condition as of December 31, 2024. In addition, this discussion summarizes the significant factors affecting the results of operations of the Company for the three months ended June 30, 2025, compared to the linked first quarter of 2025 (“linked quarter”) and the results of operations, liquidity and cash flows for the six months ended June 30, 2025 compared to the same period in 2024 (“prior year-to-date period”). In light of the nature of the Company’s business, the Company’s management believes that the comparison to the linked quarter is the most relevant to understand the financial results from management’s perspective. For purposes of the Quarterly Report on Form 10-Q, the Company is presenting a comparison to the corresponding prior year-to-date period. This discussion should be read in conjunction with the accompanying condensed consolidated financial statements included in this report and the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Critical Accounting Policies and Estimates
The Company’s critical accounting policies are considered important to the understanding of the Company’s financial condition and results of operations. These accounting policies require management’s most difficult, subjective and complex judgments about matters that are inherently uncertain. Because these estimates and judgments are based on current circumstances, they may change over time or prove to be inaccurate based on actual experience. If different assumptions or conditions were to prevail, and depending upon the severity of such changes, the possibility of a materially different financial condition and/or results of operations could reasonably be expected.
A full description of our critical accounting policies and the impact and any associated risks related to those policies on our business operations are discussed throughout “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” where such policies affect our reported and expected financial results. For a detailed discussion on the application of these and other accounting policies, see the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
The Company has prepared all of the consolidated financial information in this report in accordance with GAAP. The Company makes estimates and assumptions that affect the reported amount of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenue and expenses during the reporting period. Such estimates include the valuation of loans, goodwill, intangible assets, and other long-lived assets, along with assumptions used in the calculation of income taxes, among others. These estimates and assumptions are based on management’s best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using loss experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. We adjust such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in estimates resulting from continuing changes in the economic environment will be reflected in the financial statement in future periods. There can be no assurances that actual results will not differ from those estimates.
35
Allowance for Credit Losses
The Company maintains separate allowances for funded loans, unfunded loans, and held-to-maturity securities, collectively referred to as the ACL. The ACL is a valuation account to adjust the cost basis to the amount expected to be collected, based on management’s experience, current conditions, and reasonable and supportable forecasts. For purposes of determining the allowance for funded and unfunded loans, the portfolios are segregated into pools that share similar risk characteristics that are then further segregated by credit grades. Loans that do not share similar risk characteristics are evaluated on an individual basis and are not included in the collective evaluation. The Company estimates the amount of the allowance based on loan loss experience, adjusted for current and forecasted economic conditions, including unemployment, changes in GDP, and commercial and residential real estate prices. The Company’s forecast of economic conditions uses internal and external information and considers a weighted average of a baseline, upside, and downside scenarios. Because economic conditions can change and are difficult to predict, the anticipated amount of estimated loan defaults and losses, and therefore the adequacy of the allowance, could change significantly and have a direct impact on the Company’s credit costs. The Company’s allowance for credit losses on loans was $145.1 million at June 30, 2025 based on the weighting of the different economic scenarios. As a hypothetical example, if the Company had only used the upside scenario, the allowance would have decreased $28.2 million. Conversely, the allowance would have increased $43.0 million using only the downside scenario.
36
Executive Summary
Below are highlights of the Company’s financial performance for the periods indicated.
($ in thousands, except per share data)
Three months ended
Six months ended
June 30, 2025
March 31, 2025
June 30, 2024
June 30, 2025
June 30, 2024
EARNINGS
Total interest income
$
218,967
$
211,780
$
211,644
$
430,747
$
419,367
Total interest expense
66,205
64,264
71,115
130,469
141,110
Net interest income
152,762
147,516
140,529
300,278
278,257
Provision for credit losses
3,470
5,184
4,819
8,654
10,575
Net interest income after provision for credit losses
149,292
142,332
135,710
291,624
267,682
Total noninterest income
20,604
18,483
15,494
39,087
27,652
Total noninterest expense
105,702
99,783
94,017
205,485
187,518
Income before income tax expense
64,194
61,032
57,187
125,226
107,816
Income tax expense
12,810
11,071
11,741
23,881
21,969
Net income
$
51,384
$
49,961
$
45,446
$
101,345
$
85,847
Preferred dividends
937
938
937
1,875
1,875
Net income available to common stockholders
$
50,447
$
49,023
$
44,509
$
99,470
$
83,972
Basic earnings per common share
$
1.36
$
1.33
$
1.19
$
2.69
$
2.24
Diluted earnings per common share
$
1.36
$
1.31
$
1.19
$
2.67
$
2.24
Return on average assets
1.30
%
1.30
%
1.25
%
1.30
%
1.18
%
Adjusted return on average assets1
1.31
%
1.29
%
1.27
%
1.30
%
1.21
%
Return on average common equity
11.03
%
11.10
%
10.68
%
11.07
%
10.10
%
Adjusted return on average common equity1
11.12
%
11.08
%
10.90
%
11.10
%
10.30
%
Return on average tangible common equity1
13.84
%
14.02
%
13.77
%
13.93
%
13.04
%
Adjusted return on average tangible common equity1
13.96
%
13.99
%
14.06
%
13.97
%
13.30
%
Net interest margin (tax equivalent)
4.21
%
4.15
%
4.19
%
4.18
%
4.16
%
Efficiency ratio
60.97
%
60.11
%
60.26
%
60.55
%
61.30
%
Core efficiency ratio1
59.32
%
58.77
%
58.09
%
59.05
%
59.13
%
Common dividend payout ratio2
22.06
%
22.14
%
21.85
%
22.10
%
22.77
%
Book value per common share
$
50.09
$
48.64
$
45.08
Tangible book value per common share1
$
40.02
$
38.54
$
35.02
Average common equity to average assets
11.56
%
11.45
%
11.44
%
Tangible common equity to tangible assets1
9.42
%
9.30
%
9.18
%
ASSET QUALITY
Net charge-offs (recoveries)
$
630
$
(1,059)
$
605
$
(429)
$
6,469
Nonperforming loans
105,807
109,882
39,384
Nonaccrual loans
56,752
61,080
38,067
Classified assets
281,162
264,460
169,822
Total assets
16,076,299
15,676,594
14,615,666
Total loans
11,408,840
11,298,763
11,000,007
Classified assets to total assets
1.75
%
1.69
%
1.16
%
Nonperforming loans to total loans
0.93
%
0.97
%
0.36
%
Nonperforming assets to total assets
0.71
%
0.72
%
0.33
%
ACL on loans to total loans
1.27
%
1.27
%
1.27
%
Net charge-offs (recoveries) to average loans (annualized)
0.02
%
(0.04)
%
0.02
%
(0.01)
%
0.12
%
1 A non-GAAP measure. A reconciliation has been included in this section under the caption “Use of Non-GAAP Financial Measures.”
2 Dividends per common share divided by diluted earnings per common share.
37
Financial results and other notable items include:
•PPNR1 - PPNR of $68.1 million for the second quarter of 2025 and $134.2 million for the six months ended June 30, 2025 increased $2.0 million and $13.6 million from the linked and prior year-to-date periods, respectively. The increase from the linked and prior year-to-date periods was primarily due to an increase in net interest income from organic loan growth, continued investment in the securities portfolio and proactive management of the cost of deposits, partially offset by an increase in noninterest expense.
•Net interest income and NIM - Net interest income of $152.8 million for the second quarter of 2025 and $300.3 million for the six months ended June 30, 2025 increased $5.2 million and $22.0 million from the linked and prior year-to-date periods, respectively. NIM was 4.21% for the second quarter of 2025 and 4.18% for the six months ended June 30, 2025 compared to 4.15% and 4.16% for the linked and prior year-to-date periods, respectively. Compared to the linked and prior year-to-date periods, the increase in net interest income was primarily due to higher average loan and securities balances, as well as higher yields on the securities portfolio. Compared to the prior year-to-date period, net interest income also benefited from lower short-term interest rates that decreased deposit interest expense. Since September 2024, the Federal Reserve has reduced the federal funds target rate 100 basis points. In response, the Company has proactively adjusted deposit pricing to partially mitigate the impact on income from the repricing of variable rate loans.
•Noninterest income - Noninterest income of $20.6 million for the second quarter of 2025 and $39.1 million for the six months ended June 30, 2025 increased $2.1 million and $11.4 million from the linked and prior year-to-date periods, respectively. The increase in noninterest income from the linked and prior year-to-date periods was primarily due to higher BOLI income and community development investment income. Compared to the prior year-to-date period, the increase was also due to a $5.1 million increase in tax credit income and a $1.6 million increase in gain on SBA loan sales.
