FIRST CITIZENS BANCSHARES INC /DE/ 10-Q

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations. Management’s discussion and analysis (“MD&A”) of earnings and related financial data is presented to assist in understanding the financial condition and results of operations of First Citizens BancShares, Inc. (the “Parent Company” and, when including all of its subsidiaries on a consolidated basis, “we,” “us,” “our,” or “BancShares”) and its banking subsidiary, First-Citizens Bank & Trust Company (“FCB”). Unless otherwise noted, the terms “we,” “us,” “our,” and “BancShares” in this section refer to the consolidated financial position and consolidated results of operations for BancShares. This MD&A is expected to provide our investors with a view of our financial condition and results of operations from our management’s perspective. This MD&A should be read in conjunction with the unaudited consolidated financial statements and related notes presented within this Quarterly Report on Form 10-Q (this “Form 10-Q”), along with our consolidated financial statements and related MD&A of financial condition and results of operations included in our Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Form 10-K”). Throughout this MD&A, references to a specific “Note” refer to Notes to the Unaudited Consolidated Financial Statements in Item 1. Financial Statements. Intercompany accounts and transactions have been eliminated. Although certain amounts for prior years have been reclassified to conform with financial statement presentations for 2025, the reclassifications had no effect on stockholders’ equity or net income as previously reported. Refer to Note 1—Significant Accounting Policies and Basis of Presentation. Management uses certain financial measures that are not presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”) in its analysis of the financial condition and results of operations of BancShares. Refer to the "Non-GAAP Financial Measurements" section of this MD&A for a reconciliation of these financial measures to the most directly comparable financial measures in accordance with GAAP. EXECUTIVE OVERVIEW The Parent Company is a bank holding company (“BHC”) and financial holding company. The Parent Company is regulated by the Board of Governors of the Federal Reserve System (“Federal Reserve”) under the U.S. Bank Holding Company Act of 1956, as amended. The Parent Company is also registered under the BHC laws of North Carolina and is subject to supervision, regulation and examination by the North Carolina Office of the Commissioner of Banks (the “NCCOB”). BancShares conducts its banking operations through its wholly owned subsidiary, FCB, a state-chartered bank organized under the laws of the state of North Carolina. FCB is regulated by the NCCOB. In addition, FCB, as an insured depository institution, is supervised by the Federal Deposit Insurance Corporation (the “FDIC”). BancShares provides financial services for a wide range of consumer and commercial clients. This includes retail and mortgage banking, wealth management, small and middle market banking, factoring and leasing. BancShares provides commercial factoring, receivables management and secured financing services to businesses (generally manufacturers or importers of goods) that operate in various industries, including apparel, textile, furniture, home furnishings and consumer electronics. BancShares also provides deposit, cash management and lending to homeowner associations and property management companies. BancShares also owns a fleet of railcars and locomotives that are leased to railroads and shippers. BancShares delivers banking products and services to its customers through an extensive branch network and additionally operates a nationwide digital banking platform that delivers deposit products to consumers (the “Direct Bank”). Services offered at most branches include accepting deposits, cashing checks and providing for consumer and commercial cash needs. Consumer and business customers may also conduct banking transactions through various digital channels and a dedicated Private Bank. In addition to our banking operations, we provide various investment products and services through FCB’s wholly owned subsidiaries, including First Citizens Investor Services, Inc. (“FCIS”) and First Citizens Asset Management, Inc. (“FCAM”), and a non-bank subsidiary First Citizens Capital Securities, LLC (“FCCS”). As a registered broker-dealer, FCIS provides a full range of investment products, including annuities, brokerage services and third-party mutual funds. As registered investment advisers, FCIS and FCAM provide investment management services and advice. FCCS is a broker-dealer that also provides underwriting and private placement services. We also have other wholly owned subsidiaries, including SVB Wealth LLC, SVB Asset Management, and First Citizens Institutional Asset Management, LLC, which are active investment advisers. Refer to Note 17—Segment Information for further information regarding the products and services we provide. Refer to the 2024 Form 10-K for a discussion of our strategy. 58 Recent Events Branch Acquisition On October 16, 2025, FCB announced that it had entered into an agreement to consummate the acquisition of 138 branches from BMO Bank N.A. (“BMO Bank”) located throughout the Midwest, Great Plains and West regions of the U.S. (the “BMO Branch Acquisition”). In connection with the BMO Branch Acquisition, FCB expects to assume approximately $5.7 billion in deposit liabilities and acquire approximately $1.1 billion in loans. We expect the transaction to close in mid-2026, subject to customary closing terms and conditions and regulatory approvals. Debt Transactions On September 5, 2025, the Parent Company issued and sold $600 million aggregate principal amount of its 5.600% Fixed Rate Reset Subordinated Notes due in 2035 in a public offering (the “Current Quarter Debt Issuance”). On March 12, 2025, the Parent Company issued and sold $500 million aggregate principal amount of its 5.231% Fixed-to-Floating Rate Senior Notes due in 2031 and $750 million aggregate principal amount of its 6.254% Fixed-to-Fixed Rate Subordinated Notes due in 2040 in a public offering (together with the Current Quarter Debt Issuance, the “2025 Debt Issuances”). On June 15, 2025, the Parent Company executed a callable feature and redeemed all $350 million aggregate principal amount of its 3.375% Fixed-to-Floating Rate Subordinated Notes due in 2030 (the “Linked Quarter Debt Redemption”). Share Repurchase Programs On July 25, 2025, BancShares announced that the Board of Directors (the “Board”) authorized a new share repurchase program (the “2025 SRP”), which allows BancShares to repurchase shares of its Class A common stock in an aggregate amount up to $4.0 billion through December 31, 2026. Repurchases under the 2025 SRP commenced in September 2025 upon the completion of the $3.5 billion share repurchase program announced in July 2024 (the “2024 SRP”). The total capacity remaining under the 2025 SRP was $3.7 billion as of September 30, 2025 and $3.4 billion as of October 31, 2025. During the third quarter of 2025, we repurchased 457,350 shares of our Class A common stock for approximately $900 million. Shares repurchased during the third quarter of 2025 represented 3.79% of Class A common shares and 3.50% of total Class A and Class B common shares outstanding at June 30, 2025. From inception of the 2024 SRP through September 30, 2025, we have repurchased 1,913,633 shares of our Class A common stock for approximately $3.79 billion, representing 14.15% of Class A common shares and 13.17% of total Class A and Class B common shares outstanding as of June 30, 2024. Subsequent to September 30, 2025, BancShares purchased an additional 183,077 shares of Class A common stock through October 31, 2025 under the 2025 SRP. Refer to Part II, Item 2. Unregistered Sales of Equity Securities and Use of Proceeds for additional information regarding monthly repurchase activity during the third quarter of 2025. 2025 Loan Class Changes During the second quarter of 2025, the loan classes which were reported in the Silicon Valley Bank (“SVB”) portfolio in the 2024 Form 10-K were recast to the Commercial portfolio (the “2025 Loan Class Changes”) as further discussed in Note 1—Significant Accounting Policies and Basis of Presentation. Loan and lease and allowance for loan and lease losses (“ALLL”) disclosures for all periods presented in this Form 10-Q were recast to reflect the 2025 Loan Class Changes. Loan disclosures in the “Results by Segment” section of this MD&A were not recast as a result of the 2025 Loan Class Changes because the composition of reportable segments is separate and distinct from the identification of loan classes. 59 Termination of the Shared-Loss Agreement with the FDIC On April 7, 2025, FCB and the FDIC entered into an agreement (the “Shared-Loss Termination Agreement”) to terminate the Shared-Loss Agreement (as defined in Note 2—Business Combinations). As a result of entering into the Shared-Loss Termination Agreement, all rights and obligations of the parties under the Shared-Loss Agreement terminated as of the date of the Shared-Loss Termination Agreement, including FCB’s reporting covenants and obligations related to FDIC Loss Sharing and FCB reimbursement (each as defined in Note 2—Business Combinations in our 2024 Form 10-K). The decision to enter into the Shared-Loss Termination Agreement was motivated, in part, by FCB’s determination that the likelihood of reaching the $5 billion loss threshold during the five-year period covered by the Shared-Loss Agreement was remote. Additionally, the Shared-Loss Termination Agreement eliminated the reporting responsibilities associated with the Shared-Loss Agreement. There was no impact to our consolidated balance sheets or statements of income resulting from the Shared-Loss Termination Agreement because there was no loss indemnification asset or true-up liability associated with the Shared-Loss Agreement, primarily based on evaluation of historical loss experience and the credit quality of the Covered Assets (as defined in Note 2—Business Combinations in our 2024 Form 10-K). The risk-based capital ratio impacts resulting from the Shared-Loss Termination Agreement are discussed in the “Capital” section of this MD&A. Changes to the Composition of Reportable Segments We updated our segment reporting during the first quarter of 2025 as further discussed in Note 1—Significant Accounting Policies and Basis of Presentation. We transferred certain components from the SVB Commercial and General Bank segments to the Commercial Bank segment and modified our segment expense allocation methodology. Segment disclosures for 2024 periods included in this Form 10-Q were recast to reflect the segment reporting updates. Refer to Note 17—Segment Information for descriptions of segment products and services and the “Results by Segment” section of this MD&A. Recent Economic, Industry and Regulatory Developments Entering 2025, the Federal Open Market Committee (“FOMC”) had reduced the benchmark federal funds rate to a range between 4.25% - 4.50% and maintained this level until its September meeting. During its September meeting, the FOMC reduced the benchmark federal funds rate by a quarter-point, to a range between 4.00% - 4.25%. On October 29, the FOMC again lowered the benchmark federal funds rate by a quarter-point, to a range between 3.75% - 4.00%. The Trump administration has imposed, modified and paused tariffs multiple times since the beginning of 2025. Actual and threatened changes to U.S. trade policies have resulted in some countries enacting retaliatory measures. The imposition of increased tariffs and trade restrictions has contributed to uncertainty and volatility in the global financial markets. The current tariff environment is dynamic, and we are closely monitoring both the impact and potential impact of such measures on our business, our customers and on overall economic conditions in the United States. On July 4, 2025, President Trump signed into law H.R. 1, referred to as the One Big Beautiful Bill Act (“OBBBA”). The OBBBA contains several provisions that impact corporate taxation. The enactment of the OBBBA did not have a material impact on the tax rate or results of operations. Financial Performance Summary The following tables in this MD&A include financial data for the three months ended September 30, 2025 (the “current quarter”), June 30, 2025 (the “linked quarter”) and September 30, 2024 (the “Prior Year Quarter”), along with the nine months ended September 30, 2025 (“current YTD”), and the nine months ended September 30, 2024 (“prior YTD”). In accordance with Item 303(c) of Regulation S-K, we focus our discussion of quarterly results of operations on changes compared to the linked quarter for the narrative discussion and analysis as we believe this provides investors and other users of our data with the most relevant information. We focus the discussion of our financial position by comparing balances as of September 30, 2025 to December 31, 2024, however the tables also provide the linked quarter balances. 60 Table 1 Selected Financial Data dollars in millions, except share data Three Months Ended Nine Months Ended September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Results of Operations: Interest income $ 2,998 $ 2,945 $ 3,138 $ 8,838 $ 9,352 Interest expense 1,264 1,250 1,342 3,746 3,918 Net interest income 1,734 1,695 1,796 5,092 5,434 Provision for credit losses 191 115 117 460 276 Net interest income after provision for credit losses 1,543 1,580 1,679 4,632 5,158 Noninterest income 699 678 650 2,012 1,916 Noninterest expense 1,491 1,500 1,456 4,484 4,218 Income before income taxes 751 758 873 2,160 2,856 Income tax expense 183 183 234 534 779 Net income 568 575 639 1,626 2,077 Preferred stock dividends 14 14 15 43 46 Net income available to common stockholders $ 554 $ 561 $ 624 $ 1,583 $ 2,031 Per Common Share Information: Weighted average common shares outstanding (diluted) 12,849,339 13,237,226 14,375,974 13,217,940 14,481,919 Diluted earnings per common share $ 43.08 $ 42.36 $ 43.42 $ 119.70 $ 140.26 Key Performance Metrics: Return on average assets 0.98 % 1.01 % 1.15 % 0.95 % 1.27 % Net interest margin (1) 3.26 3.26 3.53 3.26 3.62 Net interest margin, excluding purchase accounting accretion or amortization (1) (2) 3.15 3.14 3.33 3.13 3.35 Select Average Balances: Investment securities $ 44,827 $ 43,935 $ 38,189 $ 44,110 $ 35,769 Total loans and leases (3) 142,960 141,952 139,115 141,940 136,804 Operating lease equipment, net 9,463 9,419 9,028 9,412 8,908 Total assets 230,529 227,552 220,466 227,862 218,487 Total deposits 160,624 157,664 151,472 158,237 149,817 Total borrowings 38,258 38,379 37,448 38,015 37,502 Total stockholders’ equity 22,291 22,488 22,851 22,411 22,197 As of the Period Ending September 30, 2025 June 30, 2025 September 30, 2024 December 31, 2024 Select Ending Balances: Investment securities $ 45,124 $ 43,346 $ 38,663 $ 44,090 Total loans and leases 144,758 141,269 138,695 140,221 Operating lease equipment, net 9,446 9,466 9,186 9,323 Total assets 233,488 229,653 220,567 223,720 Total deposits 163,190 159,935 151,574 155,229 Total borrowings 38,675 38,112 37,161 37,051 Total stockholders’ equity 21,986 22,296 22,828 22,228 Loan to deposit ratio 88.71 % 88.33 % 91.50 % 90.33 % Noninterest-bearing deposits to total deposits 26.20 25.56 25.99 24.89 Capital Ratios: Total risk-based capital 14.05 % 14.25 % 15.36 % 15.04 % Tier 1 risk-based capital 12.15 12.63 13.78 13.53 Common equity Tier 1 11.65 12.12 13.24 12.99 Tier 1 leverage 9.34 9.62 10.17 9.90 Select Asset Quality Metrics: Ratio of nonaccrual loans to total loans 0.97 % 0.93 % 0.90 % 0.84 % Allowance for loan and lease losses to loans ratio 1.14 1.18 1.21 1.20 (1) Calculated net of average credit balances of factoring clients to appropriately reflect the interest-earning portion of factoring receivables. (2) Net interest margin (“NIM”), excluding purchase accounting accretion or amortization (“PAA”), is a non-GAAP financial measure. Refer to the “NII, NIM, and Interest and Fees on Loans, Excluding PAA” discussion in the “Non-GAAP Financial Measurements” section of this MD&A for a reconciliation from the most comparable GAAP measure to the non-GAAP measure. (3) Average loan balances include loans held for sale and nonaccrual loans. 61 Financial highlights are summarized below. Further details are discussed in the “Results of Operations” and “Balance Sheet Analysis” sections of this MD&A. Third Quarter Income Statement Highlights • Net income for the current quarter was $568 million , a decrease of $7 million or 1% from $575 million for the linked quarter. Net income available to common stockholders for the current quarter was $554 million, a decrease of $7 million or 1% from $561 million for the linked quarter. Earnings per basic and diluted common share for the current quarter was $43.08, an increase from $42.36 for the linked quarter. The decrease in net income available to common stockholders was due to higher provision for credit losses, partially offset by increases in net interest income (“NII”) and noninterest income, and lower noninterest expense as further discussed below. • NII for the current quarter was $1.73 billion, an increase of $39 million or 2% from $1.70 billion for the linked quarter, largely due to increases in interest income on loans, investment securities and interest-earning deposits at banks, partially offset by an increase in interest expense on interest-bearing deposits. PAA for the current quarter was $61 million, a decrease of $5 million from $66 million for the linked quarter. • NIM was 3.26% in both the current quarter and linked quarter as the decrease in yield on average interest-earning assets was offset by the decrease in rate paid on interest-bearing liabilities. NIM, excluding PAA (1) was 3.15% for the current quarter, an increase of 1 basis point (“bp”) over the linked quarter. • Noninterest income for the current quarter was $699 million , an increase of $21 million or 3% from $678 million for the linked quarter, largely due to an increase in other noninterest income of $9 million, mainly attributable to gains on the sale of other assets, as well as an increase of $6 million in client investment fees. • Noninterest expense for the current quarter was $1.49 billion, a decrease of $9 million or 1% from $1.50 billion for the linked quarter , mainly due to decreases in other noninterest expense of $20 million and acquisition-related expenses of $10 million, partially offset by increases in maintenance and other operating lease expenses of $12 million, personnel cost of $7 million, and equipment expense of $6 million. The decrease of $20 million in other noninterest expense was mainly due to the linked quarter including $15 million resulting from a vendor dispute and an increase in litigation reserves. • Provision for credit losses for the current quarter was $191 million, an increase of $76 million from $115 million for the linked quarter . The current quarter provision for credit losses included a provision for loan and lease losses of $214 million, partially offset by a benefit for off-balance sheet credit exposure of $23 million. ◦ The provision for loan and lease losses for the current quarter was $214 million compared to $111 million for the linked quarter. The $103 million increase in the provision for loan and lease losses was mainly attributable to an increase in net charge-offs of $115 million, as well as the impact of a $20 million reserve release in the current quarter, compared to an $8 million reserve release in the linked quarter. ▪ The $115 million increase in net charge-offs was mainly due to an $82 million charge-off on a single supply chain finance client in the Commercial Bank segment. Changes in the ALLL are discussed in the “Provision for Credit Losses” section of this MD&A. ◦ The benefit for off-balance sheet credit exposure for the current quarter was $23 million compared to a provision for the linked quarter of $4 million, resulting in a decrease in provision of $27 million, largely due to lower available balances. • Return on average assets for the current quarter was 0.98%, a decrease of 3 bps from 1.01% for the linked quarter due to the items discussed above . (1) NIM, excluding PAA is a non-GAAP measure. Refer to the “NII, NIM, and Interest and Fees on Loans, Excluding PAA” discussion in the “Non-GAAP Financial Measurements” section of this MD&A for further discussion. 62 Year-to-Date Income Statement Highlights • Net income for the current YTD was $1.63 billion, a decrease of $451 million or 22% from $2.08 billion for the prior YTD. Net income available to common stockholders for the current YTD was $1.58 billion, a decrease of 22% from $2.03 billion for the prior YTD. Earnings per diluted common share for the current YTD was $119.70, a decrease from $140.26 for the prior YTD. The decrease in net income available to common stockholders was due to lower NII, higher noninterest expense and higher provision for credit losses, partially offset by lower income tax expense and higher noninterest income as further discussed below. • NII for the current YTD was $5.09 billion, a decrease of $342 million or 6% from $5.43 billion for the prior YTD. NIM for the current YTD was 3.26%, a decrease of 36 bps from 3.62% for the prior YTD. The decreases in NII and NIM were mainly due to lower yields on loans and interest-earning deposits at banks, a mix shift from interest-earning deposits at banks to investment securities, a higher average balance of interest-bearing deposits, and a higher average balance and rate paid for borrowings, partially offset by a decline in the rate paid on interest-bearing deposits and a higher average balance of loans. ◦ PAA for the current YTD was $202 million, a decrease of $197 million from $399 million for the prior YTD. NIM, excluding PAA, (1) for the current YTD was 3.13%, a decrease of 22 bps from 3.35% for the prior YTD. • Noninterest income for the current YTD was $2.01 billion, an increase of $96 million from $1.92 billion for the prior YTD, mostly due to increases in rental income on operating lease equipment of $39 million, lending-related fees of $13 million, international fees of $13 million, and wealth management services of $11 million, other noninterest income of $9 million and a favorable change of $7 million in the fair value of marketable equity securities. • Noninterest expense for the current YTD was $4.48 billion, an increase of $266 million or 6% from $4.22 billion for the prior YTD, mostly due to increases in personnel cost of $168 million, marketing expense of $45 million, equipment expense of $36 million, other noninterest expense of $30 million and third-party processing fees of $20 million, partially offset by a decrease in acquisition-related expenses of $40 million. • Provision for credit losses for the current YTD was $460 million, an increase of $184 million from $276 million for the prior YTD. The current YTD provision for credit losses included a provision for loan and lease losses of $473 million, partially offset by a benefit for off-balance sheet credit exposure of $13 million. ◦ The provision for loan and lease losses for the current YTD was $473 million, an increase of $162 million from $311 million for the prior YTD, mainly attributable to an increase in net charge-offs of $117 million, which included a charge-off of $82 million for a single client as discussed above, and a $45 million decline in the ALLL reserve release for the current YTD. Changes in the ALLL are discussed in the “Provision for Credit Losses” section of this MD&A. ◦ The benefit for off-balance sheet credit exposure for the current YTD was $13 million, compared to $35 million for the prior YTD. The decrease in the benefit of $22 million was mostly due to trends in the volume of unfunded commitments, partially offset by a modest shift in our weighting from the downside to baseline economic scenario in the linked quarter as further discussed in the “ALLL Methodology” section of this MD&A. • Income tax expense for the current YTD was $534 million, a decrease of $245 million from $779 million for the prior YTD, primarily due to lower income before income taxes and a lower effective income tax rate (“ETR”). • Return on average assets for the current YTD was 0.95% compared to 1.27% for the prior YTD due to the decrease in net income explained above . (1) NIM, excluding PAA is a non-GAAP measure. Refer to the “NII, NIM, and Interest and Fees on Loans, Excluding PAA” discussion in the “Non-GAAP Financial Measurements” section of this MD&A for further discussion. 