HOME BANCSHARES INC 10-Q

Item 2: MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The following discussion should be read in conjunction with our Form 10-K, filed with the Securities and Exchange Commission on February 27, 2025, which includes the audited financial statements for the year ended December 31, 2024. Unless the context requires otherwise, the terms “Company,” “us,” “we,” and “our” refer to Home BancShares, Inc. on a consolidated basis. General We are a bank holding company headquartered in Conway, Arkansas, offering a broad array of financial services through our wholly-owned bank subsidiary, Centennial Bank (sometimes referred to as “Centennial” or the “Bank”). As of March 31, 2025, we had, on a consolidated basis, total assets of $22.99 billion, loans receivable, net of allowance for credit losses of $14.67 billion, total deposits of $17.54 billion, and stockholders’ equity of $4.04 billion. We generate the majority of our revenue from interest on loans and investments, service charges, and mortgage banking income. Deposits and Federal Home Loan Bank (“FHLB”) and other borrowed funds are our primary sources of funding. Our largest expenses are interest on our funding sources, salaries and related employee benefits and occupancy and equipment. We measure our performance by calculating our return on average common equity, return on average assets and net interest margin. We also measure our performance by our efficiency ratio, which is calculated by dividing non-interest expense less amortization of core deposit intangibles by the sum of net interest income on a tax equivalent basis and non-interest income. The efficiency ratio, as adjusted, is a non-GAAP measure and is calculated by dividing non-interest expense less amortization of core deposit intangibles by the sum of net interest income on a tax equivalent basis and non-interest income excluding adjustments such as merger and acquisition expenses and/or certain gains, losses and other non-interest income and expenses. Table 1: Key Financial Measures As of or for the Three Months Ended March 31, 2025 2024 (Dollars in thousands, except per share data) Total assets $ 22,992,203 $ 22,835,721 Loans receivable 14,952,116 14,513,673 Allowance for credit losses (279,944) (290,294) Total deposits 17,541,491 16,866,130 Total stockholders’ equity 4,042,555 3,811,401 Net income 115,209 100,109 Basic earnings per share 0.58 0.50 Diluted earnings per share 0.58 0.50 Book value per share 20.40 18.98 Tangible book value per share (non-GAAP) (1) 13.15 11.79 Annualized net interest margin - FTE 4.44% 4.13% Efficiency ratio 42.22 44.22 Efficiency ratio, as adjusted (non-GAAP) (2) 42.84 44.43 Return on average assets 2.07 1.78 Return on average common equity 11.75 10.64 (1) See Table 25 for the non-GAAP tabular reconciliation. (2) See Table 29 for the non-GAAP tabular reconciliation. 55 Table of Contents Overview Results of Operations for the Three Months Ended March 31, 2025 and 2024 Our net income increased $15.1 million, or 15.1%, to $115.2 million for the three-month period ended March 31, 2025, from $100.1 million for the same period in 2024. On a diluted earnings per share basis, our earnings were $0.58 per share for the three-month period ended March 31, 2025 compared to $0.50 per share for the three-month period ended March 31, 2024. During the three months ended March 31, 2025, the Company did not record a provision for credit losses on loans primarily due to the $4.1 million in net recoveries experienced during the quarter. After considering the recoveries, management determined the level of the allowance for credit losses on loans was adequate. In addition, management determined that a provision was not necessary for the unfunded commitments as the current level of the reserve was considered adequate. During the three months ended March 31, 2025, the Company recorded $3.9 million in special income from equity investments and a $442,000 increase in the fair value of marketable securities. Total interest expense decreased $14.4 million, or 12.9%, and non-interest income increased $3.6 million, or 8.7%. This was partially offset by a $4.4 million, or 1.4%, decrease in total interest income and a $1.4 million, or 1.3%, increase in non-interest expense. The decrease in interest expense was primarily due to an $8.4 million, or 58.7%, decrease in interest on FHLB and other borrowed funds and a $5.8 million, or 6.2%, decrease in interest on deposits. The increase in non-interest income was primarily due to a $4.1 million, or 55.0%, increase in other income. Included within other income was the $3.9 million in special income from equity investments. The decrease in interest income resulted from a $5.9 million, or 14.5%, decrease in investment interest income and a $3.9 million, or 37.1%, decrease in interest income on deposits at other banks, which was partially offset by a $5.5 million, or 2.1%, increase in loan interest income. The increase in non-interest expense was primarily due to an increase of $1.2 million, or 4.5%, in other operating expenses and a $945,000, or 1.6%, increase in salaries and employee benefits expense, partially offset by a $589,000, or 6.4%, decrease in data processing expense. Our net interest margin increased from 4.13% for the three-month period ended March 31, 2024 to 4.44% for the three-month period ended March 31, 2025. The yield on interest earning assets was 6.45% and 6.38% for the three months ended March 31, 2025 and 2024, respectively, and average interest earning assets decreased from $20.03 billion to $19.83 billion. The decrease in average interest earning assets is primarily due to a $189.5 million decrease in average interest-bearing balances due from banks and a $416.3 million decrease in average investment securities, partially offset by a $406.4 million increase in average loans receivable. During the first quarter of 2024, the Company held excess liquidity of approximately $500.0 million, primarily related to the Bank Term Funding Program ("BTFP") advance, which was dilutive to the net interest margin by approximately 10 basis points. The Company paid off the advance in November 2024. For the three months ended March 31, 2025 and 2024, we recognized $1.4 million and $2.8 million, respectively, in total net accretion for acquired loans and deposits. The reduction in accretion was dilutive to the net interest margin by three basis points. We recognized $1.3 million in event income for the three-months ended March 31, 2025 compared to $1.1 million for the three-months ended March 31, 2024. The overall increase in the net interest margin was due to a decrease in interest expense resulting from a decrease in interest rates paid on interest-bearing liabilities and a decrease in the average balance of interest-bearing liabilities. Our efficiency ratio was 42.22% for the three months ended March 31, 2025, compared to 44.22% for the same period in 2024. For the first quarter of 2025, our efficiency ratio, as adjusted (non-GAAP), was 42.84%, compared to 44.43% reported for the first quarter of 2024. (See Table 29 for the non-GAAP tabular reconciliation). Our annualized return on average assets was 2.07% for the three months ended March 31, 2025, compared to 1.78% for the same period in 2024. (See Table 26 for the related non-GAAP financial measures and tabular reconciliation). Our annualized return on average common equity was 11.75% and 10.64% for the three months ended March 31, 2025, and 2024, respectively. (See Table 27 for the related non-GAAP financial measures and tabular reconciliation). 56 Table of Contents Financial Condition as of and for the Period Ended March 31, 2025 and December 31, 2024 Our total assets as of March 31, 2025 increased $501.5 million to $22.99 billion from $22.49 billion reported as of December 31, 2024. Cash and cash equivalents increased $385.4 million for the three months ended March 31, 2025. Our loan portfolio balance increased to $14.95 billion as of March 31, 2025 from $14.76 billion at December 31, 2024. The increase in loans was primarily due to $291.5 million of organic loan growth in our community banking footprint partially offset by a $103.9 million of organic loan decline from our Centennial Commercial Finance Group ("Centennial CFG") franchise. These increases were partially offset by a $74.6 million decrease in investment securities resulting from paydowns and maturities during the first three months of 2025. Total deposits increased $395.2 million to $17.54 billion as of March 31, 2025 from $17.15 billion as of December 31, 2024. Stockholders’ equity increased $81.5 million to $4.04 billion as of March 31, 2025, compared to $3.96 billion as of December 31, 2024. The $81.5 million increase in stockholders’ equity is primarily associated with the $115.2 million in net income and $31.6 million in other comprehensive income for the three months ended March 31, 2025, which was partially offset by the $38.8 million of shareholder dividends paid and stock repurchases of $29.7 million. Our non-performing loans were $89.6 million, or 0.60% of total loans as of March 31, 2025, compared to $98.9 million, or 0.67% of total loans, as of December 31, 2024. The allowance for credit losses as a percentage of non-performing loans increased to 312.27% as of March 31, 2025, from 278.99% as of December 31, 2024. As of March 31, 2025, our non-performing assets decreased to $129.4 million, or 0.56% of total assets, from $142.4 million, or 0.63% of total assets, as of December 31, 2024. Critical Accounting Policies and Estimates Overview. We prepare our consolidated financial statements based on the selection of certain accounting policies, generally accepted accounting principles and customary practices in the banking industry. These policies, in certain areas, require us to make significant estimates and assumptions. Our accounting policies are described in detail in the notes to our consolidated financial statements included as part of this document. We consider a policy critical if (i) the accounting estimate requires assumptions about matters that are highly uncertain at the time of the accounting estimate; and (ii) different estimates that could reasonably have been used in the current period, or changes in the accounting estimate that are reasonably likely to occur from period to period, would have a material impact on our financial statements. Using these criteria, we believe that the accounting policies most critical to us are those associated with our lending practices, including the accounting for the allowance for credit losses, foreclosed assets, investments, intangible assets, income taxes and stock options. Credit Losses . We account for credit losses in accordance with ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASC 326" or "CECL"). The measurement of expected credit losses under the CECL methodology is applicable to financial assets measured at amortized cost, including loan receivables and held-to-maturity debt securities. It also applies to off-balance sheet credit exposures not accounted for as insurance (loan commitments, standby letters of credit, financial guarantees, and other similar instruments) and net investments in leases recognized by a lessor in accordance with Topic 842 on leases. Investments – Available-for-sale . Securities available-for-sale ("AFS") are reported at fair value with unrealized holding gains and losses reported as a separate component of stockholders’ equity and other comprehensive income (loss), net of taxes. Securities that are held as available-for-sale are used as a part of our asset/liability management strategy. Securities that may be sold in response to interest rate changes, changes in prepayment risk, the need to increase regulatory capital, and other similar factors are classified as available-for-sale. The Company evaluates all securities quarterly to determine if any securities in a loss position require a provision for credit losses in accordance with ASC 326. The Company first assesses whether it intends to sell or is more likely than not that the Company will be required to sell the security before recovery of its amortized cost basis. If either of the criteria regarding intent or requirement to sell is met, the security’s amortized cost basis is written down to fair value through income. For securities that do not meet this criteria, the Company evaluates whether the decline in fair value has resulted from credit losses or other factors. In making this assessment, the Company considers the extent to which fair value is less than amortized cost, and changes to the rating of the security by a rating agency, and adverse conditions specifically related to the security, among other factors. If this assessment indicates that a credit loss exists, the present value of cash flows expected to be collected from the security are compared to the amortized cost basis of the security. If the present value of cash flows expected to be collected is less than the amortized cost basis, a credit loss exists and an allowance for credit losses is recorded for the credit loss, limited by the amount that the fair value is less than the amortized cost basis. Any impairment that has not been recorded through an allowance for credit losses is recognized in other comprehensive income. The Company has made the election to exclude accrued interest receivable on AFS securities from the estimate of credit losses and report accrued interest separately on the consolidated balance sheets. Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense. Losses are charged against the allowance when management believes the uncollectability of a security is confirmed or when either of the criteria regarding intent or requirement to sell is met. 57 Table of Contents Investments – Held-to-Maturity. Debt securities held-to-maturity ("HTM"), which include any security for which we have the positive intent and ability to hold until maturity, are reported at historical cost adjusted for amortization of premiums and accretion of discounts. Premiums and discounts are amortized/accreted to the call date to interest income using the constant effective yield method over the estimated life of the security. The Company evaluates all securities quarterly to determine if any securities in a loss position require a provision for credit losses in accordance with ASC 326. The Company measures expected credit losses on HTM securities on a collective basis by major security type, with each type sharing similar risk characteristics. The estimate of expected credit losses considers historical credit loss information that is adjusted for current conditions and reasonable and supportable forecasts. The Company has made the election to exclude accrued interest receivable on HTM securities from the estimate of credit losses and report accrued interest separately on the consolidated balance sheets. Changes in the allowance for credit losses are recorded as provision for (or reversal of) credit loss expense. Losses are charged against the allowance when management believes the uncollectability of a security is confirmed. Loans Receivable and Allowance for Credit Losses . Except for loans acquired during our acquisitions, substantially all of our loans receivable are reported at their outstanding principal balance adjusted for any charge-offs, as it is management’s intent to hold them for the foreseeable future or until maturity or payoff, except for mortgage loans held for sale. Interest income on loans is accrued over the term of the loans based on the principal balance outstanding. The allowance for credit losses on loans receivable is a valuation account that is deducted from the loans’ amortized cost basis to present the net amount expected to be collected on the loans. Loans are charged off against the allowance when management believes the uncollectability of a loan balance is confirmed and expected recoveries do not exceed the aggregate of amounts previously charged-off and expected to be charged-off. Management estimates the allowance balance using relevant available information, from internal and external sources, relating to past events, current conditions, and reasonable and supportable forecasts. Historical credit loss experience provides the basis for the estimation of expected credit losses. Adjustments to historical loss information are made for differences in current loan-specific risk characteristics such as differences in underwriting standards, portfolio mix, delinquency level, or term as well as for changes in environmental conditions, such as changes in the national unemployment rate, gross domestic product, rental vacancy rate, housing price index and rental vacancy rate index. The allowance for credit losses is measured based on call report segment as these types of loans exhibit similar risk characteristics. The identified loan segments are as follows: • 1-4 family residential construction loans • Other construction loans and all land development and other land loans • Secured by farmland (including farm residential and other improvements) • Revolving, open-end loans secured by 1-4 family residential properties and extended under lines • Secured by first liens • Secured by junior liens • Secured by multifamily (5 or more) residential properties • Loans secured by owner-occupied, nonfarm nonresidential properties • Loans secured by other nonfarm nonresidential properties • Loans to finance agricultural production and other loans to farmers • Commercial and industrial loans • Other revolving credit plans • Automobile loans • Other consumer loans • Other consumer loans - Shore Premier Finance • Obligations (other than securities and leases) of states and political subdivisions in the US • Loans to nondepository financial institutions • Loans for purchasing or carrying securities • All other loans • Leases 58 Table of Contents The allowance for credit losses for each segment is measured through the use of the discounted cash flow method ("DCF"). Loans evaluated individually that are considered to be collateral dependent are not included in the collective evaluation. For these loans, where the Company has determined that foreclosure of the collateral is probable, or where the borrower is experiencing financial difficulty and the Company expects repayment of the loan to be provided substantially through the operation or sale of the collateral, the allowance for credit losses is measured based on the difference between the fair value of the collateral, net of estimated costs to sell, and the amortized cost basis of the loan as of the measurement date. When repayment is expected to be from the operation of the collateral, expected credit losses are calculated as the amount by which the amortized cost basis of the loan exceeds the present value of expected cash flows from the operation of the collateral. The allowance for credit losses may be zero if the fair value of the collateral at the measurement date exceeds the amortized cost basis of the loan, net of estimated costs to sell. For individually analyzed loans which are not considered to be collateral dependent, an allowance is recorded based on the loss rate for the respective pool within the collective evaluation. Expected credit losses are estimated over the contractual term of the loans, adjusted for expected prepayments and curtailments when appropriate. The contractual term excludes expected extensions, renewals, and modifications unless either of the following applies: • Management has a reasonable expectation at the reporting date that restructured loans made to borrowers experiencing financial difficulty will be executed with an individual borrower. • The extension or renewal options are included in the original or modified contract at the reporting date and are not unconditionally cancellable by the Company. Management qualitatively adjusts model results for risk factors that are not considered within our modeling processes but are nonetheless relevant in assessing the expected credit losses within our loan pools. These qualitative factors ("Q-Factors") and other qualitative adjustments may increase or decrease management's estimate of expected credit losses by a calculated percentage or amount based upon the estimated level of risk. The various risks that may be considered in making Q-Factor and other qualitative adjustments include, among other things, the impact of (i) changes in lending policies, procedures and strategies; (ii) changes in nature and volume of the portfolio; (iii) staff experience; (iv) changes in volume and trends in classified loans, delinquencies and nonaccruals; (v) concentration risk; (vi) trends in underlying collateral values; (vii) external factors such as competition, legal and regulatory environment; (viii) changes in the quality of the loan review system; and (ix) economic conditions. Loans are placed on non-accrual status when management believes that the borrower’s financial condition, after giving consideration to economic and business conditions and collection efforts, is such that collection of interest is doubtful, or generally when loans are 90 days or more past due. Loans are charged against the allowance for credit losses when management believes that the collectability of the principal is unlikely. Accrued interest related to non-accrual loans is generally charged against the allowance for credit losses when accrued in prior years and reversed from interest income if accrued in the current year. Interest income on non-accrual loans may be recognized to the extent cash payments are received, although the majority of payments received are usually applied to principal. Non-accrual loans are generally returned to accrual status when principal and interest payments are less than 90 days past due, the customer has made required payments for at least six months, and we reasonably expect to collect all principal and interest. The Company has purchased loans, some of which have experienced more than insignificant credit deterioration since origination. Purchase credit deteriorated (“PCD”) loans are recorded at the amount paid. An allowance for credit losses is determined using the same methodology as other loans. The initial allowance for credit losses determined on a collective basis is allocated to individual loans. The sum of the loan’s purchase price and allowance for credit losses becomes its initial amortized cost basis. The difference between the initial amortized cost basis and the par value of the loan is a noncredit discount or premium, which is amortized into interest income over the life of the loan. Subsequent changes to the allowance for credit losses are recorded through the provision for credit loss. Allowance for Credit Losses on Off-Balance Sheet Credit Exposures. The Company estimates expected credit losses over the contractual period in which the Company is exposed to credit risk via a contractual obligation to extend credit unless that obligation is unconditionally cancellable by the Company. The allowance for credit losses on off-balance sheet credit exposures is adjusted as a provision for or reversal of credit loss expense. The estimate includes consideration of the likelihood that funding will occur and an estimate of expected credit losses on commitments expected to be funded over its estimated life. Foreclosed Assets Held for Sale . Real estate and personal property acquired through or in lieu of loan foreclosure are to be sold and are initially recorded at fair value at the date of foreclosure, establishing a new cost basis. Valuations are periodically performed by management, and the real estate and personal property are carried at fair value less costs to sell. Gains and losses from the sale of other real estate and personal property are recorded in non-interest income, and expenses used to maintain the properties are included in non-interest expenses. 59 Table of Contents Intangible Assets . Intangible assets consist of goodwill and core deposit intangibles. Goodwill represents the excess purchase price over the fair value of net assets acquired in business acquisitions. The core deposit intangible represents the excess intangible value of acquired deposit customer relationships as determined by valuation specialists. The core deposit intangibles are being amortized over 48 months to 121 months on a straight-line basis. Goodwill is not amortized but rather is evaluated for impairment on at least an annual basis. We perform an annual impairment test of goodwill and core deposit intangibles as required by FASB ASC 350, Intangibles - Goodwill and Other , in the fourth quarter or more often if events and circumstances indicate there may be an impairment. Income Taxes . We account for income taxes in accordance with income tax accounting guidance (ASC 740, Income Taxes ). The income tax accounting guidance results in two components of income tax expense: current and deferred. Current income tax expense reflects taxes to be paid or refunded for the current period by applying the provisions of the enacted tax law to the taxable income or excess of deductions over revenues. We determine deferred income taxes using the liability (or balance sheet) method. Under this method, the net deferred tax asset or liability is based on the tax effects of the differences between the book and tax basis of assets and liabilities, and enacted changes in tax rates and laws are recognized in the period in which they occur. Deferred income tax expense results from changes in deferred tax assets and liabilities between periods. Deferred tax assets are recognized if it is more likely than not, based on the technical merits, that the tax position will be realized or sustained upon examination. The term “more likely than not” means a likelihood of more than 50 percent; the terms “examined” and “upon examination” also include resolution of the related appeals or litigation processes, if any. A tax position that meets the more-likely-than-not recognition threshold is initially and subsequently measured as the largest amount of tax benefit that has a greater than 50 percent likelihood of being realized upon settlement with a taxing authority that has full knowledge of all relevant information. The determination of whether or not a tax position has met the more-likely-than-not recognition threshold considers the facts, circumstances and information available at the reporting date and is subject to the management’s judgment. Deferred tax assets are reduced by a valuation allowance if, based on the weight of evidence available, it is more likely than not that some portion or all of a deferred tax asset will not be realized. Both we and our subsidiary file consolidated tax returns. Our subsidiary provides for income taxes on a separate return basis, and remits to us amounts determined to be currently payable. Stock Compensation . In accordance with FASB ASC 718, Compensation - Stock Compensation , and FASB ASC 505-50, Equity-Based Payments to Non-Employees , the fair value of each option award is estimated on the date of grant. We recognize compensation expense for the grant-date fair value of the option award over the vesting period of the award. Branches As opportunities arise, we will continue to open new (commonly referred to as de novo ) branches in our current markets and in other attractive market areas. As of March 31, 2025, we had 217 branch locations. There were 75 branches in Arkansas, 78 branches in Florida, 58 branches in Texas, five branches in Alabama and one branch in New York City. Results of Operations For the three ended March 31, 2025 and 2024 Our net income increased $15.1 million, or 15.1%, to $115.2 million for the three-month period ended March 31, 2025, from $100.1 million for the same period in 2024. On a diluted earnings per share basis, our earnings were $0.58 per share for the three-month period ended March 31, 2025 compared to $0.50 per share for the three-month period ended March 31, 2024. During the three months ended March 31, 2025, the Company did not record a provision for credit losses on loans primarily due to the $4.1 million in net recoveries experienced during the quarter. After considering the recoveries, management determined the level of the allowance for credit losses on loans was adequate. In addition, management determined that a provision was not necessary for the unfunded commitments as the current level of the reserve was considered adequate. During the three months ended March 31, 2025, the Company recorded $3.9 million in special income from equity investments and a $442,000 increase in the fair value of marketable securities. 