•Noninterest expense - Noninterest expense of $105.7 million for the second quarter of 2025 and $205.5 million for the six months ended June 30, 2025 increased $5.9 million and $18.0 million from the linked and prior year-to-date periods, respectively. The increase from the linked and prior year-to-date periods was primarily driven by higher employee compensation, variable deposit costs and higher loan and legal expenses related to loan workouts and OREO.
Balance sheet highlights:
•Loans – Total loans increased $188.5 million, or 2%, to $11.4 billion at June 30, 2025, compared to $11.2 billion at December 31, 2024. Average loans totaled $11.3 billion for the six months ended June 30, 2025 compared to $10.9 billion for the six months ended June 30, 2024.
•Deposits – Total deposits increased $170.9 million, to $13.3 billion at June 30, 2025 from $13.1 billion at December 31, 2024. Average deposits totaled $13.2 billion for the six months ended June 30, 2025 compared to $12.3 billion for the prior year-to-date period. Noninterest-bearing deposit accounts represented 32% of total deposits and the loan to deposit ratio was 86% at June 30, 2025, compared to 34% and 85%, respectively, at December 31, 2024.
1 PPNR is a non-GAAP measure. Refer to discussion and reconciliation of this measure in the accompanying financial tables.
38
•Asset quality – The allowance for credit losses on loans to total loans was 1.27% at June 30, 2025, compared to 1.23% at December 31, 2024. The ratio of nonperforming assets to total assets was 0.71% at June 30, 2025 compared to 0.30% at December 31, 2024. A provision for credit losses of $3.5 million and $8.7 million was recorded in the second quarter of 2025 and the six months ended June 30, 2025, respectively. This compares to $5.2 million and $10.6 million in the linked and prior year-to-date periods, respectively.
•Stockholders’ equity– Total stockholders’ equity was $1.9 billion at June 30, 2025, compared to $1.8 billion at December 31, 2024, and the tangible common equity to tangible assets ratio2 was 9.42% at June 30, 2025 compared to 9.05% at December 31, 2024. The Company and the Bank’s regulatory capital ratios exceeded the “well-capitalized” levels at June 30, 2025.
The Company’s Board of Directors approved a quarterly dividend of $0.31 per share of common stock, payable on September 30, 2025 to stockholders of record as of September 15, 2025. The Board also declared a cash dividend of $12.50 per share of Series A Preferred Stock (or $0.3125 per depositary share) representing a 5% per annum rate for the period commencing (and including) June 15, 2025 to (but excluding) September 15, 2025. The dividend will be payable on September 15, 2025 to holders of record of Series A Preferred Stock as of August 29, 2025.
•Pending Branch Acquisition – On April 28, 2025, the Company announced its pending acquisition with First Interstate pursuant to which the Bank will acquire twelve branches from First Interstate, including certain deposits and loans, and the owned real estate and fixed and other assets associated with the Branches. The purchase and assumption agreement provides for the transfer by First Interstate to the Bank of the facilities and other associated assets of the Branches, approximately $705 million in deposits, and certain, mostly commercially-oriented loans with outstanding balances of approximately $300 million as of June 30, 2025. The balance of loans and deposits is subject to change until the date of acquisition. The transaction, which is expected to close in the fourth quarter of 2025, will expand the Company’s presence in Arizona and Kansas.
2 Tangible common equity to tangible assets ratio is a non-GAAP measure. Refer to discussion and reconciliation of this measure in the accompanying financial tables.
39
RESULTS OF OPERATIONS
Net Interest Income and Net Interest Margin
Average Balance Sheet
The following tables present, for the periods indicated, certain information related to our average interest-earning assets and interest-bearing liabilities, as well as the corresponding interest rates earned and paid, all on a tax equivalent basis.
Three months ended June 30,
Three months ended March 31,
Three months ended June 30,
2025
2025
2024
($ in thousands)
Average Balance
Interest Income/Expense
Average Yield/ Rate
Average Balance
Interest Income/Expense
Average Yield/ Rate
Average Balance
Interest Income/Expense
Average Yield/ Rate
Assets
Interest-earning assets:
Loans1, 2
$
11,358,209
$
188,007
6.64
%
$
11,240,806
$
182,039
6.57
%
$
10,962,488
$
189,346
6.95
%
Taxable securities
1,971,025
19,940
4.06
1,818,615
17,625
3.93
1,417,147
12,246
3.48
Non-taxable securities2
1,177,985
10,390
3.54
1,112,297
9,467
3.45
979,372
7,710
3.17
Total securities
3,149,010
30,330
3.86
2,930,912
27,092
3.75
2,396,519
19,956
3.35
Interest-earning deposits
315,738
3,368
4.28
479,136
5,124
4.34
325,452
4,389
5.42
Total interest-earning assets
14,822,957
221,705
6.00
14,650,854
214,255
5.93
13,684,459
213,691
6.28
Noninterest-earning assets
1,036,764
992,145
961,922
Total assets
$
15,859,721
$
15,642,999
$
14,646,381
Liabilities and Stockholders’ Equity
Interest-bearing liabilities:
Interest-bearing demand accounts
$
3,225,611
$
17,152
2.13
%
$
3,167,428
$
17,056
2.18
%
$
2,950,827
$
18,801
2.56
%
Money market accounts
3,660,053
28,437
3.12
3,601,535
28,505
3.21
3,434,712
31,926
3.74
Savings accounts
532,754
183
0.14
534,512
189
0.14
573,115
335
0.24
Certificates of deposit
1,486,522
14,207
3.83
1,374,693
13,516
3.99
1,412,263
15,312
4.36
Total interest-bearing deposits
8,904,940
59,979
2.70
8,678,168
59,266
2.77
8,370,917
66,374
3.19
Subordinated debentures and notes
156,753
2,737
7.00
156,615
2,562
6.63
156,188
2,684
6.91
FHLB advances
156,868
1,801
4.61
25,300
287
4.60
40,308
561
5.60
Securities sold under agreements to repurchase
209,493
1,592
3.05
263,608
2,017
3.10
158,969
1,401
3.54
Other borrowings
36,208
96
1.06
39,535
132
1.35
36,203
95
1.06
Total interest-bearing liabilities
9,464,262
66,205
2.81
9,163,226
64,264
2.84
8,762,585
71,115
3.26
Noninterest-bearing liabilities:
Demand deposits
4,340,301
4,463,388
3,973,336
Other liabilities
149,069
153,113
162,220
Total liabilities
13,953,632
13,779,727
12,898,141
Stockholders’ equity
1,906,089
1,863,272
1,748,240
Total liabilities & stockholders’ equity
$
15,859,721
$
15,642,999
$
14,646,381
Net interest income
$
155,500
$
149,991
$
142,576
Net interest spread
3.19
%
3.09
%
3.02
%
Net interest margin
4.21
%
4.15
%
4.19
%
1 Average balances include nonaccrual loans. Interest income includes net loan fees of $1.8 million, $1.6 million, and $2.2 million for the three months ended June 30, 2025, March 31, 2025, and June 30, 2024, respectively.
2 Non-taxable income is presented on a fully tax-equivalent basis using a tax rate of approximately 25%. The tax-equivalent adjustments were $2.7 million, $2.5 million, and $2.1 million for each of the three months ended June 30, 2025, March 31, 2025, and June 30, 2024, respectively.
