What changed in this filing

/stocks — the workspaceLOADING

Item 7. Management’s Discussion and Analysis

2026-03-06 compared with 2025-03-07 · 123 added, 114 removed, 882 unchanged (21% of the section changed)

20 unchanged sentences

Total $ 3,456,209 $ 4,359,263 $ 3,466,146 $ 4,318,254

CNB Bank Shares, Inc.

On March 1, 2026, HBT Financial completed its acquisition of CNB, the holding company for CNB Bank.

The combined company will have increased density in the central Illinois, Chicago MSA, and St.

Louis MSA markets.

Prior to the acquisition, CNB operated 18 full-service branch locations which now operate as branches of Heartland Bank.

The core system conversion is expected to occur in March 2026.

As of December 31, 2025, CNB had total assets of $1.8 billion, total loans of $1.3 billion, and total deposits of $1.5 billion.

This acquisition is a subsequent event and the financial results of CNB are not recognized in this Form 10-K.

Total consideration consisted of 5.5 million shares of HBT Financial's common stock and $34 million in cash.

Based upon the closing price of HBT Financial common stock of $26.96 on February 27, 2026, the aggregate consideration was approximately $182 million.

Acquisition-related expenses recognized during the year ended December 31, 2025 totaled $1.0 million.

Town and Country Financial Corporation Acquisition

7 unchanged sentences

Goodwill of $30.5 million was recorded in the acquisition.

Total acquisition-related expenses were $13.7 million, including the recognition of an allowance for credit losses on non-purchased credit deteriorated loans (“non-PCD loans”) of $5.2 million and an allowance for credit losses on unfunded commitments of $0.7 million through provision for credit losses, during the year ended December 31, 2023 and were $1.1 million during the year ended December 31, 2022.

There were no acquisition-related expenses during the year ended December 31, 2024.

Acquisition-related expenses recognized during the year ended December 31, 2023 totaled $13.7 million, including the recognition of an allowance for credit losses on non-purchased credit deteriorated loans and an allowance for credit losses on unfunded commitments.

There were no Town and Country acquisition-related expenses recognized subsequent to the second quarter of 2023.

RESULTS OF OPERATIONS

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$ 107,667 $ 100,414 $ 96,154

Pre-provision net revenue less net charge-offs (recoveries) (1)

Pre-provision net revenue less net charge-offs (1)

105,209 98,656 95,974

1 unchanged sentence

111,138 104,920 107,281

Adjusted pre-provision net revenue less net charge-offs (recoveries) (1)

Adjusted pre-provision net revenue less net charge-offs (1)

108,680 103,162 107,101

33 unchanged sentences

Notable changes include the following:

• There were no Town and Country acquisition-related expenses during the year ended December 31, 2024, compared to $13.7 million of acquisition-related expenses incurred during the year ended December 31, 2023;

• Net losses of $3.7 million were realized on the sale of debt securities during the year ended December 31, 2024, compared to net losses of $1.8 million realized during the year ended December 31, 2023;

• A $2.2 million decrease in net interest income, primarily attributable to higher funding costs which were partially offset by higher asset yields and an increase in interest-earning assets;

• A $0.2 million negative mortgage servicing rights fair value adjustment included in the 2024 results, compared to a $1.6 million negative mortgage servicing rights fair value adjustment included in the 2023 results;

• A $2.9 million increase in income tax expense, primarily reflecting higher pre-tax income resulting from the above items as well as an additional $0.5 million for a deferred tax expense write-down, primarily as a result of an Illinois tax change.

This increased our effective tax rate to 26.3% during the year ended December 31, 2024, compared to 25.7% during the year ended December 31, 2023.

• A $10.0 million increase in net interest income, primarily attributable to lower funding costs, higher yields on debt securities, and higher average loan balances;

• A $0.2 million loss on sales of securities included in the 2025 results, compared to a $3.7 million of loss on sales of securities included in the 2024 results;

• A $3.4 million increase in salaries and benefits expense, primarily driven by higher medical benefits expenses and annual merit increases;

• A $1.9 million negative mortgage servicing rights ("MSR") fair value adjustment included in the 2025 results, compared to a $0.2 million negative MSR fair value adjustment included in the 2024 results;

• A $1.2 million increase in wealth management fees, primarily driven by higher values of assets under management and an increase in farm management fees;

• CNB acquisition-related expenses of $1.0 million, primarily related to professional fees and data processing expense;

• A $1.9 million increase in income tax expense, primarily due to an increase in pre-tax income as a result of the items noted above.

Net Interest Income

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Nonaccrual loans are included in the computation of average balances but have been reflected in the table as loans carrying a zero yield.