60 Table of Contents Net Interest Income Net interest income, our principal source of earnings, is the difference between the interest income generated by earning assets and the total interest cost of the deposits and borrowings obtained to fund those assets. Factors affecting the level of net interest income include the volume of earning assets and interest-bearing liabilities, yields earned on loans and investments, rates paid on deposits and other borrowings, the level of non-performing loans and the amount of non-interest-bearing liabilities supporting earning assets. Net interest income is analyzed in the discussion and tables below on a fully taxable equivalent basis. The adjustment to convert certain income to a fully taxable equivalent basis consists of dividing tax-exempt income by one minus the combined federal and state income tax rate (24.433% and 24.989% for 2025 and 2024, respectively). The Federal Reserve Board sets various benchmark rates, including the Federal Funds rate, and thereby influences the general market rates of interest, including the deposit and loan rates offered by financial institutions. The Federal Reserve reduced the target rate three times during 2024. First, on September 18, 2024, the target rate was reduced to 4.75% to 5.00%, second, on November 7, 2024, the target rate was reduced to 4.50% to 4.75% and third, on December 18, 2024, the target rate was reduced to 4.25% to 4.50%. As of March 31, 2025, the Federal Reserve has not changed the rates during 2025. Our net interest margin increased from 4.13% for the three-month period ended March 31, 2024 to 4.44% for the three-month period ended March 31, 2025. The yield on interest earning assets was 6.45% and 6.38% for the three months ended March 31, 2025 and 2024, respectively, and average interest earning assets decreased from $20.03 billion to $19.83 billion. The decrease in average interest earning assets is primarily due to a $189.5 million decrease in average interest-bearing balances due from banks and a $416.3 million decrease in average investment securities, partially offset by a $406.4 million increase in average loans receivable. During the first quarter of 2024, the Company held excess liquidity of approximately $500.0 million, primarily related to the BTFP advance, which was dilutive to the net interest margin by approximately 10 basis points. The Company paid off the advance in November 2024. For the three months ended March 31, 2025 and 2024, we recognized $1.4 million and $2.8 million, respectively, in total net accretion for acquired loans and deposits. The reduction in accretion was dilutive to the net interest margin by three basis points. We recognized $1.3 million in event income for the three-months ended March 31, 2025 compared to $1.1 million for the three-months ended March 31, 2024. The overall increase in the net interest margin was due to a decrease in interest expense resulting from a decrease in interest rates paid on interest-bearing liabilities and a decrease in the average balance of interest-bearing liabilities. Net interest income on a fully taxable equivalent basis increased $11.7 million, or 5.7%, to $217.2 million for the three-month period ended March 31, 2025, from $205.5 million for the same period in 2024. This increase in net interest income for the three-month period ended March 31, 2025 was the result of a $14.4 million decrease in interest expense, which was partially offset by a $2.7 million decrease in interest income, on a fully taxable equivalent basis. The $14.4 million decrease in interest expense is primarily the result of the lower interest rate environment. The lower rates on interest bearing liabilities resulted in a decrease in interest expense of approximately $10.9 million, in addition to a decrease in average interest bearing liabilities which decreased interest expense by approximately $3.6 million. The $2.7 million decrease in interest income was also primarily the result of the lower interest rate environment. The lower yield on earning assets resulted in a decrease in interest income of approximately $4.3 million, which was partially offset by an increase of $1.6 million in interest income due to the change in average interest earning asset balances. 61 Table of Contents Tables 2 and 3 reflect an analysis of net interest income on a fully taxable equivalent basis for the three months ended March 31, 2025 and 2024, as well as changes in the fully taxable equivalent net interest margin for the three months ended March 31, 2025 compared to the same period in 2024. Table 2: Analysis of Net Interest Income Three Months Ended March 31, 2025 2024 (Dollars in thousands) Interest income $ 312,542 $ 316,915 Fully taxable equivalent adjustment 2,534 892 Interest income – fully taxable equivalent 315,076 317,807 Interest expense 97,886 112,325 Net interest income – fully taxable equivalent $ 217,190 $ 205,482 Yield on earning assets – fully taxable equivalent 6.45 % 6.38 % Cost of interest-bearing liabilities 2.76 3.09 Net interest spread – fully taxable equivalent 3.69 3.29 Net interest margin – fully taxable equivalent 4.44 4.13 Table 3: Changes in Fully Taxable Equivalent Net Interest Margin Three Months Ended March 31, 2025 vs. 2024 (In thousands) Increase in interest income due to change in earning assets $ 1,579 Decrease in interest income due to change in earning asset yields (4,310) Decrease in interest expense due to change in interest-bearing liabilities 3,579 Decrease in interest expense due to change in interest rates paid on interest-bearing liabilities 10,860 Increase in net interest income $ 11,708 62 Table of Contents Table 4 shows, for each major category of earning assets and interest-bearing liabilities, the average amount outstanding, the interest income or expense on that amount and the average rate earned or expensed for the three months ended March 31, 2025 and 2024, respectively. The table also shows the average rate earned on all earning assets, the average rate expensed on all interest-bearing liabilities, the net interest spread and the net interest margin for the same periods. The analysis is presented on a fully taxable equivalent basis. Non-accrual loans were included in average loans for the purpose of calculating the rate earned on total loans. Table 4: Average Balance Sheets and Net Interest Income Analysis Three Months Ended March 31, 2025 2024 Average Balance Income / Expense Yield / Rate Average Balance Income / Expense Yield / Rate (Dollars in thousands) ASSETS Earnings assets Interest-bearing balances due from banks $ 611,962 $ 6,620 4.39 % $ 801,456 $ 10,528 5.28 % Federal funds sold 5,091 55 4.38 5,012 61 4.90 Investment securities – taxable 3,179,290 27,433 3.50 3,473,511 33,229 3.85 Investment securities – non-taxable 1,135,783 10,061 3.59 1,257,861 8,642 2.76 Loans receivable 14,893,912 270,907 7.38 14,487,494 265,347 7.37 Total interest-earning assets 19,826,038 315,076 6.45 % 20,025,334 317,807 6.38 % Non-earning assets 2,722,797 2,657,925 Total assets $ 22,548,835 $ 22,683,259 LIABILITIES AND STOCKHOLDERS’ EQUITY Liabilities Interest-bearing liabilities Savings and interest-bearing transaction accounts $ 11,402,688 $ 69,672 2.48 % $ 11,038,910 75,597 2.75 % Time deposits 1,801,503 17,114 3.85 1,685,193 16,951 4.05 Total interest-bearing deposits 13,204,191 86,786 2.67 12,724,103 92,548 2.93 Securities sold under agreement to repurchase 155,861 1,074 2.79 172,024 1,404 3.28 FHLB and other borrowed funds 600,681 5,902 3.98 1,301,091 14,276 4.41 Subordinated debentures 439,173 4,124 3.81 439,760 4,097 3.75 Total interest-bearing liabilities 14,399,906 97,886 2.76 % 14,636,978 112,325 3.09 % Non-interest-bearing liabilities Non-interest-bearing deposits 3,980,944 4,017,659 Other liabilities 190,314 244,970 Total liabilities 18,571,164 18,899,607 Stockholders’ equity 3,977,671 3,783,652 Total liabilities and stockholders’ equity $ 22,548,835 $ 22,683,259 Net interest spread 3.69 % 3.29 % Net interest income and margin $ 217,190 4.44 % $ 205,482 4.13 % 63 Table of Contents Table 5 shows changes in interest income and interest expense resulting from changes in volume and changes in interest rates for the three months ended March 31, 2025 compared to the same period in 2024, on a fully taxable basis. The changes in interest rate and volume have been allocated to changes in average volume and changes in average rates, in proportion to the relationship of absolute dollar amounts of the changes in rates and volume. Table 5: Volume/Rate Analysis Three Months Ended March 31, 2025 over 2024 Volume Yield / Rate Total (In thousands) Increase (decrease) in: Interest income: Interest-bearing balances due from banks $ (2,238) $ (1,670) $ (3,908) Federal funds sold 1 (7) (6) Investment securities – taxable (2,687) (3,109) (5,796) Investment securities – non-taxable (900) 2,319 1,419 Loans receivable 7,403 (1,843) 5,560 Total interest income 1,579 (4,310) (2,731) Interest expense: Interest-bearing transaction and savings deposits 2,428 (8,353) (5,925) Time deposits 1,134 (971) 163 Federal funds purchased — — — Securities sold under agreement to repurchase (124) (206) (330) FHLB and other borrowed funds (7,012) (1,362) (8,374) Subordinated debentures (5) 32 27 Total interest expense (3,579) (10,860) (14,439) Increase (decrease) in net interest income $ 5,158 $ 6,550 $ 11,708 Provision for Credit Losses Credit Loss Expense : During the three months ended March 31, 2025, the Company did not record a provision for credit losses on loans primarily due to the $4.1 million in net recoveries experienced during the quarter. After considering the recoveries, management determined the level of the allowance for credit losses on loans was adequate. In addition, management determined that a provision was not necessary for the unfunded commitments as the current level of the reserve was considered adequate. During the three months ended March 31, 2025, the Company determined the $2.2 million allowance for credit losses on the available for sale portfolio and the $2.0 million allowance for credit losses on the held-to-maturity portfolio was adequate. Therefore, no additional provision was considered necessary. Net (recoveries) charge-offs to average total loans was (0.11)% and 0.10% for the three months ended March 31, 2025 and 2024, respectively. Non-Interest Income Total non-interest income was $45.4 million for the three months ended March 31, 2025, compared to $41.8 million for the same period in 2024. Our recurring non-interest income includes service charges on deposit accounts, other service charges and fees, trust fees, mortgage lending income, insurance commissions, increase in cash value of life insurance, fair value adjustment for marketable securities and dividends. 64 Table of Contents Table 6 measures the various components of our non-interest income for the three months ended March 31, 2025 and 2024. Table 6: Non-Interest Income Three Months Ended March 31, 2025 Change from 2024 2025 2024 (Dollars in thousands) Service charges on deposit accounts $ 9,650 $ 9,686 $ (36) (0.4) % Other service charges and fees 10,689 10,189 500 4.9 Trust fees 4,760 5,066 (306) (6.0) Mortgage lending income 3,599 3,558 41 1.2 Insurance commissions 535 508 27 5.3 Increase in cash value of life insurance 1,842 1,195 647 54.1 Dividends from FHLB, FRB, FNBB & other 2,718 3,007 (289) (9.6) Gain on sale of SBA loans 288 198 90 45.5 Loss on sale of branches, equipment and other assets, net (163) (8) (155) (1,937.5) (Loss) gain on OREO, net (376) 17 (393) (2,311.8) Fair value adjustment for marketable securities 442 1,003 (561) (55.9) Other income 11,442 7,380 4,062 55.0 Total non-interest income $ 45,426 $ 41,799 $ 3,627 8.7 % Non-interest income increased $3.6 million, or 8.7%, to $45.4 million for the three months ended March 31, 2025 from $41.8 million for the same period in 2024. The primary factors that resulted in this increase were the increases in other service charges and fees, cash value of life insurance and other income, which was partially offset by the decrease in fair value adjustment for marketable securities. Additional details for the three months ended March 31, 2025 on some of the more significant changes are as follows: • The $500,000 increase in other service charges and fees is primarily related to an increase in Centennial CFG property finance loan fees. • The $647,000 increase in the cash value of life insurance is primarily related to enhancement charges related to a 1035 exchange in BOLI policies. • The $561,000 decrease in the fair value adjustment for marketable securities is due to market fluctuations. • The $4.1 million increase in other income is primarily due to a $4.1 million increase in fair value of equity securities, which includes $3.9 million in special income from equity investments and a $724,000 increase in loan recoveries on items charged off prior to acquisition, partially offset by a $554,000 decrease in miscellaneous income. Non-Interest Expense Non-interest expense consists of salaries and employee benefits, occupancy and equipment, data processing, and other expenses such as advertising, amortization of intangibles, electronic banking expense, FDIC and state assessment, insurance, legal and accounting fees, other professional fees and other expenses. 