40
Six months ended
June 30, 2025
June 30, 2024
($ in thousands)
Average Balance
Interest Income/ Expense
Average Yield/ Rate
Average Balance
Interest Income/ Expense
Average Yield/ Rate
Assets
Interest-earning assets:
Loans1, 2
$
11,299,832
$
370,046
6.60
%
$
10,945,211
$
376,049
6.91
%
Taxable securities
1,895,241
37,565
4.00
1,420,471
24,071
3.41
Non-taxable securities2
1,145,322
19,857
3.50
978,074
15,376
3.16
Total securities
3,040,563
57,422
3.81
2,398,545
39,447
3.31
Interest-earning deposits
396,986
8,492
4.31
296,759
7,958
5.39
Total interest-earning assets
14,737,381
435,960
5.97
13,640,515
423,454
6.24
Noninterest-earning assets
1,014,578
960,735
Total assets
$
15,751,959
$
14,601,250
Liabilities and Stockholders' Equity
Interest-bearing liabilities:
Interest-bearing demand accounts
$
3,196,680
$
34,209
2.16
%
$
2,937,551
$
37,413
2.56
%
Money market accounts
3,630,955
56,941
3.16
3,418,257
63,283
3.72
Savings accounts
533,629
372
0.14
580,115
637
0.22
Certificates of deposit
1,430,917
27,723
3.91
1,377,126
29,514
4.31
Total interest-bearing deposits
8,792,181
119,245
2.74
8,313,049
130,847
3.17
Subordinated debentures and notes
156,684
5,299
6.82
156,117
5,168
6.66
FHLB advances
91,448
2,088
4.60
57,049
1,590
5.60
Securities sold under agreements to repurchase
238,058
3,609
3.06
181,933
3,205
3.54
Other borrowings
36,205
228
1.27
39,470
300
1.53
Total interest-bearing liabilities
9,314,576
130,469
2.82
8,747,618
141,110
3.24
Noninterest-bearing liabilities:
Demand deposits
4,401,504
3,949,429
Other liabilities
151,080
160,734
Total liabilities
13,867,160
12,857,781
Stockholders' equity
1,884,799
1,743,469
Total liabilities & stockholders' equity
$
15,751,959
$
14,601,250
Net interest income
$
305,491
$
282,344
Net interest spread
3.15
%
3.00
%
Net interest margin
4.18
%
4.16
%
1 Average balances include nonaccrual loans. Interest income includes net loan fees of $3.4 million and $4.6 million for the six months ended June 30, 2025 and June 30, 2024, respectively.
2 Non-taxable income is presented on a fully tax-equivalent basis using a tax rate of approximately 25%. The tax-equivalent adjustments were $5.2 million and $4.1 million for the six months ended June 30, 2025 and June 30, 2024, respectively.
41
Rate/Volume
The following table sets forth, on a tax-equivalent basis for the periods indicated, a summary of the changes in interest income and interest expense resulting from changes in yield/rates and volume.
Three months ended June 30, 2025
Six months ended June 30, 2025
compared to
compared to
Three months ended March 31, 2025
Six months ended June 30, 2024
Increase (decrease) due to
Increase (decrease) due to
($ in thousands)
Volume1
Rate2
Net
Volume1
Rate2
Net
Interest earned on:
Loans
$
2,968
$
3,000
$
5,968
$
11,538
$
(17,541)
$
(6,003)
Taxable securities
1,670
645
2,315
8,893
4,601
13,494
Non-taxable securities3
649
274
923
2,767
1,714
4,481
Interest-earning deposits
(1,689)
(67)
(1,756)
2,330
(1,796)
534
Total interest-earning assets
$
3,598
$
3,852
$
7,450
$
25,528
$
(13,022)
$
12,506
Interest paid on:
Interest-bearing demand accounts
$
397
$
(301)
$
96
$
3,068
$
(6,272)
(3,204)
Money market accounts
568
(636)
(68)
3,703
(10,045)
(6,342)
Savings accounts
—
(6)
(6)
(48)
(217)
(265)
Certificates of deposit
1,184
(493)
691
1,094
(2,885)
(1,791)
Subordinated debentures and notes
3
172
175
17
114
131
FHLB advances
1,514
—
1,514
821
(323)
498
Securities sold under agreements to repurchase
(391)
(34)
(425)
886
(482)
404
Other borrowed funds
(10)
(26)
(36)
(24)
(48)
(72)
Total interest-bearing liabilities
3,265
(1,324)
1,941
9,517
(20,158)
(10,641)
Net interest income
$
333
$
5,176
$
5,509
$
16,011
$
7,136
23,147
1 Change in volume multiplied by yield/rate of prior period.
2 Change in yield/rate multiplied by volume of prior period.
3 Nontaxable income is presented on a tax equivalent basis.
NOTE: The change in interest due to both rate and volume has been allocated to rate and volume changes in proportion to the relationship of the absolute dollar amounts of the change in each.
Net interest income on a tax equivalent basis of $155.5 million for the quarter ended June 30, 2025 and $305.5 million for the six months ended June 30, 2025, increased $5.5 million and increased $23.1 million from the linked and prior year-to-date periods, respectively. The increase from the linked and prior year-to-date periods reflects organic loan growth and continued investment in the securities portfolio, partially offset by an increase in wholesale borrowings (FHLB advances and brokered certificates of deposits). Net interest income for the current quarter also benefited by one additional day compared to the linked quarter. On June 1, 2025, $63.3 million of subordinated debt converted from a fixed 5.75% rate to a floating rate of three-month term SOFR plus a spread of 5.66%, resulting in higher rates incurred for one month. The subordinated debt has a quarterly call feature. The cost of interest-bearing deposits has declined due to lower short-term rates, partially offset by an increase in deposit balances. Since September 2024, the Federal Reserve has reduced the federal funds target rate 100 basis points. In response, the Company has proactively adjusted deposit pricing to partially mitigate the impact on income from the repricing of variable rate loans.
Compared to the linked quarter, tax equivalent interest income increased $7.5 million primarily due to an increase of $117.4 million in average loan balances and a seven basis point increase in the average loan yield. The average securities balance increased $218.1 million and the yield increased 11 basis points due to new purchases and the reinvestment of cash flows from the runoff of lower yielding investments. The average interest rate of new loan originations in the second quarter of 2025 was 7.26%, an increase of 14 basis points from the linked quarter. Investment purchases in the second quarter of 2025 had a weighted average, tax equivalent yield of 5.30%.
42
Tax equivalent interest income increased $12.5 million over the prior year-to-date period primarily due to a $354.6 million increase in average loan balances, a $642.0 million increase in average securities balances, and a 50 basis point increase in yield on securities. These increases were partially offset by a 31 basis point decline in the loan yield to 6.60%, from 6.91% in the prior year-to-date period.
Compared to the linked quarter, interest expense increased $1.9 million primarily due to higher organic growth in deposits, an increase in wholesale borrowings and the higher rate incurred on subordinated debt for one month in the quarter. These increases were partially offset by a decline in the average balance of customer repurchase agreements. The total cost of deposits, including noninterest-bearing demand accounts, was 1.82% during the second quarter of 2025, compared to 1.83% in the linked quarter.
Interest expense decreased $10.6 million over the prior year-to-date period primarily due to a 43 basis point decline in the average cost of interest-bearing deposits and a 56 basis point decline in the average cost of money market accounts, partially offset by organic growth in the deposit portfolio. The total cost of deposits, including noninterest-bearing demand accounts, was 1.82% during the six months ended June 30, 2025, compared to 2.15% in the prior year-to-date period.
NIM, on a tax equivalent basis, was 4.21% in the second quarter of 2025 and 4.18% for the first six months of 2025, an increase of six basis points and two basis points from the linked and prior year-to-date periods, respectively.
Noninterest Income
The following table presents a comparative summary of the major components of noninterest income for the periods indicated.
Linked quarter comparison
Prior year comparison
Quarter ended
Six months ended
($ in thousands)
June 30, 2025
March 31, 2025
Increase (decrease)
June 30, 2025
June 30, 2024
Increase (decrease)
Deposit service charges
$
4,940
$
4,420
$
520
12
%
$
9,360
$
8,965
$
395
4
%
Wealth management revenue
2,584
2,659
(75)
(3)
%
5,243
5,134
109
2
%
Card services revenue
2,444
2,395
49
2
%
4,839
4,909
(70)
(1)
%
Tax credit income (loss)
2,207
2,610
(403)
(15)
%
4,817
(316)
5,133
1,624
%
Other income
8,429
6,399
2,030
32
%
14,828
8,960
5,868
65
%
Total noninterest income
$
20,604
$
18,483
$
2,121
11
%
$
39,087
$
27,652
$
11,435
41
%
Total noninterest income for the second quarter of 2025 was $20.6 million, an increase of $2.1 million from the linked quarter primarily due to higher deposit service charges and other income. The increase in other income from the linked quarter was primarily driven by a $1.7 million increase in BOLI income, as well as a $0.7 million increase in community development investment income. The increase in BOLI income was primarily due to the purchase of additional policies in the first quarter 2025 and, to a lesser extent, the payout of a policy in the second quarter of 2025. Community development investment income is not a consistent source of income and fluctuates based on distributions from the underlying funds.