The yields set forth below include the effect of deferred fees and costs, discounts and premiums, as well as purchase accounting adjustments that are accreted or amortized to interest income or expense.

The yields set forth below include the effect of deferred fees and costs as well as purchase accounting adjustments that are accreted or amortized to interest income or expense.

December 31, 2025 December 31, 2024 December 31, 2023

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Contractual interest $ 206,163 6.03 % $ 205,031 6.07 % $ 185,772 5.75 %

Loan fees (excluding PPP loans) 4,264 0.13 4,584 0.14 4,454 0.18

PPP loan fees 1 — 2 — 1,488 0.06

Loan fees 5,600 0.16 4,265 0.13 4,586 0.14

Accretion of acquired loan discounts 3,868 0.11 4,450 0.13 4,136 0.13

7 unchanged sentences

Contractual interest on loans $ 206,163 4.28 % $ 205,031 4.30 % $ 185,772 3.97 %

Loan fees (excluding PPP loans) 4,264 0.09 4,584 0.10 4,454 0.11

PPP loan fees 1 — 2 — 1,488 0.04

Loan fees 5,600 0.12 4,265 0.09 4,586 0.10

Accretion of acquired loan discounts 3,868 0.08 4,450 0.09 4,136 0.09

49 unchanged sentences

Comparison of the Year Ended December 31, 2025 to the Year Ended December 31, 2024

Net interest income for the year ended December 31, 2024 was $188.9 million, decreasing $2.2 million, or 1.2%, when compared to the year ended December 31, 2023.

The decrease is primarily attributable to an increase in funding costs which were partially offset by higher yields on interest-earning assets and higher interest-earning asset balances following the Town and Country merger.

Net interest margin decreased to 3.96% for the year ended December 31, 2024, compared to 4.09% for the year ended December 31, 2023.

The decrease was primarily attributable to increases in funding costs outpacing increases in interest-earning asset yields.

Additionally, the contribution of acquired loan discount accretion to net interest margin was 9 basis points for each of the years ended December 31, 2024 and 2023.

Net interest income for the year ended December 31, 2025 was $198.9 million, increasing $10.0 million, or 5.3%, when compared to the year ended December 31, 2024.

The increase is primarily attributable to lower funding costs, higher yields on debt securities, and higher average loan balances.

Additionally, a $1.4 million increase in loan fees and nonaccrual interest recoveries was partially offset by a $0.6 million decrease in acquired loan discount accretion.

Net interest margin increased to 4.13% for the year ended December 31, 2025, compared to 3.96% for the year ended December 31, 2024.

The increase was primarily attributable to a decrease in funding costs and higher yields on debt securities.

Additionally, the increase in the contribution of loan fees and nonaccrual interest recoveries accounted for 4 basis points of the increase in net interest margin and were partially offset by a 1 basis point decrease in the contribution from acquired loan discount accretion.

The quarterly net interest margins were as follows:

5 unchanged sentences

December 31 4.12 3.96 3.93

The FOMC began raising the target range for the federal funds rate in March 2022 and continued raising interest rates until its July 2023 meeting.

As a result, market interest rates also rose during this time which led to improvements in our net interest margin through the first quarter of 2023.

Our net interest margin decreased modestly beginning in the second quarter of 2023, as increased competition for deposits drove an increase in our funding costs.

This continued during the remainder of 2023 with increases in funding costs outpacing increases in interest-earning asset yields.

Our deposit balances and funding costs began to stabilize during the first quarter of 2024 while yields on loans continued to increase and debt securities continued to reprice at higher rates.

The FOMC began lowering interest rates in September 2024, with the target range for the federal funds rate decreasing by 100 basis points to a range of 4.25% to 4.50% by the end of 2024.

This decrease, and potential future decreases, may put downward pressure on our net interest margin, as the negative impact on floating rate loans may not be fully offset by the positive impacts of maturing fixed rate loans and securities repricing at higher rates or potential decreases in deposit costs.

In early 2024, our net interest margin was relatively stable, with increases in our loans and debt securities yields being mostly offset by increases in funding costs.

In September 2024, the Federal Open Market Committee ("FOMC") began lowering interest rates, with the target range for the federal funds rate decreasing by 100 basis points to a range of 4.25% to 4.50% by the end of 2024.

The FOMC paused further interest rate cuts until September 2025, and then resumed with three 25 basis point reductions during the remainder of 2025 with the target range for the federal funds rate set to a range of 3.50% to 3.75% as of December 31, 2025.

These changes have contributed to a decrease in funding costs and yields on variable rate loans while maturing fixed rate loans and securities continued to reprice at higher rates, driving our net interest margin higher during 2025, relative to 2024.