65 Table of Contents Table 7 below sets forth a summary of non-interest expense for the three months ended March 31, 2025 and 2024. Table 7: Non-Interest Expense Three Months Ended March 31, 2025 Change from 2024 2025 2024 (Dollars in thousands) Salaries and employee benefits $ 61,855 $ 60,910 $ 945 1.6 % Occupancy and equipment 14,425 14,551 (126) (0.9) Data processing expense 8,558 9,147 (589) (6.4) Other operating expenses: Advertising 1,928 1,654 274 16.6 Amortization of intangibles 2,047 2,140 (93) (4.3) Electronic banking expense 3,055 3,156 (101) (3.2) Directors' fees 452 498 (46) (9.2) Due from bank service charges 281 276 5 1.8 FDIC and state assessment 3,387 3,318 69 2.1 Insurance 999 903 96 10.6 Legal and accounting 3,641 2,081 1,560 75.0 Other professional fees 1,947 2,236 (289) (12.9) Operating supplies 711 683 28 4.1 Postage 503 523 (20) (3.8) Telephone 436 470 (34) (7.2) Other expense 8,703 8,950 (247) (2.8) Total non-interest expense $ 112,928 $ 111,496 $ 1,432 1.3 % Non-interest expense increased $1.4 million, or 1.3%, to $112.9 million for the three months ended March 31, 2025 from $111.5 million for the same period in 2024. The primary factors that resulted in this increase were the increases in salaries and employee benefits and legal and accounting expense, which were partially offset by the decrease in data processing expense. Additional details for the three months ended March 31, 2025 on some of the more significant changes are as follows: • The $945,000 increase in salaries and employee benefits expense is primarily due to an increase in deferred loan costs. • The $589,000 decrease in data processing expense is primarily due to relationship credits received as a result of a new contract. • The $1.6 million increase in legal and accounting expense is primarily due to ongoing legal matters. Income Taxes Income tax expense increased $1.7 million, or 5.5%, to $31.9 million for the three-month period ended March 31, 2025, from $30.3 million for the same period in 2024. The effective income tax rate was 21.71% for the three months ended March 31, 2025, compared to 23.22% for the same period in 2024. The marginal tax rate was 24.433% and 24.989% for 2025 and 2024, respectively. 66 Table of Contents Financial Condition as of and for the Period Ended March 31, 2025 and December 31, 2024 Our total assets as of March 31, 2025 increased $501.5 million to $22.99 billion from $22.49 billion reported as of December 31, 2024. Cash and cash equivalents increased $385.4 million for the three months ended March 31, 2025. Our loan portfolio balance increased to $14.95 billion as of March 31, 2025 from $14.76 billion at December 31, 2024. The increase in loans was primarily due to $291.5 million of organic loan growth in our community banking footprint partially offset by a $103.9 million of organic loan decline from our Centennial CFG franchise. These increases were partially offset by a $74.6 million decrease in investment securities resulting from paydowns and maturities during the first three months of 2025. Total deposits increased $395.2 million to $17.54 billion as of March 31, 2025 from $17.15 billion as of December 31, 2024. Stockholders’ equity increased $81.5 million to $4.04 billion as of March 31, 2025, compared to $3.96 billion as of December 31, 2024. The $81.5 million increase in stockholders’ equity is primarily associated with the $115.2 million in net income and $31.6 million in other comprehensive income for the three months ended March 31, 2025, which was partially offset by the $38.8 million of shareholder dividends paid and stock repurchases of $29.7 million. Loan Portfolio Loans Receivable Our loan portfolio averaged $14.89 billion and $14.49 billion during the three months ended March 31, 2025 and 2024, respectively. Loans receivable were $14.95 billion and $14.76 billion as of March 31, 2025 and December 31, 2024, respectively. From December 31, 2024 to March 31, 2025, the Company experienced an increase of approximately $187.6 million in loans. The increase in loans was primarily due to $291.5 million of organic loan growth in our community banking footprint and $103.9 million of organic loan decline from our Centennial CFG franchise. The most significant components of the loan portfolio were commercial real estate, residential real estate, consumer and commercial and industrial loans. These loans are generally secured by residential or commercial real estate or business or personal property. Although these loans are primarily originated within our franchises in Arkansas, Florida, Texas, Alabama and Centennial CFG, the property securing these loans may not physically be located within our market areas of Arkansas, Florida, Texas, Alabama and New York. Loans receivable were approximately $3.58 billion, $4.27 billion, $3.92 billion, $115.7 million, $1.35 billion and $1.71 billion as of March 31, 2025 in Arkansas, Florida, Texas, Alabama, SPF and Centennial CFG, respectively. Table 8 presents our loans receivable balances by category as of March 31, 2025 and December 31, 2024. Table 8: Loans Receivable March 31, 2025 December 31, 2024 (In thousands) Real estate: Commercial real estate loans: Non-farm/non-residential $ 5,588,681 $ 5,426,780 Construction/land development 2,735,760 2,736,214 Agricultural 335,437 336,993 Residential real estate loans: Residential 1-4 family 1,947,872 1,956,489 Multifamily residential 576,089 496,484 Total real estate 11,183,839 10,952,960 Consumer 1,227,745 1,234,361 Commercial and industrial 2,045,036 2,022,775 Agricultural 314,323 367,251 Other 181,173 187,153 Total loans receivable $ 14,952,116 $ 14,764,500 67 Table of Contents Commercial Real Estate Loans. We originate non-farm and non-residential loans (primarily secured by commercial real estate), construction/land development loans, and agricultural loans, which are generally secured by real estate located in our market areas. Our commercial mortgage loans are generally collateralized by first liens on real estate and amortized (where defined) over a 15 to 30-year period with balloon payments due at the end of one to five years. These loans are generally underwritten by assessing cash flow (debt service coverage), primary and secondary source of repayment, the financial strength of the borrower as well as any guarantors, the strength of the tenant (if any), the borrower’s liquidity and leverage, management experience, ownership structure, economic conditions and industry specific trends and collateral. Generally, we will loan up to 85% of the value of improved property, 65% of the value of raw land and 75% of the value of land to be acquired and developed. A first lien on the property and assignment of lease is required if the collateral is rental property, with second lien positions considered on a case-by-case basis. As of March 31, 2025, we had approximately $1.20 billion of construction/land development loans which were collateralized by land. This consisted of approximately $85.5 million for raw land and approximately $1.11 billion for land with commercial and/or residential lots. As of March 31, 2025, commercial real estate ("CRE") loans totaled $8.66 billion, or 57.9%, of loans receivable, as compared to $8.50 billion, or 57.6%, of loans receivable, as of December 31, 2024. CRE loans originated in our Arkansas, Florida, Texas, Alabama, SPF and Centennial CFG markets were $2.30 billion, $2.70 billion, $2.20 billion, $48.0 million, zero and $1.41 billion at March 31, 2025, respectively. Table 9 presents the composition of the funded and unfunded balances of our CRE portfolio by loan type, as of March 31, 2025 and December 31, 2024, and their respective percentages of our total CRE portfolio. Table 9: CRE Loan Concentrations March 31, 2025 Funded Balance % of CRE Loans Unfunded Balance % of CRE Loans (Dollars in thousands) Non-Farm/Non-Residential: Single Purpose Building $ 778,843 9.0 % $ 60,708 2.7 % Office Building 1,112,426 12.8 100,949 4.5 Hotel 1,102,117 12.7 19,677 0.9 Industrial 441,544 5.1 38,811 1.7 Retail 515,335 6.0 14,547 0.7 Owner-Occupied (1) 1,638,416 19.0 133,221 6.0 Construction/Land Development: Construction Residential-Spec 381,673 4.4 330,292 14.9 Residential Land Development 528,649 6.1 84,766 3.8 Construction Commercial 289,725 3.3 264,135 11.9 Construction Multi Family 650,670 7.5 696,875 31.3 Commercial Land Development 585,669 6.8 93,071 4.2 Construction Residential-Presold 184,773 2.1 159,530 7.2 Construction Hotel 29,068 0.3 176,065 7.9 Raw Land 85,533 1.0 6,128 0.3 Agricultural (1) 335,437 3.9 43,862 2.0 Total Commercial Real Estate (2) $ 8,659,878 100.0 % $ 2,222,637 100.0 % 68 Table of Contents December 31, 2024 Funded Balance % of CRE Loans Unfunded Balance % of CRE Loans (Dollars in thousands) Non-Farm/Non-Residential: Single Purpose Building $ 829,697 9.8 % $ 64,948 2.5 % Office Building 1,070,459 12.6 107,769 4.2 Hotel 1,081,120 12.7 24,652 1.0 Industrial 385,072 4.5 29,517 1.1 Retail 507,405 6.0 12,579 0.5 Owner-Occupied (1) 1,553,027 18.2 167,399 6.5 Construction/Land Development: Construction Residential-Spec 433,964 5.1 330,119 12.8 Residential Land Development 537,686 6.3 86,200 3.4 Construction Commercial 337,727 4.0 360,340 14.0 Construction Multi Family 556,168 6.5 908,976 35.4 Commercial Land Development 512,284 6.0 99,165 3.9 Construction Residential-Presold 186,325 2.2 141,047 5.5 Construction Hotel 64,239 0.8 191,088 7.4 Raw Land 107,821 1.3 8,215 0.3 Agricultural (1) 336,993 4.0 38,913 1.5 Total Commercial Real Estate (2) $ 8,499,987 100.0 % $ 2,570,927 100.0 % (1) Agriculture real estate loans and owner-occupied non-farm non-residential loans are not included within CRE for regulatory reporting purposes. (2) Excludes multi-family residential loans of $576.1 million and $496.5 million as of March 31, 2025 and December 31, 2024, respectively, which are included in the residential real estate loans throughout the filing. Multi-family residential loans are included in CRE for regulatory purposes. 69 Table of Contents Table 10 presents the composition of our CRE loan portfolio by the ten largest geographical locations of the collateral as of March 31, 2025 and December 31, 2024. Table 10: Geographical Locations of CRE Loans Top 10 Geographical States for CRE Loan Collateral Concentrations (In thousands) Florida Texas Arkansas New York Georgia California Alabama Utah Pennsylvania Tennessee All Other Total As of March 31, 2025 Non-Farm/Non-Residential: Single Purpose Building $ 276,736 $ 194,542 $ 167,986 $ 49,095 $ 18,227 $ — $ 429 $ 6,826 $ 1,492 $ — $ 63,510 $ 778,843 Office Building 335,784 367,297 65,742 50,007 91,715 — 22,804 18,815 — 25,616 134,646 1,112,426 Hotel 527,752 257,188 124,023 5,040 32,472 — — 18,369 — — 137,273 1,102,117 Industrial 47,844 147,748 40,578 57,594 — — 20,173 56,489 — — 71,118 441,544 Retail 146,384 246,745 59,029 — — — — 12,067 428 — 50,682 515,335 Owner-Occupied (1) 476,210 502,811 366,694 — 19,818 — 5,686 28,912 6,756 82,319 149,210 1,638,416 Construction/Land Development: Construction Residential - Spec 171,706 110,661 43,215 51,528 — — — 330 — — 4,233 381,673 Residential Land Development 144,598 100,894 48,947 — 177 164,211 — 2,020 3,110 — 64,692 528,649 Construction Commercial 92,507 51,789 73,781 17,653 — 13,468 — 2,113 9,285 1,868 27,261 289,725 Construction Multi Family 235,699 111,849 39,556 165,979 — — — — 56,405 237 40,945 650,670 Commercial Land Development 151,847 73,816 30,196 56,025 41,153 — 86,065 9,720 42,348 — 94,499 585,669 Construction Residential - Presold 78,794 73,332 30,783 — — — — 1,369 — — 495 184,773 Construction Hotel 2,965 12,300 — — 7,242 — — 6,561 — — — 29,068 Raw Land 8,868 8,337 31,223 — — — 35,949 924 — — 232 85,533 Agricultural (1) 34,057 171,439 108,002 — — — — 3,656 — — 18,283 335,437 Total Commercial Real Estate (2) $ 2,731,751 $ 2,430,748 $ 1,229,755 $ 452,921 $ 210,804 $ 177,679 $ 171,106 $ 168,171 $ 119,824 $ 110,040 $ 857,079 $ 8,659,878 Top 10 Geographical States for CRE Loan Collateral Concentrations (In thousands) Florida Texas Arkansas New York Georgia Utah Alabama California Pennsylvania Tennessee All Other Total As of December 31, 2024 Non-Farm/Non-Residential: Single Purpose Building $ 275,440 $ 212,649 $ 168,691 $ 49,278 $ 17,506 $ — $ 6,494 $ 429 $ — $ 1,586 $ 97,624 $ 829,697 Office Building 333,230 355,794 64,062 50,091 91,723 — 18,934 — 25,616 — 131,009 1,070,459 Hotel 541,001 263,647 99,830 4,943 24,319 — 18,575 16,419 — — 112,386 1,081,120 Industrial 44,392 91,344 40,908 57,556 — — 59,745 19,941 — — 71,186 385,072 Retail 148,053 252,087 56,885 4,158 — — 12,166 — — 435 33,621 507,405 Owner-Occupied (1) 492,655 431,489 337,935 — 21,051 — 26,314 5,748 83,199 6,911 147,725 1,553,027 Construction/Land Development: — Construction Residential - Spec 150,143 107,149 41,299 126,299 — — 82 — — — 8,992 433,964 Residential Land Development 148,897 102,369 51,865 — 304 165,643 2,329 — — 2,466 63,813 537,686 Construction Commercial 84,027 111,199 62,549 15,159 — 12,451 1,182 — 876 9,194 41,090 337,727 Construction Multi Family 240,255 72,676 32,812 139,130 — — — 19,326 228 37,881 13,860 556,168 Commercial Land Development 118,729 70,700 31,841 37,820 40,068 — 9,752 50,036 — 42,181 111,157 512,284 Construction Residential - Presold 93,517 61,538 29,937 — — — 1,022 — — — 311 186,325 Construction Hotel 6,693 9,796 22,036 — 13,555 — 5,152 — — — 7,007 64,239 Raw Land 9,036 8,537 31,649 — — — 1,311 34,388 — — 22,900 107,821 Agricultural (1) 32,589 176,084 106,684 — — — 3,736 — — — 17,900 336,993 Total Commercial Real Estate (2) $ 2,718,657 $ 2,327,058 $ 1,178,983 $ 484,434 $ 208,526 $ 178,094 $ 166,794 $ 146,287 $ 109,919 $ 100,654 $ 880,581 $ 8,499,987 (1) Agriculture real estate loans and owner-occupied non-farm non-residential loans are not included within CRE for regulatory reporting purposes. 