Total noninterest income for the six months ended June 30, 2025 was $39.1 million, an increase from the prior year-to-date period of $11.4 million. The increase was primarily due to a $5.1 million increase in tax credit income, which varies based on transaction volumes and fair value changes on credits carried at fair value, and a $5.9 million increase in other income. Other income increased compared to the prior year-to-date period primarily due to a $1.7 million increase in BOLI income and a $1.6 million increase in gain on SBA loan sales. On a periodic basis, the Company will opportunistically sell SBA guaranteed loans. The Company sold $55.7 million and $23.1 million of the guaranteed portion of SBA 7(a) loans during the six months ended June 30, 2025 and June 30, 2024, respectively. A gain on sale of $3.0 million and $1.4 million was recognized during the six months ended June 30, 2025 and June 30, 2024, respectively.
43
Noninterest Expense
The following table presents a comparative summary of the major components of noninterest expense for the periods indicated.
Linked quarter comparison
Prior year comparison
Quarter ended
Six months ended
($ in thousands)
June 30, 2025
March 31, 2025
Increase (decrease)
June 30, 2025
June 30, 2024
Increase (decrease)
Employee compensation and benefits
$
50,164
$
48,208
$
1,956
4
%
$
98,372
$
89,786
$
8,586
10
%
Deposit costs
24,765
23,823
942
4
%
48,588
41,983
6,605
16
%
Occupancy
5,065
4,430
635
14
%
9,495
8,523
972
11
%
Data processing
4,713
4,809
(96)
(2)
%
9,522
9,678
(156)
(2)
%
Professional fees
2,029
1,728
301
17
%
3,757
2,733
1,024
37
%
Other expense
18,966
16,785
2,181
13
%
35,751
34,815
936
3
%
Total noninterest expense
$
105,702
$
99,783
$
5,919
6
%
$
205,485
$
187,518
$
17,967
10
%
Efficiency ratio
60.97
%
60.11
%
0.86
%
60.55
%
61.30
%
(0.75)
%
Core efficiency ratio3
59.32
%
58.77
%
0.55
%
59.05
%
59.13
%
(0.08)
%
Noninterest expense was $105.7 million for the second quarter of 2025, an increase of $5.9 million from $99.8 million in the linked quarter. Employee compensation and benefits increased $2.0 million from the linked quarter primarily due to a full quarter of merit increases that were effective on March 1, 2025, an increase in variable compensation and the number of working days in the quarter. Deposit costs relate to certain businesses in the deposit verticals that receive an earnings credit allowance for deposit related expenses that are impacted by interest rates and average balances. Deposit costs increased $0.9 million from the linked quarter primarily due to an increase of $62.1 million in average deposit vertical balances from the linked quarter. Acquisition costs relate to the previously announced branch acquisition that is expected to close in the fourth quarter 2025. Loan and legal expenses, included in other expense, increased $1.1 million during the quarter due to loan workouts and the foreclosure of certain properties related to nonperforming loans.
Total noninterest expense of $205.5 million for the first six months of 2025 increased $18.0 million from the prior year-to-date period primarily due to an increase in the associate base, merit increases throughout 2024 and 2025, and a $6.6 million increase in deposit costs due to higher earnings credit allowances and deposit vertical average balances.
Income Taxes
The Company’s effective tax rate was 20.0% for the second quarter of 2025 and 19.1% for the six months ended June 30, 2025. This compares to the linked quarter and prior year-to-date effective tax rate of 18.1% and 20.4%, respectively. The Company continues to leverage tax credit opportunities as part of its overall tax planning strategy that contributes to a lower effective tax rate.
3 Core efficiency ratio is a non-GAAP measure. Refer to discussion and reconciliation of this measure in the accompanying financial tables.
44
Summary Balance Sheet
($ in thousands)
June 30, 2025
December 31, 2024
Increase (decrease)
Cash and cash equivalents
$
491,520
$
764,170
$
(272,650)
(36)
%
Securities
3,295,749
2,791,205
504,544
18
%
Loans
11,408,840
11,220,355
188,485
2
%
Assets
16,076,299
15,596,431
479,868
3
%
Deposits
13,317,359
13,146,492
170,867
1
%
Liabilities
14,153,400
13,772,429
380,971
3
%
Stockholders’ equity
1,922,899
1,824,002
98,897
5
%
Total assets were $16.1 billion at June 30, 2025, an increase of $479.9 million from December 31, 2024 primarily due to a $504.5 million increase in investment securities and a $188.5 million increase in loans, partially offset by a $272.7 million decrease in cash and cash equivalents. Total liabilities of $14.2 billion increased $381.0 million from December 31, 2024 primarily due to a $294.0 million increase in FHLB advances and a $170.9 million increase in deposits.
Investment Securities
At June 30, 2025, investment securities were $3.3 billion or 21% of total assets compared to $2.8 billion or 18% of total assets at December 31, 2024. The portfolio is comprised of both available-for-sale and held-to-maturity securities.
The table below sets forth the carrying value of investment securities, excluding the allowance for credit losses:
June 30, 2025
December 31, 2024
($ in thousands)
Amount
%
Amount
%
Obligations of U.S. Government sponsored enterprises
$
242,370
7.4
%
$
276,040
9.9
%
Obligations of states and political subdivisions
1,393,025
42.3
%
1,168,256
41.9
%
Agency mortgage-backed securities
1,404,432
42.6
%
1,075,306
38.5
%
U.S. Treasury Bills
116,055
3.5
%
128,893
4.6
%
Corporate debt securities
140,162
4.2
%
142,967
5.1
%
Total
$
3,296,044
100.0
%
$
2,791,462
100.0
%
Net Unrealized Losses
($ in thousands)
June 30, 2025
December 31, 2024
Available-for-sale securities
$
(131,094)
$
(163,212)
Held-to-maturity securities
(75,144)
(70,321)
Total
$
(206,238)
$
(233,533)
Investment purchases in the second quarter of 2025 had a weighted average, tax equivalent yield of 5.30%. The average duration of the investment portfolio was 5.1 years at June 30, 2025. The Company leverages the investment portfolio to lengthen the overall duration of the balance sheet, primarily using high-quality municipal securities. The expected cash flow from pay downs, maturities and interest over the next 12 months is approximately $547.5 million.
45
Loans by Type
The Company has a diversified loan portfolio, with no particular concentration of credit in any one economic sector; however, a substantial portion of the portfolio, including the C&I category, is secured by real estate. The ability of the Company’s borrowers to honor their contractual obligations is partially dependent upon the local economy and its effect on the real estate market.
The following table sets forth the composition of the loan portfolio by type of loans:
($ in thousands)
June 30, 2025
December 31, 2024
Increase (decrease)
Commercial and industrial
$
4,870,268
$
4,716,689
$
153,579
3
%
Commercial real estate - investor owned
2,739,915
2,606,964
132,951
5
%
Commercial real estate - owner occupied
2,334,185
2,367,823
(33,638)
(1)
%
Construction and land development
844,497
891,059
(46,562)
(5)
%
Residential real estate
364,281
359,263
5,018
1
%
Other
255,694
278,557
(22,863)
(8)
%
Total loans
$
11,408,840
$
11,220,355
$
188,485
2
%
Loans totaled $11.4 billion at June 30, 2025 compared to $11.2 billion at December 31, 2024. The increase was primarily due to an increase in C&I loans of $153.6 million and an increase of $99.3 million in CRE loans, partially offset by a decrease of $46.6 million in construction loans. Average revolving line draw utilization was 46% for the second quarter of 2025, compared to 43% for the year ended December 31, 2024.
The following table sets forth additional information on certain categories of loans that are included in total loans above at the periods indicated:
($ in thousands)
June 30, 2025
December 31, 2024
Increase (decrease)
SBA Loans
$
1,249,225
$
1,298,007
$
(48,782)
(4)
%
Sponsor finance
771,280
782,722
(11,442)
(1)
%
Life insurance premium financing
1,155,623
1,114,299
41,324
4
%
Tax credits
708,401
760,229
(51,828)
(7)
%
Sponsor finance, life insurance premium financing, and tax credits lending consist primarily of C&I loans. Sponsor finance and life insurance premium financing loans are sourced through relationships developed with private equity funds and estate planning firms and are not bound geographically by our markets. These loan products offer opportunities to expand and diversify geographically by entering new markets. The Company continues to focus on originating high-quality C&I relationships, as they typically have variable interest rates and allow for cross selling opportunities involving other banking products. Life insurance premium financing and tax credits are typically lower risk products due to the high collateral value securing the loans.
SBA loans are also generated on a national basis, and primarily consist of loans collateralized by first lien, owner-occupied real estate properties. These loans predominantly have a 75% guarantee from the SBA. The Company may sell the guaranteed portion of the loan and retain servicing rights, and in the three and six months ended June 30, 2025, the guaranteed portion of SBA loans totaling $24.4 million and $55.7 million, respectively, were sold.