63 Balance Sheet Highlights • Loans and leases at September 30, 2025 were $144.76 billion, an increase of $4.54 billion or 3% from $140.22 billion at December 31, 2024. Loan growth of $3.26 billion in the SVB Commercial segment was concentrated in Global Fund Banking, partially offset by a decline in Tech and Healthcare. Loan growth in the Commercial Bank segment of $943 million was mainly in our industry verticals, primarily TMT and Healthcare, as well as Equipment Finance and Working Capital Solutions, which includes our factoring business. Loan growth of $338 million in the General Bank segment was primarily in Wealth. • Investment securities at September 30, 2025 were $45.12 billion, an increase of $1.03 billion or 2% from $44.09 billion at December 31, 2024, as the purchase of short duration available for sale U.S. treasury and agency mortgage-backed securities were partially offset by maturities and paydowns. • Deposits at September 30, 2025 were $163.19 billion, an increase of $7.96 billion or 5% from $155.23 billion at December 31, 2024. As shown in Table 3 below, the increase from December 31, 2024 was mainly attributable to deposit growth in Corporate of $3.49 billion (which primarily includes the Direct Bank), the SVB Commercial segment of $3.37 billion, and the General Bank segment of $1.64 billion, partially offset by a decline of $524 million in the Commercial Bank segment. Noninterest-bearing deposits grew by $4.12 billion or 10.7% compared to December 31, 2024 and represented 26.2% of total deposits as of September 30, 2025, compared to 24.9% at December 31, 2024. • Borrowings at September 30, 2025 were $38.68 billion, an increase of $1.62 billion or 4% from $37.05 billion at December 31, 2024, primarily due to the 2025 Debt Issuances with aggregate principal amounts totaling $1.85 billion, partially offset by the $350 million Linked Quarter Debt Redemption. • The ALLL at September 30, 2025 was $1.65 billion, a decrease of $24 million from $1.68 billion at December 31, 2024, as discussed above in the “Year-to-Date Income Statement Highlights.” The ALLL as a percentage of loans was 1.14% at September 30, 2025, a decrease of 6 bps from 1.20% at December 31, 2024. • At September 30, 2025, BancShares remained well capitalized with a total risk-based capital ratio of 14.05%, a Tier 1 risk-based capital ratio of 12.15%, a common equity Tier 1 (“CET1”) ratio of 11.65% and a Tier 1 leverage ratio of 9.34%. Funding, Liquidity and Capital Overview Deposit Composition and Trends We fund our business primarily through deposits. Deposits represented approximately 81% of total funding at September 30, 2025. The following table summarizes the composition, average size and uninsured percentages of our deposits: Table 2 Select Deposit Data Deposits as of September 30, 2025 Ending Balance (in millions) Average Size (in thousands) Uninsured % General Bank segment $ 74,596 $ 37 36 % Commercial Bank segment 2,978 624 82 SVB Commercial segment 39,891 562 68 Corporate and Rail segment (1) 45,725 59 8 Total $ 163,190 57 37 (1) The average size is reflective of the Direct Bank deposits and excludes brokered deposits and rail. The General Bank segment mainly includes deposits in our Branch Network, which deploys a relationship-based approach to deposit gathering. The Commercial Bank segment includes deposits of commercial customers, and the SVB Commercial segment includes deposits related to its commercial customer base. Deposits in Corporate mainly included $45.15 billion in our Direct Bank, with the remainder including brokered and other deposits. As displayed in the table above, the average size of deposits varies across our business segments. The uninsured percentage is the percentage of uninsured deposits to total deposits at period end for the respective segments and Corporate. Total uninsured deposits were approximately $59.75 billion or 37% of total deposits at September 30, 2025 and $59.51 billion or 38% at December 31, 2024. 64 Table 3 Deposit Trends dollars in millions Deposit Balance September 30, 2025 June 30, 2025 December 31, 2024 General Bank segment $ 74,596 $ 73,499 $ 72,956 Commercial Bank segment 2,978 2,899 3,502 SVB Commercial segment 39,891 37,798 36,524 Corporate and Rail segment 45,725 45,739 42,247 Total deposits $ 163,190 $ 159,935 $ 155,229 Deposit trends for the segments and Corporate at September 30, 2025 compared to December 31, 2024 are discussed below: • Corporate deposit growth of $3.49 billion was mainly in the Direct Bank, which consists primarily of savings accounts. • SVB Commercial segment deposits increased $3.37 billion, despite the strategic decision to move $2.4 billion in select cash sweep deposits to off-balance sheet client funds during the first quarter of 2025. Deposit growth was mainly in noninterest-bearing deposits. • General Bank segment deposit growth of $1.64 billion was primarily in the Branch Network, largely in money market and noninterest-bearing deposits. • Commercial Bank segment deposit decline of $524 million was mostly in noninterest-bearing deposits. Refer to the “Results by Segment” for a discussion of deposits at September 30, 2025 compared to June 30, 2025. Liquidity Position We strive to maintain a strong liquidity position and our risk appetite for liquidity is low. At September 30, 2025, we had $61.92 billion in high-quality liquid assets consisting of $23.92 billion in cash and interest-earning deposits at banks (primarily held at the Federal Reserve Bank (“FRB”)) and $38.01 billion in high-quality liquid securities (“HQLS”). HQLS are mainly comprised of U.S. agency mortgage-backed and U.S. Treasury investment securities. Additionally, we have unused borrowing capacity with the Federal Home Loan Bank (“FHLB”) and FRB of $18.02 billion and $13.33 billion, respectively. In connection with the SVBB Acquisition (as defined and described in Note 2—Business Combinations), FCB and the FDIC, as lender and as collateral agent, entered into the Advance Facility Agreement (as defined and described in Note 2—Business Combinations). The draw period under the Advance Facility Agreement ended March 27, 2025, as of which date, FCB had no outstanding amounts under the facility. Subsequently, we increased our borrowing capacity under agreements with the FRB through expansion of the eligible loan population to targeted loans historically not pledged to the FRB. Refer to the “Liquidity Risk” section of this MD&A for further discussion. Also in connection with the SVBB Acquisition, FCB issued a five-year, 3.50% fixed rate Purchase Money Note (as defined in Note 2—Business Combinations), which had a carrying value of $35.85 billion at September 30, 2025. While scheduled principal payments are not required until maturity in March 2028, FCB may voluntarily prepay principal without a premium or penalty. We will continue to monitor the interest rate environment and assess whether any voluntary prepayments are prudent considering the fixed rate of 3.50%. Potential sources that could fund voluntary prepayments or the amount due at maturity include excess liquidity (primarily comprised of interest-earning deposits at banks and proceeds from maturities and paydowns of investment securities), FHLB advances, deposit growth, and issuance of unsecured debt or other borrowings. At the time of voluntary prepayment or maturity, the interest rates for the potential interest-bearing sources of repayment could be higher than the 3.50% rate. 65 Investment Securities Duration At September 30, 2025, our investment securities portfolio primarily consisted of debt securities available for sale and held to maturity as summarized below. We manage debt security market risk by monitoring the average duration of our investment securities portfolio. The duration of our investment securities was approximately 2.5 years at September 30, 2025. The investment securities available for sale portfolio had an average duration of 2.1 years and the held to maturity portfolio had an average duration of 4.2 years. Refer to the “Interest-earning Assets—Investment Securities” section of this MD&A and Note 3—Investment Securities for further information. Table 4 Investment Securities Summary dollars in millions September 30, 2025 Composition (1) Amortized Cost Fair Value Fair Value to Amortized Cost Total investment securities available for sale 79.6 % $ 35,187 $ 34,963 99.4 % Total investment securities held to maturity 20.1 10,051 8,838 87.9 Investment in marketable equity securities 0.3 78 110 141.5 Total investment securities 100 % $ 45,316 $ 43,911 (1) Calculated as a percentage of the total fair value of investment securities. Capital Position At September 30, 2025, all regulatory capital ratios for BancShares and FCB exceeded the Prompt Corrective Action (“PCA”) well capitalized thresholds and Basel III requirements as further discussed in the “Capital” section of this MD&A. RESULTS OF OPERATIONS Net Interest Income and Net Interest Margin NII is affected by changes in interest rates and changes in the amount and composition of interest-earning assets and interest-bearing liabilities. Interest income and expense and the respective yields and rates include amortization of premiums, accretion of discounts, and impacts from hedging activities. The following tables present the average balances of interest-earning assets and interest-bearing liabilities with the associated yields and rates, interest income and expense, and changes therein due to changes in volume and yields or rates. Changes in interest income and expense due to changes in (i) volume (average balances of interest-earning assets and interest-bearing liabilities) and (ii) yields or rates are based on the following: • The change in NII due to volume is calculated as the change in average balance multiplied by the yield or rate from the prior period. • The change in NII due to yield or rate is calculated as the change in yield or rate multiplied by the average balance from the prior period. • The change in NII due to changes in both volume and yield or rate (i.e., portfolio mix) is calculated as the change in rate multiplied by the change in volume. This component is allocated between the changes due to volume and yield or rate based on the ratio each component bears to the absolute dollar amounts of their total. • Tax equivalent NII was not materially different from NII, therefore we present NII in our analysis. 66 Table 5 Average Balances, Yields and Rates, NII, and NIM (Current Quarter to Linked Quarter) dollars in millions Average Balance Yield / Rate Interest Income / Expense Three Months Ended Increase (Decrease) Three Months Ended Three Months Ended Increase (Decrease) due to: Sep 30, 2025 Jun 30, 2025 Sep 30, 2025 Jun 30, 2025 Increase (decrease) bps Sep 30, 2025 Jun 30, 2025 Increase (Decrease) Volume (1) Yield /Rate (1) Loans and leases (1) (2) $ 141,785 $ 140,699 $ 1,086 1 % 6.44 % 6.47 % (3) $ 2,300 $ 2,270 $ 30 $ 32 $ (2) Investment securities 44,827 43,935 892 2 3.83 3.79 4 430 416 14 10 4 Securities purchased under agreements to resell 284 237 47 20 4.32 4.34 (2) 3 3 — — — Interest-earning deposits at banks 24,146 23,304 842 4 4.36 4.40 (4) 265 256 9 11 (2) Total interest-earning assets (2) $ 211,042 $ 208,175 $ 2,867 1 5.64 5.67 (3) $ 2,998 $ 2,945 $ 53 $ 53 $ — Noninterest-earning assets 19,487 19,377 110 1 Total assets $ 230,529 $ 227,552 $ 2,977 1 Interest-bearing deposits Checking with interest $ 23,028 $ 22,929 $ 99 — % 1.70 % 1.69 % 1 $ 99 $ 97 $ 2 $ — $ 2 Money market 39,396 37,980 1,416 4 2.82 2.84 (2) 280 269 11 12 (1) Savings 47,005 46,163 842 2 3.66 3.72 (6) 435 428 7 11 (4) Time deposits 11,146 11,510 (364) (3) 3.45 3.48 (3) 97 100 (3) (2) (1) Total interest-bearing deposits 120,575 118,582 1,993 2 3.00 3.02 (2) 911 894 17 21 (4) Borrowings: Securities sold under customer repurchase agreements 442 471 (29) (6) 0.51 0.57 (6) 1 — 1 1 — Senior unsecured borrowings 555 555 — — 5.27 5.27 — 7 8 (1) (1) — Subordinated debt 1,350 1,473 (123) (8) 5.02 5.23 (21) 17 19 (2) (1) (1) Other borrowings 35,911 35,880 31 — 3.66 3.66 — 328 329 (1) — (1) Long-term borrowings 37,816 37,908 (92) — 3.73 3.74 (1) 352 356 (4) (2) (2) Total borrowings 38,258 38,379 (121) — 3.70 3.71 (1) 353 356 (3) (1) (2) Total interest-bearing liabilities $ 158,833 $ 156,961 $ 1,872 1 3.16 3.19 (3) $ 1,264 $ 1,250 $ 14 $ 20 $ (6) Noninterest-bearing liabilities $ 49,405 $ 48,103 $ 1,302 3 Stockholders' equity 22,291 22,488 (197) (1) Total liabilities and stockholders’ equity $ 230,529 $ 227,552 $ 2,977 1 Net interest spread (2) 2.48 % 2.48 % — Net interest margin and net interest income (2) 3.26 % 3.26 % — $ 1,734 $ 1,695 $ 39 (1) Loans and leases include nonaccrual loans and loans held for sale. Interest income on loans and leases includes accretion income and loan fees. (2) The average balances and yields for loans and leases are calculated net of average credit balances of factoring clients to appropriately reflect the interest-earning portion of factoring receivables. 67 NII and NIM (Current Quarter Compared to Linked Quarter) The table above quantifies the increases or decreases for the current quarter compared to the linked quarter for NII and NIM, as well as average balances of interest-earning assets and interest-bearing liabilities, and the respective yields earned and rates paid. The main reasons for the increases and decreases are explained below: • NII for the current quarter was $1.73 billion, an increase of $39 million or 2%, from $1.70 billion for the linked quarter. NII, excluding PAA, (1) was $1.67 billion for the current quarter, an increase of $44 million from $1.63 billion, for the linked quarter. The main reasons for the increases in NII and NII, excluding PAA, (1) are explained below: ◦ Interest and fees on loans for the current quarter was $2.30 billion, an increase of $30 million or 1%, from $2.27 billion for the linked quarter. The increase was mainly due to a higher day count and a higher average balance, partially offset by a modest decline in yield. ▪ Interest and fees on loans, excluding loan PAA, (1) were $2.23 billion for the current quarter, an increase of $34 million, from $2.20 billion for the linked quarter . ▪ Loan PAA was $71 million for the current quarter, a decrease of $4 million, from $75 million for the linked quarter . ◦ Interest income on investment securities (including securities purchased under agreements to resell) for the current quarter was $433 million, an increase of $14 million or 4%, from $419 million for the linked quarter, due to increases in the average balance, yield and day count. ◦ Interest income on interest-earning deposits at banks for the current quarter was $265 million, an increase of $9 million or 4%, from $256 million for the linked quarter, due to a higher average balance and a higher day count, partially offset by a slight decline in yield. ◦ Interest expense on borrowings for the current quarter was $353 million, a decrease of $3 million or 1%, from $356 million for the linked quarter, due to a modest decline in the average balance and rate paid as the Linked Quarter Debt Redemption impacted the average balance and rate for the entire current quarter, partially offset by the Current Quarter Debt Issuance. We expect interest expense on borrowings to increase in the fourth quarter of 2025 as the Current Quarter Debt Issuance will impact the average balance and rate for the entire quarter. Refer to the “Recent Events” section of this MD&A for further discussion. ◦ Interest expense on interest-bearing deposits for the current quarter was $911 million, an increase of $17 million, from $894 million for the linked quarter, as the impacts of a higher average balance and a higher day count were partially offset by a lower rate paid. • NIM was 3.26% in both the current quarter and linked quarter as the decrease in yield on average interest-earning assets was offset by the decrease in rate paid on interest-bearing liabilities. NIM, excluding PAA, (1) was 3.15% for the current quarter, an increase of 1 bps, from 3.14% for the linked quarter . ◦ The yield on average interest-earning assets for the current quarter was 5.64%, a decrease of 3 bps, from 5.67% for the linked quarter, mainly due to a lower loan yield and a decline in loan PAA. ◦ The rate paid on average interest-bearing liabilities for the current quarter was 3.16%, a decrease of 3 bps, from 3.19% for the linked quarter, primarily due to a lower rate paid on interest-bearing deposits, partially offset by the impact of a higher average balance of interest-bearing deposits. Refer to the “Financial Performance Summary—Balance Sheet Highlights,” “Interest-earning Assets,” and “Interest-bearing Liabilities” sections of this MD&A for discussions of balance sheet trends that impact average interest-earning assets, average interest-bearing liabilities, and the related yields earned and rates paid. (1) Refer to the “NII, NIM, and Interest and Fees on Loans, Excluding PAA” discussion in the “Non-GAAP Financial Measurements” section of this MD&A for further information. 68 Table 6 Average Balances, Yields and Rates, NII, and NIM (Current Quarter to Prior Year Quarter) dollars in millions Average Balance Yield / Rate Interest Income / Expense Three Months Ended Increase (Decrease) from Prior Year Quarter Three Months Ended Three Months Ended Increase (Decrease) due to: Sep 30, 2025 Sep 30, 2024 Sep 30, 2025 Sep 30, 2024 Increase (decrease) bps Sep 30, 2025 Sep 30, 2024 Increase (Decrease) Volume (1) Yield /Rate (1) Loans and leases (1) (2) $ 141,785 $ 137,602 $ 4,183 3 % 6.44 % 7.03 % (59) $ 2,300 $ 2,430 $ (130) $ 75 $ (205) Investment securities 44,827 38,189 6,638 17 3.83 3.70 13 430 354 76 64 12 Securities purchased under agreements to resell 284 241 43 18 4.32 5.34 (102) 3 4 (1) — (1) Interest-earning deposits at banks 24,146 26,167 (2,021) (8) 4.36 5.33 (97) 265 350 (85) (25) (60) Total interest-earning assets (2) $ 211,042 $ 202,199 $ 8,843 4 5.64 6.18 (54) $ 2,998 $ 3,138 $ (140) $ 114 $ (254) Noninterest-earning assets 19,487 18,267 1,220 7 Total assets $ 230,529 $ 220,466 $ 10,063 5 Interest-bearing deposits Checking with interest $ 23,028 $ 23,946 $ (918) (4) % 1.70 % 2.23 % (53) $ 99 $ 134 $ (35) $ (5) $ (30) Money market 39,396 34,132 5,264 15 2.82 3.24 (42) 280 278 2 40 (38) Savings 47,005 39,939 7,066 18 3.66 4.34 (68) 435 436 (1) 72 (73) Time deposits 11,146 14,429 (3,283) (23) 3.45 4.29 (84) 97 156 (59) (32) (27) Total interest-bearing deposits 120,575 112,446 8,129 7 3.00 3.55 (55) 911 1,004 (93) 75 (168) Borrowings: Securities sold under customer repurchase agreements 442 384 58 15 0.51 0.55 (4) 1 — 1 1 — Senior unsecured borrowings 555 361 194 54 5.27 2.59 268 7 2 5 2 3 Subordinated debt 1,350 900 450 50 5.02 3.34 168 17 8 9 4 5 Other borrowings 35,911 35,803 108 — 3.66 3.66 — 328 328 — — — Long-term borrowings 37,816 37,064 752 2 3.73 3.64 9 352 338 14 6 8 Total borrowings 38,258 37,448 810 2 3.70 3.61 9 353 338 15 7 8 Total interest-bearing liabilities $ 158,833 $ 149,894 $ 8,939 6 3.16 3.57 (41) $ 1,264 $ 1,342 $ (78) $ 82 $ (160) Noninterest-bearing liabilities $ 49,405 $ 47,721 $ 1,684 4 Stockholders' equity 22,291 22,851 (560) (3) Total liabilities and stockholders’ equity $ 230,529 $ 220,466 $ 10,063 5 Net interest spread (2) 2.48 % 2.61 % (13) Net interest margin and net interest income (2) 3.26 % 3.53 % (27) $ 1,734 $ 1,796 $ (62) (1) Loans and leases include nonaccrual loans and loans held for sale. Interest income on loans and leases includes accretion income and loan fees. (2) The average balances and yields for loans and leases are calculated net of average credit balances of factoring clients to appropriately reflect the interest-earning portion of factoring receivables. 69 Table 7 Average Balances, Yields and Rates, NII, and NIM (Current YTD to Prior Year YTD) dollars in millions Average Balance Yield / Rate Interest Income / Expense Nine Months Ended Increase (Decrease) from Prior Year Quarter Nine Months Ended Nine Months Ended Increase (Decrease) due to: Sep 30, 2025 Sep 30, 2024 Sep 30, 2025 Sep 30, 2024 Increase (decrease) bps Sep 30, 2025 Sep 30, 2024 Increase (Decrease) Volume (1) Yield /Rate (1) Loans and leases (1) (2) $ 140,668 $ 135,302 $ 5,366 4 % 6.46 % 7.11 % (65) $ 6,806 $ 7,206 $ (400) $ 275 $ (675) Investment securities 44,110 35,769 8,341 23 3.80 3.58 22 1,257 960 297 235 62 Securities purchased under agreements to resell 268 240 28 12 4.34 5.37 (103) 9 10 (1) 1 (2) Interest-earning deposits at banks 23,386 29,192 (5,806) (20) 4.38 5.38 (100) 766 1,176 (410) (212) (198) Total interest-earning assets (2) $ 208,432 $ 200,503 $ 7,929 4 5.66 6.22 (56) $ 8,838 $ 9,352 $ (514) $ 299 $ (813) Noninterest-earning assets 19,430 17,984 1,446 8 Total assets $ 227,862 $ 218,487 $ 9,375 4 Interest-bearing deposits Checking with interest $ 23,292 $ 24,112 $ (820) (3) % 1.72 % 2.22 % (50) $ 300 $ 401 $ (101) $ (13) $ (88) Money market 38,055 32,364 5,691 18 2.83 3.14 (31) 806 760 46 125 (79) Savings 45,707 38,290 7,417 19 3.74 4.33 (59) 1,280 1,242 38 221 (183) Time deposits 11,752 15,712 (3,960) (25) 3.55 4.28 (73) 312 504 (192) (115) (77) Total interest-bearing deposits 118,806 110,478 8,328 8 3.04 3.51 (47) 2,698 2,907 (209) 218 (427) Borrowings: Securities sold under customer repurchase agreements 447 398 49 12 0.53 0.49 4 2 1 1 1 — Senior unsecured borrowings 428 371 57 16 5.20 2.53 267 17 7 10 1 9 Subordinated debt 1,262 904 358 40 4.68 3.32 136 44 23 21 10 11 Other borrowings 35,878 35,829 49 — 3.66 3.65 1 985 980 5 1 4 Long-term borrowings 37,568 37,104 464 1 3.71 3.63 8 1,046 1,010 36 12 24 Total borrowings 38,015 37,502 513 1 3.67 3.59 8 1,048 1,011 37 13 24 Total interest-bearing liabilities $ 156,821 $ 147,980 $ 8,841 6 3.19 3.53 (34) $ 3,746 $ 3,918 $ (172) $ 231 $ (403) Noninterest-bearing liabilities $ 48,630 $ 48,310 $ 320 1 Stockholders' equity 22,411 22,197 214 1 Total liabilities and stockholders’ equity $ 227,862 $ 218,487 $ 9,375 4 Net interest spread (2) 2.47 % 2.69 % (22) Net interest margin and net interest income (2) 3.26 % 3.62 % (36) $ 5,092 $ 5,434 $ (342) (1) Loans and leases include nonaccrual loans and loans held for sale. Interest income on loans and leases includes accretion income and loan fees. (2) The average balances and yields for loans and leases are calculated net of average credit balances of factoring clients to appropriately reflect the interest-earning portion of factoring receivables. 