Decreases in market interest rates, and potential future decreases, may put downward pressure on our net interest margin, as the negative impact on floating rate loans may not be fully offset by the positive impacts of maturing fixed rate loans and securities repricing at higher rates or potential decreases in deposit costs.

Generally, we expect increases in market interest rates will increase our net interest income and net interest margin in future periods, while decreases in market interest rates may decrease our net interest income and net interest margin in future periods;

however, this depends upon the timing and extent of interest rate fluctuations and may not always be the case.

however, this depends upon the timing and extent of both short-term and long-term interest rate fluctuations and may not always be the case.

Provision for Credit Losses

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Comparison of the Year Ended December 31, 2025 to the Year Ended December 31, 2024

The Company recorded a provision for credit losses of $3.0 million for the year ended December 31, 2024.

The 2024 provision for credit losses primarily reflects a $4.0 million increase in required reserves resulting from changes in qualitative factors;

an $0.8 million increase in required reserves driven by changes within the loan portfolio;

a $1.2 million decrease in specific reserves on individually evaluated loans;

and a $0.6 million decrease in required reserves resulting from improvements in economic forecasts.

Additionally, the 2023 results included the recognition of an allowance for credit losses on non-PCD loans of $5.2 million and an allowance for credit losses on unfunded commitments of $0.7 million through provision for credit losses which were related to the Town and Country acquisition.

Credit losses are highly dependent on current and forecast economic conditions.

The Company recorded a provision for credit losses of $3.2 million for the year ended December 31, 2025, compared to a $3.0 million provision during the year ended December 31, 2024.

The 2025 provision for credit losses primarily reflects a $2.2 million increase in required reserves driven by changes within the portfolio;

a $1.1 million increase in required reserves resulting from changes in qualitative factors;

an $0.8 million increase in required reserves resulting from changes in economic forecasts;

and a $0.9 million decrease in specific reserves.

The provision for credit losses is highly dependent on current and forecast economic conditions.

Potential deterioration of economic conditions may lead to higher credit losses and adversely impact our financial condition and results of operations.

The economic forecasts utilized in estimating the allowance for credit losses on loans and lending-related unfunded commitments include the unemployment rate and changes in gross domestic product ("GDP") as macroeconomic variables, although other economic metrics are considered on a qualitative basis.

The economic forecasts utilized in estimating the allowance for credit losses on loans and unfunded lending-related commitments include the unemployment rate and changes in GDP as macroeconomic variables, although other economic metrics are considered on a qualitative basis.

Noninterest Income

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Unrealized gains (losses) on equity securities 7 (59) 66 NM (59) 160 (219) NM

Gains (losses) on foreclosed assets 22 501 (479) (95.6) 501 (314) 815 NM

Gains (losses) on other assets (635) 166 (801) NM 166 136 30 22.1

Gains (losses) on foreclosed assets 4 22 (18) (81.8) 22 501 (479) (95.6)

Gains (losses) on other assets (85) (635) 550 NM (635) 166 (801) NM

Income on bank owned life insurance 671 915 (244) (26.7) 915 573 342 59.7

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Comparison of the Year Ended December 31, 2025 to the Year Ended December 31, 2024

Total noninterest income for the year ended December 31, 2024, was $35.6 million, a decrease of $0.5 million, or 1.3%, from the year ended December 31, 2023.

Total noninterest income for the year ended December 31, 2025, was $38.2 million, an increase of $2.6 million, or 7.4%, from the year ended December 31, 2024.

Notable changes in noninterest income include the following:

• A $1.1 million increase in wealth management fees, driven by higher values of assets under management, partially offset by lower farm management fees as a result of lower commodity prices;

• Impairment losses on bank premises of $0.6 million related to the closure of two branch premises were recognized during 2024, compared to a $0.1 million gain on sales of closed branch premises recognized during 2023;

• A $0.3 million increase in income on bank owned life insurance, primarily attributable to a $0.2 million gain on life insurance proceeds.

• A $0.2 million loss on sales of securities included in the 2025 results, compared to a $3.7 million of loss on sales of securities included in the 2024 results;

• A $1.9 million negative MSR fair value adjustment included in the 2025 results, compared to a $0.2 million negative MSR fair value adjustment included in the 2024 results;

• A $1.2 million increase in wealth management fees, primarily driven by higher values of assets under management and an increase in farm management fees;

• The absence of $0.6 million of impairment losses on bank premises related to the closure of two branch premises recognized in the 2024 results;

• A $0.2 million decrease in income on bank owned life insurance, primarily attributable to the absence of a $0.2 million gain on life insurance proceeds recognized in the 2024 results.