46
Provision and Allowance for Credit Losses
The following table presents the components of the provision for credit losses:
Quarter ended
Six months ended
($ in thousands)
June 30, 2025
March 31, 2025
June 30, 2025
June 30, 2024
Provision for credit losses on loans
$
2,819
$
3,935
$
6,754
$
11,162
Provision (benefit) for off-balance sheet commitments
253
214
467
(770)
Provision (benefit) for held-to-maturity securities
—
38
38
(471)
Charge-off of accrued interest
398
997
1,395
654
Provision for credit losses
$
3,470
$
5,184
$
8,654
$
10,575
The provision for credit losses, which includes a provision for losses on unfunded commitments, is a charge to earnings to maintain the ACL on loans at a level consistent with management’s assessment of expected losses in the loan portfolio at the balance sheet date. The Company also records reversals of interest on nonaccrual loans and interest recoveries directly through the provision of credit losses.
A provision for credit losses of $3.5 million for the second quarter of 2025 and $8.7 million for the six months ended June 30, 2025, decreased $1.7 million and $1.9 million from the linked and prior year-to-date periods, respectively. The provision for credit losses in the second quarter of 2025 and six months ended June 30, 2025 was primarily related to loan growth and changes in the economic forecast that influences projected future losses in the allowance calculation.
The following table summarizes the allocation of the ACL on loans:
June 30, 2025
December 31, 2024
($ in thousands)
Allowance
Percent of loans in each category to total loans
Allowance
Percent of loans in each category to total loans
Commercial and industrial
$
72,081
42.7
%
$
63,231
42.1
%
Real estate:
Commercial
47,832
44.5
%
54,617
44.3
%
Construction and land development
12,964
7.4
%
9,837
8.0
%
Residential
8,484
3.2
%
6,534
3.2
%
Other
3,772
2.2
%
3,731
2.4
%
Total
$
145,133
100.0
%
$
137,950
100.0
%
The ACL on loans was 1.27% of total loans at June 30, 2025, compared to 1.23% of loans at December 31, 2024. Excluding guaranteed loans, the ACL on loans to total loans was 1.38%4 at June 30, 2025, compared to 1.34% at December 31, 2024.
4 ACL on loans to total loans adjusted for guaranteed loans is a non-GAAP measure. Refer to discussion and reconciliation of this measure in the accompanying financial tables.
47
The following table is a summary of net charge-offs (recoveries) to average loans for the periods indicated:
Quarter ended
June 30, 2025
March 31, 2025
($ in thousands)
Net Charge-offs (Recoveries)
Average Loans(1)
Net Charge-offs (Recoveries)/Average Loans(2)
Net Charge-offs (Recoveries)
Average Loans(1)
Net Charge-offs (Recoveries)/Average Loans(2)
Commercial and industrial
$
(446)
$
4,789,234
(0.04)
%
$
(908)
$
4,734,160
(0.08)
%
Real estate:
Commercial
564
5,052,978
0.04
%
(11)
4,960,831
—
%
Construction and land development
141
857,735
0.07
%
(13)
884,239
(0.01)
%
Residential
234
365,784
0.26
%
(154)
359,521
(0.17)
%
Other
137
291,958
0.19
%
27
301,357
0.04
%
Total
$
630
$
11,357,689
0.02
%
$
(1,059)
$
11,240,108
(0.04)
%
(1) Excludes loans held for sale.
(2)Annualized.
Six months ended
June 30, 2025
June 30, 2024
($ in thousands)
Net Charge-offs (Recoveries)
Average Loans(1)
Net Charge-offs (Recoveries)/Average Loans(2)
Net Charge-offs (Recoveries)
Average Loans(1)
Net Charge-offs (Recoveries)/Average Loans(2)
Commercial and industrial
$
(1,354)
$
4,761,849
(0.06)
%
$
4,194
$
4,703,684
0.18
%
Real estate:
Commercial
553
5,007,159
0.02
%
2,083
4,755,574
0.09
%
Construction and land development
128
870,914
0.03
%
(30)
818,313
(0.01)
%
Residential
80
362,670
0.04
%
(127)
366,883
(0.07)
%
Other
164
296,631
0.11
%
349
299,743
0.23
%
Total
$
(429)
$
11,299,223
(0.01)
%
$
6,469
$
10,944,197
0.12
%
(1) Excludes loans held for sale.
(2)Annualized.
To the extent the Company does not recognize charge-offs and economic forecasts improve in future periods, the Company could recognize provision reversals. Conversely, if economic conditions and the Company’s forecast worsen and charge-offs increase, the Company could recognize elevated levels of provision for credit losses. The provision is also reflective of charge-offs (recoveries) in the period.
48
Nonperforming assets
The following table presents the categories of nonperforming assets and other ratios, excluding government guaranteed portions, as of the dates indicated.
($ in thousands)
June 30, 2025
December 31, 2024
Nonaccrual loans
$
56,752
$
42,667
Loans past due 90 days or more and still accruing interest
49,055
20
Total nonperforming loans
105,807
42,687
Other real estate
8,221
3,955
Total nonperforming assets
$
114,028
$
46,642
Total assets
$
16,076,299
$
15,596,431
Total loans
11,408,840
11,220,355
Total ACL on loans
145,133
137,950
ACL on loans to nonaccrual loans
256
%
323
%
ACL on loans to nonperforming loans
137
%
323
%
ACL on loans to total loans
1.27
%
1.23
%
Nonaccrual loans to total loans
0.50
%
0.38
%
Nonperforming loans to total loans
0.93
%
0.38
%
Nonperforming assets to total assets
0.71
%
0.30
%
Nonperforming loans based on loan type were as follows:
($ in thousands)
June 30, 2025
December 31, 2024
Commercial and industrial
$
15,370
$
15,821
Commercial real estate
83,719
25,096
Construction and land development
—
1,503
Residential real estate
6,689
258
Other
29
9
Total
$
105,807
$
42,687
The following table summarizes the changes in nonperforming loans:
Six months ended
($ in thousands)
June 30, 2025
Nonperforming loans, beginning of period
$
42,687
Additions to nonperforming loans
86,695
Charge-offs
(5,082)
Principal payments
(9,586)
Moved to other real estate
(8,405)
Moved to performing
(502)
Nonperforming loans, end of period
$
105,807
49
Nonperforming loans at June 30, 2025 increased $63.1 million, or 148%, when compared to December 31, 2024. The increase in nonperforming assets during the six months ended June 30, 2025 was primarily related to seven commercial real estate loans to two commercial banking relationships in Southern California that share common managing general partners. Six loans totaling $41.7 million are personally guaranteed by one individual, and the seventh loan totaling $26.7 million is guaranteed by a separate party. Litigation resulting from a business dispute between the general/managing partner and certain limited partners has resulted in all seven of the borrowing entities filing bankruptcy, and the Company expects to collect the full balance of these loans. These commercial real estate investor-owned loans and residential real estate loans are well-secured by real estate properties with up-to-date appraisals. Loan-to-value ratios for the individual properties range from 39% to 79% based on March 2025 appraisals performed. Furthermore, all seven loans include substantial personal guarantees, and $48.6 million of the $68.4 million relationship remains on accrual despite being 90+ days past due. A summary of the relationship is as follows:
At
June 30, 2025
($ in thousands)
Amount
Loan-to-value %
Commercial real estate - investor owned:
Multifamily
$
19,811
75.3
%
Mixed use
43,078
69.3
%
Total commercial real estate - investor owned
62,889
Residential real estate:
Duplex
$
1,668
37.9
%
Condominiums
3,857
64.3
%
Total residential real estate
5,525
Total relationship
$
68,414
Other real estate
The following table summarizes the changes in other real estate:
Six months ended
($ in thousands)
June 30, 2025
Other real estate, beginning of period
$
3,955
Additions
7,821
Sales
(3,555)
Other real estate, end of period
$
8,221
50
Deposits
The following table shows the breakdown of deposits by type:
($ in thousands)
June 30, 2025
December 31, 2024
Increase (decrease)
Noninterest-bearing demand accounts
$
4,322,332
$
4,484,072
$
(161,740)
(4)
%
Interest-bearing demand accounts
3,184,670
3,175,292
9,378
—
%
Money market accounts
3,676,197
3,564,063
112,134
3
%
Savings accounts
532,835
553,461
(20,626)
(4)
%
Certificates of deposit:
Brokered
752,422
484,588
267,834
55
%
Customer
848,903
885,016
(36,113)
(4)
%
Total deposits
$
13,317,359
$
13,146,492
$
170,867
1
%
Noninterest-bearing deposits / total deposits
32
%
34
%
The following table shows the average balance and average rate of the Company’s deposits by type:
Quarter ended
June 30, 2025
March 31, 2025
June 30, 2024
($ in thousands)
Average Balance
Average Rate Paid
Average Balance
Average Rate Paid
Average Balance
Average Rate Paid
Noninterest-bearing deposit accounts
$
4,340,301
—
%
$
4,463,388
—
%
$
3,973,336
—
%
Interest-bearing demand accounts
3,225,611
2.13
3,167,428
2.18
2,950,827
2.56
Money market accounts
3,660,053
3.12
3,601,535
3.21
3,434,712
3.74
Savings accounts
532,754
0.14
534,512
0.14
573,115
0.24
Certificates of deposit
1,486,522
3.83
1,374,693
3.99
1,412,263
4.36
Total interest-bearing deposits
$
8,904,940
2.70
$
8,678,168
2.77
$
8,370,917
3.19
Total average deposits
$
13,245,241
1.82
$
13,141,556
1.83
$
12,344,253
2.16
Six months ended
June 30, 2025
June 30, 2024
($ in thousands)
Average Balance
Average Rate Paid
Average Balance
Average Rate Paid
Noninterest-bearing deposit accounts
$
4,401,504
—
%
$
3,949,429
—
%
Interest-bearing demand accounts
3,196,680
2.16
2,937,551
2.56
Money market accounts
3,630,955
3.16
3,418,257
3.72
Savings accounts
533,629
0.14
580,115
0.22
Certificates of deposit
1,430,917
3.91
1,377,126
4.31
Total interest-bearing deposits
$
8,792,181
2.74
$
8,313,049
3.17
Total average deposits
$
13,193,685
1.82
$
12,262,478
2.15
51
Total deposits excluding brokered certificates of deposits were $12.6 billion at June 30, 2025, a decrease of $97.0 million from December 31, 2024. Brokered certificates of deposit at June 30, 2025 increased $267.8 million from December 31, 2024 and continue to be used as a stable funding source. The Company has deposit verticals focusing on property management, community associations, and escrow industries. These deposits increased to $3.6 billion at June 30, 2025 from $3.4 billion at December 31, 2024 due to continued success at generating organic deposit growth.