70 NII and NIM (Current YTD Compared to Prior YTD) The table above quantifies the increases or decreases for the current YTD compared to the prior YTD for NII and NIM, as well as average balances of interest-earning assets and interest-bearing liabilities, and the respective yields earned and rates paid. The main reasons for the increases and decreases are explained below: • NII for the current YTD was $5.09 billion, a decrease of $342 million or 6%, from $5.43 billion for the prior YTD. NII, excluding PAA, (1) was $4.89 billion for the current YTD, a decrease of $145 million, from $5.04 billion for the prior YTD. The main reasons for the decreases in NII and NII, excluding PAA, (1) are explained below: ◦ Interest income on interest-earning deposits at banks for the current YTD was $766 million, a decrease of $410 million or 35%, from $1.18 billion for the prior YTD, due to a lower average balance and a decline in the federal funds rate. ◦ Interest and fees on loans for the current YTD was $6.81 billion, a decrease of $400 million or 6%, from $7.21 billion for the prior YTD, mainly due to a lower yield and lower loan PAA, partially offset by the impact of a higher average balance. • Interest and fees on loans, excluding loan PAA, (1) was $6.58 billion for the current YTD, a decrease of $215 million, from $6.79 billion for the prior YTD . • Loan PAA was $230 million in the current YTD, a decrease of $185 million, from $415 million for the prior YTD. ◦ Interest expense on borrowings for the current YTD was $1.05 billion, an increase of $37 million or 4%, from $1.01 billion for the prior YTD, primarily due to a higher rate paid and a higher average, reflecting the 2025 Debt Issuances. ◦ Interest income on investment securities (including securities purchased under agreements to resell) for the current YTD was $1.27 billion, an increase of $296 million or 31%, from $970 million for the prior YTD, mainly due to a higher average balance and a higher yield. ◦ Interest expense on interest-bearing deposits for the current YTD was $2.70 billion, a decrease of $209 million or 7%, from $2.91 billion for the prior YTD, as a lower rate paid was partially offset by the impact of a higher average balance. • NIM for the current YTD was 3.26%, a decrease of 36 bps, from 3.62% for the prior YTD. The decline in NIM was mainly due to the impacts of lower yields on loans and interest-earning deposits at banks, a mix shift from interest-earning deposits at banks to investment securities, a higher average balance of interest-bearing deposits, lower PAA, and a higher average balance and rate paid on borrowings, partially offset by the impacts of a decline in the rate paid on interest-bearing deposits and a higher average balance of loans. NIM, excluding PAA, (1) was 3.13% for the current YTD, a decrease of 22 bps, from 3.35% for the prior YTD. ◦ The yield on average interest-earning assets for the current YTD was 5.66%, a decrease of 56 bps, from 6.22% for the prior YTD, mainly due to a decline in yield on loans and interest-earning deposits at banks, as well as lower loan PAA, partially offset by a higher yield on investment securities. ◦ The rate paid on average interest-bearing liabilities for the current YTD was 3.19%, a decrease of 34 bps, from 3.53% for the prior YTD, primarily due to a lower rate paid on interest-bearing deposits, partially offset by the impacts of a higher average balance of interest-bearing deposits, and a higher average balance and rate paid for borrowings as a result of the 2025 Debt Issuances. Refer to the “Financial Performance Summary—Balance Sheet Highlights,” “Interest-earning Assets,” and “Interest-bearing Liabilities” sections of this MD&A for discussions of balance sheet trends that impact average interest-earning assets, average interest-bearing liabilities, and the related yields and rates paid. (1) Refer to the “NII, NIM, and Interest and Fees on Loans, Excluding PAA” discussion in the “Non-GAAP Financial Measurements” section of this MD&A for further information. The following table shows the types of average interest-earning assets as a percentage of total average interest-earning assets. Table 8 Average Interest-earning Asset Mix Three Months Ended Nine Months Ended September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Loans and leases 67 % 68 % 68 % 68 % 67 % Investment securities 21 21 19 21 18 Interest-earning deposits at banks 12 11 13 11 15 Total interest-earning assets 100 % 100 % 100 % 100 % 100 % 71 The following table shows the types of average interest-bearing liabilities as a percentage of total average interest-bearing liabilities. Table 9 Average Interest-bearing Liability Mix Three Months Ended Nine Months Ended September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Total interest-bearing deposits 76 % 76 % 75 % 76 % 75 % Long-term borrowings 24 24 25 24 25 Total interest-bearing liabilities 100 % 100 % 100 % 100 % 100 % Provision for Credit Losses Table 10 Provision for Credit Losses dollars in millions Three Months Ended Increase (Decrease) from Linked Quarter Nine Months Ended Increase (Decrease) Year to Date September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Provision for loan and lease losses $ 214 $ 111 $ 123 $ 103 94 % $ 473 $ 311 $ 162 52 % Provision (benefit) for off-balance sheet credit exposure (23) 4 (6) (27) (614) (13) (35) 22 63 Provision for credit losses $ 191 $ 115 $ 117 $ 76 66 % $ 460 $ 276 $ 184 67 % The provision for credit losses for the current quarter was $191 million, an increase of $76 million, from $115 million for the linked quarter . The current quarter provision for credit losses included a provision for loan and lease losses of $214 million, partially offset by a benefit for off-balance sheet credit exposure of $23 million. • The provision for loan and lease losses for the current quarter was $214 million, an increase of $103 million, from $111 million for the linked quarter, mainly attributable to an increase in net charge-offs of $115 million, as well as the impact of a $20 million reserve release in the current quarter, compared to a $8 million reserve release in the linked quarter. ◦ The $115 million increase in net charge-offs was mainly due to an $82 million charge-off on a single supply chain finance client in the Commercial Bank segment. ◦ The decrease of $20 million in the ALLL at September 30, 2025, compared to June 30, 2025, primarily reflected improvements in the economic outlook and other changes, including the elimination of reserves related to Hurricane Helene, partially offset by higher specific reserves for individually evaluated loans, and growth in global fund banking loans which have a lower loss rate relative to our other portfolios. • The benefit for off-balance sheet credit exposure for the current quarter was $23 million compared to a provision for the linked quarter of $4 million, resulting in a decrease in provision of $27 million, largely due to lower available balances. The provision for credit losses for the current YTD was $460 million, an increase of $184 million, from $276 million for the prior YTD. The current YTD provision for credit losses included a provision for loan and lease losses of $473 million, partially offset by a benefit for off-balance sheet credit exposure of $13 million. • The provision for loan and lease losses for the current YTD was $473 million, an increase of $162 million, from $311 million for the prior YTD, mainly attributable to an increase in net charge-offs of $117 million, which included a charge-off of $82 million for a single client as discussed above, and a decline in the ALLL reserve release in the current YTD of $45 million as a result of a $24 million reserve release in the current YTD compared to a $69 million reserve release in the prior YTD. ◦ The decrease of $24 million in the ALLL at September 30, 2025, compared to December 31, 2024, reflected the changes discussed above in the linked quarter comparison, and a modest shift in our weighting from the downside to baseline economic scenario in the linked quarter as further discussed in the “ALLL Methodology” section of this MD&A, partially offset by the impact of loan growth. • The benefit for off-balance sheet credit exposure for the current YTD was $13 million, a decrease of $22 million, compared to $35 million for the prior YTD. The lower benefit of $22 million was mostly due to trends in the volume of unfunded commitments, partially offset by a modest shift in our weighting from the downside to baseline economic scenario in the linked quarter as further discussed in the “ALLL Methodology” section of this MD&A. The ALLL and net charge-offs are further discussed in the “Risk Management—Credit Risk” section of this MD&A and in Note 5—Allowance for Loan and Lease Losses. 72 Noninterest Income The primary sources of noninterest income consist of rental income on operating lease equipment, lending-related fees, deposit fees and service charges, client investment fees, wealth management services, international fees, factoring commissions, cardholder and merchant services, and insurance commissions. Table 11 Noninterest Income dollars in millions Three Months Ended Increase (Decrease) from Linked Quarter Nine Months Ended Increase (Decrease) Year to Date September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Rental income on operating lease equipment $ 273 $ 272 $ 262 $ 1 — % $ 815 $ 776 $ 39 5 % Lending-related fees 67 69 67 (2) (3) 202 189 13 7 Deposit fees and service charges 61 59 57 2 3 178 172 6 4 Client investment fees 58 52 55 6 13 163 159 4 2 Wealth management services 57 55 54 2 3 168 157 11 7 International fees 34 33 29 1 4 99 86 13 15 Factoring commissions 18 18 19 — — 53 55 (2) (3) Cardholder services, net 39 41 42 (2) (6) 121 122 (1) (1) Merchant services, net 12 13 12 (1) (6) 39 36 3 7 Insurance commissions 13 14 14 (1) (9) 41 42 (1) (2) Realized gain on sale of investment securities, net — — 4 — — — 4 (4) (100) Fair value adjustment on marketable equity securities, net 13 2 9 11 470 10 3 7 264 Gain on sale of leasing equipment, net 3 8 5 (5) (65) 16 19 (3) (15) Loss on extinguishment of debt — — — — — — (2) 2 100 Other noninterest income 51 42 21 9 20 107 98 9 8 Total noninterest income $ 699 $ 678 $ 650 $ 21 3 % $ 2,012 $ 1,916 $ 96 5 % Noninterest income for the current quarter was $699 million, an increase of $21 million or 3%, from $678 million for the linked quarter, primarily due to the following: • The favorable change of $11 million in the fair value of marketable equity securities was due to higher market prices for the underlying securities. • The increase in other noninterest income of $9 million was mainly attributable to gains on the sale of other assets. • The increase of $6 million in client investment fees was mostly due to a higher average balance of client funds. • The decrease of $5 million in gain on sale of leasing equipment was primarily the result of lower rail equipment sale margin, due to the railcar types sold. Noninterest income for the current YTD was $2.01 billion, an increase of $96 million or 5%, from $1.92 billion for the prior YTD as further discussed below: • The increase in rental income on operating lease equipment of $39 million was mainly the result of growth in the railcar portfolio. • The increase in lending-related fees of $13 million was mostly in syndication fees. • The increase in international fees of $13 million reflected higher volumes and commissions on foreign currency exchange transactions. • The increase in wealth management services of $11 million was due to growth in assets under management. • The increase in other noninterest income of $9 million was largely due a higher favorable change in the fair value of non-marketable equity securities and customer derivative positions, partially offset by a write-down of a held for sale asset in the current YTD. • The favorable change of $7 million in the fair value of marketable equity securities was due to higher market prices for the underlying securities. 73 Noninterest Expense Table 12 Noninterest Expenses dollars in millions Three Months Ended Increase (Decrease) from Linked Quarter Nine Months Ended Increase (Decrease) Year to Date September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Depreciation on operating lease equipment $ 98 $ 100 $ 99 $ (2) (1) % $ 296 $ 293 $ 3 1 % Maintenance and other operating lease expenses 67 55 59 12 20 180 164 16 10 Personnel cost 817 810 788 7 1 2,445 2,277 168 7 Net occupancy expense 58 61 62 (3) (6) 177 182 (5) (3) Equipment expense 137 131 128 6 4 404 368 36 10 Professional fees 26 30 42 (4) (12) 81 91 (10) (10) Third-party processing fees 67 63 55 4 6 193 173 20 12 FDIC insurance expense 38 38 31 — — 114 105 9 8 Marketing expense 33 32 20 1 2 97 52 45 86 Acquisition-related expenses 28 38 46 (10) (27) 108 148 (40) (27) Intangible asset amortization 13 13 15 — — 41 47 (6) (14) Other noninterest expense 109 129 111 (20) (15) 348 318 30 9 Total noninterest expense $ 1,491 $ 1,500 $ 1,456 $ (9) (1) % $ 4,484 $ 4,218 $ 266 6 % Noninterest expense for the current quarter was $1.49 billion, a decrease of $9 million or 1%, from $1.50 billion for the linked quarter as further discussed below: • The decrease in other noninterest expense of $20 million was mainly due to the linked quarter including accruals for $15 million resulting from a vendor dispute and an increase in litigation reserves. • The decrease in acquisition-related expenses of $10 million is summarized in Table 13 below. • The increase in maintenance and other operating lease expenses of $12 million is discussed in the “Results by Segment—Rail” section of this MD&A. • The increase in personnel cost of $7 million was due to an additional payroll day and net staff additions partially offset by a decline in temporary contractor costs. • The increase in equipment expense of $6 million was mainly due to higher software-related costs. Noninterest expense for the current YTD was $4.48 billion, an increase of $266 million or 6%, from $4.22 billion for the prior YTD as further discussed below: • The increase in personnel cost of $168 million was mainly due to net staff additions, annual merit increases, and promotions. • The increase in marketing expense of $45 million was primarily due to marketing for Direct Bank deposits. • The increase in equipment expense of $36 million was mostly due to higher software-related costs, including accelerated depreciation. • The increase in other noninterest expense of $30 million was largely due to the linked quarter accruals of $15 million discussed above. • The increase of $20 million in third-party processing fees was due to higher transaction volume and additional services. • The increase of $16 million in maintenance and other operating lease expenses are discussed in the “Results by Segment—Rail” section of this MD&A. • The decrease in acquisition-related expenses of $40 million is summarized in Table 13 below. • The decrease of $10 million in professional fees was due to lower consulting services and legal fees. 74 Table 13 Acquisition-related Expenses dollars in millions Three Months Ended Nine Months Ended September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Personnel cost $ 12 $ 15 $ 16 $ 42 $ 57 Professional fees 15 20 28 61 77 Other acquisition-related expense 1 3 2 5 14 Total acquisition-related expense $ 28 $ 38 $ 46 $ 108 $ 148 Acquisition-related personnel cost primarily includes severance and retention costs for employees associated with business combinations. These amounts are recognized over the requisite service period, if any. Acquisition-related professional fees mainly include consulting, legal and accounting costs associated with business combinations and the related integration, optimization, and business process reengineering, including enhancements to technology. These amounts are expensed as incurred. Income Taxes Table 14 Income Tax Data dollars in millions Three Months Ended Nine Months Ended September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Income before income taxes $ 751 $ 758 $ 873 $ 2,160 $ 2,856 Income tax expense $ 183 $ 183 $ 234 $ 534 $ 779 Effective income tax rate 24.4 % 24.1 % 26.8 % 24.7 % 27.3 % The ETR was 24.4% for the current quarter compared to 24.1% for the linked quarter. The modestly higher ETR for the current quarter was mostly due to the revaluation of the deferred tax liability as a result of a change in state law enacted in the linked quarter. The ETR was 24.7% for the current YTD compared to 27.3% for the prior YTD. The decrease for the current YTD ETR compared to the prior YTD was primarily due to increased tax credits and a reduction in the state and local income tax rate. The ETR is impacted by a number of factors, including the relative mix of domestic and international earnings, effects of changes in enacted tax laws, adjustments to valuation allowances, and discrete items. The ETR in future periods may vary from the current quarter ETR due to changes in these factors. BancShares monitors and evaluates the potential impact of current events on the estimates used to establish income tax expense and income tax liabilities. On a periodic basis, we evaluate our income tax positions based on current tax law and positions taken by various tax auditors within the jurisdictions where BancShares is required to file income tax returns, as well as potential or pending audits or assessments by tax auditors. Refer to Note 15—Income Taxes for additional information. Refer to the “Executive Overview—Recent Events” for a brief discussion on tax reform legislation enacted on July 4, 2025. RESULTS BY SEGMENT We made changes to the composition of our reportable segments during the first quarter of 2025 as further discussed in Note 1—Significant Accounting Policies and Basis of Presentation and briefly summarized in the “Recent Events” section earlier in this MD&A. Segment disclosures for 2024 periods included in this Form 10-Q were recast to reflect the changes. BancShares’ segments include the General Bank, the Commercial Bank, SVB Commercial, and Rail. All other financial information not included in the segments is reported in the Corporate section of the segment disclosures. Under our segment expense allocation methodology, allocated expenses increase noninterest expense of the applicable segment(s), with an offsetting decrease to Corporate noninterest expense. “All other noninterest expense” in the segment reporting tables below includes the effect of allocated expenses, resulting in a reduction to expense (or “Contra Expense”) for Corporate. Refer to Note 17—Segment Information for descriptions of segment products and services. 75 General Bank Table 15 General Bank: Financial Data dollars in millions Three Months Ended Increase (Decrease) from Linked Quarter Nine Months Ended Increase (Decrease) Year to Date Earnings Summary September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Net interest income $ 846 $ 824 $ 760 $ 22 3 % $ 2,458 $ 2,174 $ 284 13 % Total noninterest income 166 164 149 2 1 494 446 48 11 Total revenue 1,012 988 909 24 2 2,952 2,620 332 13 Personnel cost 213 210 212 3 1 637 604 33 5 All other noninterest expense 369 370 341 (1) — 1,090 978 112 11 Total noninterest expense 582 580 553 2 — 1,727 1,582 145 9 Provision for credit losses 1 13 55 (12) (90) 60 113 (53) (47) Income before income taxes 429 395 301 34 8 1,165 925 240 26 Income tax expense 109 101 99 8 7 298 270 28 10 Net income $ 320 $ 294 $ 202 $ 26 9 $ 867 $ 655 $ 212 32 Pre-provision net revenue (“PPNR”) (1) $ 430 $ 408 $ 356 $ 22 5 % $ 1,225 $ 1,038 $ 187 18 % Select Period End Balances Loans and leases $ 65,225 $ 64,987 $ 64,254 $ 238 — % $ 65,225 $ 64,254 $ 971 2 % Deposits 74,596 73,499 71,898 1,097 1 74,596 71,898 2,698 4 (1) PPNR is a non-GAAP measure. Refer to the “Non-GAAP Financial Measurements” section of this MD&A for a reconciliation from the most comparable GAAP measure to the non-GAAP measure. General Bank segment net income for the current quarter increased $26 million compared to the linked quarter, primarily due to higher NII and lower provision for credit losses . • The $22 million increase in NII was largely due to a lower rate paid on interest-bearing deposits, along with a higher loan yield, and the impact of loan growth. • The $12 million decrease in provision for credit losses reflected a reserve release, largely in residential mortgage and credit card loans. General Bank segment loans were $65.23 billion at September 30, 2025, an increase of $238 million compared to $64.99 billion at June 30, 2025, as growth was spread amongst various portfolios. General Bank segment deposits were $74.60 billion at September 30, 2025, an increase of $1.10 billion compared to $73.50 billion at June 30, 2025, as growth was primarily concentrated in our Branch Network and Wealth. Deposit growth was in money market and noninterest-bearing checking, partially offset by lower time deposits. General Bank segment net income for the current YTD increased $212 million compared to the prior YTD, primarily due to higher NII, lower provision for credit losses, and higher noninterest income, partially offset by increases in personnel cost and all other noninterest expense. • The $284 million increase in NII was mainly due to a lower rate paid on interest-bearing deposits, as well as the impact of loan growth , partially offset by the impact of deposit growth. • The $53 million decrease in provision for credit losses reflects the ALLL build during the prior YTD, the elimination of reserves related to Hurricane Helene in the current YTD, and the modest shift in our weighting from the downside to baseline economic scenario in the linked quarter as further discussed in the “ALLL Methodology” section of this MD&A. • The $48 million increase in total noninterest income was mostly due to increases in wealth management services, deposit fees and service charges, and cardholder services. • The $112 million increase in all other noninterest expense was spread amongst various accounts, including allocated expenses. Refer to the “Noninterest Expense” discussion in the “Results of Operations” section of this MD&A for further information regarding trends in consolidated noninterest expense. • The $33 million increase in personnel cost was mainly due to annual merit increases and promotions. 