Noninterest Expense

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Amortization of intangible assets 2,726 2,839 (113) (4.0) 2,839 2,670 169 6.3

Loss on extinguishment of debt 391 — 391 NM — — — NM

FDIC insurance 2,234 2,254 (20) (0.9) 2,254 2,280 (26) (1.1)

4 unchanged sentences

Comparison of the Year Ended December 31, 2025 to the Year Ended December 31, 2024

Total noninterest expense for the year ended December 31, 2024, was $124.0 million, a decrease of $7.0 million, or 5.3%, from the year ended December 31, 2023.

Total noninterest expense for the year ended December 31, 2025, was $129.4 million, an increase of $5.4 million, or 4.4%, from the year ended December 31, 2024.

Notable changes in noninterest expense include the following:

• There were no Town and Country acquisition-related noninterest expenses for the year ended December 31, 2024, but acquisition-related noninterest expenses totaled $7.8 million for the year ended December 31, 2023;

• Excluding Town and Country acquisition-related expenses, the $1.3 million increase in salaries expense was primarily driven by annual merit increases;

• The $1.3 million increase in employee benefits expense was primarily attributable to higher medical benefits expenses;

• Excluding Town and Country acquisition-related expenses, the $2.3 million decrease in other noninterest expense primarily reflects the absence of $0.8 million of legal fees and $1.0 million of accruals related to litigation matters disclosed in Note 23 to the Company's Consolidated Financial Statements in this Annual Report on Form 10-K.

• A $2.2 million increase in employee benefits expense, primarily driven by higher medical benefits cost;

• A $1.2 million increase in salaries expense, primarily driven by annual merit increases;

• A $1.2 million increase in other noninterest expense, primarily related to higher legal and professional fees driven primarily by $0.6 million of CNB acquisition-related expenses;

• A $0.6 million increase in data processing expense, primarily related to $0.4 million of CNB acquisition-related expenses as well as a planned call center software upgrade;

• A $0.4 million increase in bank occupancy expense, primarily due to planned building maintenance and upgrades;

• A $0.4 million loss on the extinguishment of debt associated with the early payoff of $40.0 million of subordinated notes in September 2025.

During the years ended December 31, 2025 and 2024, we recorded income tax expense of $27.5 million, or an effective tax rate of 26.3%, and $25.6 million, or an effective tax rate of 26.3%, respectively.

The increase in effective tax rate during 2024 was primarily attributable to an additional $0.5 million of tax expense for a deferred tax asset write-down, as a result of an Illinois tax change, as well as changes in the proportion of federally tax-exempt interest income to pre-tax income.

During 2025, we recognized $0.3 million of additional tax expense during the second quarter of 2025, related to the nonrecurring reversal of a stranded tax effect included in accumulated other comprehensive income, in connection with the maturity of a derivative designated as a cash flow hedge.

During 2024, we recognized an additional $0.5 million of tax expense for a deferred tax asset write-down, as a result of an Illinois tax law change.

FINANCIAL CONDITION

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Notable changes in our consolidated balance sheet include the following:

• Debt securities decreased $83.0 million, largely due to the sale of $69.2 million of municipal securities with sales proceeds primarily used to reduce wholesale funding.

Additionally, paydowns, maturities, and calls of debt securities generated another $126.3 million of cash proceeds with $105.1 million being reinvested into debt securities at higher yields;

• Loans increased by $61.7 million, primarily attributable to new originations to recurring customers;

• Total deposits decreased by $83.2 million, primarily attributable to a $144.9 million decrease in brokered deposits.

Deposit balances continued to shift towards higher cost deposit products, such as time deposits, which increased $158.2 million, including the addition of $65.0 million of time deposits from a State of Illinois loan matching program.

• A $73.9 million increase in debt securities, primarily attributable to a reinvestment of cash flows from loans into debt securities and a $30.5 million increase in the fair value of debt securities available-for-sale;

• A $41.0 million increase in deposits was primarily attributable to a vast majority of repurchase agreement account balances being transitioned to reciprocal interest-bearing demand deposit accounts during 2025;

• The $39.6 million of subordinated notes outstanding at December 31, 2024 were paid off in September 2025;

• A $9.9 million decrease in loans with increases in the multi-family and commercial real estate - non-owner occupied segments being offset by decreases in the construction and land development and commercial and industrial segments.

Loan Portfolio

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Loans, net of allowance for credit losses $ 3,414,519 $ 3,424,102

Loans, before allowance for credit losses were $3.47 billion at December 31, 2024, an increase of $61.7 million, or 1.8%, from December 31, 2023.

Loans, before allowance for credit losses were $3.46 billion at December 31, 2025, a decrease of $9.9 million, or 0.3%, from December 31, 2024.