70 Table of Contents (2) Excludes multi-family residential loans of $576.1 million and $496.5 million as of March 31, 2025 and December 31, 2024, respectively, which are included in the residential real estate loans throughout the filing. Multi-family residential loans are included in CRE for regulatory purposes. Our loan policy states that in order to achieve a well-balanced, diversified credit portfolio, concentrations containing inappropriate or excessive risk are to be avoided. It is the goal of the Company to maintain a prudent diversification of loans. We define a concentration of credit as direct or indirect obligations according to the following guidelines: (i) concentrations of 25% or more of total risk-based capital by individual borrower, small, interrelated group of individuals, single repayment source or individual project; (ii) concentrations of 100% or more of total risk-based capital by industry or product line. As of March 31, 2025, we have not met the threshold for the concentration limits. In addition, the Bank's Board of Directors monitors the CRE loan portfolio for concentrations related to geography, industry, and collateral type and determines applicable guidelines. The Chief Lending Officer also reviews the portfolio periodically to determine if any concentrations exist and makes recommendations with respect to setting internal guidelines. The Company also monitors key risk indicators ("KRIs") on a quarterly basis for the overall loan portfolio as well as specific KRIs for the CRE portfolio. The KRIs are tied to the Bank's appetite for credit risk which is reflected in the Bank's credit policy and underwriting criteria. The KRIs related to underwriting include loan downgrades by loan review, loan downgrades to classified levels and loan policy exceptions (loan to value, debt coverage ratio and credit score). The KRIs related to CRE loans include concentrations of construction and land loans, concentrations of total CRE loans, CRE loans in excess of loan to value guidelines and total real estate loans in excess of loan to value guidelines. The results of the KRI analysis are presented to the Bank's Asset Quality Committee on a quarterly basis. Any exceptions to established limits and thresholds are monitored and addressed in a timely manner as required by the Asset Quality Committee. The Company has a CRE strategy and contingency plan which outlines the principles required to adequately manage our CRE exposures. It discusses the inherent risks within CRE lending, as well as the risks unique to specific lending activities and property taxes. In addition, the plan outlines internal limits related to CRE lending, reasoning for operating outside those limits, and provides for a contingency plan to reduce the CRE exposures under adverse economic conditions or other situations where it is deemed necessary to do so. The responsibility for monitoring the CRE Strategy and Contingency Plan, and subsequent reporting to management and the Board of Directors lies with the Chief Lending Officer and the Asset Quality Committee of the Board of Directors. Within the CRE Strategy and Contingency Plan, we established four adverse economic triggers to measure on an ongoing basis to attempt to determine when a change in CRE strategy might be warranted, at least from an external economic perspective. If one or a combination of these triggers have exceeded Board approved thresholds, the Executive Risk Committee will determine which action or combination of actions, if any, to take based on the specific situation. If utilized, the required actions are likely to focus on tightening/loosening of underwriting criteria, potential capital raises or loan distribution actions such as selling or participating loans. However, other action steps may be considered necessary depending upon the specific situation. As of March 31, 2025, none of the triggers exceeded our internal guidelines, and we have not recommended any additional changes to our underwriting standards because the Company considers the current standards to be adequate in addressing the risks to our CRE portfolio. Residential Real Estate Loans. We originate one to four family, residential mortgage loans generally secured by property located in our primary market areas. Approximately 58.6% and 34.6% of our residential mortgage loans consist of owner occupied 1-4 family properties and non-owner occupied 1-4 family properties (rental), respectively, as of March 31, 2025, with the remaining 6.8% relating to condominiums and mobile homes. Residential real estate loans generally have a loan-to-value ratio of up to 90%. These loans are underwritten by giving consideration to the borrower’s ability to pay, stability of employment or source of income, debt-to-income ratio, credit history and loan-to-value ratio. As of March 31, 2025, residential real estate loans totaled $2.52 billion, or 16.9%, of loans receivable, compared to $2.45 billion, or 16.6%, of loans receivable, as of December 31, 2024. Residential real estate loans originated in our Arkansas, Florida, Texas, Alabama, SPF and Centennial CFG markets were $564.1 million, $1.05 billion, $648.3 million, $39.9 million, zero and $224.4 million at March 31, 2025, respectively. Consumer Loans. Our consumer loans are composed of secured and unsecured loans originated by our bank, the primary portion of which consists of loans to finance United States Coast Guard registered high-end sail and power boats within our SPF division. The performance of consumer loans will be affected by the local and regional economies as well as the rates of personal bankruptcies, job loss, divorce and other individual-specific characteristics. As of March 31, 2025, consumer loans totaled $1.23 billion, or 8.2%, of loans receivable, compared to $1.23 billion, or 8.4%, of loans receivable, as of December 31, 2024. Consumer loans originated in our Arkansas, Florida, Texas, Alabama, SPF and Centennial CFG markets were $20.1 million, $6.6 million, $9.6 million, $450,000, $1.19 billion and zero at March 31, 2025, respectively. 71 Table of Contents Commercial and Industrial Loans. Commercial and industrial loans are made for a variety of business purposes, including working capital, inventory, equipment and capital expansion. The terms for commercial loans are generally one to seven years. Commercial loan applications must be supported by current financial information of the borrower and, where appropriate, by adequate collateral. Commercial loans are generally underwritten by addressing cash flow (debt service coverage), primary and secondary sources of repayment, the financial strength of the borrower as well as any guarantors, the borrower’s liquidity and leverage, management experience, ownership structure, economic conditions and industry specific trends and collateral. The loan to value ratio depends on the type of collateral. Generally, accounts receivable are financed at between 50% and 80% of accounts receivable less than 60 days past due. Inventory financing will range between 50% and 80% (with no work in process) depending on the borrower and nature of inventory. We require a first lien position for those loans. As of March 31, 2025, commercial and industrial loans totaled $2.05 billion, or 13.7%, of loans receivable, compared to $2.02 billion, or 13.7%, of loans receivable, as of December 31, 2024. Commercial and industrial loans originated in our Arkansas, Florida, Texas, Alabama, SPF and Centennial CFG markets were $489.7 million, $481.8 million, $814.2 million, $23.1 million, $159.6 million and $76.8 million at March 31, 2025, respectively. Non-Performing Assets We classify our problem loans into three categories: past due loans, special mention loans and classified loans (accruing and non-accruing). When management determines that a loan is no longer performing, and that collection of interest appears doubtful, the loan is placed on non-accrual status. Loans that are 90 days past due are placed on non-accrual status unless they are adequately secured and there is reasonable assurance of full collection of both principal and interest. Our management closely monitors all loans that are contractually 90 days past due, treated as “special mention” or otherwise classified or on non-accrual status. Purchased loans that have experienced more than insignificant credit deterioration since origination are PCD loans. An allowance for credit losses is determined using the same methodology as other loans. The Company develops separate PCD models for each loan segment with PCD loans not individually analyzed for credit losses. The sum of the loan’s purchase price and allowance for credit losses becomes its initial amortized cost basis. The difference between the initial amortized cost basis and the par value of the loan is a non-credit discount or premium, which is amortized into interest income over the life of the loan. Subsequent changes to the allowance for credit losses are recorded through the provision for credit losses. The Company held approximately $72.1 million and $76.3 million in PCD loans, as of March 31, 2025 and December 31, 2024, respectively. Table 11 sets forth information with respect to our non-performing assets as of March 31, 2025 and December 31, 2024. As of these dates, all non-performing restructured loans are included in non-accrual loans. Table 11: Non-performing Assets As of March 31, 2025 As of December 31, 2024 (Dollars in thousands) Non-accrual loans $ 86,383 $ 93,853 Loans past due 90 days or more (principal or interest payments) 3,264 5,034 Total non-performing loans 89,647 98,887 Other non-performing assets Foreclosed assets held for sale, net 39,680 43,407 Other non-performing assets 63 63 Total other non-performing assets 39,743 43,470 Total non-performing assets $ 129,390 $ 142,357 Allowance for credit losses to non-accrual loans 324.07 % 293.95 % Allowance for credit losses to non-performing loans 312.27 278.99 Non-accrual loans to total loans 0.58 0.64 Non-performing loans to total loans 0.60 0.67 Non-performing assets to total assets 0.56 0.63 72 Table of Contents Our non-performing loans are comprised of non-accrual loans and accruing loans that are contractually past due 90 days. Our bank subsidiary recognizes income principally on the accrual basis of accounting. When loans are classified as non-accrual, the accrued interest is charged off and no further interest is accrued, unless the credit characteristics of the loan improve. If a loan is determined by management to be uncollectible, the portion of the loan determined to be uncollectible is then charged to the allowance for credit losses. Our non-performing loans were $89.6 million, or 0.60% of total loans as of March 31, 2025, compared to $98.9 million, or 0.67% of total loans, as of December 31, 2024. The allowance for credit losses as a percentage of non-performing loans increased to 312.27% as of March 31, 2025, from 278.99% as of December 31, 2024. As of March 31, 2025, our non-performing assets decreased to $129.4 million, or 0.56% of total assets, from $142.4 million, or 0.63% of total assets, as of December 31, 2024. Table 12 below shows the non-performing loans and non-performing assets by region as of March 31, 2025 and December 31, 2024: Table 12: Non-performing Assets By Region As of March 31, 2024 (in thousands) Arkansas Florida Texas Alabama Shore Premier Finance Centennial CFG Total Non-accrual loans $ 15,214 $ 39,108 $ 23,694 $ 157 $ 5,444 $ 2,766 $ 86,383 Loans 90+ days past due — — 3,264 — — — 3,264 Total non-performing loans $ 15,214 $ 39,108 $ 26,958 $ 157 $ 5,444 $ 2,766 $ 89,647 Foreclosed assets held for sale 1,052 451 15,357 — — 22,820 39,680 Other non-performing assets — — 63 — — — 63 Total other non-performing assets $ 1,052 $ 451 $ 15,420 $ — $ — $ 22,820 $ 39,743 Total non-performing assets $ 16,266 $ 39,559 $ 42,378 $ 157 $ 5,444 $ 25,586 $ 129,390 As of December 31, 2024 (in thousands) Arkansas Florida Texas Alabama Shore Premier Finance Centennial CFG Total Non-accrual loans $ 18,448 $ 38,778 $ 23,494 $ 206 $ 5,537 $ 7,390 $ 93,853 Loans 90+ days past due 538 362 4,134 — — — 5,034 Total non-performing loans $ 18,986 $ 39,140 $ 27,628 $ 206 $ 5,537 $ 7,390 $ 98,887 Foreclosed assets held for sale 757 5,951 13,924 — — 22,775 43,407 Other non-performing assets — — 63 — — — 63 Total other non-performing assets $ 757 $ 5,951 $ 13,987 $ — $ — $ 22,775 $ 43,470 Total non-performing assets $ 19,743 $ 45,091 $ 41,615 $ 206 $ 5,537 $ 30,165 $ 142,357 The $2.8 million balance of non-accrual loans for our Centennial CFG Capital Markets Group consists of two loans that are assessed for credit risk by the Federal Reserve under the Shared National Credit Program. The loans are not current on either principal or interest, and we have reversed any interest that had accrued subsequent to the non-accrual date designated by the Federal Reserve. Any interest payments that are received will be applied to the principal balance. In addition, the $22.8 million balance of foreclosed assets held for sale for our Centennial CFG Property Finance Group consists of an office building located in California. This represents the largest component of the Company's $39.7 million in foreclosed assets held for sale. 73 Table of Contents Debt restructuring generally occurs when a borrower is experiencing, or is expected to experience, financial difficulties in the near term. As a result, we will work with the borrower to prevent further difficulties, and ultimately to improve the likelihood of recovery on the loan. In those circumstances it may be beneficial to restructure the terms of a loan and work with the borrower for the benefit of both parties, versus forcing the property into foreclosure and having to dispose of it in potentially an unfavorable and depressed real estate market. When we have modified the terms of a loan, we usually either reduce the monthly payment and/or interest rate for generally about three to twelve months. For our restructured loans that accrue interest at the time the loan is restructured, it would be a rare exception to have charged-off any portion of the loan. A loan modification that might not otherwise be considered may be granted. These loans can involve loans remaining on non-accrual, moving to non-accrual, or continuing on an accrual