76 Commercial Bank Table 16 Commercial Bank: Financial Data dollars in millions Three Months Ended Increase (Decrease) from Linked Quarter Nine Months Ended Increase (Decrease) Year to Date Earnings Summary September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Net interest income $ 303 $ 299 $ 305 $ 4 1 % $ 895 $ 916 $ (21) (2) % Noninterest Income Rental income on operating lease equipment 54 54 57 — — 164 172 (8) (4) Less: depreciation on operating lease equipment 43 44 47 (1) (2) 131 141 (10) (6) Net rental income on operating lease equipment (1) 11 10 10 1 10 33 31 2 6 All other noninterest income 101 98 79 3 4 268 239 29 12 Total noninterest income (2) 155 152 136 3 3 432 411 21 5 Noninterest income, net of depreciation (1) 112 108 89 4 4 301 270 31 11 Total revenue 458 451 441 7 2 1,327 1,327 — — Revenue, net of depreciation (1) 415 407 394 8 2 1,196 1,186 10 1 Noninterest Expense Personnel cost 74 69 68 5 7 215 205 10 4 All other noninterest expense 149 154 150 (5) (4) 462 425 37 9 Total noninterest expense (3) 266 267 265 (1) (1) 808 771 37 5 Noninterest expense, net of depreciation (1) 223 223 218 — — 677 630 47 7 Provision for credit losses 168 47 11 121 257 300 70 230 330 Income before income taxes 24 137 165 (113) (82) 219 486 (267) (55) Income tax expense 6 35 41 (29) (83) 56 127 (71) (56) Net income $ 18 $ 102 $ 124 $ (84) (82) $ 163 $ 359 $ (196) (54) PPNR (1) $ 192 $ 184 $ 176 $ 8 5 % $ 519 $ 556 $ (37) (7) % Select Period End Balances Loans and leases $ 38,841 $ 38,691 $ 37,281 $ 150 — % $ 38,841 $ 37,281 $ 1,560 4 % Operating lease equipment, net 737 750 767 (13) (2) 737 767 (30) (4) Deposits 2,978 2,899 3,126 79 3 2,978 3,126 (148) (5) (1) Net rental income on operating lease equipment; noninterest income, net of depreciation; revenue, net of depreciation; noninterest expense, net of depreciation; and PPNR are non-GAAP measures. Refer to the “Non-GAAP Financial Measurements” section of this MD&A for a reconciliation from the most comparable GAAP measure to the non-GAAP measure. (2) Total noninterest income includes rental income on operating lease equipment and all other noninterest income. (3) Total noninterest expense includes depreciation on operating lease equipment. Commercial Bank segment net income for the current quarter decreased $84 million compared to the linked quarter, mostly due to a higher provision for credit losses. • The $121 million increase in provision for credit losses was mainly due to higher net charge-offs compared to the linked quarter, including an $82 million charge-off on a single supply chain finance client. • The $29 million decrease in income tax expense reflected lower income before income taxes. Commercial Bank segment loans were $38.84 billion at September 30, 2025, an increase of $150 million compared to $38.69 billion at June 30, 2025, primarily due to growth in the Working Capital Solutions portfolio, partially offset by a decline in Real Estate Finance. Commercial Bank segment deposits were $2.98 billion at September 30, 2025, an increase of $79 million from $2.90 billion at June 30, 2025. Commercial Bank segment net income for the current YTD decreased $196 million compared to the prior YTD, primarily due to a higher provision for credit losses, higher noninterest expense, and lower NII, partially offset by higher noninterest income and lower income tax expense. • The $230 million increase in provision for credit losses was mainly due to higher net charge-offs in the current YTD, the impact of loan growth, and a higher reserve release in the prior YTD, partially offset by the modest shift in our 77 weighting from the downside to baseline economic scenario in the linked quarter as further discussed in the “ALLL Methodology” section of this MD&A. • The $37 million increase in all other noninterest expense was spread amongst various accounts, including allocated expenses. Refer to the “Noninterest Expense” discussion in the “Results of Operations” section of this MD&A for further information regarding trends in consolidated noninterest expense. • The $21 million decrease in NII was mostly due to a lower loan yield, partially offset by the impact of loan growth and lower deposit costs. • The $21 million increase in total noninterest income is largely due to lending fees, including capital markets fees, partially offset by lower rental income on operating lease equipment. • The $71 million decrease in income tax expense reflected lower income before income taxes. SVB Commercial Table 17 SVB Commercial: Financial Data dollars in millions Three Months Ended Increase (Decrease) from Linked Quarter Nine Months Ended Increase (Decrease) Year to Date Earnings Summary September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Net interest income $ 493 $ 490 $ 560 $ 3 1 % $ 1,476 $ 1,636 $ (160) (10) % Total noninterest income 135 130 137 5 3 397 405 (8) (2) Total revenue 628 620 697 8 1 1,873 2,041 (168) (8) Personnel cost 106 110 112 (4) (3) 330 354 (24) (7) All other noninterest expense 267 272 272 (5) (2) 804 765 39 5 Total noninterest expense 373 382 384 (9) (2) 1,134 1,119 15 1 Provision for credit losses 22 55 51 (33) (62) 100 93 7 7 Income before income taxes 233 183 262 50 28 639 829 (190) (23) Income tax expense 58 47 75 11 26 162 235 (73) (31) Net income $ 175 $ 136 $ 187 $ 39 28 % $ 477 $ 594 $ (117) (20) % PPNR (1) $ 255 $ 238 $ 313 $ 17 7 % $ 739 $ 922 $ (183) (20) % Select Period End Balances Loans and leases $ 40,629 $ 37,529 $ 37,098 $ 3,100 8 % $ 40,629 $ 37,098 $ 3,531 10 % Deposits 39,891 37,798 35,844 2,093 6 39,891 35,844 4,047 11 (1) PPNR is a non-GAAP measure. Refer to the “Non-GAAP Financial Measurements” section of this MD&A for a reconciliation from the most comparable GAAP measure to the non-GAAP measure. SVB Commercial segment net income for the current quarter increased $39 million compared to the linked quarter, mainly due to a lower provision for credit losses, higher noninterest income, and lower noninterest expense, partially offset by higher income tax expense. • The $33 million decrease in provision for credit losses was largely due to a reserve release related to both off-balance sheet credit exposures and loans and leases, as well as lower specific reserves for individually evaluated investor dependent loans. • The $5 million increase in total noninterest income was primarily in client investment fees. • The $5 million decrease in all other noninterest expense was spread amongst various accounts, including allocated expenses. Refer to the “Noninterest Expense” discussion in the “Results of Operations” section of this MD&A for further information regarding trends in consolidated noninterest expense. • The $11 million increase in income tax expense reflected the increase in income before income taxes. SVB Commercial segment loans were $40.63 billion at September 30, 2025, an increase of $3.10 billion compared to $37.53 billion at June 30, 2025, primarily related to growth in Global Fund Banking. SVB Commercial segment deposits were $39.89 billion at September 30, 2025, an increase of $2.09 billion compared to $37.80 billion at June 30, 2025, mainly due to deposit growth in Global Fund Banking. Most of the growth was in noninterest-bearing checking accounts. SVB Commercial segment net income for the current YTD decreased $117 million compared to the prior YTD, mainly due to lower NII, higher total noninterest expense, lower noninterest income, and higher provision for credit losses, partially offset by lower income tax expense . 78 • The $160 million decrease in NII was largely due to a lower loan yield, partially offset by a lower rate paid on interest-bearing deposits, as well as the impact of loan growth. • The $39 million increase in all other noninterest expense was spread amongst various accounts, including allocated expenses. Refer to the “Noninterest Expense” discussion in the “Results of Operations” section of this MD&A for further information regarding trends in consolidated noninterest expense. • The $8 million decrease in noninterest income was mainly in lending-related fees and cardholder services, partially offset by higher international fees, reflecting higher volumes and commissions on foreign currency exchange transactions, and client investment fees, due to a higher average balance of client funds. • The $7 million increase in provision for credit losses primarily reflected an increase in net charge-offs, partially offset by a modest shift in our weighting from the downside to baseline economic scenario in the linked quarter as further discussed in the “ALLL Methodology” section of this MD&A. • The $73 million decrease in income tax expense reflected the decrease in income before income taxes. Rail Table 18 Rail: Financial Data dollars in millions Three Months Ended Increase (Decrease) from Linked Quarter Nine Months Ended Increase (Decrease) Year to Date Earnings Summary September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Net interest income (expense) $ (55) $ (53) $ (48) $ 2 2 % $ (160) $ (136) $ (24) 18 % Noninterest Income Rental income on operating lease equipment 219 218 205 1 1 651 604 47 8 Less: depreciation on operating lease equipment 55 56 52 (1) 1 165 152 13 8 Less: maintenance and other operating lease expenses 67 55 59 12 20 180 164 16 10 Net rental income on operating lease equipment (1) 97 107 94 (10) (9) 306 288 18 6 All other noninterest income 2 3 2 (1) (67) 7 8 (1) (20) Total noninterest income (2) 221 221 207 — — 658 612 46 7 Noninterest income, net of depreciation and maintenance (1) 99 110 96 (11) (10) 313 296 17 6 Total revenue 166 168 159 (2) (1) 498 476 22 4 Revenue, net of depreciation and maintenance (1) 44 57 48 (13) (23) 153 160 (7) (4) Noninterest Expense Personnel cost 6 6 6 — — 20 20 — — All other noninterest expense 16 26 14 (10) (42) 56 43 13 28 Total noninterest expense (3) 144 143 131 1 1 421 379 42 11 Noninterest expense, net of depreciation and maintenance (1) 22 32 20 (10) (31) 76 63 13 21 Provision for credit losses — — — — — — — — — Income before income taxes 22 25 28 (3) (12) 77 97 (20) (20) Income tax expense 5 6 8 (1) (13) 19 27 (8) (27) Net income $ 17 $ 19 $ 20 $ (2) (12) % $ 58 $ 70 $ (12) (18) % PPNR (1) $ 22 $ 25 $ 28 $ (3) (12) % $ 77 $ 97 $ (20) (21) % Select Period End Balances Loans and leases $ 63 $ 62 $ 62 $ 1 — % $ 63 $ 62 $ 1 — % Operating lease equipment, net 8,709 8,716 8,419 (7) — 8,709 8,419 290 3 Deposits 2 3 14 (1) (28) 2 14 (12) (86) (1) Net rental income on operating lease equipment; noninterest income, net of depreciation and maintenance; noninterest expense, net of depreciation and maintenance; revenue, net of depreciation and maintenance; and PPNR are non-GAAP measures. Refer to the “Non-GAAP Financial Measurements” section of this MD&A for a reconciliation from the most comparable GAAP measure to the non-GAAP measure. (2) Total noninterest income includes rental income on operating lease equipment and all other noninterest income. (3) Total noninterest expense includes depreciation on operating lease equipment. 79 Rail segment net income for the current quarter decreased $2 million compared to the linked quarter, mostly due to higher maintenance and other operating lease expenses, partially offset by lower all other noninterest expense, largely due to the linked quarter including an accrual for the previously discussed vendor dispute. Rail segment net income for the current YTD decreased $12 million compared to the prior YTD, mostly due to lower NII and higher total noninterest expense, partially offset by higher rental income on operating lease equipment. • The $24 million decrease in NII was primarily due to higher funding costs, reflective of the increase in operating lease equipment. • The $13 million increase in all other noninterest expense was primarily due to the previously mentioned vendor dispute. • Depreciation on operating lease equipment increased $13 million, reflective of growth in operating lease equipment, and maintenance and other operating lease expenses increased $16 million. • The $47 million increase in rental income on operating lease equipment reflected higher rental income on portfolio growth and strong repricing. • The $8 million decrease in income tax expense reflected the decrease in income before income taxes. Railcar Portfolio Our fleet is diverse and the average re-pricing of equipment upon lease maturities was 118% of the average prior or expiring lease rate during the current quarter. Railcar utilization, including commitments to lease, was 96.8% at September 30, 2025, compared to 97.6% at December 31, 2024. Rail segment customers include all of the U.S. and Canadian Class I railroads (i.e., railroads with annual revenues of approximately $500 million and greater) and other railroads, as well as manufacturers and commodity shippers. Our total operating lease fleet at September 30, 2025 consisted of approximately 127,600 railcars and locomotives. The following tables reflect the proportion of railcars by type based on units and net investment, and rail operating lease equipment by obligor industry: Table 19 Operating Lease Railcar Portfolio by Type (units and net investment) September 30, 2025 June 30, 2025 December 31, 2024 Railcar Type Total Owned Fleet - % Total Units Total Owned Fleet - % Total Net Investment Total Owned Fleet - % Total Units Total Owned Fleet - % Total Net Investment Total Owned Fleet - % Total Units Total Owned Fleet - % Total Net Investment Covered hoppers 45 % 41 % 45 % 41 % 45 % 42 % Tank cars 27 39 28 39 27 38 Mill/ coil gondolas 8 6 8 6 8 6 Coal 7 1 7 1 7 1 Boxcars 5 5 6 5 6 6 Other 8 8 6 8 7 7 Total 100 % 100 % 100 % 100 % 100 % 100 % Table 20 Rail Operating Lease Equipment by Obligor Industry dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 Manufacturing $ 3,706 43 % $ 3,659 42 % $ 3,467 40 % Rail 1,975 23 2,011 23 2,003 23 Wholesale 1,532 18 1,550 18 1,505 18 Oil and gas extraction / services 493 6 483 5 583 7 Energy and utilities 213 2 222 3 239 3 Other 791 8 791 9 776 9 Total $ 8,710 100 % $ 8,716 100 % $ 8,573 100 % 80 Corporate Table 21 Corporate: Financial Data dollars in millions Three Months Ended Increase (Decrease) from Linked Quarter Nine Months Ended Increase (Decrease) Year to Date Earnings Summary September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Net interest income $ 147 $ 135 $ 219 $ 12 9 % $ 423 $ 844 $ (421) (50) % Total noninterest income 22 11 21 11 117 31 42 (11) (26) Total revenue 169 146 240 23 17 454 886 (432) (49) Personnel cost 418 415 390 3 1 1,243 1,094 149 14 Acquisition-related expenses 28 38 46 (10) (27) 108 148 (40) (27) All other noninterest expense (320) (325) (313) 5 2 (957) (875) (82) 9 Total noninterest expense 126 128 123 (2) — 394 367 27 8 Provision for credit losses — — — — — — — — — Income before income taxes 43 18 117 25 146 60 519 (459) (88) Income tax expense (benefit) 5 (6) 11 11 176 (1) 120 (121) (101) Net income $ 38 $ 24 $ 106 $ 14 60 % $ 61 $ 399 $ (338) (85) % PPNR (1) $ 43 $ 18 $ 117 $ 25 145 % $ 60 $ 519 $ (459) (88) % Select Period End Balances Deposits 45,723 45,736 40,692 (13) — 45,723 40,692 5,031 12 (1) PPNR is a non-GAAP measure. Refer to the “Non-GAAP Financial Measurements” section of this MD&A for a reconciliation from the most comparable GAAP measure to the non-GAAP measure. Corporate net income increased $14 million compared to the linked quarter, mainly due to higher NII and noninterest income, as well as lower acquisition-related costs, partially offset by higher income tax expense. • The $12 million increase in NII reflected higher interest income on investment securities and interest-earning deposits at banks, partially offset by higher interest expense on deposits, and lower loan PAA. • The $11 million increase in noninterest income was largely due to favorable changes in the fair value of marketable equity securities. • The $10 million decrease in acquisition-related expenses is presented in Table 13 in the “Noninterest Expense” section of this MD&A. • The $11 million increase in income tax expense reflected higher income before income taxes. Corporate deposits were $45.72 billion at September 30, 2025, a decrease of $13 million compared to $45.74 billion at June 30, 2025, as a modest increase in Direct Bank deposits was offset by a decline in other deposits. Total deposits in Corporate primarily include $45.15 billion of Direct Bank deposits, with the remaining balance consisting of brokered and other deposits. Corporate net income for the current YTD decreased $338 million compared to the prior YTD, primarily reflecting lower NII and higher personnel cost, partially offset by lower all other noninterest expense, acquisition-related expenses and income tax expense. • The $421 million decrease in NII was mainly due to the impacts of a lower average balance of interest-earning deposits at banks, a higher average balance of interest-bearing deposits, and lower loan PAA, partially offset by the impacts of a higher average balance of investment securities and a lower rate paid on interest-bearing deposits. • The $149 million increase in personnel cost was mainly due to annual merit increases and promotions, as well as net staff additions. • The $82 million decrease in all other noninterest expense was spread amongst various accounts, including allocated expenses. Refer to the “Noninterest Expense” discussion in the “Results of Operations” section of this MD&A for further information regarding trends in consolidated noninterest expense. • The $40 million decrease in acquisition-related expenses is presented in Table 13 in the “Noninterest Expense” section of this MD&A. • The $121 million decrease in income tax expense reflected lower income before income taxes. 81 BALANCE SHEET ANALYSIS The following discussion provides additional information about the major components of our balance sheet. Information regarding our ALLL is included in the “Risk Management—Credit Risk—ALLL Methodology” section of this MD&A and in Note 5—Allowance for Loan and Lease Losses. Information regarding our capital and regulatory capital is included in the “Capital” section of this MD&A. Interest-earning Assets Interest-earning assets include interest-earning deposits at banks, securities purchased under agreements to resell, investment securities, loans held for sale, and loans and leases, all of which reflect varying interest rates based on the risk level and repricing characteristics of the underlying asset. Higher-risk investments typically carry a higher interest rate, but could expose us to higher levels of market and/or credit risk. We strive to maintain a high level of interest-earning assets relative to total assets. Interest-earning Deposits at Banks Interest-earning deposits at banks are primarily comprised of interest-earning deposits at the FRB. Interest-earning deposits at banks as of September 30, 2025 totaled $24.80 billion, an increase of $3.43 billion or 16% from $21.36 billion at December 31, 2024. The increase from December 31, 2024 reflected deposit growth and net increases in debt, partially offset by the impacts of Class A common share repurchases, loan growth, and net purchases of investment securities. Securities Purchased Under Agreements to Resell Securities purchased under agreements to resell at September 30, 2025 totaled $83 million, a decrease of $75 million from $158 million at December 31, 2024. Investment Securities The primary objective of the investment portfolio is to generate incremental income by deploying excess funds into securities that have minimal liquidity risk and low to moderate interest rate risk and credit risk. Other objectives include acting as a stable source of liquidity, serving as a tool for asset and liability management and maintaining an interest rate risk profile compatible with our objectives. Additionally, purchases of equities and corporate bonds in other financial institutions have been made under a long-term earnings optimization strategy. Changes in the total balance of our investment securities portfolio result from trends in balance sheet funding and market performance. Generally, when inflows arising from deposit and treasury services products exceed loan and lease demand, we invest excess funds into the securities portfolio or into interest-earning deposits at banks. Conversely, when loan demand exceeds growth in deposits and short-term borrowings, we allow interest-earning deposits at banks to decline and use proceeds from maturing securities and prepayments to fund loan growth. Refer to Note 3—Investment Securities and “Funding, Liquidity and Capital Overview” in the “Executive Overview” section of this MD&A for additional disclosures regarding investment securities. The carrying value of investment securities at September 30, 2025 totaled $45.12 billion, an increase of $1.03 billion or 2% from $44.09 billion at December 31, 2024. The increase from December 31, 2024 resulted from purchases of $7.87 billion, which were primarily U.S agency residential mortgage-backed and short-duration U.S. Treasury investment securities partially offset by maturities, sales, and payments of $7.60 billion, and non-cash items, such as fair value changes for investment securities available for sale and marketable equity securities, along with amortization and accretion. Our portfolio of investment securities available for sale consists of mortgage-backed securities issued by government agencies and government sponsored entities, U.S. Treasury securities, corporate bonds, and municipal bonds. Investment securities available for sale are reported at fair value and unrealized gains and losses are included as a component of accumulated other comprehensive income (“AOCI”), net of deferred taxes. As of September 30, 2025, investment securities available for sale had a net pretax unrealized loss of $224 million, compared to $762 million as of December 31, 2024, primarily reflecting changes in interest rates and maturities. The fair value of investment securities is impacted by interest rates, credit spreads, market volatility and liquidity conditions. The fair value of the investment securities portfolio generally increases when interest rates decrease or when credit spreads tighten. Given the consistently strong credit rating of the U.S. Treasury, and the long history of no credit losses on debt securities issued by government agencies and government sponsored entities, no allowance for credit loss was required as of September 30, 2025. For corporate bonds, we analyzed the changes in interest rates relative to when the investment securities were purchased or acquired, and considered other factors including changes in credit ratings, delinquencies, and other macroeconomic factors. We determined no allowance for credit loss was required as of September 30, 2025. 82 Our portfolio of investment securities held to maturity consists of similar mortgage-backed securities, U.S. Treasury securities and government agency securities described above, as well as securities issued by the Supranational Entities & Multilateral Development Banks and FDIC guaranteed certificates of deposit with other financial institutions. Given the consistently strong credit rating of the U.S. Treasury and the Supranational Entities & Multilateral Development Banks, and the long history of no credit losses on debt securities issued by government agencies and government sponsored entities, we determined that no allowance for credit loss was required for investment securities held to maturity at September 30, 2025. The following table presents the investment securities portfolio, segregated by major category: Table 22 Investment Securities dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 Amortized Cost Fair Value Composition (1) Amortized Cost Fair Value Composition (1) Amortized Cost Fair Value Composition (1) Investment securities available for sale: U.S. Treasury $ 13,729 $ 13,781 31.4 % $ 12,125 $ 12,170 29.0 % $ 13,897 $ 13,903 32.7 % Government agency 53 52 0.1 62 60 0.1 79 77 0.2 Residential mortgage-backed securities 17,550 17,435 39.7 17,118 16,924 40.3 16,161 15,620 36.7 Commercial mortgage-backed securities 3,582 3,428 7.8 3,695 3,536 8.4 3,869 3,666 8.6 Corporate bonds 256 250 0.6 364 353 0.8 489 467 1.1 Municipal bonds 17 17 — 17 17 — 17 17 — Total investment securities available for sale $ 35,187 $ 34,963 79.6 % $ 33,381 $ 33,060 78.6 % $ 34,512 $ 33,750 79.3 % Investment in marketable equity securities $ 78 $ 110 0.3 % $ 78 $ 97 0.2 % $ 79 $ 101 0.2 % Investment securities held to maturity: U.S. Treasury $ 387 $ 369 0.8 % $ 486 $ 465 1.1 % $ 483 $ 452 1.1 % Government agency 1,459 1,395 3.2 1,493 1,415 3.4 1,489 1,374 3.2 Residential mortgage-backed securities 4,568 4,083 9.3 4,548 4,002 9.5 4,558 3,878 9.1 Commercial mortgage-backed securities 3,358 2,733 6.2 3,359 2,726 6.5 3,407 2,729 6.5 Supranational securities 277 256 0.6 302 279 0.7 300 267 0.6 Other 2 2 — 1 1 — 2 2 — Total investment securities held to maturity $ 10,051 $ 8,838 20.1 % $ 10,189 $ 8,888 21.2 % $ 10,239 $ 8,702 20.5 % Total investment securities $ 45,316 $ 43,911 100.0 % $ 43,648 $ 42,045 100.0 % $ 44,830 $ 42,553 100.0 % (1) Calculated as a percentage of the total fair value of investment securities. 