Notable changes include the following:

• A $10.7 million increase in construction loans primarily attributable to draws on existing construction projects and new construction loans to existing customers which were mostly offset by transfers of completed projects into other categories.

• An $18.9 million increase in commercial real estate – non-owner occupied loans and a $13.6 million increase in multi-family loans, primarily attributable to completed construction projects transferred from the construction and land development category, partially offset by early payoffs;

• During 2024, we purchased pools of commercial and industrial loans totaling $14.6 million.

One pool included equipment finance loans purchased from a bank that originated the loans through its equipment finance division to borrowers across multiple industries and geographic regions.

The remaining pool consisted of loans originated by a financial services company with a long-standing history of originating loans to healthcare and professional service borrowers across multiple geographic regions.

• A $113.4 million increase in multi-family loans and a $37.5 million increase in commercial real estate – non-owner occupied loans, primarily attributable to new originations as well as completed construction projects transferred from the construction and land development category, partially offset by early payoffs;

• A $94.4 million decrease in construction and land development loans, primarily attributable to transfers of completed projects into other categories, as well as payoffs from property sales and refinancings;

• A $28.6 million decrease in commercial and industrial loans, primarily attributable to reduced line of credit usage and payoffs from refinancings.

Commercial Real Estate Portfolios

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Manufacturing $ 49,620 $ 326

Health care and social assistance 38,658 319

Auto repair and dealers 33,637 228

Accommodation and food services 31,217 3,993

Retail trade 27,331 —

Health care and social assistance 33,079 1,368

Real estate, rental, and leasing 33,027 387

Wholesale trade 20,055 —

Construction 19,777 1,405

Retail trade 29,531 —

Grain elevators 25,284 457

Arts, entertainment, and recreation 12,457 77

Accommodation and food services 21,806 327

Construction 16,064 974

Wholesale trade 13,853 —

Other services (except public administration) 13,014 248

Administrative and support services 10,501 —

Professional, scientific, and technical services 8,312 —

Agriculture, forestry, fishing, and hunting 6,634 —

Arts, entertainment, and recreation 9,341 1,636

Education services 6,162 1,146

Agriculture, forestry, fishing, and hunting 6,115 —

Professional, scientific, and technical services 5,512 51

Finance and insurance 2,966 —

6 unchanged sentences

Risk Rating Weighted Average LTV (1)

Warehouse and manufacturing $ 189,982 $ — 56 %

Retail $ 197,992 $ 7,379 54 %

Warehouse and manufacturing 179,971 — 54

Office 168,679 — 57

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(1) Weighted average LTV is based on the most recent appraisals available, which are generally obtained at the time of origination.

Multi-family loans totaled $431.5 million as of December 31, 2024, and are primarily made based on projected cash flows from the rental or sale of the underlying collateral.

Multi-family loans totaled $544.9 million as of December 31, 2025, and are primarily made based on projected cash flows from the rental of the underlying collateral.

As of December 31, 2025, multi-family loans had a weighted average LTV of 58%, based on the most recent appraisals available, which are generally obtained at the time of origination.

Construction and land development loans totaled $280.3 million as of December 31, 2025.

The majority of these loans consist of multi-family and one-to-four family residential construction projects either to be sold upon completion or held for long-term investment, but also include other property types that may be rented, sold, or owner occupied upon completion.

Construction and land development loans are primarily based on projected cash flows from the rental or sale of the underlying collateral, or based on the identified cash flows of the borrower.

Management’s disciplined approach to credit risk management is exercised through portfolio diversification, robust underwriting policies, and routine loan monitoring practices in order to identify and mitigate any credit weakness as early as possible.

1 unchanged sentence

A centralized credit underwriting group, independent of the originating lender, evaluates a vast majority of the commercial exposures over $750 thousand annually, if not more frequently, through a standardized credit review process to ensure uniform application of policies and procedures as well as analyze credit performance.

All loans require appropriate internal approval, with a centralized credit approval group reviewing all exposures over $500 thousand.

Additionally, a robust internal review process reviews more than 45% of loan commitments on a rolling 24 month basis that is in addition to an annual third-party review of a sample of the portfolio.

Beginning in the fourth quarter of 2022 in response to the rapid increase in interest rates, we have prepared quarterly cash flow stress tests for our commercial real estate – non-owner occupied and multi-family loans.

For commercial real estate – non-owner occupied and multi-family loans over $1 million, we evaluate the impact of current interest rates on the underlying cash flows of the properties securing these loans, based on the most recent cash flow data available.

This testing is completed in addition to the various sensitivity testing completed at the initial extension of credit.

All loans require appropriate internal approval, with a centralized credit approval group reviewing the vast majority of exposures over $500 thousand.