status, depending on the individual facts and circumstances of the borrower. Generally, a non-accrual loan that is restructured remains on non-accrual for a period of three months to demonstrate that the borrower can meet the restructured terms. However, performance prior to the restructuring, or significant events that coincide with the restructuring, are considered in assessing whether the borrower can pay under the new terms and may result in the loan being returned to an accrual status after a shorter performance period. If the borrower’s ability to meet the revised payment schedule is not reasonably assured, the loan will remain in a non-accrual status. As of March 31, 2025, we had $104.7 million of restructured loans that are in compliance with the modified terms and are not reported as past due or non-accrual, and we had $17.5 million of restructured loans that are not in compliance with the modified terms and are reported as non-accrual. Of the $104.7 million of restructured loans that are in compliance with the modified terms, our Arkansas market contained $1.8 million, our Florida market contained $1.2 million, our Texas market contained $96.4 million, our SPF region contained $3.0 million and our New York region contained $2.3 million of these restructured loans. Of the $17.5 million of restructured loans not in compliance with the modified terms, our Arkansas market contained $1.3 million, our Florida market contained $16.0 million and our Texas market contained $168,000. The Company closely monitors the performance of the loans that are modified to borrowers experiencing financial difficulty to understand the effectiveness of its modification efforts. The Company has modified 16 loans over the past 12 months to borrowers experiencing financial difficulty. The pre-modification balance of the loans was $112.3 million, and the ending balance as of March 31, 2025 was $100.2 million. The $100.2 million balance consists of $1.2 million of non-accrual loans and $99.0 million of current loans, of which all were current as of March 31, 2025. Three of the modified loans pertained to one borrower relationship and accounted for $95.0 million of the total post-modification outstanding balance. These loans were modified during the year ended December 31, 2024. The modification involved three new loans being underwritten resulting in the interest rate decreasing by 12 basis points and one of the loans in the relationship being charged-off. The charged-off amount was $26.1 million, and the charge-off was recorded during 2024. Six of the $122.2 million in restructured loans held by the Company were considered to be collateral dependent as of March 31, 2025. The outstanding balance of these loans was $113.3 million, and the specific reserve was $4.2 million. The Company had $241.1 million and $268.0 million in impaired loans (which includes loans individually analyzed for credit losses for which a specific reserve has been recorded, non-accrual loans, loans past due 90 days or more and restructured loans made to borrowers experiencing financial difficulty) for the periods ended March 31, 2025 and December 31, 2024, respectively. As of March 31, 2025, our Arkansas, Florida, Texas, Alabama, SPF and Centennial CFG markets accounted for approximately $20.8 million, $48.3 million, $153.3 million, $157,000, $13.4 million and $5.1 million of the impaired loans, respectively. The amortized cost balance for loans with a specific allocation decreased from $92.7 million to $78.8 million, and the specific allocation for impaired loans decreased by approximately $3.9 million at March 31, 2025 compared to December 31, 2024. Total foreclosed assets held for sale were $39.7 million as of March 31, 2025, compared to $43.4 million as of December 31, 2024, for a decrease of $3.7 million. The foreclosed assets held for sale as of March 31, 2025 are comprised of $1.1 million located in Arkansas, $451,000 located in Florida, $15.4 million located in Texas, zero in Alabama, zero in SPF and $22.8 million in Centennial CFG. The majority of the foreclosed assets held for sale is comprised of two properties. The first is an office building located in Santa Monica, California with a carrying value of $22.8 million. The second is an apartment complex which is under construction in Gunter, Texas with a carrying value of $13.1 million. These two properties account for $35.9 million of the balance of foreclosed assets held for sale at March 31, 2025. During the first quarter of 2025, the Company sold an office building located in Miami, Florida, which had a carrying value of $5.5 million. The Company recognized a loss of $407,000 on the sale. 74 Table of Contents Table 13 shows the summary of foreclosed assets held for sale as of March 31, 2025 and December 31, 2024. Table 13: Foreclosed Assets Held For Sale As of March 31, 2025 As of December 31, 2024 (In thousands) Commercial real estate loans Non-farm/non-residential $ 23,417 $ 28,392 Construction/land development 14,909 13,391 Residential real estate loans Residential 1-4 family 1,354 1,624 Total foreclosed assets held for sale $ 39,680 $ 43,407 Past Due and Non-Accrual Loans Table 14 shows the summary of non-accrual loans as of March 31, 2025 and December 31, 2024: Table 14: Total Non-Accrual Loans As of March 31, 2025 As of December 31, 2024 (In thousands) Real estate: Commercial real estate loans Non-farm/non-residential $ 32,953 $ 35,868 Construction/land development 2,061 3,702 Agricultural 538 559 Residential real estate loans Residential 1-4 family 23,510 22,539 Total real estate 72,137 75,751 Consumer 6,014 6,178 Commercial and industrial 7,619 10,931 Agricultural & other 613 993 Total non-accrual loans $ 86,383 $ 93,853 If non-accrual loans had been accruing interest in accordance with the original terms of their respective agreements, interest income of approximately $1.7 million and $1.4 million, respectively, would have been recorded for the three-month periods ended March 31, 2025 and 2024. The interest income recognized on non-accrual loans for the three months ended March 31, 2025 and 2024 was considered immaterial. 75 Table of Contents Table 15 shows the summary of accruing past due loans 90 days or more as of March 31, 2025 and December 31, 2024: Table 15: Loans Accruing Past Due 90 Days or More As of March 31, 2025 As of December 31, 2024 (In thousands) Real estate: Commercial real estate loans Non-farm/non-residential $ 226 $ 304 Construction/land development — 600 Residential real estate loans Residential 1-4 family 306 1,835 Total real estate 532 2,739 Consumer 11 32 Commercial and industrial 2,380 2,263 Agricultural & Other 341 — Total loans accruing past due 90 days or more $ 3,264 $ 5,034 Our ratio of total loans accruing past due 90 days or more and non-accrual loans to total loans was 0.60% and 0.67% at March 31, 2025 and December 31, 2024, respectively. Allowance for Credit Losses Overview. The allowance for credit losses on loans receivable increased from $275.9 million as of December 31, 2024 to $279.9 million as of March 31, 2025. The specific reserve for loans individually analyzed for credit losses was $19.9 million on $187.7 million of individually analyzed loans as of March 31, 2025, compared to a specific reserve of $23.8 million on $209.8 million of individually analyzed loans as of December 31, 2024. The allowance for credit losses as a percentage of loans was 1.87% at both March 31, 2025 and December 31, 2024. Loans Collectively Evaluated for Credit Loss. Loans receivable collectively evaluated for credit loss increased by approximately $209.7 million from $14.55 billion at December 31, 2024 to $14.76 billion at March 31, 2025. The percentage of the allowance for credit losses allocated to loans receivable collectively evaluated for credit loss to the total loans collectively evaluated for credit loss was 1.76% and 1.73% at March 31, 2025 and December 31, 2024, respectively. Charge-offs and Recoveries. For the three months ended March 31, 2025, total charge-offs were $3.5 million and total recoveries were $7.5 million, for a net recovery position of $4.1 million. For the three months ended March 31, 2024, total charge-offs were $4.0 million and total recoveries were $538,000, for a net charge-off position of $3.4 million. Table 16 below shows charge-off and recovery detail by region for the three months ended March 31, 2025 and 2024. Table 16: Charge-Off and Recovery Detail By Region For the Three Months Ended March 31, 2025 (in thousands) Arkansas Florida Texas Alabama Shore Premier Finance Centennial CFG Total Charge-offs $ 474 $ 2,479 $ 444 $ 8 $ 53 $ — $ 3,458 Recoveries (228) (117) (6,514) (2) (3) (658) (7,522) Net (recoveries) charge-offs $ 246 $ 2,362 $ (6,070) $ 6 $ 50 $ (658) $ (4,064) 76 Table of Contents For the Three Months Ended March 31, 2024 (in thousands) Arkansas Florida Texas Alabama Shore Premier Finance Centennial CFG Total Charge-offs $ 1,720 $ 493 $ 1,667 $ 18 $ 80 $ — $ 3,978 Recoveries (271) (103) (158) (4) (2) — (538) Net charge-offs $ 1,449 $ 390 $ 1,509 $ 14 $ 78 $ — $ 3,440 We have not charged off an amount less than what was determined to be the fair value of the collateral as presented in the appraisal, less estimated costs to sell (for collateral dependent loans), for any period presented. Loans partially charged-off are placed on non-accrual status until it is proven that the borrower's repayment ability with respect to the remaining principal balance can be reasonably assured. This is usually established over a period of 6-12 months of timely payment performance. Table 17 shows the allowance for credit losses, charge-offs and recoveries as of and for the three months ended March 31, 2025 and 2024. Table 17: Analysis of Allowance for Credit Losses Three Months Ended March 31, 2025 2024 (Dollars in thousands) Balance, beginning of period $ 275,880 $ 288,234 Loans charged off Real estate: Commercial real estate loans: Non-farm/non-residential 2,300 1,102 Construction/land development — 1 Residential real estate loans: Residential 1-4 family 75 159 Total real estate 2,375 1,262 Consumer 230 198 Commercial and industrial 161 1,746 Other 692 772 Total loans charged off 3,458 3,978 Recoveries of loans previously charged off Real estate: Commercial real estate loans: Non-farm/non-residential 6,160 20 Construction/land development 125 7 Residential real estate loans: Residential 1-4 family 51 19 Total real estate 6,336 46 Consumer 19 39 Commercial and industrial 958 101 Other 209 352 Total recoveries 7,522 538 Net loans (recovered) charged off (4,064) 3,440 Provision for credit loss — 5,500 Ending balance $ 279,944 $ 290,294 Net (recoveries) charge-offs to average loans receivable (0.11) % 0.10 % Allowance for credit losses to total loans 1.87 2.00 Allowance for credit losses to net (recoveries) charge-offs (1,698.51) 2,098.17 77 Table of Contents Table 18 presents the allocation of allowance for credit losses as of March 31, 2025 and December 31, 2024. Table 18: Allocation of Allowance for Credit Losses As of March 31, 2025 As of December 31, 2024 Allowance Amount % of loans (1) Allowance Amount % of loans (1) (Dollars in thousands) Real estate: Commercial real estate loans: Non-farm/non- residential $ 83,244 37.4 % $ 88,141 36.7 % Construction/land development 48,176 18.3 52,271 18.5 Agricultural residential real estate loans 3,041 2.2 3,174 2.3 Residential real estate loans: Residential 1-4 family 41,426 13.0 40,347 13.2 Multifamily residential 11,982 3.9 10,488 3.4 Total real estate 187,869 74.8 194,421 74.1 Consumer 27,960 8.2 27,589 8.4 Commercial and industrial 58,801 13.7 48,330 13.7 Agricultural 1,321 2.1 1,291 2.5 Other 3,993 1.2 4,249 1.3 Total $ 279,944 100.0 % $ 275,880 100.0 % (1) Percentage of loans in each category to total loans receivable. During the three months ended March 31, 2025, the Company reduced the level of the hurricane reserve from $33.4 million to $6.0 million as the majority of deferred loans returned to regular payment during the first quarter of 2025. The reduction in the hurricane reserve and the increase in the economic uncertainty related qualitative factor drove the significant changes in reserve levels between commercial real estate and commercial & industrial loans. Investment Securities Our securities portfolio is the second largest component of earning assets and provides a significant source of revenue. Securities within the portfolio are classified as held-to-maturity, available-for-sale, or trading based on the intent and objective of the investment and the ability to hold to maturity. Fair values of securities are based on quoted market prices where available. If quoted market prices are not available, estimated fair values are based on quoted market prices of comparable securities. The estimated effective duration of our securities portfolio was 5.1 years as of March 31, 2025. Securities held-to-maturity, which include any security for which we have the positive intent and ability to hold until maturity, are reported at historical cost adjusted for amortization of premiums and accretion of discounts. Premiums and discounts are amortized/accreted to the call date to interest income using the constant effective yield method over the estimated life of the security. We had $1.27 billion and $1.28 billion of held-to-maturity securities at March 31, 2025 and December 31, 2024, respectively. The detail of the held-to-maturity portfolio by carrying amount and percentage of the portfolio at March 31, 2025 and December 31, 2024 can be seen below. Table 19: Held to Maturity Securities March 31, 2025 December 31, 2024 Net Carrying Amount Percentage of Total Net Carrying Amount Percentage of Total (In Thousands) (In Thousands) U.S. government-sponsored enterprises $ 43,629 3.4 % $ 43,560 3.4 % U.S. government-sponsored mortgage-backed securities 122,617 9.7 % 124,169 9.8 % State and political subdivisions 1,103,650 86.9 % 1,107,475 86.8 % Total $ 1,269,896 100.0 % $ 1,275,204 100.0 % 78 Table of Contents Securities available-for-sale