83 The following table presents the weighted average yields for investment securities available for sale and held to maturity at September 30, 2025, segregated by major category with ranges of contractual maturities. The weighted average yields represent the yields of the underlying securities as of the specified date, September 30, 2025, within the specified maturity range. The weighted average yield on the portfolio was calculated using security-level annualized yields based on book yield to maturity and takes into account amortization of premiums and accretion of discounts. The total weighted average yields for investment securities available for sale and held to maturity are based on the underlying weighted average amortized cost. Table 23 Weighted Average Yield on Investment Securities September 30, 2025 Within One Year One to Five Years Five to 10 Years After 10 Years Total Investment securities available for sale: U.S. Treasury 4.32 % 4.22 % — % — % 4.29 % Government agency — 3.97 — — 3.97 Residential mortgage-backed securities (1) — 4.25 4.38 4.11 4.19 Commercial mortgage-backed securities (1) 4.15 4.63 5.30 2.85 3.96 Corporate bonds 5.96 8.20 6.21 — 7.58 Municipal bonds — — — 6.86 6.86 Total investment securities available for sale 4.31 % 4.44 % 4.43 % 4.00 % 4.23 % Investment securities held to maturity: U.S. Treasury — % 1.43 % — % — % 1.43 % Government agency 1.32 1.62 1.94 — 1.55 Residential mortgage-backed securities (1) — — 1.03 2.81 2.66 Commercial mortgage-backed securities (1) — 1.84 4.65 2.49 2.49 Supranational securities 1.24 1.64 — — 1.59 Other 3.55 — — — 3.55 Total investment securities held to maturity 1.32 % 1.58 % 1.40 % 2.67 % 2.37 % (1) Residential mortgage-backed and commercial mortgage-backed securities, which are not due at a single maturity date, have been included in maturity groupings based on the contractual maturity at September 30, 2025. The expected life will differ from contractual maturities because borrowers have the right to prepay the underlying loans. Assets Held for Sale Assets held for sale at September 30, 2025 were $112 million, an increase of $27 million or 32% from $85 million at December 31, 2024. The composition of assets held for sale is included in the following table: Table 24 Assets Held for Sale Increase (Decrease) from: dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 June 30, 2025 December 31, 2024 Loans and leases: Commercial (1) $ 30 $ 40 $ 27 $ (10) (25) % $ 3 11 % Consumer 80 83 55 (3) (4) % 25 46 % Loans and leases 110 123 82 (13) (11) % 28 34 % Operating lease equipment 2 2 3 — — % (1) (20) % Total assets held for sale $ 112 $ 125 $ 85 $ (13) (11) % $ 27 32 % (1) There were no nonaccrual loans held for sale at September 30, 2025 and December 31, 2024, and $22 million as of June 30, 2025. Loans and Leases The loan and lease disclosures for 2024 periods presented in this Form 10-Q were recast to reflect the 2025 Loan Class Changes summarized in the “Recent Events” section of this MD&A and further discussed in Note 1—Significant Accounting Policies and Basis of Presentation. Loans and leases at September 30, 2025 were $144.76 billion, an increase of $4.54 billion or 3% from $140.22 billion at December 31, 2024. Loan growth of $3.26 billion in the SVB Commercial segment was concentrated in Global Fund Banking, partially offset by a decline in Tech and Healthcare. Loan growth in the Commercial Bank segment of $943 million was mainly in our industry verticals, primarily TMT and Healthcare. Loan growth of $338 million in the General Bank segment was primarily in the Wealth portfolio. 84 The unamortized discount related to acquired loans was $1.38 billion at September 30, 2025, a decrease of $215 million from $1.60 billion at December 31, 2024. Refer to Note 4—Loans and Leases for further information. The following table presents loans and leases by loan segment and loan class, and the respective proportion to total loans: Table 25 Loans and Leases dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 Balance Increase (Decrease) from: Balance % to Total Loans Balance % to Total Loans Balance % to Total Loans June 30, 2025 December 31, 2024 Commercial: Commercial construction $ 5,926 4 % $ 5,714 4 % $ 5,109 4 % $ 212 4 % $ 817 16 % Owner occupied commercial mortgage 17,232 12 17,053 12 16,842 12 179 1 390 2 Non-owner occupied commercial mortgage 15,645 11 16,100 11 16,194 12 (455) (3) (549) (3) Commercial and industrial 41,172 28 40,658 30 40,737 28 514 1 435 1 Leases 2,066 1 2,028 1 2,014 1 38 2 52 3 Global fund banking 31,615 22 28,677 20 27,904 20 2,938 10 3,711 13 Investor dependent 2,772 2 2,777 2 3,193 3 (5) — (421) (13) Total commercial $ 116,428 80 % $ 113,007 80 % $ 111,993 80 % $ 3,421 3 % $ 4,435 4 % Consumer: Residential mortgage $ 23,036 16 % $ 23,059 16 % $ 23,152 16 % $ (23) — % $ (116) (1) % Revolving mortgage 2,794 2 2,736 2 2,567 2 58 2 227 9 Consumer auto 1,463 1 1,490 1 1,523 1 (27) (2) (60) (4) Consumer other 1,037 1 977 1 986 1 60 6 51 5 Total consumer $ 28,330 20 % $ 28,262 20 % $ 28,228 20 % $ 68 — % $ 102 — % Total loans and leases $ 144,758 100 % $ 141,269 100 % $ 140,221 100 % $ 3,489 2 % $ 4,537 3 % Allowance for loan and lease losses (1,652) (1,672) (1,676) Net loans and leases $ 143,106 $ 139,597 $ 138,545 Operating Lease Equipment, Net Our operating lease portfolio mostly relates to the Rail segment, with the remainder included in the Commercial Bank segment as summarized in the following table. Refer to the “Results by Segment” section of this MD&A for further details on the operating lease equipment portfolio in Rail. Table 26 Operating Lease Equipment, Net dollars in millions Increase (Decrease) from: September 30, 2025 June 30, 2025 December 31, 2024 June 30, 2025 December 31, 2024 Railcars and locomotives $ 8,709 $ 8,716 $ 8,573 $ (7) — % $ 136 2 % Other equipment 737 750 750 (13) (2) (13) (2) Total (1) $ 9,446 $ 9,466 $ 9,323 $ (20) — % $ 123 1 % (1) Includes off-lease rail equipment of $223 million at September 30, 2025, $242 million at June 30, 2025, and $219 million at December 31, 2024. Interest-bearing Liabilities Interest-bearing liabilities include interest-bearing deposits, securities sold under agreements to repurchase, and borrowings. Interest-bearing liabilities at September 30, 2025 totaled $159.11 billion, an increase of $5.47 billion or 4% from $153.65 billion at December 31, 2024. The increase from December 31, 2024 was mainly due to deposit growth, as well as the 2025 Debt Issuances, partially offset by the Linked Quarter Debt Redemption as further discussed below. 85 Deposits Total deposits at September 30, 2025 were $163.19 billion, an increase of $7.96 billion or 5% from $155.23 billion at December 31, 2024. Deposit changes within our business segments compared to December 31, 2024 are discussed in the “Executive Overview—Funding, Liquidity and Capital Overview” section of this MD&A and changes from the linked quarter are discussed in the “Results by Segment” section of this MD&A. The following table summarizes the types of deposits: Table 27 Deposits dollars in millions Increase (Decrease) from: September 30, 2025 June 30, 2025 December 31, 2024 June 30, 2025 December 31, 2024 Noninterest-bearing demand $ 42,752 $ 40,879 $ 38,633 $ 1,873 5 % $ 4,119 11 % Checking with interest 23,731 23,283 25,343 448 2 (1,612) (6) Money market 38,718 37,654 35,722 1,064 3 2,996 8 Savings 46,915 46,877 42,278 38 — 4,637 11 Time 11,074 11,242 13,253 (168) (2) (2,179) (16) Interest-bearing deposits 120,438 119,056 116,596 1,382 1 3,842 3 Total deposits $ 163,190 $ 159,935 $ 155,229 $ 3,255 2 % $ 7,961 5 % Noninterest-bearing deposits to total deposits 26.2 % 25.6 % 24.9 % We strive to maintain a strong liquidity position, and therefore, deposit retention remains a key business objective. We believe traditional bank deposit products remain an attractive option for many customers. As economic conditions change, we recognize that our liquidity position could be adversely affected if bank deposits are withdrawn. Our ability to fund future loan growth is significantly dependent on our success in retaining existing deposits and generating new deposits at a reasonable cost. Deposit Concentrations BancShares operates a network of branches and offices, predominantly located in the Southeast, Mid-Atlantic, Midwest and Western United States, providing a broad range of financial services to individuals, businesses and professionals. Based on branch location, our top state deposit concentrations as of September 30, 2025 were in North Carolina, South Carolina, and California, which represented approximately 25.0%, 7.5%, and 7.0%, respectively, of total deposits. The Direct Bank had $45.15 billion or 27.7% of our total deposits as of September 30, 2025. The Direct Bank deposits mainly consist of savings deposit accounts. SVB Commercial segment deposits as of September 30, 2025 were $39.89 billion or 24.4% of total deposits and are primarily concentrated in online banking. Deposits in the SVB Commercial segment include large dollar accounts with private equity and venture capital clients, primarily in the technology, life science and healthcare industries. Deposit accounts with balances in excess of $50 million totaled approximately $6.20 billion as of September 30, 2025, compared to approximately $8.01 billion as of December 31, 2024. Brokered deposits, included in time deposits in the preceding table, are a source of deposit funding but remain an immaterial amount of total deposits at less than 1% as of September 30, 2025 and December 31, 2024. Uninsured Deposits The amount of uninsured deposits is estimated consistent with the methodologies and assumptions utilized in providing information to the FDIC and Federal Reserve. We estimate total uninsured deposits were $59.75 billion, which represented approximately 36.6% of total deposits at September 30, 2025, compared to $59.51 billion or 38.3% of total deposits at December 31, 2024. Refer to the “Executive Overview—Funding, Liquidity and Capital Overview” and “Results by Segment” sections of this MD&A for further discussion of deposit composition, uninsured deposits, and recent deposit trends. 86 The following table provides the expected maturity of time deposits with balances in excess of $250,000 as of September 30, 2025: Table 28 Maturities of Time Deposits In Excess of $250,000 dollars in millions September 30, 2025 Time deposits maturing in: Three months or less $ 483 Over three months through six months 467 Over six months through 12 months 321 More than 12 months 14 Total $ 1,285 Borrowings Total borrowings at September 30, 2025 were $38.68 billion, an increase of $1.62 billion or 4% from $37.05 billion at December 31, 2024. The increase from December 31, 2024 primarily related to the 2025 Debt Issuances (refer to the table below), partially offset by the Linked Quarter Debt Redemption. The following table presents borrowings, net of the respective unamortized purchase accounting adjustments and issuance costs: Table 29 Borrowings dollars in millions Increase (Decrease) from: September 30, 2025 June 30, 2025 December 31, 2024 June 30, 2025 December 31, 2024 Securities sold under agreements to repurchase $ 423 $ 471 $ 367 $ (48) (10) % $ 56 15 % Federal Deposit Insurance Corporation 3.500% fixed rate note due March 2028 (1) 35,854 35,841 35,816 13 — 38 — Senior Unsecured Borrowings 5.231% fixed-to-floating rate notes due March 2031 (2) 497 497 — — — 497 100 6.000% fixed rate notes due April 2036 58 58 58 — — — — Subordinated debt 6.125% fixed rate notes due March 2028 434 437 445 (3) (1) (11) (2) 3.375% fixed-to-floating rate notes due March 2030 (3) — — 350 — — (350) (100) 5.600% fixed rate reset notes due September 5, 2035 (4) 597 — — 597 100 597 100 6.254% fixed-to-fixed rate notes due March 2040 (5) 745 745 — — — 745 100 Capital lease obligations 67 63 15 4 6 52 347 Total borrowings $ 38,675 $ 38,112 $ 37,051 $ 563 2 % $ 1,624 4 % (1) Issued in connection with the SVBB Acquisition and secured by collateral. Refer to Note 2—Business Combinations and Note 4—Loans and Leases. The unamortized discount related to this borrowing was $137 million, $150 million, and $176 million at September 30, 2025, June 30, 2025, and December 31, 2024, respectively. (2) The fixed rate period will end on March 12, 2030, and the notes will thereafter bear a floating interest rate equal to a benchmark rate based on the Compounded Secured Overnight Financing Rate (“SOFR”) Index Rate plus 141 bps per annum until the maturity date (or date of earlier redemption). (3) The fixed rate period ended on March 15, 2025, and the notes converted to a floating interest rate equal to Three-Month Term SOFR plus 246.5 bps per annum. The notes included a callable feature and were redeemed on June 15, 2025. (4) The interest rate will reset on September 5, 2030, and the notes will thereafter bear a fixed interest rate equal to the Five-year U.S. Treasury Rate as of the day falling two business days prior to the notes reset date plus 185 bps per annum until the maturity date (or date of earlier redemption). (5) The interest rate will reset on March 12, 2035, and the notes will thereafter bear a fixed interest rate equal to the Five-year U.S. Treasury Rate as of the day falling two business days prior to the notes reset date plus 197 bps per annum until the maturity date (or date of earlier redemption). 87 The following summarizes the 2025 Debt Issuances: Table 30 Parent Company Notes Issued Issuance Date Amount Description September 5, 2025 $600 Million $600 million aggregate principal amount of subordinated fixed rate reset notes with a maturity date of September 5, 2035. Interest is payable semi-annually in arrears on March 5 and September 5 of each year, beginning on March 5, 2026, and ending on the maturity date (or date of earlier redemption), at a fixed rate of 5.6000% per annum. The interest rate will reset on September 5, 2030 and the notes will thereafter bear a fixed interest rate equal to the Five-year U.S. Treasury Rate as of the day falling two business days prior to the notes reset date plus 185 bps per annum until the maturity date (or date of earlier redemption). March 12, 2025 $500 Million $500 million aggregate principal amount of senior fixed-to-floating rate notes with a maturity date of March 12, 2031. Interest is payable semi-annually in arrears on March 12 and September 12 of each year, beginning on September 12, 2025, and ending on March 12, 2030 (or date of earlier redemption), at a fixed rate of 5.231% per annum. The fixed rate period will end on March 12, 2030, and the notes will thereafter bear a floating interest rate equal to a benchmark rate based on the Compounded SOFR plus 141 bps per annum until the maturity date (or date of earlier redemption). During the floating rate period, interest on the notes will be payable quarterly in arrears on June 12, 2030, September 12, 2030, December 12, 2030, and on the maturity date (or date of earlier redemption). March 12, 2025 $750 Million $750 million aggregate principal amount of subordinated fixed-to-fixed rate notes with a maturity date of March 12, 2040. Interest is payable semi-annually in arrears on March 12 and September 12 of each year and on the maturity date (or date of earlier redemption), commencing on September 12, 2025, at a fixed rate of 6.254% per annum. The interest rate will reset on March 12, 2035, and the notes will thereafter bear a fixed interest rate equal to the Five-year U.S. Treasury Rate as of the day falling two business days prior to the notes reset date plus 197 bps per annum until the maturity date (or date of earlier redemption). We continually monitor our capital needs and market conditions in an effort to diversify our borrowing base and capital mix when appropriate. Additionally, we continue to monitor the status of the notice of proposed rulemaking (“NPR”) issued by the federal banking agencies discussing, among other items, the proposed requirement to maintain a certain level of long-term debt that would be available to absorb losses in the event of failure as further discussed in the “Regulatory Considerations” section in Item 1. Business of the 2024 Form 10-K. Refer to the “Liquidity Risk” section of this MD&A and Note 9—Borrowings for further information regarding liquidity and borrowings. Other Assets and Liabilities The following table includes the components of other assets: Table 31 Other Assets dollars in millions Increase (Decrease) from: September 30, 2025 June 30, 2025 December 31, 2024 June 30, 2025 December 31, 2024 Affordable housing tax credit and other unconsolidated investments (1) $ 2,831 $ 2,592 $ 2,516 $ 239 9 % $ 315 13 % Accrued interest receivable 945 902 902 43 5 43 5 Fair value of derivative financial instruments 570 626 660 (56) (9) (90) (14) Pension and other retirement plan assets 670 671 658 (1) — 12 2 Right of use assets for operating leases, net 305 318 316 (13) (4) (11) (4) Income tax receivable 494 500 505 (6) (1) (11) (2) Counterparty receivables 142 164 69 (22) (14) 73 105 Bank-owned life insurance 108 107 106 1 1 2 2 Nonmarketable equity securities 160 140 127 20 14 33 26 Other real estate owned 95 97 56 (2) (2) 39 71 Mortgage servicing rights 30 29 27 1 5 3 12 Federal Home Loan Bank stock 20 19 20 1 4 — — Other 738 899 778 (161) (18) (40) (5) Total other assets $ 7,108 $ 7,064 $ 6,740 $ 44 1 % $ 368 6 % (1) Refer to Note 8—Variable Interest Entities for additional information. 88 The following table includes the components of other liabilities: Table 32 Other Liabilities dollars in millions Increase (Decrease) from: September 30, 2025 June 30, 2025 December 31, 2024 June 30, 2025 December 31, 2024 Deferred taxes $ 3,580 $ 3,560 $ 3,534 $ 20 1 % $ 46 1 % Commitments to fund tax credit investments 1,295 1,163 1,214 132 11 81 7 Accrued personnel cost (1) 825 697 1,024 128 18 (199) (19) Fair value of derivative financial instruments 520 631 625 (111) (18) (105) (17) Lease liabilities 341 356 357 (15) (4) (16) (4) Reserve for off-balance sheet credit exposure 265 288 278 (23) (8) (13) (5) Accrued interest payable 105 120 134 (15) (13) (29) (22) Accounts payable and other 1,380 1,418 1,030 (38) (3) 350 34 Total other liabilities $ 8,311 $ 8,233 $ 8,196 $ 78 1 % $ 115 1 % (1) Includes accruals for annual incentive compensation which is typically paid during the first quarter. Additionally, accrued personnel cost can fluctuate based on timing of the payroll cycle. A reserve for off-balance sheet credit exposure is established for unfunded commitments and is included in other liabilities. BancShares estimates the expected funding amounts and applies its probability of obligor default (“PD”) and loss given default (“LGD”) models to those expected funding amounts to estimate the reserve. The reserve for off-balance sheet credit exposure was $265 million at September 30, 2025, a decrease of $13 million compared to $278 million at December 31, 2024 and of $23 million compared to $288 million at June 30, 2025. Refer to the “Provision for Credit Losses” section of this MD&A for further discussion. Refer to Note 18—Commitments and Contingencies for information relating to off-balance sheet commitments. RISK MANAGEMENT Risk is inherent in any business. BancShares has defined a moderate risk appetite and a balanced approach to risk taking with a philosophy that does not preclude higher risk business activities commensurate with acceptable returns while meeting regulatory objectives. Through the comprehensive Risk Management Framework and Risk Appetite Framework and Statement, senior management has primary responsibility for day-to-day management of the risks we face with accountability of and support from all associates. Senior management applies various strategies to reduce the risks to which BancShares may be exposed, with effective challenge by independent risk management and oversight by management committees. The Board strives to ensure that risk management is a part of our business culture and that our policies and procedures to identify, assess, respond, and monitor risk are part of the decision-making process. The Board’s role in risk oversight is an integral part of our overall Risk Management Framework and Risk Appetite Framework. The Board administers its risk oversight function primarily through its Risk Committee. The Risk Committee structure is designed to allow for information flow, effective challenge and timely escalation of risk-related issues. The Risk Committee monitors adherence to our Risk Management Framework and Risk Appetite Framework and Statement and provides quarterly updates to the Board on risk management. Our Chief Risk Officer also provides regular reports to the Risk Committee and the Board. Management and independent risk functions make regular reports to the Risk Committee on key risk areas, including credit, market, capital, liquidity, operational, compliance, strategic, and reputational risks. The Risk Committee also reviews reports of examination by and communications from regulatory agencies, the results of internal and third-party testing and qualitative and quantitative assessments related to risk management, and any other matters within the scope of the Risk Committee’s oversight responsibilities. The Risk Committee monitors management’s response to certain risk-related regulatory and audit issues. In addition, the Risk Committee may coordinate with the Audit Committee, Technology Committee and the Compensation, Nominations and Governance Committee for the review of financial statements and related risks, technology and cybersecurity risk, compensation risk management, and other areas of responsibility. In combination with other risk management and monitoring practices, enterprise-wide stress testing activities are conducted within a defined framework. Stress tests are performed for various risks to ensure the financial institution can support continued operations during stressed periods. 