Additionally, more than 45% of loan commitments are reviewed on a rolling 24 month basis between a robust internal review process and an annual third-party review of a sample of the portfolio.

For commercial real estate – non-owner occupied and multi-family loans over $1 million, we evaluate, on a quarterly basis, the impact of current interest rates on the underlying cash flows of the properties securing these loans, based on the most recent cash flow data available.

Individual credits with a maturity scheduled within the next five quarters that are presenting stress under current renewal terms are identified, so that ample time is available to develop solutions to manage credit risk.

This testing is completed in addition to the various sensitivity testing completed at the initial extension of credit.

Loan Portfolio Maturities

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Nonperforming assets to loans, before allowance for credit losses, and foreclosed assets 0.25 0.23

Total nonperforming assets were $8.0 million at December 31, 2024, a slight decrease when compared to $8.7 million at December 31, 2023.

The slight decrease was primarily attributable to sales of foreclosed assets and a decrease in nonaccrual one-to-four family residential loans.

Additionally, of the $7.7 million of nonperforming loans held as of December 31, 2024, $1.6 million are either wholly or partially guaranteed by the U.S.

Total nonperforming assets were $8.7 million at December 31, 2025, an increase of 8.2%, when compared to $8.0 million at December 31, 2024.

The $0.7 million increase in nonperforming assets from December 31, 2024 was primarily attributable to an increase in foreclosed assets.

Of the $7.6 million of nonperforming loans held as of December 31, 2025, $2.2 million are either wholly or partially guaranteed by the U.S.

Risk Classification of Loans

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Total $ 3,456,209 $ 3,466,146

_________________________________________________

(1) In June 2024, the Company updated its risk rating categories to add the special mention category to provide another level of granularity in distinguishing risk levels of loans.

As of June 30, 2024, $19.5 million of the special mention loans would have been considered pass-watch and $10.6 million would have been considered substandard under the previous risk rating categories.

Loans rated pass-watch or worse increased $39.2 million, or 24.1%, from December 31, 2023 to December 31, 2024, primarily attributable to downgrades within the agricultural and farmland, commercial and industrial, and construction and land development segments.

Loans rated pass-watch or worse increased $12.5 million, or 6.2%, from December 31, 2024 to December 31, 2025, primarily attributable to downgrades within the multifamily and commercial real estate - non-owner occupied segments which were partially offset by pay-offs in the construction and land development segment.

Net Charge-offs (Recoveries)

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Total 0.07 % 0.05 % 0.01 %

_________________________________________________

* Annualized measure.

The net charge-offs (recoveries) to average total loans ratio has remained low for several years.

While we believe our continuous credit monitoring and collection efforts have resulted in lower levels of credit losses, we also recognize that substantial federal economic stimulus during the COVID-19 pandemic and the relatively stable economic conditions after the pandemic have also contributed to reduced credit losses.

Additionally, heightened net charge-offs within the commercial and industrial segment are primarily related to equipment finance loans which were purchased as part of a pool of loans during 2023.

Additionally, equipment finance loans, which were purchased as part of a pool of loans during 2023, continued to contribute to heightened net charge-offs within the commercial and industrial segment.

The Company’s investment policy emphasizes safety of the principal, liquidity needs, expected returns, cash flow targets, and consistency with our interest rate risk management strategy.

17 unchanged sentences

Agency commercial 915 2.41 4,125 2.37 5,040 2.38

Corporate 1,998 6.00 — — 1,998 6.00

Total $ 36,030 1.66 % $ 11,455 1.91 % $ 47,485 1.72 %

34 unchanged sentences

Management continues to focus on growing deposits through the Company’s relationship-driven banking philosophy and community-focused marketing programs.

Additionally, we continue to add and improve digital banking services to solidify deposit relationships.

The following table sets forth the distribution of average deposits, by account type:

34 unchanged sentences

Total deposits $ 4,166,712 100.0 % 0.60 %

The increase in average deposit balances in 2024 compared to 2023 was primarily attributable to increases in time deposits, including the addition of $65.0 million from a State of Illinois loan matching program, and money market accounts as balances continued to shift towards higher cost deposit products.

Partially offsetting these increases was a decrease in brokered deposits due to planned repayment at scheduled maturity.

As a result of these changes, deposit costs increased during 2024 compared to 2023.

The increase in average deposit balances in 2025 compared to 2024 was primarily attributable to increases in money market accounts and time deposits.

While balances continued to shift towards higher cost deposit products, this transition slowed in 2025 relative to 2024.

Partially offsetting the increase was a decrease in brokered deposits which were allowed to mature in 2025.

Despite the continued shift towards higher cost deposit products, a reduction in the target range for the federal funds rate during the second half of 2025 contributed to a decrease in funding costs.