are reported at fair value with unrealized holding gains and losses reported as a separate component of stockholders’ equity as other comprehensive (loss) income. Securities that may be sold in response to interest rate changes, changes in prepayment risk, the need to increase regulatory capital, and other similar factors are classified as available-for-sale. Available-for-sale securities were $3.00 billion and $3.07 billion as March 31, 2025 and December 31, 2024, respectively. The detail of the available-for-sale portfolio by estimated fair value and percentage of the portfolio at March 31, 2025 and December 31, 2024 can be seen below. Table 20: Available for Sale Securities March 31, 2025 December 31, 2024 Estimated Fair Value Percentage of Total Estimated Fair Value Percentage of Total (In Thousands) (In Thousands) U.S. government-sponsored enterprises $ 273,656 9.1 % $ 284,790 9.3 % U.S. government-sponsored mortgage-backed securities 1,298,558 43.3 % 1,324,684 43.1 % Private mortgage-backed securities 171,337 5.7 % 171,394 5.6 % Non-government-sponsored asset backed securities 200,431 6.7 % 225,648 7.3 % State and political subdivisions 860,054 28.6 % 870,361 28.3 % Other securities 199,284 6.6 % 195,762 6.4 % Total $ 3,003,320 100.0 % $ 3,072,639 100.0 % During the three months ended March 31, 2025, the Company determined the $2.2 million allowance for credit losses on the available-for-sale portfolio and the $2.0 million allowance for credit losses on the held-to-maturity portfolio was adequate. Therefore, no additional provision was considered necessary. See Note 2 to the Condensed Notes to Consolidated Financial Statements for the carrying value and fair value of investment securities. Deposits Our deposits averaged $17.19 billion and $16.74 billion for the three months ended March 31, 2025 and March 31, 2024, respectively. Total deposits were $17.54 billion as of March 31, 2025, and $17.15 billion as of December 31, 2024. Deposits are our primary source of funds. We offer a variety of products designed to attract and retain deposit customers. Those products consist of checking accounts, regular savings deposits, NOW accounts, money market accounts and certificates of deposit. Deposits are gathered from individuals, partnerships and corporations in our market areas. In addition, we obtain deposits from state and local entities and, to a lesser extent, U.S. Government and other depository institutions. Our policy also permits the acceptance of brokered deposits. From time to time, when appropriate in order to fund strong loan demand, we accept brokered time deposits, generally in denominations of less than $250,000, from a regional brokerage firm, and other national brokerage networks. We also participate in the One-Way Buy Insured Cash Sweep (“ICS”) service and similar services, which provide for one-way buy transactions among banks for the purpose of purchasing cost-effective floating-rate funding without collateralization or stock purchase requirements. Management believes these sources represent a reliable and cost-efficient alternative funding source for the Company. However, to the extent that our condition or reputation deteriorates, or to the extent that there are significant changes in market interest rates which we do not elect to match, we may experience an outflow of brokered deposits. In that event we would be required to obtain alternate sources for funding. Table 21 reflects the classification of the brokered deposits as of March 31, 2025 and December 31, 2024. Table 21: Brokered Deposits March 31, 2025 December 31, 2024 (In thousands) Insured Cash Sweep and Other Transaction Accounts $ 444,223 $ 448,442 Total Brokered Deposits $ 444,223 $ 448,442 79 Table of Contents The interest rates paid are competitively priced for each particular deposit product and structured to meet our funding requirements. We will continue to manage interest expense through deposit pricing. We may allow higher rate deposits to run off during periods of limited loan demand. We believe that additional funds can be attracted, and deposit growth can be realized through deposit pricing if we experience increased loan demand or other liquidity needs. The Federal Reserve Board sets various benchmark rates, including the Federal Funds rate, and thereby influences the general market rates of interest, including the deposit and loan rates offered by financial institutions. The Federal Reserve reduced the target rate three times during 2024. First, on September 18, 2024, the target rate was reduced to 4.75% to 5.00%, second, on November 7, 2024, the target rate was reduced to 4.50% to 4.75% and third, on December 18, 2024, the target rate was reduced to 4.25% to 4.50%. As of March 31, 2025, the Federal Reserve has not changed the rates during 2025. Table 22 reflects the classification of the average deposits and the average rate paid on each deposit category, which are in excess of 10 percent of average total deposits, for the three months ended March 31, 2025 and 2024. Table 22: Average Deposit Balances and Rates Three Months Ended March 31, 2025 2024 Average Amount Average Rate Paid Average Amount Average Rate Paid (Dollars in thousands) Non-interest-bearing transaction accounts $ 3,980,944 — % $ 4,017,659 — % Interest-bearing transaction accounts 10,309,860 2.67 9,886,083 2.98 Savings deposits 1,092,828 0.71 1,152,827 0.85 Time deposits: $100,000 or more 1,214,785 4.03 1,106,311 4.23 Other time deposits 586,718 3.48 578,882 3.69 Total $ 17,185,135 2.05 % $ 16,741,762 2.22 % Securities Sold Under Agreements to Repurchase We enter into short-term purchases of securities under agreements to resell (resale agreements) and sales of securities under agreements to repurchase (repurchase agreements) of substantially identical securities. The amounts advanced under resale agreements and the amounts borrowed under repurchase agreements are carried on the balance sheet at the amount advanced. Interest incurred on repurchase agreements is reported as interest expense. Securities sold under agreements to repurchase decreased $949,000, or 0.6%, from $162.4 million as of December 31, 2024 to $161.4 million as of March 31, 2025. FHLB and Other Borrowed Funds The Company’s FHLB borrowed funds, which are secured by our loan portfolio, were $600.0 million at both March 31, 2025 and December 31, 2024. At both March 31, 2025 and December 31, 2024, $100.0 million and $500.0 million of the outstanding balances were classified as short-term and long-term advances, respectively. The FHLB advances mature from 2025 to 2037 with fixed interest rates ranging from 3.37% to 4.84%. Expected maturities could differ from contractual maturities because FHLB may have the right to call, or the Company may have the right to prepay certain obligations. Other borrowed funds were $500,000 as of March 31, 2025 and were classified as short-term advances. The Company had $750,000 in other borrowed funds as of December 31, 2024. Additionally, the Company had $1.33 billion and $1.22 billion at March 31, 2025 and December 31, 2024, respectively, in letters of credit under a FHLB blanket borrowing line of credit, which are used to collateralize public deposits. 80 Table of Contents Subordinated Debentures Subordinated debentures were $439.1 million and $439.2 million as of March 31, 2025 and December 31, 2024, respectively. On April 1, 2022, the Company acquired $140.0 million in aggregate principal amount of 5.500% Fixed-to-Floating Rate Subordinated Notes due 2030 (the “2030 Notes”) from Happy, and the Company recorded approximately $144.4 million which included fair value adjustments. The 2030 Notes are unsecured, subordinated debt obligations of the Company and will mature on July 31, 2030. From and including the date of issuance to, but excluding July 31, 2025 or the date of earlier redemption, the 2030 Notes will bear interest at an initial rate of 5.50% per annum, payable in arrears on January 31 and July 31 of each year. From and including July 31, 2025 to, but excluding, the maturity date or earlier redemption, the 2030 Notes will bear interest at a floating rate equal to the Benchmark rate (which is expected to be 3-month Secured Overnight Funding Rate ("SOFR")), each as defined in and subject to the provisions of the applicable supplemental indenture for the 2030 Notes, plus 5.345%, payable quarterly in arrears on January 31, April 30, July 31, and October 31 of each year, commencing on October 31, 2025. The Company may, beginning with the interest payment date of July 31, 2025, and on any interest payment date thereafter, redeem the 2030 Notes, in whole or in part, subject to prior approval of the Federal Reserve if then required, at a redemption price equal to 100% of the principal amount of the 2030 Notes to be redeemed plus accrued and unpaid interest to but excluding the date of redemption. The Company may also redeem the 2030 Notes at any time, including prior to July 31, 2025, at the Company’s option, in whole but not in part, subject to prior approval of the Federal Reserve if then required, if certain events occur that could impact the Company’s ability to deduct interest payable on the 2030 Notes for U.S. federal income tax purposes or preclude the 2030 Notes from being recognized as Tier 2 capital for regulatory capital purposes, or if the Company is required to register as an investment company under the Investment Company Act of 1940, as amended. In each case, the redemption would be at a redemption price equal to 100% of the principal amount of the 2030 Notes plus any accrued and unpaid interest to, but excluding, the redemption date. On January 18, 2022, the Company completed an underwritten public offering of $300.0 million in aggregate principal amount of its 3.125% Fixed-to-Floating Rate Subordinated Notes due 2032 (the “2032 Notes”) for net proceeds, after underwriting discounts and issuance costs, of approximately $296.4 million. The 2032 Notes are unsecured, subordinated debt obligations of the Company and will mature on January 30, 2032. From and including the date of issuance to, but excluding January 30, 2027 or the date of earlier redemption, the 2032 Notes will bear interest at an initial rate of 3.125% per annum, payable in arrears on January 30 and July 30 of each year. From and including January 30, 2027 to, but excluding the maturity date or earlier redemption, the 2032 Notes will bear interest at a floating rate equal to the Benchmark rate (which is expected to be Three-Month Term SOFR), each as defined in and subject to the provisions of the applicable supplemental indenture for the 2032 Notes, plus 182 basis points, payable quarterly in arrears on January 30, April 30, July 30, and October 30 of each year, commencing on April 30, 2027. The Company may, beginning with the interest payment date of January 30, 2027, and on any interest payment date thereafter, redeem the 2032 Notes, in whole or in part, subject to prior approval of the Federal Reserve if then required, at a redemption price equal to 100% of the principal amount of the 2032 Notes to be redeemed plus accrued and unpaid interest to but excluding the date of redemption. The Company may also redeem the 2032 Notes at any time, including prior to January 30, 2027, at the Company’s option, in whole but not in part, subject to prior approval of the Federal Reserve if then required, if certain events occur that could impact the Company’s ability to deduct interest payable on the 2032 Notes for U.S. federal income tax purposes or preclude the 2032 Notes from being recognized as Tier 2 capital for regulatory capital purposes, or if the Company is required to register as an investment company under the Investment Company Act of 1940, as amended. In each case, the redemption would be at a redemption price equal to 100% of the principal amount of the 2032 Notes plus any accrued and unpaid interest to, but excluding, the redemption date. Stockholders’ Equity Stockholders’ equity increased $81.5 million to $4.04 billion as of March 31, 2025, compared to $3.96 billion as of December 31, 2024. The $81.5 million increase in stockholders’ equity is primarily associated with the $115.2 million in net income and the $31.6 million in other comprehensive income for the three months ended March 31, 2025, which was partially offset by the $38.8 million of shareholder dividends paid and stock repurchases of $29.7 million in 2025. As of March 31, 2025 and December 31, 2024, our equity to asset ratio was 17.58% and 17.61%, respectively. Book value per share was $20.40 as of March 31, 2025, compared to $19.92 as of December 31, 2024, a 9.8% annualized increase. Common Stock Cash Dividends. We declared cash dividends on our common stock of $0.195 and $0.18 per share for the three months ended March 31, 2025 and 2024, respectively. The common stock dividend payout ratio for the three months ended March 31, 2025 and 2024 was 33.64% and 36.19%, respectively. On April 17, 2025, the Board of Directors declared a regular $0.20 per share quarterly cash dividend payable June 4, 2025, to shareholders of record May 14, 2025. 