89 BancShares monitors and stress tests its capital and liquidity consistent with the safety and soundness expectations of the federal regulators. Refer to the “Regulatory Considerations” section of Item 1. Business included in the 2024 Form 10-K for further discussion. BancShares has been assessing the emerging impacts of recent and potential U.S. and international tariffs and other retaliatory actions and has continued monitoring the international tensions that could impact the economy and exacerbate headwinds of elevated market volatility, global supply chain disruptions, and recessionary pressures. BancShares also continues to assess operational risks such as those associated with potential cyberattacks for FCB and third parties upon whom it relies. Assessments have not identified material impacts to date, but those assessments will remain ongoing as the conditions continue to exist and develop. BancShares is also assessing the potential risk of an economic slowdown or recession that could create increased credit and market risk having downstream impacts on earnings, capital, and/or liquidity. While economic data continues to be mixed, baseline economic forecasts reflect a decline in commercial real estate (“CRE”) property values due to current interest rate levels that impacted the ALLL forecasts. Key indicators will continue to be monitored, and impacts assessed as part of our ongoing risk management framework. Credit Risk Credit risk is the risk of not collecting payments pursuant to the contractual terms of loans, leases and certain investment securities. Loans and leases we originate are underwritten in accordance with our credit policies and procedures and are subject to periodic ongoing reviews. Acquired loans, regardless of whether purchased credit deteriorated (“PCD”) or Non-PCD, are recorded at fair value as of the acquisition date and are subject to periodic reviews to identify any further credit deterioration. Our independent credit review function conducts risk reviews and analyses of both originated and acquired loans to ensure compliance with credit policies and to monitor asset quality trends and borrower financial strength. These reviews include portfolio analysis by geographic location, industry, collateral type, and product. We strive to identify potential problem loans as early as possible, to record charge-offs as appropriate and to maintain an appropriate ALLL that accounts for expected losses over the life of the loan and lease portfolios. Commercial Lending and Leasing BancShares employs a credit ratings system where each commercial loan is assigned a PD, LGD, and/or overall credit rating using scorecards developed to rate each type of transaction incorporating assessments of both quantitative and qualitative factors. When commercial loans and leases are graded during underwriting, or when updated periodically thereafter, a model is run to generate a preliminary risk rating. These models incorporate both internal and external historical default and loss data, as well as other borrower and loan characteristics, to assign a risk rating. The preliminary risk rating assigned by the model can be adjusted as a result of borrower specific facts and circumstances that, in management’s judgment, warrant a modification of the modeled risk rating to arrive at the final approved risk ratings. Consumer Lending Consumer lending begins with an evaluation of a consumer borrower’s credit profile against published standards. Credit decisions are made after analyzing quantitative and qualitative factors to assess the borrower’s ability to repay the loan, and secondary sources of repayment, such as collateral value. Consumer products use traditional and measurable standards to document and assess the creditworthiness of a loan applicant. Credit standards follow industry standard documentation requirements. Performance is largely evaluated based on an acceptable pay history along with a quarterly assessment which incorporates current market conditions. Loans may also be monitored during quarterly reviews of the borrower’s refreshed credit score. When warranted, an additional review of the loan-to-value of the underlying collateral may be conducted. ALLL Methodology Our ALLL methodology is discussed further in the 2024 Form 10-K, in the section entitled “Critical Accounting Estimates” of the MD&A and Note 1—Significant Accounting Policies and Basis of Presentation. The loan and ALLL disclosures for the 2024 periods presented in this Form 10-Q were recast to reflect the 2025 Loan Class Changes summarized in the “Recent Events” section of this MD&A and further discussed in Note 1—Significant Accounting Policies and Basis of Presentation. Our ALLL estimate as of September 30, 2025 included extensive reviews of the changes in credit risk associated with the uncertainties around macroeconomic forecasts. These loss estimates consider industry risk and the actual net losses incurred during prior periods of economic stress as well as recent credit trends. 90 Macroeconomic Forecasts Utilized in the Estimate of the ALLL While management utilizes its best judgment and information available, the ultimate adequacy of our ALLL is dependent upon a variety of factors beyond our control which are inherently difficult to predict, the most significant being the macroeconomic scenario forecasts that determine the economic variables, including the U.S. unemployment rate, U.S. real gross domestic product (“GDP”), home price index (“HPI”), and CRE price index utilized in the ALLL models. These economic variables are based on macroeconomic scenario forecasts with a forecast horizon that covers the reasonable and supportable period. Due to the inherent uncertainty in the macroeconomic forecasts, BancShares utilizes baseline, upside, and downside macroeconomic scenarios and weights the scenarios based on review of variable forecasts for each scenario and comparison to expectations. The potential impacts of new trade, tariff and other economic policies in the United States were more prevalently reflected in the baseline macroeconomic scenario, which resulted in a modest shift in our weighting from the downside to baseline economic scenario in the linked quarter. The scenario weighting in the current quarter was unchanged from the linked quarter. At September 30, 2025, ALLL estimates ranged from approximately $1.41 billion, when weighing the upside scenario 100%, to approximately $2.07 billion when weighting the downside scenario 100%. BancShares management determined that an ALLL of $1.65 billion was appropriate as of September 30, 2025. The following table presents the U.S. unemployment rate, U.S. real GDP, HPI, and CRE price index based on the weighted-average scenario forecasts used in determining the ALLL at September 30, 2025 and December 31, 2024. The projected trends in the macroeconomic variables below may fluctuate depending on the underlying scenarios and our scenario weighting assumptions utilized for the applicable period. Table 33 Select Variables in ALLL Weighted-average Scenarios Assumptions as of September 30, 2025 2025 2026 2027 U.S. unemployment rate (1) 4.5 % 5.4 % 5.4 % U.S. real GDP (2) 1.3 % 1.0 % 1.6 % HPI (2) 0.7 % (1.7) % 2.6 % CRE price index (2) (1.0) % (3.5) % (0.6) % Assumptions as of December 31, 2024 2025 2026 2027 U.S. unemployment rate (1) 5.0 % 5.1 % 4.7 % U.S. real GDP (2) 1.4 % 1.7 % 2.3 % HPI (2) (1.3) % 2.0 % 2.8 % CRE price index (2) (3.6) % 0.4 % 8.8 % (1) Represents the projected quarterly average U.S. unemployment rate for the years ending December 31, 2025, 2026 and 2027. (2) Represents the projected year-over-year percent changes. Qualitative Component of the ALLL ALLL model outputs may be adjusted through a qualitative assessment to reflect trends that may not be adequately reflected within the models, which could include economic conditions, uncertainty in macroeconomic forecasts, credit quality, risk to specific industry concentrations, and any significant policy and underwriting changes. These qualitative adjustments are also used to accommodate for the imprecision of certain assumptions and uncertainties inherent in the model calculations. 91 ALLL and Net Charge-offs The ALLL and net charge-offs are summarized below. Table 34 ALLL for Loans and Leases dollars in millions Three Months Ended September 30, 2025 Commercial Consumer Total Balance at beginning of period $ 1,512 $ 160 $ 1,672 Provision (benefit) for loan and lease losses 238 (24) 214 Charge-offs (244) (12) (256) Recoveries 18 4 22 Balance at end of period $ 1,524 $ 128 $ 1,652 Net charge-off ratio 0.65 % Net charge-offs $ 226 $ 8 $ 234 Average loans $ 142,857 Percent of loans in each category to total loans 80 % 20 % 100 % Three Months Ended June 30, 2025 Commercial Consumer Total Balance at beginning of period $ 1,517 $ 163 $ 1,680 Provision for loan and lease losses 111 — 111 Charge-offs (137) (7) (144) Recoveries 21 4 25 Balance at end of period $ 1,512 $ 160 $ 1,672 Net charge-off ratio 0.33 % Net charge-offs $ 116 $ 3 $ 119 Average loans $ 141,791 Percent of loans in each category to total loans 80 % 20 % 100 % Three Months Ended September 30, 2024 Commercial Consumer Total Balance at beginning of period $ 1,547 $ 153 $ 1,700 Provision for loan and lease losses 123 — 123 Charge-offs (169) (8) (177) Recoveries 27 5 32 Balance at end of period $ 1,528 $ 150 $ 1,678 Net charge-off ratio 0.42 % Net charge-offs $ 142 $ 3 $ 145 Average loans $ 139,014 Percent of loans in each category to total loans 79 % 21 % 100 % The ALLL at September 30, 2025 was $1.65 billion, representing a decrease of $20 million compared to June 30, 2025. The decrease was driven by improvements in the economic outlook and other changes, including the elimination of reserves related to Hurricane Helene, partially offset by higher specific reserves for individually evaluated loans, and growth in global fund banking loans which have a lower loss rate relative to our other portfolios. Net charge-offs for the current quarter were $234 million, an increase of $115 million from $119 million for the linked quarter. The increase was mainly due to an $82 million charge-off on a single supply chain finance client in the Commercial Bank segment. 92 Table 35 ALLL for Loans and Leases dollars in millions Nine Months Ended September 30, 2025 Nine Months Ended September 30, 2024 Commercial Consumer Total Commercial Consumer Total Balance at beginning of period $ 1,518 $ 158 $ 1,676 $ 1,581 $ 166 $ 1,747 Provision (benefit) for loan and lease losses 487 (14) 473 316 (5) 311 Charge-offs (540) (27) (567) (443) (21) (464) Recoveries 59 11 70 74 10 84 Balance at end of period $ 1,524 $ 128 $ 1,652 $ 1,528 $ 150 $ 1,678 Net charge-off ratio 0.47 % 0.37 % Net charge-offs $ 481 $ 16 $ 497 $ 369 $ 11 $ 380 Average loans $ 141,818 $ 136,723 Percent of loans in each category to total loans 80 % 20 % 100 % 79 % 21 % 100 % The ALLL at September 30, 2025 was $1.65 billion, representing a decrease of $24 million from December 31, 2024, mainly due to the changes discussed above, and a modest shift in our weighting from the downside to baseline economic scenario in the linked quarter as further discussed in the “ALLL Methodology” section of this MD&A, partially offset by the impact of loan growth. Net charge-offs for the current YTD were $497 million, an increase of $117 million from $380 million for the prior YTD. The higher net charge-offs within commercial loans were mainly due to the commercial and industrial loan class, which included the previously discussed charge-off on a single supply chain finance client, partially offset by lower net charge-offs in the investor dependent loan class. Table 36 ALLL Ratios dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 ALLL $ 1,652 $ 1,672 $ 1,676 Total loans and leases $ 144,758 $ 141,269 $ 140,221 ALLL to total loans and leases 1.14 % 1.18 % 1.20 % Commercial loans and leases: ALLL - commercial $ 1,524 $ 1,512 $ 1,518 Commercial loans and leases $ 116,428 $ 113,007 $ 111,993 Commercial ALLL to commercial loans and leases 1.31 % 1.34 % 1.35 % Consumer loans: ALLL - consumer $ 128 $ 160 $ 158 Consumer loans $ 28,330 $ 28,262 $ 28,228 Consumer ALLL to consumer loans 0.45 % 0.56 % 0.56 % The ALLL as a percentage of total loans and leases at September 30, 2025 was 1.14%, compared to 1.18% at June 30, 2025 and 1.20% at December 31, 2024. The trends in the ALLL are discussed above. 93 Table 37 ALLL by Loan Class dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 ALLL ALLL as a Percentage of Loans ALLL ALLL as a Percentage of Loans ALLL ALLL as a Percentage of Loans Commercial Commercial construction $ 75 1.27 % $ 67 1.17 % $ 53 1.03 % Owner occupied commercial mortgage 52 0.30 53 0.31 51 0.30 Non-owner occupied commercial mortgage 333 2.13 318 1.98 340 2.10 Commercial and industrial 768 1.87 781 1.92 768 1.88 Leases 34 1.65 36 1.75 36 1.80 Global fund banking 61 0.19 80 0.28 75 0.27 Investor dependent 201 7.24 177 6.37 195 6.10 Total commercial 1,524 1.31 1,512 1.34 1,518 1.35 Consumer Residential mortgage 69 0.30 89 0.39 85 0.37 Revolving mortgage 22 0.78 19 0.70 21 0.83 Consumer auto 10 0.66 9 0.63 5 0.35 Consumer other 27 2.54 43 4.32 47 4.75 Total consumer 128 0.45 160 0.56 158 0.56 Total ALLL $ 1,652 1.14 % $ 1,672 1.18 % $ 1,676 1.20 % The ALLL may vary significantly from period to period due to changes in economic conditions, economic forecasts and the composition and credit quality of the loan and lease portfolio, and the related impacts on the ALLL models. We continuously monitor and update our ALLL estimation methodology, as appropriate. During the current quarter, we updated our PD, LGD, and exposure at default methodology for the global fund banking, investor dependent, residential mortgage, and consumer other portfolios, which contributed to the changes in the ALLL compared to the linked quarter for those portfolios. Credit Metrics Nonperforming Assets Nonperforming assets include nonaccrual loans and leases, other real estate owned (“OREO”) and repossessed assets. Accounting policies related to nonperforming assets are discussed in Note 1—Significant Accounting Policies and Basis of Presentation in the 2024 Form 10-K. Table 38 Non-Performing Assets dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 Nonaccrual loans: Commercial loans $ 1,194 $ 1,107 $ 1,003 Consumer loans 212 212 181 Total nonaccrual loans 1,406 1,319 1,184 Other real estate owned and repossessed assets 98 103 64 Total nonperforming assets $ 1,504 $ 1,422 $ 1,248 Past due loans: Commercial loans $ 699 $ 515 $ 495 Consumer loans 198 213 256 Total past due loans $ 897 $ 728 $ 751 Total loans, leases, other real estate owned, and repossessed assets $ 144,856 $ 141,372 $ 140,285 ALLL to total loans and leases 1.14 % 1.18 % 1.20 % Ratio of total nonperforming assets to total loans, leases, other real estate owned and repossessed assets 1.04 1.01 0.89 Ratio of nonaccrual loans and leases to total loans and leases 0.97 0.93 0.84 Ratio of ALLL to nonaccrual loans and leases 117.41 126.75 141.58 Nonaccrual loans and leases at September 30, 2025 were $1.41 billion, representing increases of $222 million and $87 million compared to December 31, 2024 and June 30, 2025, respectively, mainly due to a small number of larger balance individually evaluated commercial loans. 94 OREO and repossessed assets were $98 million at September 30, 2025 compared to $64 million at December 31, 2024 and $103 million at June 30, 2025. The increase of $34 million compared to December 31, 2024 mainly reflects additional foreclosed CRE properties. Delinquencies Accruing loans 30 days or more past due were 0.62% of total loans at September 30, 2025, compared to 0.54% at December 31, 2024, and 0.52% at June 30, 2025. Delinquency status by loan class is presented in Note 4—Loans and Leases. CRE Portfolio Our CRE portfolio is diversified across various property types. The following table provides an overview of the property type exposures within our CRE portfolio: Table 39 Commercial Real Estate Portfolio (1) dollars in millions September 30, 2025 June 30, 2025 Balance % to Total Loans and Leases Balance % to Total Loans and Leases Multi-Family $ 5,116 3.53 % $ 5,151 3.65 % Medical Office 3,872 2.67 3,829 2.71 Industrial/Warehouse 3,568 2.47 3,697 2.62 General Office 2,123 1.47 2,218 1.57 Retail 1,764 1.22 1,714 1.21 Healthcare 1,186 0.82 1,330 0.94 Hotel/Motel 867 0.60 867 0.61 Other 4,907 3.39 4,733 3.35 Total $ 23,404 16.17 % $ 23,539 16.66 % (1) The definition of CRE in this table is aligned with the Federal Reserve and FDIC guidance on CRE and includes the following: construction loans, loans where the primary repayment is from third party rental income, and loans not secured by real estate but for the purpose of real estate. This table excludes the owner occupied commercial mortgage loan class. Evolving macroeconomic and social conditions (including the shift to more hybrid work arrangements) may result in changes for General Office demand moving forward. Our General Office portfolio has experienced more negative credit quality trends relative to our other CRE portfolios. Select metrics for our General Office portfolio are summarized in the following table: Table 40 Select General Office Loan Metrics dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 % of total loans and leases 1.47 % 1.57 % 1.77 % % of CRE loans 9.07 % 9.42 % 10.81 % Average loan balance $ 2 $ 2 $ 2 Net charge-offs (YTD annualized %) 4.06 % 4.09 % 3.95 % Delinquencies as a % of General Office loans 9.09 % 6.59 % 10.92 % Non-performing loans as a % of General Office loans 11.27 % 9.03 % 12.10 % ALLL ratio 4.80 % 4.59 % 4.59 % Loans to Nondepository Financial Institutions (“NDFIs”) As of September 30, 2025, loans to NDFIs were approximately $33.59 billion, comprised of the following: • Approximately $31.25 billion of loans to NDFIs was included in global fund banking loans, mainly consisting of capital call lines of approximately $28.64 billion, the repayment of which is dependent on the payment of capital calls by the underlying limited partner investors in funds managed by certain private equity and venture capital firms. The credit quality is strong for capital call lines based on the structural protection provided by the funds and the underlying investors. Global fund banking loans have a lower loss rate relative to our other loan portfolios. As of September 30, 2025, the ALLL was 0.19% of global fund banking loans, compared to 1.14% of total loans. • Substantially all of the $2.34 billion remainder of loans to NDFIs was included in commercial and industrial loans. As of September 30, 2025, the ALLL was 1.87% of commercial and industrial loans, compared to 1.14% of total loans. 95 Concentration Risk We strive to minimize the risks associated with large concentrations within specific geographic areas, collateral types or industries. Despite our focus on diversification, several characteristics of our loan portfolio subject us to risk, such as our concentrations of real estate secured loans, revolving mortgage loans and healthcare-related loans. Additionally, commercial loans may be concentrated in loans with large balances and loans in certain industries and customer groups, including private equity and venture capital. Loan concentration data regarding our commercial and consumer loan portfolios is summarized below. Commercial Loan Concentrations Current quarter changes to loan classes are discussed above under “Recent Events — 2025 Loan Class Changes” and in Note 1—Significant Accounting Policies and Basis of Presentation. Concentration disclosures for the linked quarter and at December 31, 2024 included in this Form 10-Q were recast to reflect the 2025 Loan Class Changes. Geographic Concentrations The following table summarizes state concentrations of 5.0% or greater of our loans. Data is based on obligor location. Table 41 Commercial Loans and Leases - Geography dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 State California $ 25,718 22.1 % $ 25,874 22.9 % $ 24,491 21.9 % New York 11,796 10.1 10,470 9.3 10,202 9.1 North Carolina 10,986 9.4 11,051 9.8 10,985 9.8 Texas 8,659 7.4 8,620 7.6 8,459 7.6 Massachusetts 7,788 6.7 7,880 7.0 7,259 6.5 Florida 5,911 5.1 5,629 5.0 5,845 5.2 All other states 42,685 36.7 40,519 35.8 42,217 37.6 Total U.S. $ 113,543 97.5 % $ 110,043 97.4 % $ 109,458 97.7 % Total International 2,885 2.5 2,964 2.6 2,535 2.3 Total $ 116,428 100.0 % $ 113,007 100.0 % $ 111,993 100.0 % Industry Concentrations The following table represents loans by industry of obligor: Table 42 Commercial Loans and Leases - Industry dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 Finance and Insurance $ 34,662 29.8 % $ 31,902 28.3 % $ 31,162 27.8 % Real Estate 18,173 15.6 18,348 16.2 17,898 16.0 Healthcare 11,041 9.5 11,083 9.8 11,053 9.9 Information 9,641 8.3 9,490 8.4 9,569 8.5 Business Services 9,383 8.1 9,217 8.2 9,089 8.1 Transportation, Communication, Gas, Utilities 7,682 6.6 7,909 7.0 8,175 7.3 Manufacturing 7,138 6.1 6,998 6.2 7,160 6.4 Retail 4,461 3.8 4,120 3.6 4,141 3.7 Service Industries 4,231 3.6 4,192 3.7 4,124 3.7 Wholesale 3,592 3.1 3,481 3.1 3,437 3.1 Other 6,424 5.5 6,267 5.5 6,185 5.5 Total $ 116,428 100.0 % $ 113,007 100.0 % $ 111,993 100.0 % 96 The following table provides a summary of commercial loans by size and class. The breakout below is based on total client balances (individually or in the aggregate) as of September 30, 2025: Table 43 Commercial Loans by Size and Class dollars in millions Less Than $10 Million $10 to < $30 Million > $30 Million Total Commercial Loans Commercial construction $ 1,221 $ 1,683 $ 3,022 $ 5,926 Owner occupied commercial mortgage 14,596 2,037 599 17,232 Non-owner occupied commercial mortgage 6,399 4,923 4,323 15,645 Commercial and industrial 14,983 12,430 13,759 41,172 Leases 1,633 281 152 2,066 Global fund banking 1,455 2,976 27,184 31,615 Investor dependent 1,721 775 276 2,772 Total $ 42,008 $ 25,105 $ 49,315 $ 116,428 Consumer Loan Concentrations Loan concentrations may exist when multiple borrowers could be similarly impacted by economic or other conditions. The following table summarizes state concentrations greater than 5.0% of consumer loans based on customer address: Table 44 Consumer Loans - Geography dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 State California $ 8,324 29.4 % $ 8,335 29.5 % $ 8,655 30.7 % North Carolina 7,164 25.3 7,067 25.0 6,923 24.5 South Carolina 3,708 13.1 3,660 12.9 3,607 12.8 Massachusetts 1,621 5.7 1,644 5.8 1,692 6.0 Other states 7,513 26.5 7,556 26.8 7,351 26.0 Total $ 28,330 100.0 % $ 28,262 100.0 % $ 28,228 100.0 % Market Risk Interest rate risk management BancShares is exposed to the risk that changes in market conditions may affect interest rates and negatively impact earnings. The risk arises from the nature of BancShares’ business activities, the composition of BancShares’ balance sheet, and changes in the level or shape of the yield curve. BancShares manages this inherent risk strategically based on prescribed guidelines and approved limits. Interest rate risk can arise from many of BancShares’ business activities, such as lending, leasing, investing, deposit taking, derivatives, and funding activities. We evaluate and monitor interest rate risk primarily through two metrics. • Net Interest Income Sensitivity (“NII Sensitivity”) measures the net impact of hypothetical changes in interest rates on forecasted NII; and • Economic Value of Equity (“EVE”) Sensitivity (“EVE Sensitivity”) measures the net impact of these hypothetical changes on the value of equity by assessing the economic value of assets, liabilities and off-balance sheet instruments. BancShares uses a holistic process to measure and monitor both short term and long term risks, which includes, but is not limited to, gradual and immediate parallel rate shocks, changes in the shape of the yield curve, and changes in the relationship of various yield curves. NII Sensitivity generally focuses on shorter term earnings risk, while EVE Sensitivity assesses the longer-term risk of the existing balance sheet. Our exposure to NII Sensitivity is guided by the Risk Appetite Framework and Statement and a range of risk metrics, and BancShares may utilize tools across the balance sheet to adjust its interest rate risk exposures, including through business line actions and actions within the investment, funding and derivative portfolios. 