To provide customers a deposit product with enhanced FDIC insurance, the Company participates in several programs through third parties that provide full FDIC insurance on deposit amounts by exchanging or reciprocating larger depository relationships with other member banks. Total reciprocal deposits were $1.4 billion and $1.3 billion at June 30, 2025 and December 31, 2024, respectively. The Company considers reciprocal accounts as customer-related deposits due to the customer relationship that generated the transaction.
The total cost of deposits was 1.82% for the current quarter and six months ended June 30, 2025, respectively, compared to 1.83% and 2.15% for the linked and prior year-to-date periods, respectively.
Stockholders’ Equity
Stockholders’ equity totaled $1.9 billion at June 30, 2025, an increase of $98.9 million from December 31, 2024. Significant activity during the first six months of 2025 was as follows:
•Increase from net income of $101.3 million,
•Increase in fair value of securities and cash flow hedges of $27.7 million,
•Decrease from dividends paid on common and preferred stock of $23.7 million, and
•Decrease from common stock repurchases of $10.6 million.
Liquidity and Capital Resources
Liquidity
The objective of liquidity management is to ensure we have the ability to generate sufficient cash or cash equivalents in a timely and cost-effective manner to meet our commitments as they become due. Typical demands on liquidity are changes in deposit levels, maturing time deposits which are not renewed, and fundings under credit commitments to customers. Funds are available from a number of sources, such as the core deposit base and loan and security repayments and maturities.
Liquidity is provided from lines of credit with the FHLB, the Federal Reserve, and correspondent banks; the ability to acquire large and brokered deposits, sales of the securities portfolio, and the ability to sell loans or loan participations to other banks. These alternatives are an important part of our liquidity plan and provide flexibility and efficient execution of the asset-liability management strategy.
The Company’s Asset-Liability Management Committee oversees our liquidity position, the parameters of which are approved by the Bank’s Board of Directors. Our liquidity position is monitored daily. Our liquidity management framework includes measurement of several key elements, such as the loan to deposit ratio, a liquidity ratio, and a dependency ratio. The Company’s liquidity framework also incorporates contingency planning to assess the nature and volatility of funding sources and to determine alternatives to these sources. While core deposits and loan and investment repayments are principal sources of liquidity, funding diversification is another key element of liquidity management and is achieved by strategically varying depositor types, terms, funding markets, and instruments.
52
Liquidity from assets is available primarily from cash balances and the investment portfolio. Cash and interest-bearing deposits with other banks totaled $491.5 million at June 30, 2025, compared to $764.2 million at December 31, 2024. Investment securities are another important tool in liquidity planning. Securities totaled $3.3 billion and $2.8 billion at June 30, 2025 and December 31, 2024, respectively, and included $1.7 billion and $1.5 billion at June 30, 2025 and December 31, 2024, respectively, pledged as collateral for deposits of public institutions, loan notes and other requirements. The unpledged portion of the securities portfolio could be pledged or sold to enhance liquidity, if necessary.
Available on- and off-balance sheet liquidity sources include the following items:
($ in thousands)
June 30, 2025
Federal Reserve borrowing capacity
$
3,161,125
FHLB borrowing capacity
1,087,454
Unpledged securities
1,633,867
Federal funds lines (8 correspondent banks)
160,000
Cash and interest-bearing deposits
491,520
Holding Company line of credit
25,000
Total
$
6,558,966
The Company also has a portfolio of SBA guaranteed loans, a portion of which could be sold in the secondary market to generate earnings and liquidity. The guaranteed portion of SBA loans totaling $55.7 million and $23.1 million were sold during the six months ended June 30, 2025 and 2024, respectively.
Liability liquidity funding sources are available to increase financial flexibility. In addition to amounts borrowed at June 30, 2025, the Company could borrow an additional $1.1 billion from the FHLB of Des Moines under blanket loan pledges and has additional real estate loans that could be pledged. The Company also has $3.2 billion available from the Federal Reserve under a pledged loan agreement. The Company also has unsecured federal funds lines with eight correspondent banks totaling $160.0 million.
In the normal course of business, the Company enters into certain forms of off-balance sheet transactions, including unfunded loan commitments and letters of credit. These transactions are managed through the Company’s various risk management processes. Management considers both on-balance sheet and off-balance sheet transactions in its evaluation of the Company’s liquidity. The Company has $2.9 billion in unused commitments to extend credit as of June 30, 2025. While this commitment level would exhaust the majority of the Company’s current liquidity resources, the nature of these commitments is such that the likelihood of funding them in the aggregate at any one time is low.
At the holding company level, our primary funding sources are dividends and payments from the Bank and proceeds from the issuance of equity (i.e. stock option exercises, stock offerings) and debt instruments. The main use of this liquidity is to provide the funds necessary to pay dividends to stockholders, service debt, invest in subsidiaries as necessary, repurchase common stock and satisfy other operating requirements. The holding company maintains a revolving line of credit for an aggregate amount $25 million, all of which was available at June 30, 2025. The line of credit was renewed in the second quarter of 2025 and was effective as of February 22, 2025. The line of credit has a one-year term and the proceeds can be used for general corporate purposes.
Strong capital ratios, credit quality and core earnings are essential to retaining cost-effective access to the wholesale funding markets. Deterioration in any of these factors could have a negative impact on the Company’s ability to access these funding sources and, as a result, these factors are monitored on an ongoing basis as part of the liquidity management process. The Bank is subject to regulations and, among other things, may be limited in its ability to pay dividends or transfer funds to the parent company. Accordingly, consolidated cash flows as presented in the consolidated statements of cash flows may not represent cash immediately available for the payment of cash dividends to the Company’s stockholders or for other cash needs.
53
Through the normal course of operations, the Company has entered into certain contractual obligations and other commitments. Such obligations relate to funding operations through deposits or debt issuances, as well as leases for premises and equipment. As a financial services provider, the Company routinely enters into commitments to extend credit. While contractual obligations represent future cash requirements of the Company, a significant portion of commitments to extend credit may expire without being drawn upon. Such commitments are subject to the same credit policies and approval process accorded to loans made by the Company. The Company also enters into derivative contracts under which the Company either receives cash from or pays cash to counterparties depending on changes in interest rates. Derivative contracts are carried at fair value on the consolidated balance sheet with the fair value representing the net present value of expected future cash receipts or payments based on market interest rates as of the balance sheet date. The fair value of these contracts changes daily as market interest rates change.