81 Table of Contents Stock Repurchase Program. During the first three months of 2025, the Company repurchased a total of 1,000,000 shares with a weighted-average stock price of $29.67 per share. Shares repurchased under the program as of March 31, 2025 since its inception total 27,507,507 shares. The remaining balance available for repurchase was 19,000,000 shares at March 31, 2025. Liquidity and Capital Adequacy Requirements Risk-Based Capital. We, as well as our bank subsidiary, are subject to various regulatory capital requirements administered by the federal banking agencies. Failure to meet minimum capital requirements can initiate certain mandatory and other discretionary actions by regulators that, if enforced, could have a direct material effect on our financial statements. Under capital adequacy guidelines and the regulatory framework for prompt corrective action, we must meet specific capital guidelines that involve quantitative measures of our assets, liabilities and certain off-balance-sheet items as calculated under regulatory accounting practices. Our capital amounts and classifications are also subject to qualitative judgments by the regulators as to components, risk weightings and other factors. In July 2013, the Federal Reserve Board and the other federal bank regulatory agencies issued a final rule to revise their risk-based and leverage capital requirements and their method for calculating risk-weighted assets to make them consistent with the agreements that were reached by the Basel Committee on Banking Supervision in “Basel III: A Global Regulatory Framework for More Resilient Banks and Banking Systems” and certain provisions of the Dodd-Frank Act (“Basel III”). Basel III applies to all depository institutions, bank holding companies with total consolidated assets of $500 million or more, and savings and loan holding companies. Basel III became effective for the Company and its bank subsidiary on January 1, 2015. Basel III limits a banking organization’s capital distributions and certain discretionary bonus payments if the banking organization does not hold a “capital conservation buffer” of 2.5% of common equity Tier 1 capital to risk-weighted assets, which is in addition to the amount necessary to meet its minimum risk-based capital requirements. Basel III amended the prompt corrective action rules to incorporate a common equity Tier 1 ("CET1") capital requirement and to raise the capital requirements for certain capital categories. In order to be adequately capitalized for purposes of the prompt corrective action rules, a banking organization is required to have at least a 4.5% CET1 risk-based capital ratio, a 4% Tier 1 leverage ratio, a 6% Tier 1 risk-based capital ratio and an 8% total risk-based capital ratio. Quantitative measures established by regulation to ensure capital adequacy require us to maintain minimum amounts and ratios (set forth in the table below) of total and Tier 1 capital to risk-weighted assets, and of Tier 1 capital to average assets. Management believes that, as of March 31, 2025 and December 31, 2024, we met all regulatory capital adequacy requirements to which we were subject. On December 21, 2018, the federal banking agencies issued a joint final rule to revise their regulatory capital rules to permit bank holding companies and banks to phase-in, for regulatory capital purposes, the day-one impact of the new CECL accounting rule on retained earnings over a period of three years. As part of its response to the impact of COVID-19, on March 27, 2020, the federal banking regulatory agencies issued an interim final rule that provided the option to temporarily delay certain effects of CECL on regulatory capital for two years, followed by a three-year transition period. The interim final rule allows bank holding companies and banks to delay for two years 100% of the day-one impact of adopting CECL and 25% of the cumulative change in the reported allowance for credit losses since adopting CECL. The Company elected to adopt the interim final rule, which is reflected in the risk-based capital ratios presented below as of December 31, 2024. The risk-based capital ratios presented below as of March 31, 2025 do not include a transitional period adjustment as the transition period has ended. 82 Table of Contents Table 23 presents our risk-based capital ratios on a consolidated basis as of March 31, 2025 and December 31, 2024. Table 23: Risk-Based Capital As of March 31, 2025 As of December 31, 2024 (Dollars in thousands) Tier 1 capital Stockholders’ equity $ 4,042,555 $ 3,961,025 ASC 326 transitional period adjustment — 8,123 Goodwill and core deposit intangibles, net (1,436,093) (1,438,140) Unrealized loss on available-for-sale securities 224,540 256,108 Total common equity Tier 1 capital 2,831,002 2,787,116 Total Tier 1 capital 2,831,002 2,787,116 Tier 2 capital Allowance for credit losses 279,944 275,880 ASC 326 transitional period adjustment — (8,123) Disallowed allowance for credit losses (limited to 1.25% of risk weighted assets) (49,409) (36,105) Qualifying allowance for credit losses 230,535 231,652 Qualifying subordinated notes 439,102 439,246 Total Tier 2 capital 669,637 670,898 Total risk-based capital $ 3,500,639 $ 3,458,014 Average total assets for leverage ratio $ 21,359,205 $ 21,365,045 Risk weighted assets $ 18,353,303 $ 18,447,826 Ratios at end of period Common equity Tier 1 capital 15.43 % 15.11 % Leverage ratio 13.25 13.05 Tier 1 risk-based capital 15.43 15.11 Total risk-based capital 19.07 18.74 Minimum guidelines – Basel III Common equity Tier 1 capital 7.00 % 7.00 % Leverage ratio 4.00 4.00 Tier 1 risk-based capital 8.50 8.50 Total risk-based capital 10.50 10.50 Well-capitalized guidelines Common equity Tier 1 capital 6.50 % 6.50 % Leverage ratio 5.00 5.00 Tier 1 risk-based capital 8.00 8.00 Total risk-based capital 10.00 10.00 As of the most recent notification from regulatory agencies, our bank subsidiary was “well-capitalized” under the regulatory framework for prompt corrective action. To be categorized as “well-capitalized,” we, as well as our banking subsidiary, must maintain minimum CET1 capital, leverage, Tier 1 risk-based capital, and total risk-based capital ratios as set forth in the table. There are no conditions or events since that notification that we believe have changed the bank subsidiary’s category. Non-GAAP Financial Measurements Our accounting and reporting policies conform to generally accepted accounting principles in the United States (“GAAP”) and the prevailing practices in the banking industry. However, this report contains financial information determined by methods other than in accordance with GAAP, including earnings, as adjusted; diluted earnings per common share, as adjusted; tangible book value per share; return on average assets, excluding intangible amortization; return on average assets, as adjusted; return on average common equity, as adjusted; return on average tangible equity, excluding intangible amortization; return on average tangible equity, as adjusted; tangible equity to tangible assets; and efficiency ratio, as adjusted. 83 Table of Contents We believe these non-GAAP measures and ratios, when taken together with the corresponding GAAP measures and ratios, provide meaningful supplemental information regarding our performance. We believe investors benefit from referring to these non-GAAP measures and ratios in assessing our operating results and related trends, and when planning and forecasting future periods. However, these non-GAAP measures and ratios should be considered in addition to, and not as a substitute for or preferable to, ratios prepared in accordance with GAAP. The tables below present non-GAAP reconciliations of earnings, as adjusted, and diluted earnings per share, as adjusted, as well as the non-GAAP computations of tangible book value per share; return on average assets, excluding intangible amortization; return on average assets, as adjusted; return on average common equity, as adjusted; return on average tangible equity excluding intangible amortization; return on average tangible equity, as adjusted; tangible equity to tangible assets; and efficiency ratio, as adjusted. The items used in these calculations are included in financial results presented in accordance with GAAP. Earnings, as adjusted, and diluted earnings per common share, as adjusted, are meaningful non-GAAP financial measures for management, as they exclude certain items such as merger expenses and/or certain gains and losses. Management believes the exclusion of these items in expressing earnings provides a meaningful foundation for period-to-period and company-to-company comparisons, which management believes will aid both investors and analysts in analyzing our financial measures and predicting future performance. These non-GAAP financial measures are also used by management to assess the performance of our business, because management does not consider these items to be relevant to ongoing financial performance. In Table 24 below, we have provided a reconciliation of the non-GAAP calculation of the financial measure for the periods indicated. Table 24: Earnings, As Adjusted Three Months Ended March 31, 2025 2024 (Dollars in thousands) GAAP net income available to common shareholders (A) $ 115,209 $ 100,109 Pre-tax adjustments: Fair value adjustment for marketable securities (442) (1,003) Special income from equity investment (3,891) — BOLI death benefits — (162) Total pre-tax adjustments (4,333) (1,165) Tax-effect of adjustments (1) (1,059) (251) Total adjustments after-tax (B) (3,274) (914) Earnings, as adjusted (C) $ 111,935 $ 99,195 Average diluted shares outstanding (D) 198,852 201,390 GAAP diluted earnings per share: A/D $ 0.58 $ 0.50 Adjustments after-tax: B/D (0.02) (0.01) Diluted earnings per common share excluding adjustments: C/D $ 0.56 $ 0.49 (1) Blended statutory rate of 24.433% for 2025 and 24.989% for 2024. 84 Table of Contents We had $1.44 billion total goodwill and core deposit intangibles as of March 31, 2025, December 31, 2024 and March 31, 2024. Because of our level of intangible assets and related amortization expenses, management believes tangible book value per share, return on average assets excluding intangible amortization, return on average tangible equity, return on average tangible equity excluding intangible amortization, and tangible equity to tangible assets are useful in evaluating our company. Management also believes return on average assets, as adjusted, return on average equity, as adjusted, and return on average tangible equity, as adjusted, are meaningful non-GAAP financial measures, as they exclude items such as certain non-interest income and expenses that management believes are not indicative of our primary business operating results. These calculations, which are similar to the GAAP calculations of book value per share, return on average assets, return on average equity, and equity to assets, are presented in Tables 25 through 28, respectively. Table 25: Tangible Book Value Per Share As of March 31, 2025 As of December 31, 2024 (In thousands, except per share data) Book value per share: A/B $ 20.40 $ 19.92 Tangible book value per share: (A-C-D)/B 13.15 12.68 (A) Total equity $ 4,042,555 $ 3,961,025 (B) Shares outstanding 198,206 198,882 (C) Goodwill 1,398,253 1,398,253 (D) Core deposit intangibles 38,280 40,327 Table 26: Return on Average Assets, As Adjusted Three Months Ended March 31, 2025 2024 (Dollars in thousands) Return on average assets: A/D 2.07 % 1.78 % Return on average assets, as adjusted: (A+C)/D 2.01 1.76 Return on average assets excluding intangible amortization: B/(D-E) 2.24 1.93 (A) Net income $ 115,209 $ 100,109 Intangible amortization after-tax 1,547 1,605 (B) Earnings excluding intangible amortization $ 116,756 $ 101,714 (C) Adjustments after-tax $ (3,274) $ (914) (D) Average assets 22,548,835 22,683,259 (E) Average goodwill, core deposits and other intangible assets 1,437,515 1,445,902 Table 27: Return on Average Equity, As Adjusted Three Months Ended March 31, 2025 2024 (Dollars in thousands) Return on average equity: A/D 11.75 % 10.64 % Return on average common equity, as adjusted: (A+C)/D 11.41 10.54 Return on average tangible common equity: A/(D-E) 18.39 17.22 Return on average tangible equity excluding intangible amortization: B/(D-E) 18.64 17.50 Return on average tangible common equity, as adjusted: (A+C)/(D-E) 17.87 17.07 (A) Net income $ 115,209 $ 100,109 (B) Earnings excluding intangible amortization 116,756 101,714 (C) Adjustments after-tax (3,274) (914) (D) Average equity 3,977,671 3,783,652 (E) Average goodwill, core deposits and other intangible assets 1,437,515 1,445,902 85 Table of Contents Table 28: Tangible Equity to Tangible Assets As of March 31, 2025 As of December 31, 2024 (Dollars in thousands) Equity to assets: B/A 17.58 % 17.61 % Tangible equity to tangible assets: (B-C-D)/(A-C-D) 12.09 11.98 (A) Total assets $ 22,992,203 $ 22,490,748 (B) Total equity 4,042,555 3,961,025 (C) Goodwill 1,398,253 1,398,253 (D) Core deposit intangibles 38,280 40,327 The efficiency ratio is a standard measure used in the banking industry and is calculated by dividing non-interest expense less amortization of core deposit intangibles by the sum of net interest income on a tax equivalent basis and non-interest income. The efficiency ratio, as adjusted, is a meaningful non-GAAP measure for management, as it excludes certain items and is calculated by dividing non-interest expense less amortization of core deposit intangibles by the sum of net interest income on a tax equivalent basis and non-interest income excluding items such as merger expenses and/or certain gains, losses and other non-interest income and expenses. In Table 29 below, we have provided a reconciliation of the non-GAAP calculation of the financial measure for the periods indicated. Table 29: Efficiency Ratio, As Adjusted Three Months Ended March 31, 2025 2024 (Dollars in thousands) Net interest income (A) $ 214,656 $ 204,590 Non-interest income (B) 45,426 41,799 Non-interest expense (C) 112,928 111,496 FTE Adjustment (D) 2,534 892 Amortization of intangibles (E) 2,047 2,478 Adjustments: Non-interest income: Fair value adjustment for marketable securities $ 442 $ 1,003 Special dividend from equity investment 3,891 — (Loss) gain on OREO, net (376) 17 Loss on branches, equipment and other assets, net (163) (8) BOLI death benefits — 162 Total non-interest income adjustments (F) $ 3,794 $ 1,174 Non-interest expense: Total non-interest expense adjustments (G) $ — $ — Efficiency ratio (reported): ((C-E)/(A+B+D)) 42.22 % 44.22 % Efficiency ratio, as adjusted (non-GAAP): ((C-E-G)/(A+B+D-F)) 42.84 44.43 Recently Issued Accounting Pronouncements See Note 21 to the Condensed Notes to Consolidated Financial Statements for a discussion of certain recently issued and recently adopted accounting pronouncements. 86 Table of Contents