97 The composition of our interest rate sensitive assets and liabilities generally results in a net asset-sensitive position for NII Sensitivity, whereby our assets will reprice faster than our liabilities. A component of our interest rate risk management strategy is the use of derivative instruments to manage fluctuations in earnings caused by changes in market interest rates. Interest rate swaps are the primary type of derivative instrument that we use as part of our interest rate risk management strategy. These derivatives hedge interest income variability of floating rate loans indexed to SOFR, as well as fair value changes of fixed rate time deposits and long-term debt. Refer to Note 10—Derivative Financial Instruments for further information on our derivative portfolio. Our funding sources consist primarily of deposits, and we also support our funding needs through wholesale funding sources (including unsecured and secured borrowings). The deposit rates we offer are influenced by market conditions and competitive factors. Market rates are the key factors of deposit costs, and we continue to optimize deposit costs by improving our deposit mix. Changes in interest rates, expected funding needs, as well as actions by competitors, can affect our deposit taking activities and deposit pricing. We believe our targeted non-maturity deposit customer retention is strong and we remain focused on optimizing our mix of deposits. We regularly assess the effect of deposit rate changes on our balances and seek to achieve optimal alignment between assets and liabilities. The following table summarizes the results of 12-month NII Sensitivity simulations produced by our asset/liability management system. These simulations assume static balance sheet replacement with like products and implied forward market rates, and also incorporate additional internal models and assumptions, which we may update periodically, including rate dependent prepayment for certain loans and securities and repricing of interest-bearing non-maturity deposits. The below simulations assume an immediate 100 and 200 bps parallel increase and decrease from current interest rates. Table 45 Net Interest Income Sensitivity Simulation Analysis Estimated (Decrease) Increase in NII Change in interest rate (bps) September 30, 2025 June 30, 2025 December 31, 2024 -200 (13.2) % (12.4) % (10.6) % -100 (6.9) (6.6) (6.1) +100 8.1 7.8 6.9 +200 16.0 15.2 11.1 NII Sensitivity metrics at September 30, 2025, compared to December 31, 2024, were primarily affected by cash increase from deposit growth, debt issuances and investment runoff, as well as impacts from changes in forward rate curve expectations. As of September 30, 2025, BancShares continues to have an asset sensitive interest rate risk profile and the potential exposure to forecasted earnings was largely due to the composition of the balance sheet (primarily due to floating rate commercial loans and cash), as well as estimates of modest future deposit betas. Approximately 64% of our loans have floating contractual reference rates, indexed primarily to SOFR and the U.S. prime rate. Deposit betas are currently modeled to have a portfolio average of approximately 30%-40% over the twelve-month forecast horizon, including 45%-55% for interest-bearing non-maturity deposits. Deposit beta is the portion of a change in the federal funds rate that is passed on to the deposit rate. Actual deposit betas may be different than modeled, depending on various factors, including liquidity requirements, deposit mix and competitive pressures. Impacts to NII Sensitivity may change due to actual results differing from modeled expectations. As noted above, EVE Sensitivity supplements NII simulations as it estimates risk exposures beyond a twelve-month horizon. EVE Sensitivity measures the change in the EVE due to changes in assets, liabilities, and off-balance sheet instruments in response to a change in interest rates. EVE Sensitivity was calculated by estimating the change in the net present value of assets, liabilities, and off-balance sheet items under various rate movements, including utilizing a dynamic rate level dependent modeling approach for our deposit attrition assumption. In addition to interest rate changes, other key assumptions used in our EVE Sensitivity simulations include asset prepayments, as well as balance attrition and pricing of non-maturity deposits. 98 The below simulations assume an immediate 100 and 200 bps parallel increase and decrease from current interest rates and the estimated impact on our EVE profile based on our current modeling approach: Table 46 Economic Value of Equity Modeling Analysis Estimated Increase (Decrease) in EVE Change in interest rate (bps) September 30, 2025 June 30, 2025 December 31, 2024 -200 5.6 % 2.0 % 5.4 % -100 3.7 2.0 3.1 +100 (3.7) (2.2) (3.2) +200 (6.5) (4.0) (7.0) In addition to the above reported sensitivities, a wide variety of potential interest rate scenarios are simulated within our asset/liability management system. Scenarios that impact balance sheet composition or the sensitivity to key assumptions are also evaluated. We use results of our various interest rate risk analyses to formulate and implement asset and liability management strategies, in coordination with the Asset and Liability Committee, to achieve the desired risk profile, while managing our objectives for market risk and other strategic objectives. Specifically, we may manage our interest rate risk position through certain pricing strategies and product design for loans and deposits, our investment portfolio, funding portfolio, or by using derivatives to mitigate earnings volatility. The above sensitivities provide an estimate of our interest rate sensitivity; however, they do not account for potential changes in credit quality, size, mix, or changes in the competition for business in the industries we serve. They also do not account for other business developments and other actions. Accordingly, we can give no assurance that actual results would not differ materially from the estimated outcomes of our simulations. Loan Maturity and Loan Interest Rate Sensitivity The following table provides loan maturity distribution information: Table 47 Loan Maturity Distribution dollars in millions At September 30 2025, Maturing Within One Year One to Five Years Five to 15 Years After 15 Years Total Commercial Commercial construction $ 1,394 $ 3,759 $ 730 $ 43 $ 5,926 Owner occupied commercial mortgage 1,831 8,484 6,477 440 17,232 Non-owner occupied commercial mortgage 3,223 9,750 1,892 780 15,645 Commercial and industrial 11,106 24,283 4,781 1,002 41,172 Leases 641 1,349 76 — 2,066 Global fund banking 29,044 2,148 423 — 31,615 Investor dependent 1,164 1,608 — — 2,772 Total commercial 48,403 51,381 14,379 2,265 116,428 Consumer Residential mortgage 687 2,865 7,736 11,748 23,036 Revolving mortgage 51 187 1,049 1,507 2,794 Consumer auto 330 984 149 — 1,463 Consumer other 323 565 144 5 1,037 Total consumer 1,391 4,601 9,078 13,260 28,330 Total loans and leases $ 49,794 $ 55,982 $ 23,457 $ 15,525 $ 144,758 99 As noted above, approximately 64% of our total loans have floating contractual reference rates, indexed primarily to SOFR and the U.S. prime rate. The following table provides information regarding fixed and variable interest rate loans and leases maturing one year or after, as of September 30, 2025: Table 48 Fixed and Variable Interest Rate Loans dollars in millions Loans Maturing One Year or After with Fixed Interest Rates Variable Interest Rates Commercial Commercial construction $ 1,403 $ 3,129 Owner occupied commercial mortgage 13,484 1,917 Non-owner occupied commercial mortgage 6,198 6,224 Commercial and industrial 9,925 20,141 Leases 1,419 6 Global fund banking 1 2,570 Investor dependent 5 1,603 Total commercial 32,435 35,590 Consumer Residential mortgage 8,584 13,765 Revolving mortgage 29 2,714 Consumer auto 1,133 — Consumer other 253 461 Total consumer 9,999 16,940 Total loans and leases $ 42,434 $ 52,530 Liquidity Risk Our liquidity risk management and monitoring process is designed to ensure the availability of adequate cash and collateral resources and funding capacity to meet our obligations. Our overall liquidity management strategy is intended to ensure appropriate liquidity to meet expected and contingent funding needs under both normal and stressed environments. Consistent with this strategy, we maintain sufficient amounts of available cash and HQLS. Additional sources of liquidity include committed credit facilities, repurchase agreements, brokered certificates of deposit issuances, unsecured debt issuances, and cash collections generated by portfolio asset sales to third parties. We utilize measurement tools to assess and monitor the level and adequacy of our liquidity position, liquidity conditions and trends. We measure and forecast liquidity and liquidity risks under different hypothetical scenarios and across different horizons. We use a liquidity stress testing framework to better understand the range of potential risks and their impacts to which BancShares is exposed. Stress test results inform our business strategy, risk appetite, levels of liquid assets, and contingency funding plans. Also included among our liquidity measurement tools are key risk indicators that assist in identifying potential liquidity risk and stress events. BancShares maintains a framework to establish liquidity risk tolerances, monitoring, and breach escalation protocol to alert management of potential funding and liquidity risks and to initiate mitigating actions as appropriate. Further, BancShares maintains a contingent funding plan, which details protocols and potential actions to be taken under liquidity stress conditions. Liquidity includes available cash and HQLS. At September 30, 2025 we had $61.92 billion of high-quality liquid assets (26.5% of total assets) and $31.35 billion of contingent liquidity sources available. Some of the more significant changes from December 31, 2024 included higher available cash level, due in part from deposit growth, maturing investment securities, and funds received in connection with the 2025 Debt Issuances. Also, we increased our borrowing capacity under agreements with the FRB through expansion of the eligible loan population to targeted loans historically not pledged to the FRB. As noted below, the draw period under the Advance Facility Agreement with the FDIC ended March 27, 2025, as of which date, FCB had no outstanding amounts under the facility. 100 Table 49 Liquidity dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 Available cash $ 23,917 $ 25,332 $ 20,545 High-quality liquid securities (1) 38,007 38,284 38,794 High-quality liquid assets $ 61,924 $ 63,616 $ 59,339 Current Capacity (2) of Credit Facilities: FHLB facility (3) $ 18,022 $ 17,852 $ 16,423 FRB facility 13,328 10,561 5,475 FDIC facility (4) — — 5,291 Line of credit — 100 100 Total contingent sources $ 31,350 $ 28,513 $ 27,289 Total liquid assets and contingent sources $ 93,274 $ 92,129 $ 86,628 Total uninsured deposits $ 59,746 $ 57,805 $ 59,510 Coverage ratio of total liquid assets and contingent sources to uninsured deposits 156 % 159 % 146 % (1) Consists of readily marketable, unpledged securities, as well as securities pledged but not drawn against at the FHLB and available for sale, and generally is comprised of U.S. Treasury and U.S. agency investment securities held outright or via reverse repurchase agreements. (2) Current capacity is based on the amount of collateral pledged and available for use at September 30, 2025, June 30, 2025 and December 31, 2024. (3) Refer to Table 50 for additional details. (4) The Advance Facility Agreement with the FDIC was obtained in connection with SVBB Acquisition and the draw period ended on March 27, 2025. We fund our operations through deposits and borrowings. Our primary source of liquidity is derived from our various deposit channels, including our Branch Network and Direct Bank. Total deposits at September 30, 2025 were $163.19 billion, an increase of $7.96 billion or 5% from $155.23 billion at December 31, 2024. We use borrowings to diversify the funding of our business operations. In addition to the Purchase Money Note and FHLB advances, borrowings also include senior unsecured notes, securities sold under customer repurchase agreements, and subordinated notes. Total borrowings at September 30, 2025 were $38.68 billion, an increase of $1.62 billion or 4% from $37.05 billion at December 31, 2024. The increase is primarily due to the 2025 Debt Issuances with aggregate principal amounts totaling $1.85 billion and partially offset by the Linked Quarter Debt Redemption with aggregate principal amounts totaling $350 million, as detailed in the “Interest-bearing Liabilities—Borrowings” section of this MD&A. We continually monitor our capital needs and market conditions in an effort to diversify our borrowing base and capital mix when appropriate. FHLB Capacity A source of available funds is advances from the FHLB of Atlanta. We may pledge assets for secured borrowing transactions, which include borrowings from the FHLB and/or FRB, or for other purposes as required or permitted by law. The debt issued in conjunction with these transactions is collateralized by certain discrete receivables, securities, loans, leases and/or underlying equipment. Certain related cash balances are restricted. Table 50 FHLB Balances dollars in millions September 30, 2025 June 30, 2025 December 31, 2024 Total borrowing capacity $ 19,472 $ 18,552 $ 17,873 Less: Advances — — — Letters of credit (1) 1,450 700 1,450 Available capacity $ 18,022 $ 17,852 $ 16,423 Pledged Non-PCD loans $ 31,945 $ 30,835 $ 30,421 (1) Letters of credit were established with the FHLB to collateralize public funds. One of the letters of credit expired during the linked quarter and was replaced during the current quarter. FRB Capacity Under borrowing arrangements with the FRB, FCB has access to $13.33 billion on a secured basis. We pledged additional loan collateral and increased our borrowing capacity under agreements with the FRB. Loans pledged are disclosed in Note 4—Loans and Leases. There were no outstanding borrowings with the FRB Discount Window at September 30, 2025, June 30, 2025 and December 31, 2024. 101 FDIC Credit Facility FCB and the FDIC entered into the Advance Facility Agreement, dated as of March 27, 2023, and effective as of November 20, 2023, providing total advances available through March 27, 2025 of up to $70 billion solely to provide liquidity to offset deposit withdrawal or runoff of former SVBB deposit accounts and to fund the unfunded commercial lending commitments acquired in the SVBB Acquisition. There were no amounts outstanding at the end of the draw period on March 27, 2025. Refer to Note 2—Business Combinations for further discussion. Contractual Obligations and Commitments The following table includes significant contractual obligations and commitments as of September 30, 2025, representing required and potential cash outflows, including impacts from purchase accounting adjustments and deferred fees. Refer to Note 18—Commitments and Contingencies for additional information regarding commitments. Financing commitments, letters of credit and deferred purchase commitments are presented at contractual amounts and do not necessarily reflect future cash outflows, as many are expected to expire unused or partially used. Table 51 Contractual Obligations and Commitments dollars in millions Payments Due by Period Less than 1 year 1-3 years 4-5 years Thereafter Total Contractual obligations: Time deposits $ 10,820 $ 204 $ 50 $ — $ 11,074 Short-term borrowings 423 — — — 423 Long-term borrowings (1) (2) (40) 36,325 (2) 1,969 38,252 Total contractual obligations $ 11,203 $ 36,529 $ 48 $ 1,969 $ 49,749 Commitments: Financing commitments $ 25,857 $ 5,798 $ 9,050 $ 11,230 $ 51,935 Letters of credit 1,840 335 266 195 2,636 Deferred purchase agreements 1,870 — — — 1,870 Purchase and funding commitments 232 — — — 232 Affordable housing partnerships (1) 565 624 55 51 1,295 Total commitments $ 30,364 $ 6,757 $ 9,371 $ 11,476 $ 57,968 (1) Long-term borrowings are presented net of purchase accounting adjustments of $97 million. On-balance sheet commitments for affordable housing partnerships are included in other liabilities and presented net of a purchase accounting adjustment of $17 million. (2) Balance in parenthesis represents the estimated amortization of the purchase accounting adjustment and deferred costs in excess of any principal balance. Long-term Borrowings As displayed above in Table 51, we do not have any significant long-term debt obligations due until the Purchase Money Note matures. While scheduled principal payments are not required until maturity in March 2028, FCB may voluntarily prepay principal without a premium or penalty. We will continue to monitor the interest rate environment and assess whether any voluntary prepayments are prudent considering the fixed rate of 3.50%. Potential sources that could fund voluntary prepayments or the amount due at maturity include excess liquidity (primarily comprised of interest-earning deposits at banks and proceeds from maturities and paydowns of investment securities), FHLB advances, deposit growth, and issuance of unsecured debt or other borrowings. At the time of voluntary prepayment or maturity, the interest rates for the potential interest-bearing sources of repayment could be higher than the 3.50% rate. Refer to the respective “Deposits” and “Borrowings” discussions in the “Interest-bearing Liabilities” section of this MD&A for further details. The Purchase Money Note is discussed further in Note 2—Business Combinations. 102 Counterparty Risk We enter into interest rate and foreign exchange derivatives as part of our overall risk management practices and also on behalf of our clients. We establish risk metrics and evaluate and manage the counterparty risk associated with these derivative instruments in accordance with the comprehensive Risk Management Framework and Risk Appetite Framework and Statement. Counterparty credit exposure or counterparty risk is a primary risk of derivative instruments, relating to the ability of a counterparty to perform its financial obligations under the derivative contract. We seek to control credit risk of derivative agreements through counterparty credit approvals, pre-established exposure limits and monitoring procedures, which are integrated with our cash and issuer related credit processes. Derivative agreements for BancShares’ risk management purposes and for the hedging of client transactions are primarily executed with investment grade financial institutions, with others cleared through certain central party clearing houses. Credit exposure is mitigated via the exchange of collateral between the counterparties covering mark-to-market valuations. Client related derivative transactions, which are primarily related to lending activities, are incorporated into our loan underwriting and reporting processes. Asset Risk Asset risk is a form of price risk that is a primary risk of our leasing businesses. This relates to the risk to earning capital arising from changes in the value of owned leasing equipment. Asset risk in our leasing business is evaluated and managed in the divisions and overseen by risk management processes. In our asset-based lending business, we also use residual value guarantees to mitigate or partially mitigate exposure to end of lease residual value exposure on certain of our finance leases. Our business process consists of: (1) setting residual values at transaction inception, (2) systematic periodic residual value reviews, and (3) monitoring levels of residual realizations. Residual realizations, by business and product, are reviewed as part of the quarterly financial and asset quality review. Reviews for impairment are performed at least annually. In combination with other risk management and monitoring practices, asset risk is monitored through reviews of the equipment markets, including utilization rates and traffic flows; the evaluation of supply and demand dynamics; the impact of new technologies; and changes in regulatory requirements on different types of equipment. At a high level, demand for equipment is correlated with GDP growth trends for the markets the equipment serves, as well as the more immediate conditions of those markets. Cyclicality in the economy and shifts in trade flows due to specific events represent risks to the earnings that can be realized by these businesses. In the Rail segment, BancShares seeks to mitigate these risks by maintaining a relatively young fleet of assets, which can bolster attractive lease and utilization rates. 103 CAPITAL Capital requirements applicable to BancShares are discussed in the “Regulatory Considerations” section in Item 1. Business of the 2024 Form 10-K, including a discussion of an NPR issued on July 27, 2023 by the federal banking agencies regarding enhanced capital requirements . We will continue to monitor the status of the NPR. BancShares’ total consolidated assets are between $100 billion and $250 billion, and, as such, BancShares is required to comply with certain enhanced prudential standards applicable to Category IV banking organizations, subject to the applicable transition periods. Additionally, an NPR released by federal banking agencies on August 29, 2023, could change the long-term debt requirements for banks with total consolidated assets of $100 billion or more. If this NPR is finalized as proposed, we expect we would need to issue additional long-term debt to satisfy the requirements. For further discussion, refer to the section entitled “Regulatory Considerations—Enhanced Prudential Standards—Proposed Long-Term Debt & Clean Holding Company Requirements” in Item 1. Business of the 2024 Form 10-K. BancShares maintains a comprehensive capital adequacy process. BancShares establishes internal capital risk limits and warning thresholds, which utilize Risk-Based and Leverage-Based Capital calculations, internal and external early warning indicators, its capital planning process, and stress testing to evaluate BancShares' capital adequacy for multiple types of risk in both normal and stressed environments. The capital management framework requires contingency plans be defined and may be employed at management’s discretion. Common and Preferred Stock Dividends During the first three quarters of 2025, we paid quarterly dividends of $1.95 per share on the Class A common stock and Class B common stock. In October 2025, the Board declared a quarterly dividend on the Class A common stock and Class B common stock of $2.10 per common share. The dividends are payable on December 15, 2025 to stockholders of record as of November 28, 2025. During the first three quarters of 2025, we paid quarterly dividends on our Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock as disclosed in Note 12—Stockholders' Equity. In October 2025, the Board declared dividends on our Series A Preferred Stock, Series B Preferred Stock and Series C Preferred Stock in accordance with their terms. The dividends are payable on December 15, 2025. Capital Composition and Ratios As discussed earlier in the “Recent Events” section of this MD&A, the Board authorized the 2024 SRP and the new 2025 SRP that permitted repurchases upon completion of the 2024 SRP. During the current quarter and current YTD, we repurchased 457,350 and 1,098,992 shares, respectively. Repurchases under the 2025 SRP commenced in September 2025 upon the completion of the 2024 SRP in August 2025. Refer to the “Recent Events” section above for more information and Part II, Item 2. Unregistered Sales of Equity Securities and Use of Proceeds for our monthly repurchase activity during the current quarter. The following table details the change in outstanding Class A common stock through September 30, 2025. Refer to Note 12—Stockholders' Equity for additional information. Table 52 Changes in Shares of Class A Common Stock Outstanding Three Months Ended September 30, 2025 Nine Months Ended September 30, 2025 Class A common stock shares outstanding at beginning of period 12,070,794 12,712,436 Shares repurchased under authorized repurchase plan (457,350) (1,098,992) Class A common stock shares outstanding at end of period 11,613,444 11,613,444 We also had 1,005,185 Class B common stock outstanding at September 30, 2025 and December 31, 2024. We are committed to effectively managing our capital to protect our depositors, creditors and stockholders. We continually monitor the capital levels and ratios for BancShares and FCB to ensure they exceed the minimum requirements imposed by regulatory authorities and to ensure they are appropriate given growth projections, risk profile and potential changes in the regulatory or external environment. Failure to meet certain capital requirements may result in actions by regulatory agencies that could have a material impact on our operations or consolidated financial statements. 