As a result of these changes, total deposit costs decreased during 2025 compared to 2024.

The following table sets forth time deposits by remaining maturity as of December 31, 2025:

19 unchanged sentences

Average interest rate during year 0.89 % 1.92 % 0.72 %

The vast majority of repurchase agreement account balances were transitioned to reciprocal interest-bearing demand deposit accounts during the first half of 2025.

Deposits are the Bank's primary source of funds for our lending activities and general business purposes.

2 unchanged sentences

Our level of short-term borrowing can fluctuate on a daily basis depending on funding needs and the source of funds to satisfy the needs.

Our use of FHLB advances and other borrowings was nominal during the first half of 2022, but increased during the second half of 2022 and throughout most of 2023 to fund increases in loan demand and to offset a decrease in deposits.

Our use of FHLB advances and other borrowings returned to nominal levels during 2024, with loan demand funded primarily through cash flows from the debt securities portfolio.

Our use of FHLB advances and other borrowings was elevated during 2023 to fund increases in loan demand and to offset a decrease in deposits.

Our use of FHLB advances and other borrowings returned to nominal levels during 2024 and 2025, with loan demand funded primarily through cash flows from the debt securities portfolio.

The following table sets forth information concerning balances and interest rates on our borrowings.

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Our on-balance sheet sources of liquidity included cash and cash equivalents as well as unpledged securities which may be sold or pledged as collateral to meet liquidity needs.

As of December 31, 2024 and December 31, 2023, our on-balance sheet sources of liquidity included the following:

As of December 31, 2025 and 2024, our on-balance sheet sources of liquidity included the following:

(dollars in thousands) December 31, 2025 December 31, 2024

12 unchanged sentences

Total $ 12,301 $ 1,246,892

Further, the Bank could utilize brokered deposits as an additional source of liquidity, as needed.

Furthermore, the Bank could utilize brokered deposits as an additional source of liquidity, as needed.

As of December 31, 2025, management believed the current liquidity and available sources of liquidity are adequate to meet all of the reasonably foreseeable short-term and intermediate-term demands of the Bank .

1 unchanged sentence

Holding Company Liquidity

The Holding Company, or HBT Financial on an unconsolidated basis, is a corporation separate and apart from the Bank and, therefore, it must provide for its own liquidity.

HBT Financial, on an unconsolidated basis (the "Holding Company"), is a corporation separate and apart from the Bank and, therefore, it must provide for its own liquidity.

As of December 31, 2025, the Holding Company had cash and cash equivalents of $11.9 million.

The Holding Company’s main source of funding is dividends declared and paid to it by the Bank.

Due to state banking laws, the Bank may not declare dividends in any calendar year in an amount that would exceed accumulated retained earnings, after giving effect to any unrecognized losses and bad debts, without the prior approval of the Illinois Department of Financial and Professional Regulation.

In addition, dividends paid by the Bank to the Holding Company would be prohibited if the effect thereof would cause the Bank’s capital to be reduced below applicable minimum capital requirements.

Management believes that these limitations will not impact the Holding Company’s ability to meet its ongoing short-term cash obligations.

During the years ended December 31, 2024, 2023, and 2022, the Bank paid $34.0 million, $64.0 million, and $28.0 million in dividends to the Holding Company, respectively.

During the years ended December 31, 2025 and 2024, the Bank paid $72.5 million and $34.0 million in dividends to the Holding Company, respectively.

The liquidity needs of the Holding Company on an unconsolidated basis consist primarily of operating expenses, interest payments on the subordinated notes and junior subordinated debentures, and shareholder distributions in the form of dividends and stock repurchases.

During the years ended December 31, 2024, 2023, and 2022, holding company operating expenses consisted of interest expense of $5.7 million, $5.4 million, and $3.7 million, respectively, and other operating expenses of $4.1 million, $5.5 million, and $5.3 million, respectively.

Additionally, the Holding Company paid $24.2 million, $21.9 million, and $18.6 million of dividends to stockholders during the years ended December 31, 2024, 2023, and 2022, respectively.

The Holding Company also paid $38.0 million in cash consideration in the acquisition of Town and Country during 2023.

During the years ended December 31, 2025 and 2024, holding company operating expenses consisted of interest expense of $5.0 million and $5.7 million, respectively, and other operating expenses of $5.4 million and $4.1 million, respectively.

Additionally, the Holding Company paid $26.6 million and $24.2 million of dividends to stockholders during the years ended December 31, 2025 and 2024, respectively.

As of December 31, 2025, management was not aware of any known trends, events or uncertainties that had or were reasonably likely to have a material impact on the Holding Company’s liquidity.