Capital Resources
The Company and the Bank are subject to various regulatory capital requirements administered by federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and possible additional discretionary actions by regulators that, if undertaken, could have a direct material effect on the financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, the Company and its bank affiliate must meet specific capital guidelines that involve quantitative measures of assets, liabilities, and certain off-balance-sheet items as calculated under regulatory accounting practices. The banking affiliate’s capital amounts and classification are also subject to qualitative judgments by the regulators about components, risk weightings and other factors.
Quantitative measures established by regulation to ensure capital adequacy require the Company and the Bank to maintain minimum amounts and ratios (set forth in the following table) of total, Tier 1, and common equity tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets. To be categorized as “well capitalized”, banks must maintain minimum total risk-based (10%), Tier 1 risk-based (8%), common equity tier 1 risk-based (6.5%), and Tier 1 leverage ratios (5%). In addition, the Company must maintain an additional CCB above the regulatory minimum ratio requirements. The CCB is designed to insulate banks from periods of stress and impose constraints on dividends, stock repurchases and discretionary bonus payments when capital levels fall below prescribed levels. As of June 30, 2025, and December 31, 2024, the Company and the Bank met all capital adequacy requirements to which they are subject and exceeded the amounts required to be “well capitalized”.
The following table summarizes the Company’s various capital ratios:
June 30, 2025
December 31, 2024
($ in thousands)
EFSC
Bank
EFSC
Bank
To Be Well-Capitalized
Minimum Ratio with CCB
Common Equity Tier 1 Capital to Risk Weighted Assets
11.9
%
12.5
%
11.8
%
12.4
%
6.5
%
7.0
%
Tier 1 Capital to Risk Weighted Assets
13.2
%
12.5
%
13.1
%
12.4
%
8.0
%
8.5
%
Total Capital to Risk Weighted Assets
14.7
%
13.6
%
14.6
%
13.4
%
10.0
%
10.5
%
Leverage Ratio (Tier 1 Capital to Average Assets)
11.1
%
10.5
%
11.1
%
10.5
%
5.0
%
N/A
Tangible common equity to tangible assets1
9.42
%
9.05
%
1 Not a required regulatory capital ratio.
The Company believes the tangible common equity ratio is an important measure of capital strength, even though it is considered a non-GAAP measure. A reconciliation has been included in this section under the caption “Use of Non-GAAP Financial Measures.”
54
Use of Non-GAAP Financial Measures:
The Company’s accounting and reporting policies conform to generally accepted accounting principles in the United States (“GAAP”) and the prevailing practices in the banking industry. However, the Company provides additional financial measures, such as tangible common equity, adjusted ROAA, adjusted return on average common equity, ROATCE, adjusted ROATCE, ACL on loans to total loans adjusted for guaranteed loans, core efficiency ratio, PPNR, tangible book value per common share, return on average common equity and the tangible common equity to tangible assets ratio, in this report that are considered “non-GAAP financial measures.” Generally, a non-GAAP financial measure is a numerical measure of a company’s financial performance, financial position, or cash flows that exclude (or include) amounts that are included in (or excluded from) the most directly comparable measure calculated and presented in accordance with GAAP.
The Company considers its tangible common equity, adjusted ROAA, adjusted return on average common equity, ROATCE, adjusted ROATCE, ACL on loans to total loans adjusted for guaranteed loans, core efficiency ratio, PPNR, tangible book value per common share, return on average common equity and the tangible common equity to tangible assets ratio, collectively “core performance measures,” presented in this report and the included tables as important measures of financial performance, even though they are non-GAAP measures, as they provide supplemental information by which to evaluate the impact of certain non-comparable items, and the Company’s operating performance on an ongoing basis. Core performance measures exclude certain other income and expense items, such as the FDIC special assessment, core conversion expenses, acquisition costs, the gain or loss on the sale of other real estate owned, and the gain or loss on sale of investment securities, that the Company believes to be not indicative of or useful to measure the Company’s operating performance on an ongoing basis. The attached tables contain a reconciliation of these core performance measures to the GAAP measures. The Company believes that the tangible common equity ratio provides useful information to investors about the Company’s capital strength even though it is considered to be a non-GAAP financial measure and is not part of the regulatory capital requirements to which the Company is subject.
The Company believes these non-GAAP measures and ratios, when taken together with the corresponding GAAP measures and ratios, provide meaningful supplemental information regarding the Company’s performance and capital strength. The Company’s management uses, and believes that investors benefit from referring to, these non-GAAP measures and ratios in assessing the Company’s operating results and related trends and when forecasting future periods. However, these non-GAAP measures and ratios should be considered in addition to, and not as a substitute for or preferable to, ratios prepared in accordance with GAAP. In the attached tables, the Company has provided a reconciliation of, where applicable, the most comparable GAAP financial measures and ratios to the non-GAAP financial measures and ratios, or a reconciliation of the non-GAAP calculation of the financial measures for the periods indicated.
55
Core Efficiency Ratio
Quarter ended
Six months ended
($ in thousands)
June 30, 2025
March 31, 2025
June 30, 2024
June 30, 2025
June 30, 2024
Net interest income (GAAP)
$
152,762
$
147,516
$
140,529
$
300,278
$
278,257
Tax-equivalent adjustment
2,738
2,475
2,047
5,213
4,087
Net interest income - FTE (non-GAAP)
$
155,500
$
149,991
$
142,576
$
305,491
$
282,344
Noninterest income (GAAP)
20,604
18,483
15,494
39,087
27,652
Less gain on sale of investment securities
—
106
—
106
—
Less net gain (loss) on sales of other real estate owned
56
23
—
79
(2)
Core revenue (non-GAAP)
$
176,048
$
168,345
$
158,070
$
344,393
$
309,998
Noninterest expense (GAAP)
$
105,702
$
99,783
$
94,017
$
205,485
$
187,518
Less FDIC special assessment
—
—
—
—
625
Less core conversion expense
—
—
1,250
—
1,600
Less amortization on intangibles
753
855
944
1,608
1,991
Less acquisition costs
518
—
—
518
—
Core noninterest expense (non-GAAP)
$
104,431
$
98,928
$
91,823
$
203,359
$
183,302
Core efficiency ratio (non-GAAP)
59.32
%
58.77
%
58.09
%
59.05
%
59.13
%
Tangible Common Equity, Tangible Book Value per Common Share, and Tangible Common Equity to Tangible Assets Ratio
(in thousands, except per share data)
June 30, 2025
March 31, 2025
June 30, 2024
Stockholders’ equity (GAAP)
$
1,922,899
$
1,868,073
$
1,755,273
Less preferred stock
71,988
71,988
71,988
Less goodwill
365,164
365,164
365,164
Less intangible assets
6,876
7,628
10,327
Tangible common equity (non-GAAP)
$
1,478,871
$
1,423,293
$
1,307,794
Common stock outstanding
36,950
36,928
37,344
Tangible book value per common share (non-GAAP)
$
40.02
$
38.54
$
35.02
Total assets (GAAP)
$
16,076,299
$
15,676,594
$
14,615,666
Less goodwill
365,164
365,164
365,164
Less intangible assets
6,876
7,628
10,327
Tangible assets (non-GAAP)
$
15,704,259
$
15,303,802
$
14,240,175
Tangible common equity to tangible assets (non-GAAP)
9.42
%
9.30
%
9.18
%
56
ACL on Loans to Total Loans Adjusted for Guaranteed Loans
At
($ in thousands)
June 30, 2025
March 31, 2025
June 30, 2024
Total loans (GAAP)
$
11,408,840
$
11,298,763
$
11,000,007
Less: Guaranteed loans, net
913,118
942,651
923,794
Total adjusted loans (non-GAAP)
$
10,495,722
$
10,356,112
$
10,076,213
ACL on loans
$
145,133
$
142,944
$
139,464
ACL on loans to total loans
1.27
%
1.27
%
1.27
%
ACL on loans to total adjusted loans
1.38
%
1.38
%
1.38
%
Pre-Provision Net Revenue (PPNR)
Quarter ended
Six months ended
($ in thousands)
June 30, 2025
March 31, 2025
June 30, 2024
June 30, 2025
June 30, 2024
Net interest income
$
152,762
$
147,516
$
140,529
$
300,278
$
278,257
Noninterest income
20,604
18,483
15,494
39,087
27,652
FDIC special assessment
—
—
—
—
625
Core conversion expense
—
—
1,250
—
1,600
Acquisition costs
518
—
—
518
—
Less gain on sale of investment securities
—
106
—
106
—
Less net gain (loss) on sales of other real estate owned
56
23
—
79
(2)
Less noninterest expense
105,702
99,783
94,017
205,485
187,518
PPNR (non-GAAP)
$
68,126
$
66,087
$
63,256
$
134,213
$
120,618
57