104 In accordance with GAAP, the unrealized gains and losses on certain assets and liabilities, net of deferred taxes, are included in accumulated other comprehensive loss within stockholders’ equity. These amounts are excluded from the calculation of our regulatory capital ratios under current regulatory guidelines. Table 53 Analysis of Capital Adequacy dollars in millions Basel III Requirements PCA Well Capitalized Thresholds September 30, 2025 June 30, 2025 December 31, 2024 Amount Ratio Amount Ratio Amount Ratio Adjusted Ratio (1) BancShares Risk-based capital ratios Total risk-based capital 10.50 % 10.00 % $ 24,901 14.05 % $ 24,713 14.25 % $ 24,610 15.04 % 14.27 % Tier 1 risk-based capital 8.50 8.00 21,524 12.15 21,896 12.63 22,137 13.53 12.84 Common equity Tier 1 7.00 6.50 20,643 11.65 21,015 12.12 21,256 12.99 12.33 Tier 1 leverage ratio 4.00 5.00 21,524 9.34 21,896 9.62 22,137 9.90 n/a (2) FCB Risk-based capital ratios Total risk-based capital 10.50 % 10.00 % $ 23,912 13.51 % $ 24,361 14.06 % $ 23,975 14.66 % 13.91 % Tier 1 risk-based capital 8.50 8.00 21,876 12.36 22,289 12.87 21,852 13.37 12.68 Common equity Tier 1 7.00 6.50 21,876 12.36 22,289 12.87 21,852 13.37 12.68 Tier 1 leverage ratio 4.00 5.00 21,876 9.51 22,289 9.81 21,852 9.78 n/a (2) (1) Adjusted capital ratios exclude the impact of the FDIC Shared-Loss Agreement and are considered non-GAAP measures. Refer to the “Non-GAAP Financial Measurements” section of this MD&A for a reconciliation from the most comparable GAAP measure to the non-GAAP measure. (2) The adjusted tier 1 leverage ratio is not applicable because the FDIC Shared-Loss Agreement did not impact the tier 1 leverage ratio. A s of September 30, 2025, BancShares and FCB had risk-based capital ratio conservation buffers of 6.05% and 5.51%, respectively, which are in excess of the Basel III conservation buffer of 2.50%. As of December 31, 2024, BancShares and FCB’s risk-based capital ratio conservation buffers were 7.04% and 6.66%, respectively. The capital ratio conservation buffers represent the excess of the regulatory capital ratios as of September 30, 2025 and December 31, 2024 over the Basel III minimum for the applicable ratio. Additional Tier 1 capital for BancShares includes perpetual preferred stock. Additional Tier 2 capital for BancShares and FCB primarily consists of qualifying ALLL and qualifying subordinated debt. Dividend Restrictions Dividends paid from FCB to the Parent Company are the primary source of funds available to the Parent Company for payment of dividends to its stockholders. The Board of Directors of FCB may approve distributions, including dividends, as it deems appropriate, subject to the requirements of the FDIC and the General Statutes of North Carolina, provided that the distributions do not reduce the regulatory capital ratios below the applicable requirements. FCB could have paid additional dividends to the Parent Company in the amount of $6.21 billion while continuing to meet the requirements for well capitalized banks at September 30, 2025. Dividends declared by FCB and paid to the Parent Company amounted to $1.68 billion for the nine months ended September 30, 2025. Payment of dividends is made at the discretion of FCB’s Board of Directors and may be contingent upon satisfactory earnings as well as projected capital needs. Termination of the Shared-Loss Agreement with the FDIC The risk-based capital ratios of FCB and BancShares for periods in which the Shared-Loss Agreement (as defined in Note 2—Business Combinations) was effective were calculated using favorable risk-weighted assets (“RWA”) assumptions permissible for Covered Assets (as defined in Note 2—Business Combinations in our 2024 Form 10-K). FCB and the FDIC entered into the Shared-Loss Termination Agreement on April 7, 2025 (the “Shared-Loss Termination Date”) as further discussed in the “Recent Events” section of this MD&A. FCB and BancShares are not permitted after the Shared-Loss Termination Date to apply the favorable RWA assumptions to assets that were previously Covered Assets under the Shared-Loss Agreement. The table above includes risk-based capital ratios as of December 31, 2024, both including and excluding the impact of the Shared-Loss Agreement to illustrate the approximated decreases in the risk-based capital ratios as a result of entering into the Shared-Loss Termination Agreement. Refer to the “Non-GAAP Financial Measurements” section of this MD&A for further discussion. 105 CRITICAL ACCOUNTING ESTIMATES The accounting and reporting policies of BancShares are described in Note 1—Significant Accounting Policies and Basis of Presentation in the 2024 Form 10-K. The ALLL is considered a critical accounting estimate. For more information regarding the ALLL, refer to the “Credit Risk— ALLL Methodology” section of this MD&A and Note 5—Allowance for Loan and Lease Losses. RECENT ACCOUNTING PRONOUNCEMENTS The following Accounting Standards Updates (“ASUs”) were issued by the Financial Accounting Standards Board but are not yet effective for BancShares: Standard Summary of Guidance Effect on BancShares’ Financial Statements ASU 2023-09—Income Taxes (Topic 740): Improvements to Income Tax Disclosures Issued December 2023 This ASU enhances income tax disclosure requirements primarily by requiring disclosure of specific categories in the rate reconciliation table and disaggregation of income taxes paid by jurisdiction. Effective for BancShares beginning with our financial statements for the year ending December 31, 2025. BancShares expects to apply the requirements retrospectively. Implementation of this disclosure-only ASU is not expected to have a material impact on our financial statements. ASU 2024-03—Income Statement—Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses Issued November 2024 This ASU enhances expense disclosures primarily by requiring footnote disaggregation of specified expenses in a tabular format. The ASU does not change the requirements for the presentation of expenses on the face of the income statement. Effective for BancShares beginning with our financial statements for the year ending December 31, 2027. Early adoption is permitted. The guidance may be applied prospectively or retrospectively. We are currently evaluating the impact of this ASU on our footnote disclosures. ASU 2025-05—Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses for Accounts Receivable and Contract Assets Issued July 2025 This ASU provides an optional practical expedient which permits an entity to assume current conditions as of the balance sheet date do not change for the remaining life of current accounts receivable and current contract assets. Effective for BancShares for annual reporting periods beginning after December 15, 2025, and interim reporting periods within those annual periods. Early adoption is permitted. If elected, the optional practical expedient is applied prospectively. We are currently evaluating the impact of this ASU on our financial statements and footnote disclosures. ASU 2025-06—Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software Issued September 2025 This ASU amends certain aspects of the accounting for and disclosure of internal-use software costs. This ASU also includes improvements to the operability of the guidance by removing all references to software development project stages so that the guidance is neutral to different software development methods, including methods that entities may use to develop software in the future. The ASU also clarifies the criteria that must be met for entities to begin capitalizing software costs. Effective for BancShares for annual reporting periods beginning after December 15, 2027, and interim reporting periods within those annual reporting periods. Early adoption is permitted as of the beginning of an annual reporting period. The guidance may be applied using either a prospective, retrospective, or modified transition approach. We are currently evaluating the impact of this ASU on our financial statements and footnote disclosures. NON-GAAP FINANCIAL MEASUREMENTS BancShares provides certain non-GAAP information in reporting its financial results to give investors additional data to evaluate its operations. A non-GAAP financial measure is a numerical measure of a company’s historical or future financial performance or financial position that may either exclude or include amounts, or is adjusted in some way to the effect of including or excluding amounts, as compared to the most directly comparable measure calculated and presented in accordance with GAAP financial statements. BancShares’ management believes that non-GAAP financial measures, when reviewed in conjunction with GAAP financial information, can provide transparency about, or an alternate means of assessing, its operating results and financial position to its investors, analysts and management. These non-GAAP measures should be considered in addition to, and not superior to or a substitute for, GAAP measures presented in BancShares’ consolidated financial statements and other publicly filed reports. In addition, our non-GAAP measures may be different from or inconsistent with non-GAAP financial measures used by other institutions. Whenever we refer to a non-GAAP financial measure we will generally define and present the most directly comparable financial measure calculated and presented in accordance with GAAP, along with a reconciliation between the GAAP financial measure and the non-GAAP financial measure. We describe each of these measures below and explain why we believe the measure to be useful. 106 PPNR PPNR is a non-GAAP measure of profit or loss calculated as net income plus the provision for credit losses and income tax expense (benefit). PPNR is a measure of segment profit or loss that is meaningful because it enables management and external users of financial statements to assess income before income taxes excluding the provision for credit losses, which can be more volatile when economic conditions are more dynamic. The following table provides a reconciliation of net income, the comparable GAAP measure, to PPNR: Table 54 PPNR dollars in millions Three Months Ended September 30, 2025 General Bank Commercial Bank SVB Commercial Rail Corporate Total BancShares Net income (GAAP) $ 320 $ 18 $ 175 $ 17 $ 38 $ 568 Plus: provision for credit losses 1 168 22 — — 191 Plus: income tax expense (benefit) 109 6 58 5 5 183 PPNR (non-GAAP) $ 430 $ 192 $ 255 $ 22 $ 43 $ 942 Three Months Ended June 30, 2025 General Bank Commercial Bank SVB Commercial Rail Corporate Total BancShares Net income (GAAP) $ 294 $ 102 $ 136 $ 19 $ 24 $ 575 Plus: provision for credit losses 13 47 55 — — 115 Plus: income tax expense (benefit) 101 35 47 6 (6) 183 PPNR (non-GAAP) $ 408 $ 184 $ 238 $ 25 $ 18 $ 873 Three Months Ended September 30, 2024 General Bank Commercial Bank SVB Commercial Rail Corporate Total BancShares Net income (GAAP) $ 202 $ 124 $ 187 $ 20 $ 106 $ 639 Plus: provision for credit losses 55 11 51 — — 117 Plus: income tax expense 99 41 75 8 11 234 PPNR (non-GAAP) $ 356 $ 176 $ 313 $ 28 $ 117 $ 990 Nine Months Ended September 30, 2025 General Bank Commercial Bank SVB Commercial Rail Corporate Total BancShares Net income (GAAP) $ 867 $ 163 $ 477 $ 58 $ 61 $ 1,626 Plus: provision for credit losses 60 300 100 — — 460 Plus: income tax expense (benefit) 298 56 162 19 (1) 534 PPNR (non-GAAP) $ 1,225 $ 519 $ 739 $ 77 $ 60 $ 2,620 Nine Months Ended September 30, 2024 General Bank Commercial Bank SVB Commercial Rail Corporate Total BancShares Net income (GAAP) $ 655 $ 359 $ 594 $ 70 $ 399 $ 2,077 Plus: provision for credit losses 113 70 93 — — 276 Plus: income tax expense 270 127 235 27 120 779 PPNR (non-GAAP) $ 1,038 $ 556 $ 922 $ 97 $ 519 $ 3,132 107 Net Rental Income on Operating Lease Equipment for Commercial Bank and Rail Segments Net rental income on operating lease equipment is a non-GAAP measure calculated as rental income on operating lease equipment less depreciation on operating lease equipment, as well as maintenance and other operating lease expenses, if any. Presentation of net rental income for the Commercial Bank and Rail segments also results in the noninterest income, noninterest expense, and revenue subtotals being presented net of depreciation and maintenance. These measures are meaningful because they enable management to monitor the performance and profitability of operating leases after deducting direct expenses. The following tables reconcile the most comparable GAAP measures to the non-GAAP measures for the Commercial Bank and Rail segments. Table 55 Commercial Bank Segment dollars in millions Three Months Ended Nine Months Ended September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Rental income on operating leases (GAAP) $ 54 $ 54 $ 57 $ 164 $ 172 Less: depreciation on operating lease equipment a 43 44 47 131 141 Net rental income on operating lease equipment (non-GAAP) $ 11 $ 10 $ 10 $ 33 $ 31 Total noninterest income (GAAP) b $ 155 $ 152 $ 136 $ 432 $ 411 Noninterest income, net of depreciation (non-GAAP) b-a 112 108 89 301 270 Total revenue (GAAP) c 458 451 441 1,327 1,327 Revenue, net of depreciation (non-GAAP) c-a 415 407 394 1,196 1,186 Total noninterest expense (GAAP) d 266 267 265 808 771 Noninterest expense, net of depreciation (non-GAAP) d-a 223 223 218 677 630 Rail segment net income, rental income on operating lease equipment and net rental income on operating lease equipment are utilized to measure profitability. Net rental income on operating lease equipment is calculated as rental income on operating lease equipment reduced by depreciation, maintenance and other operating lease expenses. Due to the nature of our portfolio, which is essentially all operating lease equipment, certain financial measures commonly used by banks, such as NII, are not as meaningful for this segment. NII is not used because it includes the impact of debt costs funding our operating lease assets but excludes the associated net rental income. Table 56 Rail Segment dollars in millions Three Months Ended Nine Months Ended September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 Rental income on operating leases (GAAP) $ 219 $ 218 $ 205 $ 651 $ 604 Less: depreciation on operating lease equipment a 55 56 52 165 152 Less: maintenance and other operating lease expenses b 67 55 59 180 164 Net rental income on operating lease equipment (non-GAAP) $ 97 $ 107 $ 94 $ 306 $ 288 Total noninterest income (GAAP) c $ 221 $ 221 $ 207 $ 658 $ 612 Noninterest income, net of depreciation and maintenance (non-GAAP) c-a-b 99 110 96 313 296 Total revenue (GAAP) d 166 168 159 498 476 Revenue, net of depreciation and maintenance (non-GAAP) d-a-b 44 57 48 153 160 Total noninterest expense (GAAP) e 144 143 131 421 379 Noninterest expense, net of depreciation and maintenance (non-GAAP) e-a-b 22 32 20 76 63 108 NII, NIM, and Interest and Fees on Loans, Excluding PAA NII and NIM, excluding PAA, and interest and fees on loans, excluding loan PAA are meaningful metrics as they allow management to analyze NII, NIM and loan interest income trends more directly related to the rates of the underlying interest-earning assets and interest-bearing liabilities. Loan PAA is primarily related to the loan discount in the SVBB Acquisition. Other PAA is primarily related to the discount on the Purchase Money Note and the premium on deposits assumed in the merger with CIT Group Inc. The following table reconciles NII to NII, excluding PAA, NIM to NIM, excluding PAA, and interest and fees on loans to interest and fees on loans, excluding loan PAA: Table 57 NII, NIM, and Interest and Fees on Loans, Excluding PAA dollars in millions Three Months Ended Nine Months Ended September 30, 2025 June 30, 2025 September 30, 2024 September 30, 2025 September 30, 2024 NII (GAAP) a $ 1,734 $ 1,695 $ 1,796 $ 5,092 $ 5,434 Loan PAA b 71 75 107 230 415 Other PAA c (10) (9) (6) (28) (16) PAA d = (b+c) 61 66 101 202 399 NII, excluding PAA (non-GAAP) e = (a-d) $ 1,673 $ 1,629 $ 1,695 $ 4,890 $ 5,035 Annualized NII f = a annualized $ 6,878 $ 6,800 $ 7,147 $ 6,808 $ 7,259 Annualized NII, excluding PAA g = e annualized 6,637 6,533 6,746 6,537 6,726 Average interest-earning assets h $ 211,042 $ 208,175 $ 202,199 $ 208,432 $ 200,503 NIM (GAAP) f/h 3.26 % 3.26 % 3.53 % 3.26 % 3.62 % NIM, excluding PAA (non-GAAP) g/h 3.15 3.14 3.33 3.13 3.35 Interest and fees on loans (GAAP) $ 2,300 $ 2,270 $ 2,430 $ 6,806 $ 7,206 Less: loan PAA b 71 75 107 230 415 Interest and fees on loans, excluding loan PAA (non-GAAP) $ 2,229 $ 2,195 $ 2,323 $ 6,576 $ 6,791 109 Adjusted Risk-Based Capital Ratios FCB and the FDIC entered into the Shared-Loss Termination Agreement on April 7, 2025, after which time FCB and BancShares were no longer permitted to apply favorable RWA assumptions to the Covered Assets under the Shared-Loss Agreement. Adjusted risk-based capital ratios exclude the favorable impact of the Shared-Loss Agreement and are meaningful metrics as these ratios are expected to decrease in future periods. The following table reconciles the Shared-Loss Agreement impact to the total risk-based, CET1 and tier 1 capital ratios of BancShares and FCB: Table 58 Adjusted Risk-Based Capital Ratios December 31, 2024 BancShares FCB Risk-weighted assets (GAAP) a $ 163,615 $ 163,493 Plus: impact of FDIC Shared-Loss Agreement 8,813 8,813 Adjusted risk-weighted assets (non-GAAP) b $ 172,428 $ 172,306 Total Risk-Based Capital Ratio Total risk-based capital c $ 24,610 $ 23,975 Total risk-based capital ratio (GAAP) c/a 15.04 % 14.66 % Less: impact of FDIC Shared-Loss Agreement 0.77 0.75 Adjusted total risk-based capital ratio (non-GAAP) c/b 14.27 % 13.91 % CET1 Capital Ratio CET1 capital d $ 21,256 $ 21,852 CET1 capital ratio (GAAP) d/a 12.99 % 13.37 % Less: impact of FDIC Shared-Loss Agreement 0.66 0.69 Adjusted CET1 capital ratio (non-GAAP) d/b 12.33 % 12.68 % Tier 1 Risk-Based Capital Ratio Tier 1 risk-based capital e $ 22,137 $ 21,852 Tier 1 risk-based capital ratio (GAAP) e/a 13.53 % 13.37 % Less: impact of FDIC Shared-Loss Agreement 0.69 0.69 Adjusted tier 1 risk-based capital ratio (non-GAAP) e/b 12.84 % 12.68 % 110 Forward-Looking Statements Statements in this Quarterly Report on Form 10-Q contain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995 regarding the financial condition, results of operations, business plans, asset quality, future performance, and other strategic goals of BancShares. Words such as “anticipates,” “believes,” “estimates,” “expects,” “predicts,” “forecasts,” “intends,” “plans,” “projects,” “targets,” “designed,” “could,” “may,” “should,” “will,” “potential,” “continue,” “aims,” “strives” or other similar words and expressions are intended to identify these forward-looking statements. These forward-looking statements are based on BancShares’ current expectations and assumptions regarding BancShares’ business, the economy, and other future conditions. Because forward-looking statements relate to future results and occurrences, they are subject to inherent risks, uncertainties, changes in circumstances and other factors that are difficult to predict. Many possible events or factors could affect BancShares’ future financial results and performance and could cause actual results, performance or achievements of BancShares to differ materially from any anticipated results expressed or implied by such forward-looking statements. Such risks and uncertainties include, among others, general competitive, economic (including the imposition of tariffs or trade barriers on trading partners), political (including impacts of the U.S. government shutdown), geopolitical (including conflicts in Ukraine and the Middle East), natural disasters and market conditions, including changes in competitive pressures among financial institutions and the impacts related to or resulting from previous bank failures, the risks and impacts of future bank failures and other volatility in the banking industry, public perceptions of our business practices, including our deposit pricing and acquisition activity, the financial success or changing conditions or strategies of BancShares’ vendors or customers, including changes in demand for deposits, loans and other financial services, fluctuations in interest rates, changes in the quality or composition of BancShares’ loan or investment portfolio, actions of government regulators, including interest rate decisions by the Federal Reserve, changes to estimates of future costs and benefits of actions taken by BancShares, BancShares’ ability to maintain adequate sources of funding and liquidity, the potential impact of decisions by the Federal Reserve on BancShares’ capital plans, adverse developments with respect to U.S. or global economic conditions, including significant turbulence in the capital or financial markets, the impact of any sustained or elevated inflationary environment, the impact of any cyberattack, information or security breach, the impact of implementation and compliance with current or proposed laws, regulations and regulatory interpretations, including potential increased regulatory requirements, limitations, and costs, such as FDIC special assessments, increases to FDIC deposit insurance premiums and the proposed interagency rule on regulatory capital, along with the risk that such laws, regulations and regulatory interpretations may change, the availability of capital and personnel, and the risks associated with BancShares’ previously completed acquisition transactions, the pending BMO Branch Acquisition, or any future transactions. BancShares’ 2025 SRP allows BancShares to repurchase shares of its Class A common stock through 2026. BancShares is not obligated under the 2025 SRP to repurchase any minimum or particular number of shares, and repurchases may be suspended or discontinued at any time (subject to the terms of any Rule 10b5-1 plan in effect) without prior notice. The authorization to repurchase Class A common stock pursuant to the 2025 SRP will be utilized at management’s discretion. The actual timing and amount of Class A common stock that may be repurchased under the plan will depend on a number of factors, including the terms of any Rule 10b5-1 plan then in effect, price, general business and market conditions, regulatory requirements, and alternative investment opportunities or capital needs. Except to the extent required by applicable laws or regulations, BancShares disclaims any obligation to update forward-looking statements or to publicly announce the results of any revisions to any of the forward-looking statements included herein to reflect future events or developments. Additional factors which could affect the forward-looking statements can be found in the 2024 Form 10-K and BancShares’ other filings with the Securities and Exchange Commission. 111