35 unchanged sentences

Cash Dividends

The Company paid quarterly cash dividends of $0.19 per share during 2024, $0.17 per share during 2023, and $0.16 per share during 2022.

The Company paid quarterly cash dividends of $0.21 per share during 2025, compared to $0.19 per share during 2024.

On January 27, 2026, the Company’s Board of Directors increased the quarterly cash dividend by $0.02 per share to $0.23 per share.

Stock Repurchase Program

The Company repurchased 232,803 shares of its common stock at a weighted average price of $18.89 during 2024, 479,005 shares at a weighted average price of $18.43 during 2023, and 265,379 shares at a weighted average price of $18.02 during 2022.

The Company repurchased 199,507 shares of its common stock at a weighted average price of $22.47 during 2025, compared to 232,803 shares at a weighted average price of $18.89 during 2024.

Repurchases were conducted in compliance with Rule 10b-18 and in compliance with Regulation M under the Exchange Act.

On December 16, 2025, the Company’s Board of Directors approved a new stock repurchase program which authorizes the Company to repurchase up to $30.0 million of its common stock.

The new stock repurchase program took effect upon the expiration of the prior stock repurchase program and expires on January 1, 2025.

The new stock repurchase program took effect on January 1, 2026, the expiration of the prior stock repurchase program, and expires on January 1, 2027.

OFF-BALANCE SHEET ARRANGEMENTS

31 unchanged sentences

- excludes branch closure expenses,

- losses on extinguishment of debt,

- excludes gains (losses) on closed branch premises,

48 unchanged sentences

Acquisition expenses (999) — (13,691)

— (13,691) (1,092)

Loss on extinguishment of debt (391) — —

Gains (losses) on closed branch premises 2 (635) 75

10 unchanged sentences

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(1) Includes recognition of an allowance for credit losses on non-PCD loans of $5.2 million and an allowance for credit losses on unfunded commitments of $0.7 million in connection with the Town and Country merger during the first quarter of 2023 in accordance with ASC 326 which was adopted on January 1, 2023.

(2) Assumes a federal income tax rate of 21% and a state tax rate of 9.5%.

(1) Assumes a federal income tax rate of 21% and a state tax rate of 9.5%, and excludes non-deductible acquisition expenses.

Reconciliation of Non-GAAP Financial Measure —

15 unchanged sentences

Adjusted earnings per share - diluted $ 2.52 $ 2.37 $ 2.46

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(1) The Company previously granted restricted stock units that contained non-forfeitable rights to dividend equivalents which were considered participating securities.

Prior to 2024, these restricted stock units were included in the calculation of basic earnings per share using the two-class method.

The two-class method of computing earnings per share is an earnings allocation formula that determines earnings per share for each class of common stock and participating security according to dividends declared (or accumulated) and participation rights in undistributed earnings.

Reconciliation of Non-GAAP Financial Measure —

9 unchanged sentences

Acquisition expenses (999) — (7,767)

Loss on extinguishment of debt (391) — —

Gains (losses) on closed branch premises 2 (635) 75

4 unchanged sentences

Pre-provision net revenue $ 107,667 $ 100,414 $ 96,154

net charge-offs (recoveries) 1,758 180 (2,103)

Pre-provision net revenue less net charge-offs (recoveries) $ 98,656 $ 95,974 $ 77,587

net charge-offs 2,458 1,758 180

Pre-provision net revenue less net charge-offs $ 105,209 $ 98,656 $ 95,974

Adjusted pre-provision net revenue $ 111,138 $ 104,920 $ 107,281

net charge-offs (recoveries) 1,758 180 (2,103)

Adjusted pre-provision net revenue less net charge-offs (recoveries) $ 103,162 $ 107,101 $ 76,385

net charge-offs 2,458 1,758 180

Adjusted pre-provision net revenue less net charge-offs $ 108,680 $ 103,162 $ 107,101

Reconciliation of Non-GAAP Financial Measure —

11 unchanged sentences

Tax-equivalent adjustment (1) 0.04 0.05 0.06

0.05 0.06 0.06

Net interest margin (tax-equivalent basis) (1) 4.17 % 4.01 % 4.15 %

4.01 % 4.15 % 3.60 %

Average interest-earning assets $ 4,819,667 $ 4,769,671 $ 4,675,025

10 unchanged sentences

Acquisition expenses 999 — 7,767

Loss on extinguishment of debt 391 — —

Total adjustments to noninterest expense 1,390 — 7,767

54 unchanged sentences

Adjusted return on average tangible common equity 15.77 17.19 20.94

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Reconciliation of Non-GAAP Financial Measure —

8 unchanged sentences

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 7. Management’s Discussion and Analysis