Return on Average Common Equity, Return on Average Tangible Common Equity (ROATCE) and Return on Average Assets (ROAA)
Quarter ended
Six months ended
($ in thousands)
June 30, 2025
March 31, 2025
June 30, 2024
June 30, 2025
June 30, 2024
Average stockholder’s equity (GAAP)
$
1,906,089
$
1,863,272
$
1,748,240
$
1,884,799
$
1,743,469
Less average preferred stock
71,988
71,988
71,988
71,988
71,988
Less average goodwill
365,164
365,164
365,164
365,164
365,164
Less average intangible assets
7,237
8,026
10,783
7,629
11,277
Average tangible common equity (non-GAAP)
$
1,461,700
$
1,418,094
$
1,300,305
$
1,440,018
$
1,295,040
Net income (GAAP)
$
51,384
$
49,961
$
45,446
$
101,345
$
85,847
FDIC special assessment (after tax)
—
—
—
—
470
Core conversion expense (after tax)
—
—
940
—
1,203
Acquisition costs (after tax)
462
—
—
462
—
Less gain on sale of investment securities (after tax)
—
80
—
80
—
Less net gain (loss) on sales of other real estate owned (after tax)
42
17
—
59
(1)
Net income adjusted (non-GAAP)
$
51,804
$
49,864
$
46,386
$
101,668
$
87,521
Less preferred stock dividends
937
938
937
1,875
1,875
Net income available to common stockholders adjusted (non-GAAP)
$
50,867
$
48,926
$
45,449
$
99,793
$
85,646
Return on average common equity (GAAP)
11.03
%
11.10
%
10.68
%
11.07
%
10.10
%
Adjusted return on average common equity (non-GAAP)
11.12
%
11.08
%
10.90
%
11.10
%
10.30
%
ROATCE (non-GAAP)
13.84
%
14.02
%
13.77
%
13.93
%
13.04
%
Adjusted ROATCE (non-GAAP)
13.96
%
13.99
%
14.06
%
13.97
%
13.30
%
Average assets
$
15,859,721
$
15,642,999
$
14,646,381
$
15,751,959
$
14,601,250
Return on average assets (GAAP)
1.30
%
1.30
%
1.25
%
1.30
%
1.18
%
Adjusted return on average assets (non-GAAP)
1.31
%
1.29
%
1.27
%
1.30
%
1.21
%
ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
The disclosures set forth in this item are qualified by the cautionary language regarding forward-looking statements in the introduction to Item 2 of Part I of this Quarterly Report on Form 10-Q and other cautionary statements set forth elsewhere in this report.
Interest Rate Risk
Our interest rate risk management practices are aimed at optimizing net interest income, while guarding against deterioration that could be caused by certain interest rate scenarios. Interest rate sensitivity varies with different types of interest-earning assets and interest-bearing liabilities. We attempt to maintain interest-earning assets, comprised primarily of both loans and investments, and interest-bearing liabilities, comprised primarily of deposits, maturing or repricing in similar time horizons in order to manage any impact from market interest rate changes according to our risk tolerances. The Company uses a simulation model to measure the sensitivity to changing rates on earnings.
58
The Company determines the sensitivity of its short-term future earnings to a hypothetical plus or minus 100 to 300 basis point parallel rate shock through the use of simulation modeling. The simulation includes the modeling of the balance sheet as an ongoing entity. Future business assumptions involving administered rate products, prepayments for future rate-sensitive balances, and the reinvestment of maturing assets and liabilities are included. These items are then modeled to project net interest income based on a hypothetical change in interest rates. The resulting net interest income for the next 12-month period is compared to the baseline amounts calculated using flat rates. The difference represents the Company’s sensitivity to a positive or negative 100 basis points parallel rate shock.
The following table summarizes the expected impact of interest rate shocks on net interest income at June 30, 2025:
Rate Shock
Annual % change in net interest income
+ 300 bp
10.2%
+ 200 bp
6.9%
+ 100 bp
3.6%
- 100 bp
(3.3)%
- 200 bp
(6.5)%
- 300 bp
(9.2)%
The Company occasionally uses interest rate derivative instruments as an asset/liability management tool to hedge mismatches in interest rate exposure indicated by the net interest income simulation described above. They are used to modify the Company’s exposures to interest rate fluctuations and provide more stable spreads between loan yields and the rate on their funding sources. At June 30, 2025, the Company had derivative contracts to manage interest rate risk, including $400.0 million in notional value on derivatives to hedge the cash flows on floating rate loans and $32.1 million in notional value on derivative on floating rate debt. Derivative financial instruments are also discussed in “Item 1. Note 6 – Derivative Financial Instruments.”
The Company had $6.8 billion in variable rate loans at June 30, 2025. Of these loans, $4.7 billion have an interest rate floor and nearly all of those loans were at or above the floor. Variable rate loans include $2.7 billion indexed to the prime rate, $3.3 billion indexed to SOFR, and $788.1 million indexed to other rates.
At June 30, 2025, the Company’s available-for-sale and held-to-maturity investment securities totaled $2.2 billion and $1.1 billion, respectively. These portfolios consist primarily of fixed-rate securities that are subject to changes in market value due to changes in interest rates. At June 30, 2025, net unrealized losses were $131.1 million and $75.1 million on the available-for-sale and held-to-maturity investment portfolios, respectively.
59
ITEM 4: CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of the Company’s Chief Executive Officer (the “CEO”) and the Chief Financial Officer (the “CFO”), management has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures pursuant to Exchange Act Rule 13a-15, as of June 30, 2025. Disclosure controls and procedures include without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Securities Exchange Act of 1934, as amended, is accumulated and communicated to the issuer’s management, including its principal executive and principal financial officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
Based on that evaluation, the CEO and CFO concluded the Company’s disclosure controls and procedures were effective as of June 30, 2025 to provide reasonable assurance of the achievement of the objectives described above.
Changes to Internal Controls
There were no changes during the period covered by this Quarterly Report on Form 10-Q in the Company’s internal controls over financial reporting that have materially affected, or are reasonably likely to materially affect, those controls.
PART II - OTHER INFORMATION
ITEM 1: LEGAL PROCEEDINGS
The Company and its subsidiaries are, from time to time, parties to various legal proceedings arising out of their businesses. Management believes there are no such legal proceedings pending or threatened against the Company or its subsidiaries in the ordinary course of business, directly, indirectly, or in the aggregate that, if determined adversely, would have a material adverse effect on the business, consolidated financial condition, results of operations or cash flows of the Company or any of its subsidiaries.
ITEM 1A: RISK FACTORS
For information regarding risk factors affecting the Company, please see the cautionary language regarding forward-looking statements in the introduction to Item 2 of Part I of this Quarterly Report on Form 10-Q, and Part I, Item 1A of our Report on Form 10-K for the fiscal year ended December 31, 2024. There have been no material changes to the risk factors described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
ITEM 2: UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
None.
ITEM 3: DEFAULTS UPON SENIOR SECURITIES
None.
ITEM 4: MINE SAFETY DISCLOSURES
Not applicable.
60
ITEM 5: OTHER INFORMATION
During the quarter ended June 30, 2025, no officer or director of the company adopted or terminated any contract, instruction, or written plan for the purchase or sale of securities of the company’s common stock that is intended to satisfy the affirmative defense conditions of Securities Exchange Act Rule 10b5-1(c) or any non-Rule 10b5-1 trading arrangement as defined in 17 CFR § 229.408(c).
4.1 Long-term borrowing instruments are omitted pursuant to Item 601(b)(4)(iii) of Regulation S-K. The Company undertakes to furnish copies of such instruments to the Securities and Exchange Commission upon request.
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
104 The cover page of Enterprise Financial Services Corp’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, formatted in Inline XBRL (contained in Exhibit 101).
* Filed herewith
** Furnished herewith. Notwithstanding any incorporation of this Quarterly Statement on Form 10-Q in any other filing by the Registrant, Exhibits furnished herewith and designated with two (**) shall not be deemed incorporated by reference to any other filing unless specifically otherwise set forth herein or therein.
63
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Clayton, State of Missouri, on the day of August 1, 2025.